Bitcoin upside.
Real estate protection.
bitHedge Fund I is a Delaware closed-end fund that pairs two pools of capital with opposite risk preferences. Class A capital buys spot bitcoin. Class B owners pledge first-position liens on commercial real estate that secure that capital. The fund is the swap.
An exchange between two pools of capital with opposite risk preferences.
No trading. No leverage. No rehypothecation. Bitcoin is bought once at close and held in segregated custody. One side gets bitcoin upside with a recorded legal floor under principal. The other gets a funded bitcoin position without selling, refinancing, or putting up cash.
Allocators who want bitcoin upside with secured principal
Their capital buys the bitcoin. The protected floor equals total capital called at closing, secured by first-position liens on independently appraised U.S. commercial real estate.
Owners of unencumbered U.S. commercial real estate
They pledge first-position liens against existing equity. No sale, no refinance. They keep ownership, use, and rental income for the life of the fund.
General Partner. bitHedge GP I LLC. Carried interest only, no hurdle, no catch-up. 1.5% annual management fee on average daily Class A liquid asset value, settled in bitcoin.
Three phases. One reconciliation. One waterfall.
Coordinated close
Investors commit during subscription in USD, BTC, or USDC, with a $1,000,000 minimum. At close, capital is called, spot bitcoin is purchased, and real estate liens are recorded simultaneously. The protected floor equals total capital called.
Hold
Bitcoin sits in segregated custody at Anchorage Digital, a federally chartered qualified custodian. No trading, no leverage, no rehypothecation. Interim drawdowns trigger nothing; outcomes are measured only at reconciliation.
Reconcile
The hold runs up to 37 months. From month 12, NAV is tested daily on a 5-day VWAP via the CME CF Bitcoin Reference Rate, validated by the independent administrator. At 2x the floor, the fund reconciles early and distributes within 10 business days through the 50/40/10 waterfall.
Two ways into the same structure.
The comparison set is principal-protected products, not raw bitcoin
Structured notes and principal-protected vehicles cap the upside or rest on counterparty paper. The Class A position is a principal-protected instrument whose floor sits on U.S. real property and whose upside happens to be bitcoin. Asset-backed, equity-participating, no fixed-interest coupon.
Floor first, then 50% of the upside
At reconciliation, Class A receives the protected floor back first, then 50% of net gains above it. Under historically observed bitcoin cycle behavior, modeled Class A outcomes range from roughly 14% to 50% net IRR depending on the timing and magnitude of bitcoin appreciation, with lower outcomes in flat or down paths. These are modeled, hypothetical scenarios, not projections or guarantees.
Capital that stayed on the sidelines
Family offices, conservative private-credit and structured-product allocators, and cross-border investors who underwrite to a secured floor first and upside second. The structure travels cleanly across mandates that screen for security and seniority.
Subscription in USD, BTC, or USDC
$1,000,000 minimum. Reg D 506(c) offering to verified accredited investors, with accreditation verified at subscription through the fund's independent administrator.
You want bitcoin exposure. Selling or refinancing is the wrong price
You own commercial real estate free and clear. Getting bitcoin exposure today means selling property, taking on debt, or writing a check. bitHedge converts collateral capacity you already have, but are not using, into a funded bitcoin position.
First-position lien, recorded at close, released at reconciliation
You grant a first-position lien on unencumbered U.S. commercial property, originated at or below a 50% LTV ceiling and targeted near 25%. It is a pledge, not a loan: no interest, no monthly payments, no debt service. You keep ownership, use, and rental income.
40% of net gains above the floor, without selling or refinancing
At reconciliation you receive 40% of net gains above the protected floor through the 50/40/10 waterfall. If there are no gains above the floor, there is no Class B distribution. Properties are independently appraised with lender's title insurance confirming priority.
Your collateral is the floor. Treat that seriously
If bitcoin ends below the protected floor at reconciliation, enforcement against pledged collateral makes Class A whole. That is the risk you are paid 40% of the upside to absorb. The 50% maximum LTV provides a buffer, not a guarantee.
Not a guarantee. Not a derivative. A recorded lien on real property.
The first question an allocator asks: what if bitcoin and real estate fall together?
In 2022, the one modern window where both declined, bitcoin lost about 64% while broad commercial real estate fell less than 10% in-year and roughly 25% at the core-sector cycle trough.
A first-position lien at 50% LTV would need a greater-than-50% collapse in property value, liquidated at the trough, to take a principal loss. That has never happened to aggregate U.S. commercial real estate in modern data, including the global financial crisis.
Terms at a glance.
Institutional infrastructure, named on day one.
Providers selected; onboarding proceeds as the fund completes formation ahead of a summer 2026 close.
Anchorage Digital
OCC-chartered qualified custodian. Segregated custody, no rehypothecation.
NAV Fund Services
Independent fund administrator. Capital calls, distributions, NAV validation, and electronic subscription portal.
Riveles Law
Formation, limited partnership agreement, and private placement memorandum.
Roger Lorence
Partnership, long-term capital gains, and UBTI/ECI positions.
Lean by design. Founder-led by conviction.
One decision-maker, an operations core, and specialist advisors. No committee between you and an answer.
Founder and managing partner of bitHedge. Commercial real estate background paired with long-held bitcoin conviction: the two sides of the swap are the two halves of his own track. Sole decision-maker on the fund, and the person on the other end of every call.
Runs the operational spine of the fund: counterparty onboarding, process, and follow-through, so nothing sits in a queue.
Advises on operations, technology, and security architecture across the fund stack, from custody workflow to counterparty diligence.
The fund is the swap. Pick your side of it.
Request the offering documents or book a call with the manager. Verified accredited investors and qualifying property owners only.