Skip to main content
Skip to content
Case File
efta-efta00805569DOJ Data Set 9Other

DRAFT —

Date
Unknown
Source
DOJ Data Set 9
Reference
efta-efta00805569
Pages
35
Persons
0
Integrity
No Hash Available

Summary

Ask AI About This Document

0Share
PostReddit

Extracted Text (OCR)

EFTA Disclosure
Text extracted via OCR from the original document. May contain errors from the scanning process.
DRAFT — Work in Progress Mercantile Global Holdings, Inc. Investor Presentation Alp February 2019 MERCANTILE GLOBAL HOLDINGS MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION EFTA00805569 Disclosures Confirm Disclosure — any revisions? This disclaimer applies to this document and the verbal or written comments of any person presenting it. This document, taken together with any such verbal or written comments, is referred to herein as "this presentation." This presentation is for informational and discussion purposes only. Information contained in this presentation is provided in summary form and is confidential and proprietary to Mercantile Global Holdings, Inc. ("MGH") and its affiliates. This presentation may not be disclosed to any party without a written disclosure agreement, and any sharing of this confidential information to unauthorized parties may have a material adverse effect on MGH and its affiliates. Nothing in this presentation constitutes, or is intended to be construed as, an offer to issue, allot, sell, or otherwise transfer, or an invitation, advertisement, solicitation, recommendation, advice, or inducement to invest in or make a commitment to invest in, any securities, options, other financial instruments or other assets, whatsoever. This presentation contains forward looking statements including statements regarding our intent, belief or expectations. Forward looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Words such as "may," "will? "potential" "should;' "expect" "anticipate "target;' "project," "estimate;' "intend," "continue," or "believe," or the negatives thereof or similar expressions or terminology are intended to identify forward-looking statements. Statements in this presentation are made as of the date hereof unless otherwise stated herein. MGH and its affiliates may or may not pursue the strategy as specifically outlined in this presentation and may change strategy depending on changing market conditions, opportunities, resources, regulations or other factors. Neither MGH nor any of its affiliates undertake any obligation to furnish additional information or to update, revise or correct any of the information contained herein. By accepting this presentation, each recipient on their own accord, and on behalf of their respective business entities, agrees to the foregoing. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 2 EFTA00805570 Speaker Introductions • Team / Speakers to be discussed Our team has over 60 years of exchange, banking, and other related experience and has deep knowledge in the sector from running and operating large predecessor institutions Bo Collins Chairman & CEO of MGH and SJMBT • Former President of the New York Mercantile Exchange • Led NYMEX through transition to electronic trading and increased market cap from $600M to $2.7B within 3 years • Created ClearPort, the first successful OTC Clearing platform • In partnership with NASDAQ, launched International Derivatives Clearing Group in 2008, which was sold to LCH.Clearnet Group • Serial entrepreneur and well regarded FinTech executive Rick Beaman CEO of SJMX • Recent CEO of NASDAQ Futures Exchange (NFX) • Grew NFX volumes from start-up to the 2n° largest exchange in Natural Gas Options; named the 'Fastest Growing exchange in 2017 • Successfully launched TradeSpark Exchange with Cantor Fitzgerald, which was an early competitor to ICE • Served 10 years in the U.S. Navy, and last served on the Personal Staff for Admiral William J. Flanagan, Jr. (four star), Commander in Chief of the U.S. Atlantic Fleet Nick Varelakis President & COO of SJMBT and CFO of MGH • Previous COO and Interim CFO of Noble Bank International, an IFE dedicated to facilitating growth of the digital asset market • Head of large operational and business development teams at JP Morgan across various asset classes • Director at LCH.Clearnet, Head of Global Operations for SwapClear, a CFTC registered DCO MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 3 EFTA00805571 Compelling Investment Highlights To Be Refined 1.) Seasoned and Cohesive Management Team 2.) Integrated Institutional- Focused Exchange and Regulated Bank Entity 3.) Network of Over 150,000+ Global Prop Traders 4.) Enterprise-Grade Trading Technology 5.) High Free Cash Flow Business Model 6.) Growth Opportunities to Build Operating Scale • Current management team has over 60 years of exchange, banking and related experience, and key members of management have worked together or known each other for years CEO Bo Collins was previously the President of New York Mercantile Exchange from 2001-2004; launched the International Derivatives Clearing Group in partnership with NASDAQ in 2008 (later sold to LCH Clearnet Group) Rick Beaman was formerly the CEO of the Nasdaq Futures Exchange and Vice President of NASDAQ; has been involved in the exchange, clearing, product development and brokering of energy markets for over 20 years Nicholas Varelakis was formerly the interim CFO and Chief Operations Officer for Noble Bank International; before Noble Bank, Nicholas was an Executive Director and ran the North American Business Architecture and Transformation Group Clear focus on providing a comprehensive suite of integrated products geared toward institutional traders as a leading market differentiator in the exchange space High importance placed on quality products & services, including low latency connectivity, post-trade settlement services, variety of custody solutions, and risk analytics and management Operates regulated bank entity, offering full services in-house and fiat custody while partnering with third-party crypto custodial solutions Existing relationship with COG grants access to over 40+ global exchanges, including the CME, CBOT, NYSE, NYMEX, LSE, LME, Euronext, Tokyo Stock Exchange and others All existing customers of CQG today will have access to SJMX upon launch and after onboarding process; CQG will also offer free customer access to CQG's Desktop, Mobile, and FX products CQG to allow MAX to co-locate in their data centers, allowing for industry-low latency (less than 3 milliseconds a 100 micro-seconds by end of 2019) Trading technology is programmed to facilitate trades in digital currencies and is already integrated with CQG's existing institutional trading infrastructure, which has been operating globally for —40 years • Matching engine can process over 1.5mm transactions per second and has the capacity to support 1,600 listed products for trading • Software will be developed so that it can be integrated into existing institutional infrastructure and trading platforms and will be available as a computer and smartphone application • Traditional and cryptocurrency trading exchanges have proven to be highly cash generative and a high margin business, offering flexibility for capital deployment and working capital security • Strong run-rate profitability may provide investors with multiple exit opportunities at higher valuations in the future Larger publicly-traded global exchange businesses have historically been highly acquisitive to fuel growth • Numerous acquisition opportunities exist for SJMX to acquire and build operating scale, with a potential to leverage SJMX's platform for a roll-up strategy MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 4 EFTA00805572 Table of Contents DRAFT 1. Company Overview [XI 2. Integrated Exchange & Banking Platform [XI 3. Deep Network and Relationships In-Place [XI 4. Technology Systems [XI 5. Financial Overview [XI 6. Key Milestones & Growth Opportunities [XI 7. Appendices [XI MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 5 EFTA00805573 MERCANTILE GLOBAL HOLDINGS Company Overview MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 6 EFTA00805574 Company Overview DRAFT Mercantile Global Holdings, Inc. ("MGH") is developing an institutional-grade electronic trading platform and integrated banking platform for digital assets MERCANTILE Li GLOBAL HOLDINGS San Juan Mercantile Exchange, Inc. ("SJMX") (Based in Chicago) Institutional-Grade Exchange Technology Connected to LIT market, dark pool, and OTC trading Enterprise-grade matching engine with FIX APIs Capacity for 1.5 million transactions per second with 3 milliseconds of latency Professional Trading Infrastructure • Connectivity with leading software vendor currently servicing global financial markets • Immediate on-ramp for traders Other Exchanges San Juan Mercantile Bank & Trust International Corp. ("SJMBT") (Based in Puerto Rico) Fully Regulated Bank Entity • Regulated by the Puerto Rico Office of the Commissioner of Financial Institutions • Correspondent banking partners will be in-place for launch • Fully integrated FinTech layer for connectivity to exchange • Real time settlement and cash / margin efficiency and availability Custodial Services Working to integrate with leading digital asset custodians Client directed with ability to diversify holdings across multiple custodians Mercantile Global Holdings Exchange (Del. Corp) 41- Order Routing Technology Clients L Jrp Completed Trade Data Bank (PR Corp) I Correspondent Banks Federal Reserve Broker Institutional Digital Custody Services Trust Accounts Custody Settlement MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 7 EFTA00805575 Cohesive Management Team with Deep History SJMX to confirm # of Employees _ mi l Key members of MGH's management team have worked together and known each other for years Executive Management Team & History Organizational Chart Key Industry Prior Working Executives Experience Firms Together S Bo Collins Chairman & CEO of MGH and SJBT 31+ years New York Mercantile Exchange 120+ years. Rick Beaman CEO of SJMX 23+ years NASDAQ Nick Varelakis President & COO of SJMBT and CRO of MGH Bob Cavnar President & COO of MGH 19+ years Noble Bank JP Morgan SwapClear 44+ years enegX LLC 0 Rene Canon Head of Global Legal & Compliance 15+ years Sidley Austin Bo Collins Chairman & CEO of NIGH Bob Cavnar President & COO of MGH Joined recently from NASDAQ Rick Beaman CEO of SJMX Nick Varelakis Interim CFO & COO of SJMBT John Wyman Chief Tech Officer Rene Carson Chief Lego! & Govern Officer Carrie Gill Head of HR Bank team together for 7+ years (3l Team (9) Team (1/ Team Members Members Member (3l Team PI Team Members Member With Bo since 1997, El Paso Corporation (22+ years) Infrastructure In-Place with (24) Team Members Ready for Operational Ramp-Up Legal team together for - 8+ years Actively Seeking to Build Out Platform and Hiring Additional Key Employees MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 8 EFTA00805576 Full Product Suite for All Institutional Trader Needs I Confirm — S.INIXport? Settlement services? Comprehensive suite of products & services all offered in-house to build customer flexibility and ease of use Overview of Products & Services 2020E Revenue by Product ($mm) Central Limit Order Book: • Match engine designed to process more than 1.5 million transactions per second with an expected latency of 3 milliseconds Fix APIs or access through CQG front-end OTC Execution Desk: • Facilitate large buy or sell orders through OTC facilitation desks • Execute orders through proprietary execution algorithms or with other counter-parties Integrated bank platform intended to enhance security and efficiency of transactions Dark Pool: Handles large OTC or Institutional orders by efficiently connecting customers to superior liquidity, promote best execution, and decrease market impact Ability to stream quotes into the OTC Book / Dark Pool Ability to place large orders across both dark and lit markets $44.2 34% $22.8 18% $4.6 4% $29.8 23% 2020E i f Revenue: $128mm $26.7 21% • CL0B • OTC Dark Pool • Settlement Fees • Custody Revenue [Exchange Support Products] Projected Exchange ADTV ($mm) and Fee Structure SJMXport: • Settle OTC trades bi-laterally with registered participants through proprietary systems • Standardized on-boarding procedures, developed to comply with customary KYC / AML practices • Access a flexible suite of settlement services to provide secure and efficient transactions MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION $530.5 FeeStructure $91.4 CLOB Execution Fee 0.025% $80.3 OTC Execution Fee 0.100% Dark Pool Execution Fee 0.075% S114.9 $358.8 Settlement Fee 0.025% $19.8 517.4 577.7 Custody 0.400% 2019E 2020E • CLOB • OTC Dark Pool 9 EFTA00805577 Fully Integrated Operational Infrastructure • Confirm Next Custodian and power checks MGH's fully integrated platform provide customers additional liquidity, integrated onboarding, and expedited transfers between crypto and fiat currencies NSW A °onto, ) xapo fl eet" It e BitGo owe,. DIGITAL ASSF1 DACC concur COMPANY ETAINA Omani (Next] -S Eat Custodian Banks Overnight Investments Instant trade settlement and ability to trade. Once a day rebalance across custodians and Fiat Banks MGH Ledger Elysium Fintech Layer t Buying power checks Trade submission Trade confirmation Limits management Reporting Lit Market Dark Pool Orders RFQs Reports The operational structure on the left hand side illustrates: Clients onboarded onto MGH are simultaneously onboarded with each exchange integrated with the ETP / Elysium, allowing for fast access to liquidity Elysium provides buying power checks, trade submissions, trade confirmations, limit management, and reporting When onboarded, clients have access to two pools of liquidity: lit market and dark market. Clients have the ability to seek liquidity within the dark pool while maintaining price matching functionality with Lit Market MGH connects to digital currency custodians and banks, allowing clients to switch between digital and fiat currencies allowing for instantaneous trading Daily rebalancing between custodians and fiat banks MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 10 EFTA00805578 co , MERCANTILE GLOBAL HOLDINGS Integrated Exchange & Bank Platform MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 11 EFTA00805579 MGH's Value Proposition MGH is able to offer traders an institutional approach towards digital asset trading DRAFT The Issue: Retail Infrastructure The Solution: MGH's Institutional- Grade Infrastructure Existing digital asset exchanges are not designed to meet institutional requirements Access via a web browser and often too slow Outsourced infrastructure (i.e., AWS) Vulnerable to cyberattacks and unreliable during peak times Unable to trade on other exchanges Most institutions are not able to trade on their existing infrastructure platforms • Incompatible with web-based connectivity and protocols • Inconsistent connectivity • Not able to service existing customers • Subject to fraud, manipulation, and deceptive trading practices Unable to connect with middle and back office workflows Material limitations on security, withdrawals, and support At risk of cyberattacks; funds sit with the exchange Tiered account security creates vulnerabilities and unfair advantages Limitations on dollar and / or digital asset withdrawal amounts Delayed and unpredictable trade processing The Exchange will have technical infrastructure modeled after top commodity exchanges Access via proprietary trading application High speed private network Owned and controlled infrastructure Enterprise grade security infrastructure High performance and fault tolerant Integrated into global exchange ecosystem Institutions will be able to trade on their existing infrastructure platforms Industry accepted connectivity and protocol standards Reliable connectivity and customary exchange controls Fair and efficient markets Maintain and enhance your existing customer relationships Intuitive workflow integrations More secure infrastructure, no limits on withdrawals and dedicated support • Separation between the Exchange and the Bank along with 3rd party custody options creates significant security benefits • No planned limits on dollar or digital asset withdrawal amounts • Dedicated account management and customer service MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 12 EFTA00805580 Integrated Platform Tailored Towards Institutional Trade rs DRAFT MGH's integrated exchange and banking platform provides instantaneous execution between traders and their counterparties with complete flexibility between fiat and digital asset currencies SAN JUAN CA\ MERCANTILE \W EXCHANGE • Enterprise-grade matching engine • Connectivity with major ISVs currently servicing the global financial markets • Real time limit management based on intraday Bank balances • Increased stability and security compared to web-based exchanges Electronic Trading Platform • Matching engine processes more than 1.5 million transactions per second with a 3 millisecond latency • State of the art trading application and analytics with strong risk management tools Liquidity • Substantial number of traders able to connect through existing trading infrastructure, creating and increasing liquidity • Integration between Exchange and Bank will facilitate seamless settlement of OTC transactions 1,JAN re MERCANTILE c if BANK & TRUST • Single user interface to manage fiat and digital asset balances • Real-time settlement and availability of asset balances based on intraday exchange activity • Connectivity with reputable fiat and digital custodians • Customers will be subject to AML and KYC requirements Clearing & Settlement • Real-time limit management that is based upon holdings at the bank • Ability to view and manage fiat and digital asset custody in one entity Fiat & Digital Custody S • Fiat assets to be held in accounts with correspondent bank partners • Digital assets to be held with custody partners; wide network of custodial partners allow for active management of concentration risk across multiple platforms MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 13 EFTA00805581 Fully Regulated & Robust Compliance Systems DRAFT Active dialogue with regulators and compliance teams in-place allow for seamless and speedy client onboarding and KYC/AML procedures Foundation of a rigorous and trusted regulatory framework Fully regulated with industry best practices SJMBT is treated as a regulated bank by FINCEN for purposes of BSA / AML/ OFAC compliance • Strict oversight and audit by the OCFI, using the same FFIEC audit standards that are applied to FDIC-guaranteed banks • Strong compliance culture created and reinforced by MGH's Board of Directors, ensuring compliance amongst leadership, senior management, and employees Rigorous on-boarding using customary KYC/ AML procedures • Robust KYC / AML procedures for client onboarding process • Once customer is onboarded, customer is onboarded among all users and exchanges integrated onto the ETP KYC / AML procedures consist of a 4 step process: Customer Identification Program • Due Diligence • Risk Rating Assessment • Enhanced Due Diligence Active transaction monitoring in-place and market surveillance technology Transaction monitoring compares customer activity with broader market activity to assist in assessing client behavior Provides information to the compliance staff and officers to identify specific transactions that may require additional review, documentation and reporting MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION Gilberto Figueroa Chief Compliance Officer Active dialogue and great relationship with Puerto Rican and other regulators , ociF • Organized as an International Financial Entity (IFE) in Puerto Rico; subject to regulatory oversight and BSA & OFAC requirements Bo Collins and the Commissioner of OCIF, George Joiner, both serve on the BlockChain Advisory Council Both Bo Collins and George Joiner have a positive relationship and active dialogue On February 12, 2019, MGH submitted their second stage application in their request for a Permit to Operate • Expected to take 2-4 weeks and on-site inspection by OCIF [Also ongoing and recent dialogue with FINCEN, CFTC and the SEC, informing regulators of entry to market and business plan] Strong and Experienced Compliance Team In-Place Run by a seasoned Chief Compliance Officer and a compliance department staffed with 4-6 experienced professionals 2 dedicated attorneys with outside legal support by DLA Piper Chief Compliance Officer Biography • Former U.S. Department of Homeland Security Special Agent with 10+ years of experience Worked as the BSA / AML / OFAC Compliance Officer for Banco Popular in New York and in Puerto Rico Currently is a Certified Anti-Money Laundering Specialist and Certified Internal Controls Auditor Received his B.A. at the University of Puerto Rico and from Interamerican University 14 EFTA00805582 Clear Market Differentiator and Competitive Advantag DRAFT MGH will offer professional trading front-end that is connected through CQG in order to promote faster execution and greater reliability This structure provides efficiency and unique benefits, including building upon customer flexibility for their demands / needs, institutional-grade custody for digital assets, and connectivity to major liquidity pools Professional trading platform and integrated into traditional capital markets infrastructure Designed to increase security, efficiency and flexibility for professional traders Features an API that uses Financial Interface Exchange ("FIX") protocol relied upon by banks and broker dealers globally Clients are able to co-late their servers with CQG for even greater speed and security Owns and will operate a proprietary matching engine designed to manage millions of traders per second • Other exchanges lack this technology and struggle to balance functionality and security Structural advantages over incumbent digital asset exchanges by having an integrated bank entity • Fully regulated and operational bank entity will settle transactions and manage fiat currency balances Only exchange that offers a customer-centric custody solution • Allows customers to choose MGH's proprietary custody solution or to hold assets at other custodians instead With the Exchange and the Bank, MGH will be able to provide customers the ability to hold both fiat and digital assets • Provides clients the ability to trade on the exchange based on these balances MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 15 EFTA00805583 Competitive Landscape Note — Names to be removed in final version TBU — Add in ErisX and Bakkt MGH offers a comprehensive product suite with full functional and 24/7 support that is not offered or often limited at other cryptocurrency exchanges Key Features r SIMI( Colnbase Pro Gemini Kraken Bristamp Mitre( halt Circle l Polonlex bitflyer USA Exchange (CLOBI Fee's OTC Fee's Oark Pool Fee's Security Digital Asset Custody Primary Customer Base Web/ Cloud-based Option 0.025% 0.10% 0.25% High Multi Institutional 0.O3096 to 0.30% 0.00% to 1.00% 0.0096 to 1.00% 0.10% - 025% 0.25% Medium Self.custody Retail  Medium Self.custody Retail  010%436% Low Self. custody Retail Mediwn Bitgo Retail  Medium Self-custody Retail  ODM-025% 0.00%-010% 0D2%-0.12% 0.10% n/a low Self-custody Retail  Medium Sett custody Retail Low Self custody Retail Full FIX Protocol Implementation Proprietary desktop Software Bank Subsidiary Escrow Services OTC Facilitation desk Instant OTC Settlement BI-Lateral Trading Dark Pool Liquidity Block Trading Connectivity to Other Digital Asset mattorrns Connectivity to Global Exchange Network Co-location Services Match Engine Sub 1 Millisecond Advanced Order Types Algo Budder Access to Traditional Exchanges Sub-Account Structure Diversified Custody Options Trade Surveillance Agency Trading Model Exchange Membership Model Experienced Exchange Management Connected to leading ISV Subject to Banking Regulations Integrated Risk Management Tools              K K  K K K K  K  K K K  K  K K K   K K K K   K K N N N K    K K K K K K K K K K NOTE: The summary above compares features of San Juan Mercantile Exchange (SIM%) with those of other digital asset trading platforms. The comparison represents the conclusions of SIMCs management based on currently available information reviewed by them, as of February 2019. ••••••••• MERCANTILE GLOBAL HOLDINGS, INC. ) CONFIDENTIAL I NOT FOR DISTRIBUTION 16 EFTA00805584 (.6 , MERCANTILE GLOBAL HOLDINGS Deep Network and Relationships In-Place MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 17 EFTA00805585 Exchange Ecosystem & Execution Avenues i • Confirm SIMXport — Bank product for settlement? • Confirm what is defined as a fiduciary customer? Potential access to multiple exchanges and other financial institutions through an integrated electronic trading platform, allowing accessibility to all of MGH's product offerings and instantaneous market liquidity Value Chain Full functionality and accessibility for customers to use MGH products as well as act as a platform for MGH distribution fa\ MERCANTILE GLOBAL HOLDINGS EA\ MERCANTILE EXCHANGE Products & Services Accessibility to LIT & Dark Pool Markets MGH Exchange Ecosystem Futures Commission Merchant ("FCM") Solicits or accepts orders to buy or sell future contracts and options Active dialogue with 2-3 FCMs ai Elysium Technology Group Digital Currency Trading Firms Digital currency trading firms are ideal customers to target and onboard to utilize MGH's platform Active dialogue with 30-40 trading firms Fiduciaries • [T8U) • Active dialogue with 1 fiduciary Other Exchanges • Other exchanges are able to utilize MGH's ETP to access products and additional liquidity • MGH may also onboard customers from other exchanges Active dialogue with 5-7 exchanges MGH's fully integrated ETP platform with Elysium partnership Central Limit Order Book Provides access to liquidity and trading LIT markets Matching engine that can process 1.5 million transactions per second with latency of 3 milliseconds FIX APIs and access through CQG front-end Dark Pool • Execution of large trades through a dark pool execution facility • Accessibility to greater liquidity opportunities • Orders can be placed across both the LIT markets as well as the dark pool markets simultaneously OTC Execution • Facilitate large buy or sell orders through an OTC facilitation desk • Execute orders through a proprietary execution algorithm or with other counter-parties bi-laterally [SJMXport] Settles OTC trades bi- laterally with registered participants through proprietary settlement system Accessibility with a flexible suite of settlement services to provide secure and efficient transactions MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 18 EFTA00805586 Complementary Relationship with CQG DRAFT An existing agreement with CQG provides MGH with back-end exchange support with the potential for MGH to reap additional rewards CQG::: Company Overview CQG provides data, decision making, and order execution software for the financial trading industry worldwide • Also offers market data, news, analytics, and other electronic trading services & solutions • The company was incorporated in 1976 and is based in Denver, CO Access to CQG's Products & Services • Integrated Client: access to global market data and trading interfaces for electronic trading and order management • Trader: provides market data and electronic trading platform ("ETP") including real-time quotes, trading, and order management • FX: provides FX solutions for foreign exchange trading and execution • Desktop: offers trading, market data, charting, and analytics in a one integrated product • Mobile: mobile application for remote access to quotes, analytics, and trading MERCANTILE + GLOBAL HOLDINGS CQGE:•/1 Background of Relationship Relationship Background • MGH entered into an agreement with CQG LLC on [January X], 2019 • Integrated MGH's electronic trading platform ("ETP") with CQG's existing network, with CQG providing order-routing and independent software vendor ("ISV") services • CQG's analytic tools and order-rerouting ISV services are industry leading and among the industry's best performing • Worldwide network and global reach • 24/7 monitoring fully backed by a customer support staff located in 11 locations across the globe Complementary Relationship to MGH • MGH customers will have the ability to access over 40+ global exchanges, including the CME, CBOE, NYSE, NYMEX, LSE, and several others • MGH and CQG customers will be able to utilize the integrated ETP to purchase and sell digital currencies and other digital assets • Access to CQG's full suite of professional trading technologies, including: • Integrated Client, CQG Desktop, Mobile, and FX products • Real-time and historical data, technical analysis tools, decision- making tools, and order execution software MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 19 EFTA00805587 Full Fiat Currency & Digital Asset Custody in One Entity DRAFT MGH is continuously expanding their correspondent banking partners and digital asset custodians to provide customers full accessibility and flexibility under one entity Currently Engaged / Agreement In-Place Correspondent Banking Partners • Publicly traded (NASDAQ: SBNY) $47 billion asset-sized bank based in New York • Recently approved correspondent bank partner • Fully onboarded onto Signature's systems Digital Asset Custodians BitGo .4 KINGDOM TRUST. • [Executed custody agreement and completed KYC / AML process]; expected to go live on March 1g, 2019 • [Executed agreement in-place and KYC / AML process completed]; expected to go live on [X] Ongoing Dialogue Fidelity A BU RLI NG BANK NORTH ERN TRUST BM()© I lams Bank Metropolitan Commercial Bank FIFTH THIRD BANK UBS BNY MELLON • Ongoing dialogue with Fidelity and have submitted initial Fidelity A documentation DIGITAL ASSETS- • Digital asset custodian business not yet publicly launched; expected April 2019 Targeted Potential Partners RBS BANK FRICK NOAMJRA Standard S Y Royal Bank MUFG pie 7t of Scotland Chartered IIIDBS @MIAS taitatJtAN I k xa po DACC DIGITAL ASSET CUSTODY COMPANY Primesiust MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 20 EFTA00805588 From company - picture of the user interface? Technology Systems MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 21 EFTA00805589 Technology Development DRAFT Mercantile Global Holdings and its subsidiaries are currently developing and/or integrating the following systems and technologies: Banking Systems The banking system will provide S1MX operation staff with the ability to manage customer accounts and transactions such as deposits and withdrawals. For S1MX customers, the banking system will serve as an online portal providing account and transaction details. Banking system is being developed by Elysium Technology Group ("ETG") Status: Banking system will be ready for demonstration to bank regulators by [2/15/20191. The system will be fully operation by [3/15/20191. Dark Pool and OTC Trading 2 The dark pool and OTC trading will enable customers to transact large block volume in complete anonymity. Dark pool is being integrated with the Block, Execution, Access, Control, Onboarding, Network ("BECAON") to facilitate OTC and dark pool trading. BEACON is a deal management system that enables a network of brokers, market makers and other market participants to source dark liquidity at better prices. Dark pool is being developed by Mercury Digital Assets ("MDA") and will be operated as S1MX dark pool. MDA is also developing a white label S1MX branded version of the BEACON tool. Status: Dark Pool and OTC trading will be fully operational by 13/31/20191and launch with the bank. LIT Exchange 3 LIT Exchange is being developed by the MGH tech team. LIT exchange has specific hardware and infrastructure requirements. The proposed hardware has a 3 month lead time from order placement to production availability. Prior to Launch, LIT Exchange will be integrated with CGQ. Prior to integration, CQG will be upgraded to support crypto currency decriminalized volume. Status: CQG's upgrade to support crypto volume is expected to be complete with [May 20191. LIT Exchange is scheduled to launch [May 2019). APIs 4 The banking system, dark pool, OTC trading and LIT Exchange will all need to be integrated through APIs. Status: APIs required to launch the banking system, dark pool and OTC trading systems will be operational by (3/15/2019). APIs required to launch our LIT Exchange will be operational by [May 2019). CQG Trading Tools 5 Partnered with CQG to deliver customers with an innovative set of trading tools, global data and advanced analytic capabilities. Our customers will have access to several COG trading tools including their flagship CQG Integrated Client, COG Desktop, and native iOS mobile trading. Status: Partnership established and customers are being onboarded. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 22 EFTA00805590 Operational Infrastructure DRAFT The bank and exchange work closely together to create a high performing and efficiency operation for MGH customers San Juan Mercantile Exchange San Juan Mercantile Bank & Trust International Highlights SAN JUAN MERCANTILE BANK & TRUST INTERNATIONAL &JIMA T D.001 _4 .1 4$ Are/ Weasels R ard Rowing • Security built into the infrastructure rather than bolted-on • High-performance InfiniBand backbone ensures high-speed, UIC4 On* GalavegS low- latency order routing and execution Direct vats Access FIX 0S Gamy, • High-availability, fault-tolerant roux architecture to provide customers an always-on neanj cwct WebSothets experience in* c eon Sri's* IMAM Da • Financial Services security WROPYI NI Wags Data Rooms standards and compliance with Gramm-Leach-Bliley Act WAR( ORLI Krebs (GBLA), Dodd-Frank Reform, Web Socials wAM Del• Feeder. Consumer Protection Act and Payment Card Industry Data Security a it Cusiodv Ona.eIr, • A CusIZO/ Parader • 5 Aeceufil Maple& Vale lira% 5a d ftlesene Ore Trade ,---• maneq [MK* OK* managensent ROACTIree Darn ItgA Antwas Cakaor Ault Lcgs SAN JUAN MERCANTILE EXCHANGE MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 23 EFTA00805591 To Discuss — financial model & burn rate with Nick Financial Overview MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 24 EFTA00805592 EFTA00805593 EFTA00805594 EFTA00805595 EFTA00805596 From Pat - collective view on growth opportunities Key Milestones & Growth Opportunities MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 29 EFTA00805597 H12019 Company Milestones To Be Updated — Pat with key milestones & collective view on growth strategies Mercantile Global Holdings has established a clear execution plan for the upcoming fiscal year January February March April May SJMX Integrate Bank and Exchange Launch Dark Pool and OTC Trading Deploy Exchange Trade Surveillance Technology and CQG Integration O Buildout 350 Launch Cermak Exchange, 3/31 Production Facility in Chicago, IL Onboard API Client SJMB&T Obtain IFE Banking License Launch Bank (Dark Pools and Fit / Digital Custodian Support) IMe Complete In Progress Ongoing Launch onboarding, KYC /AML tech Launch Bank Escrow Services Fully integrate KYC / AML tech Onboard Corresponding Banking Partners (e.g., Signature Bank onboarded 2/19) MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 30 EFTA00805598 MERCANTILE GLOBAL HOLDINGS Appendices MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 31 EFTA00805599 DRAFT Management Team J. Robert "Bo" Collins Jr. CEO of MGH and SJMX Mr. Collins served as the President of New York Mercantile Exchange ("NYMEX") from 2001 to 2004, which was the largest commodities exchange in the world during such time. Under his leadership, NYMEX launched Clearport Clearing, the first commercially successful OTC clearing platform. Mr. Collins also initiated and led the development of the Dubai Mercantile Exchange. During his time at NYMEX, Mr. Collins brought the exchange into a new era of electronic trading and increased the market cap from $600 million to $2.7 billion within 3 years (amidst the 9/11 attacks, Enron bankruptcy and largest power outage in U.S. history). Additionally, he led the exchange to an initial credit rating of A++ and its recognition by Energy Risk magazine as the 2004 "Exchange of the Year." In 2008, in partnership with NASDAQ Mr. Collins launched a new clearinghouse, the International Derivatives Clearing Group, which was later sold to LCH.Clearnet Group. Mr. Collins is an active entrepreneur and respected FinTech professional currently involved in successful ventures such as Matrix Global, the first crude oil storage auction platform. He has also launched an incubator initiative to utilize innovative solutions such as digital assets and blockchain technology to improve infrastructure development, physical logistics, financial trading and exchange clearing. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 32 EFTA00805600 Management Team ( DRAFT Robert Cavnar President & Chief Operating Officer of MGH Robert L. Cavnar is president and chief operating officer of MGH. Mr. Cavnar is a 40-plus year veteran of the oil and gas industry. He served as chairman, president and chief executive officer of Mission Resources Corporation where he led the restoration of the company to profitability. Prior to Mission Resources, he was a senior vice president of El Paso Corporation where he served as chief operating officer of its midstream business unit and as chief financial officer of its upstream business unit. He has spent a large portion of his career performing startups, turnarounds, and reorganizations, including realigning governance structures. Mr. Cavnar is also author of Disaster on the Horizon: High Stokes, High Risks, and the Story Behind the Deepwoter Well Blowout, a behind-the-scenes investigative look at the worst oil well accident in US history. Rick Beaman CEO of SJMX Rick Beaman is the CEO of SJMX. Mr. Beaman was formerly a Vice President of NASDAQ and CEO, Nasdaq Futures Exchange (NFX). Mr. Beaman has been involved in the Exchange, Clearing, Product Development and Brokering of Energy Markets for 20 years. Before joining NASDAQ OMX, Mr. Beaman worked S years at VMAC, LLC, as VP of Client relations and Marketing developing a Clearing solution for Physical and Financial derivatives. Prior to VMAC he was employed by TradeSpark, LLC as the General Manager where he managed a sizeable Broker and Sales team of 72, that was a competitive hybrid model in the energy industry- a combination of electronic trading and commodities brokering. Prior to TradeSpark, he was employed by Cantor Fitzgerald and supervised a team of 46 brokers in Natural Gas, Power, Emissions, and Coal. Rick is also a veteran of ten years in the U.S. Navy. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 33 EFTA00805601 Management Team ( DRAFT R. Rene Carson General Counsel of MGH and SJMX Ms. Carson is an experienced legal and compliance professional, with more than fifteen years in the financial service, technology and energy sectors. Prior to joining Lone Star Capital and Renovatio PR, Ms. Carson was General Counsel and Global Head of Compliance for INTL FCStone Inc. (NASDAQ: INTL), a Fortune S00 company that provides customers across the globe with execution, clearing, and advisory services in commodities, capital markets, and other related sectors. As Global Head of Compliance, Rene supervised over 40 compliance professionals and helped build a new compliance infrastructure for the company's derivatives business post Dodd-Frank. Prior to INTL, Ms. Carson spent more than a decade in private practice, including as a partner at Sidley & Austin. Ms. Carson received her Juris Doctor degree with honors from NYU School of Law, and her B.A. with honors in Political Science from University of Wyoming. Nicholas Varelakis COO of SJMBT and CFO of MGH Mr. Varelakis is President and COO of SJMBT and the CFO of MGH. He formerly served as Chief Operations Officer and interim CFO for Noble Bank International. Mr. Varelakis joined Noble from JPMorgan Chase & Co., Inc. where he served his second non-consecutive term as an Executive Director, responsible for leadership of the North American Business Architecture and Transformation group. Prior to joining JP Morgan, Mr. Varelakis was a Director at LCH. Clearnet LLC, responsible for oversight of global operations for the SwapClear division, a derivatives clearing organization registered with the Commodity Futures Trading Commission. Prior to joining LCH in April 2011, Mr. Varelakis spent seven years at JP Morgan and served as North American Head of Middle Office Operations for the firm's credit default swap clearing and prime brokerage businesses. Mr. Varelakis graduated magna cum laude from Pace University, where he earned his undergraduate degree in Business Administration. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 34 EFTA00805602 Management Team ( DRAFT John Wyman Chief Technology Officer of MGH & SJMX Mr. Wyman brings 2O+ years of trading technology development. He most recently served as CTO at NEO Markets, overseeing the design and development of a state-of-the-art exchange-matching engine and front-end trading solution. This innovative platform brought together OTC physical, OTC financial and listed futures for the first time onto one screen. He spent 12 years as CTO of Houston Street Exchange, an innovative electronic exchange offering trading in physical crude oil, refined products, biofuels, natural gas liquids and grain. As a founding partner with DirecTrade, an online equities brokerage and trading firm, he led the design, architecture and development of the company's proprietary trading solution. He also founded Engineered Information Systems, a management consulting firm, and has held management and technical positions at MCI Communications, Softbridge Microsystems and Coordination Technology. Mr. Wyman studied computer science at lona College and the University of New Haven. MERCANTILE GLOBAL HOLDINGS, INC. I CONFIDENTIAL I NOT FOR DISTRIBUTION 35 EFTA00805603

Forum Discussions

This document was digitized, indexed, and cross-referenced with 1,400+ persons in the Epstein files. 100% free, ad-free, and independent.

Annotations powered by Hypothesis. Select any text on this page to annotate or highlight it.