Protos ICO

$60,000,000
Protos Cryptocurrency Asset Management GmbH
Protos Cryptocurrency Fund Ltd.
PRTS CAM Pte. Ltd.
60,000,000 Protos Tokens
The Protos Token (each, a
“
PRTS Token
”
) is a new series of ERC20-based smart contract digital tokens issued by PRTS
CAM Pte. Ltd. (the
“
Issuer
”
) for USD $1.00 per PRTS Token. The Issuer is a newly organized Singaporean private limited
company with no operating history. Within twenty (20) business days of a successful closing of this offering of PRTS Tokens
(this
“
Offering
”
), Protos Cryptocurrency Fund Ltd., a Cayman Islands exempted limited company (the
“
Fund
”
), an
evergreen fund with an investment strategy of making strategic investments in digital tokens and actively managing digital
tokens, cryptocurrency and other cryptocurrency investments (including derivatives linked thereto), managed by Protos
Cryptocurrency Asset Management G...

THIS OFFERING IS ONLY BEING MADE IN JURISDICTIONS WHERE THE OFFER AND SALE OF PRTS
TOKENS IS PERMITTED UNDER APPLICABLE LAW. SEE THE SELLING RESTRICTIONS SET FORTH
HEREIN, INCLUDING IN
“
TO SUBSCRIBERS GENERALLY.
”
THIS OFFERING IS ONLY MADE TO AND DIRECTED AT, AND MAY ONLY BE ACTED UPON BY,
PERSONS OUTSIDE OF SINGAPORE. ACCORDINGLY, NO PERSON IN SINGAPORE SHALL BE ELIGIBLE
OR PERMITTED TO, WHETHER DIRECTLY OR INDIRECTLY, SUBSCRIBE, PURCHASE OR ACQUIRE, OR
OFFER TO SUBSCRIBE, PURCHASE OR ACQUIRE, ANY PRTS TOKENS. THIS OFFERING MEMORANDUM
AND ANY OTHER DOCUMENT OR MATERIAL IN CONNECTION WITH THE OFFER OR SALE, OR
INVITATION FOR SUBSCRIPTION OR PURCHASE, OF THE PRTS TOKENS, MAY NOT BE CIRCULATED
OR DISTRIBUTED, WHETHER DIRECTLY OR INDIRECTLY, TO PERSONS IN SINGAPORE.
THIS MEMORANDUM DOES NOT CONSTITUTE AN OFFER OR INVITATION TO SUBSCRIBE FOR
INTERESTS IN THE FUND. THE PRTS TOKENS ARE NOT, AND DO NOT REPRESENT OR QUALIFY AS, AN
INTEREST IN THE ISSUER OR THE FUND AND DO NOT GR...

TABLE OF CONTENTS
Page
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS .................................................. IV
CERTAIN NOTICES......................................................................................................................................................... IV
U.S. INVESTMENT COMPANY ACT OF 1940 ............................................................................................................... VI
RESALE RESTRICTIONS ...............................................................................................................................................VII
INTRODUCTION TO THE PRTS TOKEN OFFERING...........................................................................................................1
HOW TO PURCHASE ........................................................................................................................................................ 4
OVERVIEW OF THIS OFFERING ..........................................................................

Except in the section under the caption
“
Description of the PRTS Tokens
”
and unless the context otherwise
requires, all references in this offering memorandum to:

“
Argon Advisors
”
is Argon Investment Management LLC, a limited liability company formed in Delaware
and a subsidiary of Argon Group Holdings, a private exempted company incorporated under the laws of the
Cayman Islands;

“
Class A shares
”
are the shares of the Fund which will be held by the Issuer;

“
Class B shares
”
are the shares of the Fund which are entitled to be allocated Carried Interest;

The
“
Fund
”
is Protos Cryptocurrency Fund Ltd., an exempted limited company formed in the Cayman
Islands;

The
“
Issuer,
” “
our,
” “
we
”
or
“
us
”
is PRTS C...

(B) Formed by a U.S. person principally for the purpose of investing in securities not registered
under the Securities Act of 1933, as amended, unless it is organized or incorporated, and owned,
by accredited investors (as defined in § 230.501(a)) who are not natural persons, estates or trusts.
(2) The following are not
“
U.S. persons
”
:
(i) Any discretionary account or similar account (other than an estate or trust) held for the benefit or
account of a non-U.S. person by a dealer or other professional fiduciary organized, incorporated, or (if
an individual) resident in the United States;
(ii) Any estate of which any professional fiduciary acting as executor or administrator is a U.S. person
if:
(A) An executor or administrator of the estate who is not a U.S. person has sole or shared
investment discretion with respect to the assets of the estate; and
(B) The estate is governed by foreign law;
(iii) Any trust of which any professional fiduciary acting as trustee i...

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This offering memorandum contains statements which, to the extent that they do not recite historical facts,
constitute forward-looking statements. These statements can be identified by the fact that they do not relate strictly
to historical or current facts and may include the words
“
may,
” “
will,
” “
could,
” “
should,
” “
would,
” “
believe,
”
“
expect,
” “
anticipate,
” “
estimate,
” “
intend,
” “
plan
”
or other words or expressions of similar meaning. These
forward-looking statements are based on the current expectations of the Issuer about future events. The forward-
looking statements include statements that reflect the Issuer
’
s beliefs, plans, objectives, goals, expectations,
anticipations and intentions with respect to the use of proceed...

delivery of this offering memorandum does not imply that the information herein is correct as of any time
subsequent to the date of this offering memorandum.
This offering memorandum is not a prospectus and does not purport to contain all information a subscriber may
require to form an investment decision. It is not intended to be relied upon solely in relation to, and must not be
taken solely as the basis for, an investment decision. This offering memorandum contains the terms of the Offering
and a summary of certain documents referred to herein. These summaries do not purport to be complete and they are
subject to and qualified in their entirety by reference to the applicable documents. Copies of the documents referred
to herein will be provided to any prospective subscriber upon request and should be reviewed for complete
information concerning the rights, privileges and obligations of subscribers of PRTS Tokens. In the event that
descriptions in or terms of this offering memorandum are inconsistent with or contrary...

U.S. INVESTMENT COMPANY ACT OF 1940
The Issuer intends to rely on an exemption from the provisions of the Investment Company Act of 1940, as
amended (the
“
Investment Company Act
”
), in reliance upon Section 3(c)(1) of the Investment Company Act, which
excludes from the definition of
“
investment company
”
any issuer whose outstanding securities are beneficially
owned by not more than 100 U.S. Persons and who meet the other conditions contained therein. Each subscriber
’
s
subscription documents will contain representations and restrictions on transfer designed to ensure that the relevant
conditions are met.
vi
...