FTX bankruptcy filing
Case 22-11066 Doc 1 Filed 11/11/22 Page 1 of 23 Fill in this information to identify the case: United States Bankruptcy Court for the: ____________________ Delaware District of _________________ (State) 11 Case number (If known): _________________________ Chapter _____ ‰Check if this is an amended filing Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy 06/22 If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor’s name and the case number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available. 1. Debtor’s name AlamedaResearchLLC ______________________________________________________________________________________________________ 2. All other names debtor used ______________________________________________________________________________________________________ in the last 8 years ______________________________________________________________________________________________________ Include any assumed names, ______________________________________________________________________________________________________ trade names, and doing business ______________________________________________________________________________________________________ as names ______________________________________________________________________________________________________ 3. Debtor’s federal Employer 83 2084063 Identification Number (EIN) ___ ___ – ___ ___ ___ ___ ___ ___ ___ 4. Debtor’s address Principal place of business Mailing address, if different from principal place of business 3500 South Dupont Highway _______________________________________________ ______________________________________________ Number Street Number Street ______________________________________________ _______________________________________________ P.O. Box Dover DE 19901 ______________________________________________ _______________________________________________ City State ZIP Code City State ZIP Code Location of principal assets, if different from principal place of business ______________________________________________ County _______________________________________________ Number Street _______________________________________________ _______________________________________________ City State ZIP Code 5. Debtor’s website (URL) www.alameda-research.com ____________________________________________________________________________________________________ Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1
Case 22-11066 Doc 1 Filed 11/11/22 Page 2 of 23 AlamedaResearchLLC Debtor _______________________________________________________ Case number (if known)_____________________________________ Name ✔ 6. Type of debtor ‰ Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP)) ‰ Partnership (excluding LLP) ‰ Other. Specify: __________________________________________________________________ 7. Describe debtor’s business A. Check one: ‰ Health Care Business (as defined in 11 U.S.C. § 101(27A)) ‰ Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)) ‰ Railroad (as defined in 11 U.S.C. § 101(44)) ‰ Stockbroker (as defined in 11 U.S.C. § 101(53A)) ‰ Commodity Broker (as defined in 11 U.S.C. § 101(6)) ‰ Clearing Bank (as defined in 11 U.S.C. § 781(3)) ✔ ‰ None of the above B. Check all that apply: ‰ Tax-exempt entity (as described in 26 U.S.C. § 501) ‰ Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. § 80a-3) ‰ Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11)) C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See http://www.uscourts.gov/four-digit-national-association-naics-codes . 5239 ___ ___ ___ ___ 8. Under which chapter of the Check one: Bankruptcy Code is the ‰ Chapter 7 debtor filing? ‰ Chapter 9 ✔ A debtor who is a “small business ‰ Chapter 11. Check all that apply: debtor” must check the first sub- ‰The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its box. A debtor as defined in aggregate noncontingent liquidated debts (excluding debts owed to insiders or § 1182(1) who elects to proceed affiliates) are less than $3,024,725. If this sub-box is selected, attach the most under subchapter V of chapter 11 recent balance sheet, statement of operations, cash-flow statement, and federal (whether or not the debtor is a income tax return or if any of these documents do not exist, follow the procedure in “small business debtor”) must 11 U.S.C. § 1116(1)(B). check the second sub-box. ‰The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, and it chooses to proceed under Subchapter V of Chapter 11. If this sub-box is selected, attach the most recent balance sheet, statement of operations, cash-flow statement, and federal income tax return, or if any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B). ‰ A plan is being filed with this petition. ‰ Acceptances of the plan were solicited prepetition from one or more classes of creditors, in accordance with 11 U.S.C. § 1126(b). ‰ The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11 (Official Form 201A) with this form. ‰ The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2. ‰ Chapter 12 Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2
Case 22-11066 Doc 1 Filed 11/11/22 Page 3 of 23 AlamedaResearchLLC Debtor _______________________________________________________ Case number (if known)_____________________________________ Name 9. Were prior bankruptcy cases ✔ filed by or against the debtor ‰No within the last 8 years? ‰Yes. District _______________________ When _______________ Case number _________________________ MM / DD / YYYY If more than 2 cases, attach a District _______________________ When _______________ Case number _________________________ separate list. MM / DD / YYYY 10. Are any bankruptcy cases ‰ No pending or being filed by a ✔ SeeAnnex1 business partner or an ‰Yes. Debtor _____________________________________________ Relationship _________________________ affiliate of the debtor? District _____________________________________________ When __________________ List all cases. If more than 1, MM / DD / YYYY attach a separate list. Case number, if known ________________________________ 11. Why is the case filed in this Check all that apply: district? ✔ ‰Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately preceding the date of this petition or for a longer part of such 180 days than in any other district. ‰A bankruptcy case concerning debtor’s affiliate, general partner, or partnership is pending in this district. 12. Does the debtor own or have ✔ possession of any real ‰No property or personal property ‰ Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed. that needs immediate Why does the property need immediate attention? (Check all that apply.) attention? ‰It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety. What is the hazard? _____________________________________________________________________ ‰It needs to be physically secured or protected from the weather. ‰It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example, livestock, seasonal goods, meat, dairy, produce, or securities-related assets or other options). ‰Other _______________________________________________________________________________ Where is the property?_____________________________________________________________________ Number Street ____________________________________________________________________ _______________________________________ _______ ________________ City State ZIP Code Is the property insured? ‰No ‰Yes. Insurance agency ____________________________________________________________________ Contact name ____________________________________________________________________ Phone ________________________________ Statistical and administrative information Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3
Case 22-11066 Doc 1 Filed 11/11/22 Page 4 of 23 AlamedaResearchLLC Debtor _______________________________________________________ Case number (if known)_____________________________________ Name 13. Debtor’s estimation of Check one: available funds ✔ ‰Funds will be available for distribution to unsecured creditors. ‰After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors. 14. Estimated number of ‰1-49 ‰1,000-5,000 ‰25,001-50,000 creditors ‰50-99 ‰5,001-10,000 ‰50,001-100,000 ✔ ‰100-199 ‰10,001-25,000 ‰More than 100,000 ‰200-999 15. Estimated assets ‰$0-$50,000 ‰$1,000,001-$10 million ‰$500,000,001-$1 billion ‰$50,001-$100,000 ‰$10,000,001-$50 million ‰$1,000,000,001-$10 billion ✔ ‰$100,001-$500,000 ‰$50,000,001-$100 million ‰$10,000,000,001-$50 billion ‰$500,001-$1 million ‰$100,000,001-$500 million ‰More than $50 billion 16. Estimated liabilities ‰$0-$50,000 ‰$1,000,001-$10 million ‰$500,000,001-$1 billion ‰$50,001-$100,000 ‰$10,000,001-$50 million ‰$1,000,000,001-$10 billion ✔ ‰$100,001-$500,000 ‰$50,000,001-$100 million ‰$10,000,000,001-$50 billion ‰$500,001-$1 million ‰$100,000,001-$500 million ‰More than $50 billion Request for Relief, Declaration, and Signatures WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571. 17. Declaration and signature of Q The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this authorized representative of petition. debtor Q I have been authorized to file this petition on behalf of the debtor. Q I have examined the information in this petition and have a reasonable belief that the information is true and correct. I declare under penalty of perjury that the foregoing is true and correct. 11/11/2022 Executed on _________________ MM / DD / YYYY V-RKQ-5D\ John J. Ray III 8_____________________________________________ _______________________________________________ Signature of authorized representative of debtor Printed name Chief Executive Officer Title _________________________________________ (VWLPDWHVSURYLGHGRQDFRQVROLGDWHGEDVLVDVRI'HFHPEHU Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4
Case 22-11066 Doc 1 Filed 11/11/22 Page 5 of 23 AlamedaResearchLLC Debtor _______________________________________________________ Case number (if known)_____________________________________ Name 18. Signature of attorney V$GDP*/DQGLV 11/11/2022 8_____________________________________________ Date _________________ Signature of attorney for debtor MM / DD / YYYY AdamG.Landis _________________________________________________________________________________________________ Printed name Landis Rath & Cobb LLP _________________________________________________________________________________________________ Firm name 919 North Market Street, Suite 1800 _________________________________________________________________________________________________ Number Street Wilmington DE 19801 ____________________________________________________ ____________ ______________________________ City State ZIP Code (302) 467-4400 [email protected] ____________________________________ __________________________________________ Contact phone Email address 3407 DE ______________________________________________________ ____________ Bar number State Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 5
Case 22-11066 Doc 1 Filed 11/11/22 Page 6 of 23 Fill in this information to identify the case and this filing: AlamedaResearchLLC Debtor Name __________________________________________________________________ Delaware United States Bankruptcy Court for the: ______________________District of __________ (State) Case number (If known): _________________________ Official F orm 202 Declaration Under Penalty of Perjury for Non-Individual Debtors 12/15 An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit this form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any amendments of those documents. This form must state the individual’s position or relationship to the debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011. WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571. Declaration and signature I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another individual serving as a representative of the debtor in this case. I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct: ‰ Schedule A/B: Assets–Real and Personal Property (Official Form 206A/B) ‰ Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D) ‰ Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F) ‰ Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G) ‰ Schedule H: Codebtors (Official Form 206H) ‰ Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum) ‰ AmendedSchedule ____ ‰ Chapter11 orChapter 9 Cases: List of Creditors Who Have the Largest Unsecured Claims and Are Not Insiders (Official Form 204) ✔ Corporate Ownership Statement ‰ Other document that requires a declaration__________________________________________________________________________________ I declare under penalty of perjury that the foregoing is true and correct. 11/11/2022 /s/ John J. Ray Executed on ______________ 8_________________________________________________________________________ MM / DD / YYYY Signature of individual signing on behalf of debtor John J. Ray III ________________________________________________________________________ Printed name Chief Executive Officer ______________________________________ Position or relationship to debtor Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors
Case 22-11066 Doc 1 Filed 11/11/22 Page 7 of 23 ANNEX 1 Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor On the date hereof, each of the entities listed below (collectively, the “Debtors”) filed a petition in the U.S. Bankruptcy Court for the District of Delaware for relief under Title 11 of the United States Code. The Debtors intend to move for joint administration of these cases under the case number assigned to the Chapter 11 case of FTX Trading Ltd. 1. Alameda Aus Pty Ltd 2. Alameda Global Services Ltd. 3. Alameda Research (Bahamas) Ltd 4. Alameda Research Holdings Inc. 5. Alameda Research KK 6. Alameda Research LLC 7. Alameda Research Ltd 8. Alameda Research Pte Ltd 9. Alameda Research Yankari Ltd 10. Alameda TR Ltd 11. Alameda TR Systems S. de R. L. 12. Allston Way Ltd 13. Altalix Ltd 14. Analisya Pte Ltd 15. Atlantis Technology Ltd. 16. B for Transfer Egypt 17. B Payment Services Nigeria 18. B Transfer Services Ltd 19. B Transfer Services Ltd. UAE 20. B Transfer Services Uganda 21. Bancroft Way Ltd 22. BitPesa Kenya Ltd. 23. BitPesa RDC SARL 24. BitPesa Senegal Ltd. 25. BitPesa South Africa
Case 22-11066 Doc 1 Filed 11/11/22 Page 8 of 23 26. BitPesa Tanzania Ltd. 27. BitPesa Uganda Ltd. 28. Bitvo, Inc. 29. Blockfolio Holdings, Inc. 30. Blockfolio, Inc. 31. Blue Ridge Ltd 32. BT Payment Services Ghana 33. BT Payment Services South Africa 34. BT Payments Uganda 35. BT Pesa Nigeria Ltd. 36. BTC Africa S.A. 37. BTLS Limited Tanzania 38. Cardinal Ventures Ltd 39. Cedar Bay Ltd 40. Cedar Grove Technology Services, Ltd 41. Clifton Bay Investments LLC 42. Clifton Bay Investments Ltd 43. CM-Equity AG 44. Corner Stone Staffing 45. Cottonwood Grove Ltd 46. Cottonwood Technologies Ltd. 47. Crypto Bahamas LLC 48. DAAG Trading, DMCC 49. Deck Technologies Holdings LLC 50. Deck Technologies Inc. 51. Deep Creek Ltd 52. Digital Custody Inc. 53. Euclid Way Ltd 54. Exchange 4 Free Seychellen 55. Exchange 4Free Australia Br. 56. Exchange 4Free Ltd.
Case 22-11066 Doc 1 Filed 11/11/22 Page 9 of 23 57. Exchange 4Free South Africa Br. 58. Exchange 4Free Swiss Branch 59. Finfax Company 60. FTX (Gibraltar) Ltd 61. FTX Canada Inc 62. FTX Certificates GmbH 63. FTX Crypto Services Ltd. 64. FTX Digital Assets LLC 65. FTX Digital Holdings (Singapore) Pte Ltd 66. FTX EMEA Ltd. 67. FTX Equity Record Holdings Ltd 68. FTX Europe AG 69. FTX Exchange FZE 70. FTX Hong Kong Ltd 71. FTX Japan Holdings K.K. 72. FTX Japan K.K. 73. FTX Japan Services KK 74. FTX Lend Inc. 75. FTX Marketplace, Inc. 76. FTX Products (Singapore) Pte Ltd 77. FTX Property Holdings Ltd 78. FTX Services Solutions Ltd. 79. FTX Structured Products AG 80. FTX Switzerland GmbH 81. FTX Trading GmbH 82. FTX Trading Ltd 83. FTX TURKEY TEKNOLOJİ VE TİCARET ANONİM ŞİRKET 84. FTX US Derivatives LLC 85. FTX US Services, Inc. 86. FTX US Trading, Inc 87. FTX Vault Trust Company
Case 22-11066 Doc 1 Filed 11/11/22 Page 10 of 23 88. FTX Ventures Ltd 89. FTX Ventures Partnership 90. FTX Zuma Ltd 91. GG Trading Terminal Ltd 92. Global Compass Dynamics Ltd. 93. Good Luck Games, LLC 94. Goodman Investments Ltd. 95. Hannam Group Inc 96. Hawaii Digital Assets Inc. 97. Hilltop Technology Services LLC 98. Hive Empire Trading Pty Ltd 99. Innovatia Ltd 100. Island Bay Ventures Inc 101. K-DNA Financial Services Ltd 102. Killarney Lake Investments Ltd 103. Ledger Holdings Inc. 104. LedgerPrime Bitcoin Yield Enhancement Fund, LLC 105. LedgerPrime Bitcoin Yield Enhancement Master Fund LP 106. LedgerPrime Digital Asset Opportunities Fund, LLC 107. LedgerPrime Digital Asset Opportunities Master Fund LP 108. Ledger Prime LLC 109. LedgerPrime Ventures, LP 110. Liquid Financial USA Inc. 111. LiquidEX LLC 112. Liquid Securities Singapore Pte Ltd 113. LT Baskets Ltd. 114. Maclaurin Investments Ltd. 115. Mangrove Cay Ltd 116. North Dimension Inc 117. North Dimension Ltd 118. North Wireless Dimension Inc
Case 22-11066 Doc 1 Filed 11/11/22 Page 11 of 23 119. Paper Bird Inc 120. Pioneer Street Inc. 121. Quoine India Pte Ltd 122. Quoine Pte Ltd 123. Quoine Vietnam Co. Ltd 124. SNG INVESTMENTS YATIRIM VE DANIŞMANLIK ANONİM ŞİRKETİ 125. Strategy Ark Collective Ltd. 126. Technology Services Bahamas Limited 127. Tigetwit Ltd 128. TransferZero 129. Verdant Canyon Capital LLC 130. West Innovative Barista Ltd. 131. West Realm Shires Financial Services Inc. 132. West Realm Shires Services Inc. 133. Western Concord Enterprises Ltd. 134. Zubr Exchange Ltd
DocuSign Envelope ID: 245C6A4E-CB65-4118-9D31-D6631AE86C9A Case 22-11066 Doc 1 Filed 11/11/22 Page 12 of 23 Omnibus Corporate Authority I, Samuel Benjamin Bankman-Fried, as controlling owner, director, officer, manager or other authorized person with respect to West Realm Shires Inc., Paper Bird Inc., Hilltop Technology Services LLC, Cedar Grove Technologies Services, Ltd., FTX Trading Ltd, Alameda Research LLC and Clifton Bay Investments LLC (the “Top Companies”), and all of their directly and indirectly owned subsidiaries (together with the Top Companies, the “FTX Group”), hereby authorize, instruct and consent to the following corporate actions with respect to all members of the FTX Group: (i) the appointment of John J. Ray III (the “CEO”) as Chief Executive Officer with plenary authority to exercise all powers and authority capable of delegation to an officer under applicable law, including without limitation in connection with a voluntary filing for protection from creditors under Title 11 of the United States Code and any restructuring and insolvency- related proceeding that may be appropriate or necessary, or may be commenced by third parties, with respect to all members of the FTX Group; (ii) the execution and delivery of any agreements, documents or instruments the CEO determines to be appropriate in connection with the foregoing; (iii) the retention of counsel and other advisors, and the execution and delivery of any agreements, documents or instruments in connection with the foregoing; (iv) the appointment of Stephen Neal (if willing to serve) as Chairman of the Board, to the extent applicable law permits me to so designate him as such, and one to three other individuals chosen by the CEO and not affiliated with me or the CEO as new directors of FTX Trading Ltd.; (v) the appointment of Stephen Neal (if willing to serve) as Chairman of the Board, to the extent applicable law permits me to so designate him as such, and one to three other individuals chosen by the CEO and not affiliated with me or the CEO as new directors of Alameda Research Ltd.; (vi) the appointment of Stephen Neal (if willing to serve) as Chairman of the Board, to the extent applicable law permits me to so designate him as such, and one to three other individuals chosen by the CEO and not affiliated with me or the CEO as new directors of West Realm Shires Inc.; (vii) if the CEO shall so determine, the appointment of one or more individuals chosen by the CEO and not affiliated with me as director of other members of the FTX Group; (iv) the performance of any and all such acts as are reasonable, advisable, expedient, convenient, proper or necessary to effect the foregoing. It is my wish that the CEO consult with my counsel at Paul, Weiss, Rifkind, Wharton & Garrison LLP with respect to the foregoing director appointments. Date: November 10, 2022 ____________________________ Samuel Benjamin Bankman-Fried
Case 22-11066 Doc 1 Filed 11/11/22 Page 13 of 23 CORPORATE OWNERSHIP STATEMENT Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure, FTX Trading Ltd., on behalf of itself and certain of its affiliates as debtors and debtors-in-possession (collectively, the “Debtors”), respectfully represents: 1. 100% of the equity of Alameda Aus Pty Ltd is owned by Alameda Research Ltd. 2. 100% of the equity of Alameda Global Services Ltd. is owned by Alameda Research LLC. 3. 100% of the equity of Alameda Research (Bahamas) Ltd is owned by Alameda Research Ltd. 4. 100% of the equity of Alameda Research Holdings Inc. is owned by Alameda Research LLC. 5. 100% of the equity of Alameda Research KK is owned by Alameda Research LLC. 6. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Alameda Research LLC. 7. 100% of the equity of Alameda Research Ltd is owned by Alameda Research LLC. 8. 100% of the equity of Alameda Research Pte Ltd is owned by Alameda Research Ltd. 9. 100% of the equity of Alameda Research Yankari Ltd is owned by Alameda Research Ltd.
Case 22-11066 Doc 1 Filed 11/11/22 Page 14 of 23 10. 100% of the equity of Alameda TR Ltd is owned by Alameda Research Ltd. 11. 100% of the equity of Alameda TR Systems S. de R. L. is owned by Alameda Research Ltd. 12. 100% of the equity of Allston Way Ltd is owned by FTX Trading Ltd. 13. 100% of the equity of Altalix Ltd is owned by FTX Europe AG. 14. 100% of the equity of Analisya Pte Ltd is owned by FTX Trading Ltd. 15. 100% of the equity of Atlantis Technology Ltd. is owned by Alameda Research Holdings Inc. 16. 100% of the equity of B For Transfer Egypt is owned by B Transfer Services Ltd. 17. Approximately 90% of B Payment Services Nigeria is owned by B Transfer Services Ltd, and approximately 10% is owned by third party investors. 18. 100% of the equity of B Transfer Services Ltd is owned by BTC Africa S.A. 19. 100% of the equity of B Transfer Services Ltd. UAE is owned by B Transfer Services Ltd. 20. 100% of the equity of B Transfer Services Uganda is owned by B Transfer Services Ltd. 21. 100% of the equity of Bancroft Way Ltd is owned by FTX Trading Ltd. 22. 100% of the equity of BitPesa Kenya Ltd. is owned by BTC Africa S.A. 23. 100% of the equity of BitPesa RDC SARL is owned by BTC Africa S.A. 24. 100% of the equity of BitPesa Senegal Ltd. is owned by BTC Africa S.A. -2-
Case 22-11066 Doc 1 Filed 11/11/22 Page 15 of 23 25. 100% of the equity of BitPesa South Africa is owned by BTC Africa S.A. 26. 100% of the equity of BitPesa Tanzania Ltd. is owned by BTC Africa S.A. 27. 100% of the equity of BitPesa Uganda Ltd. is owned by BTC Africa S.A. 28. 100% of the equity of Bitvo, Inc is owned by FTX Canada Inc. 29. 100% of the equity of Blockfolio Holdings, Inc. is owned by FTX Trading Ltd. 30. Approximately 52% of the equity of Blockfolio, Inc. is owned by Blockfolio Holdings, Inc., and approximately 48% is owned by third party investors. 31. 100% of the equity of Blue Ridge Ltd is owned by Alameda Research Ltd. 32. Approximately 70% of BT Payment Services Ghana is owned by B Transfer Services Ltd, and approximately 10% is owned by third party investors. 33. 100% of the equity of BT Payment Services South Africa is owned by B Transfer Services Ltd. 34. 100% of the equity of BT Payments Uganda is owned by B Transfer Services Ltd. 35. 100% of the equity of BT Pesa Nigeria Ltd. is owned by BTC Africa S.A. 36. 100% of the equity of BTC Africa S.A. is owned by FTX Europe AG. 37. 100% of the equity of BTLS Limited Tanzania is owned by B Transfer Services Ltd. 38. 100% of the equity of Cardinal Ventures Ltd is owned by Alameda Research Ltd. 39. 100% of the equity of Cedar Bay Ltd is owned by Alameda Research Ltd. -3-
Case 22-11066 Doc 1 Filed 11/11/22 Page 16 of 23 40. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Cedar Grove Technology Services, Ltd. 41. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Clifton Bay Investments LLC. 42. 100% of the equity of Clifton Bay Investments Ltd is owned by Clifton Bay Investments LLC. 43. Approximately 10% of the equity of CM-Equity AG is owned by FTX Europe AG, and approximately 90% is owned by third party investors. 44. 100% of the equity of Corner Stone Staffing is owned by BTC Africa S.A. 45. 100% of the equity of Cottonwood Grove Ltd is owned by Alameda Research Ltd. 46. 100% of the equity of Cottonwood Technologies Ltd is owned by Alameda Research Ltd. 47. 100% of the equity of Crypto Bahamas LLC is owned by FTX Trading Ltd. 48. 100% of the equity of DAAG Trading, DMCC is owned by FTX Europe AG. 49. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Deck Technologies Holdings LLC. 50. 100% of the equity of Deck Technologies Inc.is owned by Deck Technologies Holdings LLC. 51. 100% of the equity of Deep Creek Ltd is owned by FTX Trading Ltd. -4-
Case 22-11066 Doc 1 Filed 11/11/22 Page 17 of 23 52. 100% of the equity of Digital Custody Inc. is owned by West Realm Shires Inc. 53. 100% of the equity of Euclid Way Ltd is owned by Alameda Research Ltd. 54. 100% of the equity of Exchange 4 Free Seychellen is owned by Exchange 4Free Ltd. 55. 100% of the equity of Exchange 4Free Australia Br is owned by Exchange 4Free South Africa Br. 56. 100% of the equity of Exchange 4Free Ltd. is owned by BTC Africa S.A. 57. 100% of the equity of Exchange 4Free South Africa Br. is owned by Exchange 4Free Ltd. 58. 100% of the equity of Exchange 4Free Swiss Branch is owned by Exchange 4Free Australia Br. 59. 100% of the equity of Finfax Company is owned by BTC Africa S.A. 60. 100% of the equity of FTX (Gibraltar) Ltd is owned by FTX Trading Ltd. 61. 100% of the equity of FTX Canada Inc is owned by FTX Trading Ltd. 62. 100% of the equity of FTX Certificates GmbH is owned by FTX Europe AG. 63. 100% of the equity of FTX Crypto Services Ltd. is owned by FTX Trading Ltd. 64. 100% of the equity of FTX Digital Assets LLC is owned by West Realm Shires Financial Services Inc. -5-
Case 22-11066 Doc 1 Filed 11/11/22 Page 18 of 23 65. 100% of the equity of FTX Digital Holdings (Singapore) Pte Ltd is owned by FTX Trading Ltd. 66. 100% of the equity of FTX EMEA Ltd. is owned by FTX Trading Ltd. 67. 100% of the equity of FTX Equity Record Holdings Ltd is owned by FTX Trading Ltd. 68. 100% of the equity of FTX Europe AG is owned by FTX Trading Ltd. 69. 100% of the equity of FTX Exchange FZE is owned by FTX Europe AG. 70. 100% of the equity of FTX Hong Kong Ltd is owned by FTX Trading Ltd. 71. 100% of the equity of FTX Japan Holdings K.K. is owned by FTX Trading Ltd. 72. 100% of the equity of FTX Japan K.K. is owned by FTX Japan Holdings K.K. 73. 100% of the equity of FTX Japan Services KK is owned by FTX Japan Holdings K.K. 74. 100% of the equity of FTX Lend Inc. is owned by West Realm Shires Inc. 75. 100% of the equity of FTX Marketplace, Inc. is owned by West Realm Shires Inc. 76. 100% of the equity of FTX Products (Singapore) Pte Ltd is owned by FTX Trading Ltd. 77. 100% of the equity of FTX Property Holdings Ltd is owned by FTX Trading Ltd. 78. 100% of the equity of FTX Services Solutions Ltd. is owned by FTX Trading Ltd. -6-
Case 22-11066 Doc 1 Filed 11/11/22 Page 19 of 23 79. 100% of the equity of FTX Structured Products AG is owned by FTX Europe AG. 80. 100% of the equity of FTX Switzerland GmbH is owned by FTX Europe AG. 81. 100% of the equity of FTX Trading GmbH is owned by FTX Trading Ltd. 82. Approximately 75% of FTX Trading Ltd. is owned by Paper Bird Inc., and approximately 25% is owned by third party investors. 83. 100% of the equity of FTX TURKEY TEKNOLOJİ VE TİCARET ANONİM ŞİRKET is owned by FTX Trading Ltd. 84. 100% of the equity of FTX US Derivatives LLC is owned by Ledger Holdings Inc. 85. 100% of the equity of FTX US Services, Inc. is owned by West Realm Shires Services Inc. 86. 100% of the equity of FTX US Trading, Inc. is owned by West Realm Shires Services Inc. 87. 100% of the interest in FTX Vault Trust Company is held by Digital Custody Inc. 88. 100% of the equity of FTX Ventures Ltd is owned by Paper Bird Inc. 89. 100% of the equity of FTX Ventures Partnership is owned by FTX Ventures Ltd. 90. 100% of the equity of FTX Zuma Ltd is owned by FTX Trading Ltd. 91. 100% of the equity of GG Trading Terminal Ltd is owned by FTX Trading Ltd. -7-
Case 22-11066 Doc 1 Filed 11/11/22 Page 20 of 23 92. 100% of the equity of Global Compass Dynamics Ltd. is owned by FTX Trading Ltd. 93. 100% of the equity of Good Luck Games, LLC. is owned by West Realm Shires Inc. 94. 100% of the equity of Goodman Investments Ltd is owned by Alameda Research Holdings Inc. 95. 100% of the equity of Hannam Group Inc is owned by Alameda Research LLC. 96. 100% of the equity of Hawaii Digital Assets Inc. is owned by West Realm Shires Inc. 97. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Hilltop Technology Services LLC. 98. 100% of the equity of Hive Empire Trading Pty Ltd is owned by FTX Trading Ltd. 99. 100% of the equity of Innovatia Ltd. is owned by FTX Trading Ltd. 100. 100% of the equity of Island Bay Ventures Inc is owned by Paper Bird Inc. 101. 100% of the equity of K-DNA Financial Services Ltd is owned by FTX Europe AG. 102. 100% of the equity of Killarney Lake Investments Ltd is owned by Alameda Research Holdings Inc. 103. 100% of the equity of Ledger Holdings Inc. is owned by West Realm Shires Inc. -8-
Case 22-11066 Doc 1 Filed 11/11/22 Page 21 of 23 104. 100% of the equity of LedgerPrime Bitcoin Yield Enhancement Fund, LLC is owned by Ledger Prime LLC. 105. 100% of the equity of LedgerPrime Bitcoin Yield Enhancement Master Fund LP is owned by LedgerPrime Bitcoin Yield Enhancement Fund, LLC. 106. 100% of the equity of LedgerPrime Digital Asset Opportunities Fund, LLC is owned by Ledger Prime LLC. 107. 100% of the equity of LedgerPrime Digital Asset Opportunities Master Fund LP is owned by LedgerPrime Digital Asset Opportunities Fund, LLC. 108. 100% of the equity of Ledger Prime LLC is owned by Alameda Research LLC. 109. 100% of the equity of LedgerPrime Ventures, LP is owned by Ledger Prime LLC. 110. Approximately 50% of the equity of Liquid Financial USA Inc. is owned by FTX Japan Holdings K.K. and approximately 50% is owned by third party investors. 111. 100% of the equity of LiquidEX LLC is owned by Liquid Financial USA Inc. 112. 100% of the equity of Liquid Securities Singapore Pte Ltd is owned by FTX Trading Ltd. 113. 100% of the equity of LT Baskets Ltd. is owned by FTX Trading Ltd. 114. 100% of the equity of Maclaurin Investments Ltd. is owned by Alameda Research Ltd. 115. 100% of the equity of Mangrove Cay Ltd is owned by FTX Trading Ltd. -9-
Case 22-11066 Doc 1 Filed 11/11/22 Page 22 of 23 116. 100% of the equity of North Dimension Inc is owned by Alameda Research LLC. 117. 100% of the equity of North Dimension Ltd is owned by Alameda Research Ltd. 118. 100% of the equity of North Wireless Dimension Inc is owned by Alameda Research LLC. 119. There is no parent corporation or publically held corporation that has been identified owning 10% or more of the equity of Paper Bird Inc. 120. 100% of the equity of Pioneer Street Inc. is owned by West Realm Shires Inc. 121. 100% of the equity of Quoine India Pte Ltd is owned by FTX Japan K.K. 122. 100% of the equity of Quoine Pte Ltd is owned by FTX Japan Holdings K.K. 123. 100% of the equity of Quoine Vietnam Co. Ltd is owned by FTX Japan K.K. 124. 100% of the equity of SNG INVESTMENTS YATIRIM VE DANIŞMANLIK ANONİM ŞİRKETİ is owned by Alameda Research Ltd. 125. 100% of the equity of Strategy Ark Collective Ltd. is owned by Alameda Research Ltd. 126. 100% of the equity of Technology Services Bahamas Limited is owned by FTX Trading Ltd. 127. 100% of the equity of Tigetwit Ltd is owned by FTX Europe AG. 128. 100% of the equity of TransferZero is owned by BTC Africa S.A. -10-
Case 22-11066 Doc 1 Filed 11/11/22 Page 23 of 23 129. 100% of the equity of Verdant Canyon Capital LLC is owned by Alameda Research LLC. 130. 100% of the equity of West Innovative Barista Ltd. is owned by FTX Trading Ltd. 131. 100% of the equity of West Realm Shires Financial Services Inc. is owned by West Realm Shires Inc. 132. 100% of the equity of West Realm Shires Services Inc. is owned by West Realm Shires Inc. 133. 100% of the equity of Western Concord Enterprises Ltd. is owned by FTX Trading Ltd. 134. 100% of the equity of Zubr Exchange Ltd is owned by Innovatia Ltd. -11-