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Confidential — Bank Partner Materials

BTC Now

Lender of Record — Flow of Funds
Version 1.0 — Bank Partner Materials

01Entity Overview

The BTC Now Lender of Record program involves 6 entities with clearly defined roles and responsibilities. Each entity operates within a specific function of the loan lifecycle, ensuring separation of duties and transparent capital flows.

EntityRoleDescription
Bank Partner Lender of Record Originates loans using bank charter; holds 3–7 business days; sells to Warehouse Fund
BTC Now Warehouse Fund LLP Loan Purchaser & Owner Delaware fund. Posts underwriting capital; purchases loans; receives payments; holds on balance sheet
BTC Now Inc. Servicer & Platform Operator Services loans on behalf of Fund; collects payments via Repay.com; manages Kraken/Fireblocks; earns 1.5% annual servicing fee
Repay.com Payment Processor Collects borrower payments (ACH, debit, eCash); deposits to BTC Now servicer account
Kraken Exchange Partner Converts USD to BTC; locked price quotes; onboards borrowers
Fireblocks Trust Custody Provider Segregated wallets per loan; MPC 2-of-3 multi-sig; $750M+ insurance

02Origination Flow

The origination flow details how a loan moves from capital posting through bank origination to the Warehouse Fund purchase. The bank never uses its own balance sheet — all loans are funded with pre-posted underwriting capital from the Warehouse Fund.

1
Warehouse Fund Posts Underwriting Capital
BTC Now Warehouse Fund LLP deposits underwriting capital with the Bank Partner prior to any loan origination. The Bank uses this capital — never its own balance sheet — to fund loans.
2
Borrower Signs & Makes First Payment
Borrower executes loan agreement and submits first payment via Repay.com (credit card, debit, ACH, or FedNow).
3
First Payment Deposited to BTC Now Inc.
Repay.com deposits the first payment into the BTC Now Inc. servicer account. Payment is held pending loan origination.
4
Bank Originates Loan as Lender of Record
The Bank Partner originates the loan using its bank charter and the posted underwriting capital. Loan is booked on the Bank's balance sheet.
5
Loan Funds Released to Borrower's FBO Account
USD loan proceeds released to the borrower's For Benefit Of (FBO) account at the Bank within 1 business day of origination.
6
Bank Sells Loan to Warehouse Fund
After a 3–7 business day seasoning period, the Bank sells the loan note to BTC Now Warehouse Fund LLP. All credit risk transfers to the Fund. The Bank retains zero residual exposure.

Key structural point: The Bank Partner never uses its own capital to fund loans. All originations are backed by pre-posted underwriting capital from the Warehouse Fund. The Bank earns fee income with zero balance sheet risk.

03BTC Conversion Flow

Once loan funds are in the borrower's FBO account, the conversion from USD to Bitcoin is executed through Kraken with custody provided by Fireblocks Trust. The borrower initiates the conversion — 100% of the loan amount is converted to BTC.

1
Borrower Connects Kraken Account
Borrower connects an existing Kraken account or completes 1-click onboarding and requests BTC conversion.
2
Locked Price Quote
Kraken provides a locked price quote for the BTC purchase. Borrower reviews and confirms the conversion amount and price.
3
USD Transferred to Kraken
USD transferred from the FBO account to Kraken — 100% of the loan amount is used for the BTC purchase.
4
Kraken Purchases BTC
Kraken executes the BTC purchase at the locked price and transfers Bitcoin to Fireblocks Trust for custody.
5
BTC Held in Segregated Custody
BTC held in a segregated wallet in BTC Now Inc.'s name at Fireblocks Trust, per the loan agreement. MPC 2-of-3 multi-sig security. No commingling.
USD
FBO Account
Loan proceeds
CONVERT
Kraken
Locked price quote
BTC
Fireblocks
Segregated wallet

04Ongoing Payment Flow

Once the loan is active, the borrower makes monthly payments through Repay.com. BTC Now Inc. acts as servicer, deducting a 1.5% annual servicing fee before forwarding the remaining payment to the Warehouse Fund as loan owner.

1
Borrower Makes Payment via Repay.com
Borrower pays via FBO balance, ACH, debit, eCash, or FedNow. Payments collected by Repay.com on behalf of BTC Now Inc.
2
Payment Deposited to BTC Now Inc. Servicer Account
Repay.com deposits the full borrower payment into the BTC Now Inc. servicer account.
3
BTC Now Inc. Deducts Servicing Fee
BTC Now Inc. retains the 1.5% annual servicing fee, calculated on the outstanding loan balance. This fee compensates for platform operations, servicing, and collections.
4
Remaining Payment Forwarded to Warehouse Fund
Net payment (borrower payment minus servicing fee) is forwarded to BTC Now Warehouse Fund LLP as the loan owner.

Servicing Fee Example

Loan Balance
$100,000
Monthly Fee Calc
$100K × 1.5% ÷ 12
Monthly Servicing Fee
$125
Borrower Pays
$1,553/mo
Warehouse Fund Receives
$1,428/mo
BTC Now Inc. Retains
$125/mo
Annual Servicing Rate
1.5%
Warehouse Fund Receives
$1,428/mo

05Default & Liquidation Flow

In the event of borrower default, BTC Now Inc. initiates the collateral liquidation process after a 35-day grace/cure period with human review. The Bitcoin collateral is seized from Fireblocks and liquidated via exchange sale. All proceeds flow to the Warehouse Fund as loan owner.

1
Default Confirmed
BTC Now Inc. confirms borrower default after 35-day grace/cure period plus human review. No automated liquidations.
2
BTC Collateral Seizure Initiated
BTC Now Inc. initiates Bitcoin collateral seizure from the borrower's segregated wallet at Fireblocks Trust.
3
BTC Transferred to Exchange
Bitcoin transferred from Fireblocks to exchange for liquidation via market sale at current market price.
4
USD Proceeds to Warehouse Fund
USD proceeds from BTC liquidation are sent to BTC Now Warehouse Fund LLP as the loan owner.
5
Fund Applies Proceeds & Calculates Deficiency
Warehouse Fund applies proceeds against the outstanding loan balance. Calculates surplus or deficiency.
Surplus (if any)
Belongs to Borrower
Deficiency (if any)
Collected by BTC Now Inc.

Surplus from liquidation (if any) belongs to the borrower. Deficiency (if any) is collected by BTC Now Inc. on behalf of the Warehouse Fund.

06Loan Completion Flow

When a borrower completes all scheduled payments, the loan is marked paid in full and the Bitcoin collateral is released to the borrower's personal wallet. The collateral release is the final step in the loan lifecycle.

1
Final Payment Collected & Forwarded
Final payment collected via Repay.com. BTC Now Inc. deducts the final servicing fee and forwards the remaining amount to the Warehouse Fund.
2
Loan Marked PAID IN FULL
Loan status updated to PAID IN FULL across all systems. Credit bureau reporting updated via Bloom Credit (Metro 2 format).
3
BTC Released to Borrower's Personal Wallet
100% of the Bitcoin collateral is transferred from Fireblocks Trust to the borrower's personal wallet. Borrower takes full ownership of the BTC.
01
Final Payment
Collected & fee deducted
02
PAID IN FULL
Status updated
03
BTC Released
Borrower's wallet

Collateral release: Upon loan completion, 100% of the Bitcoin collateral is transferred from Fireblocks Trust to the borrower's personal wallet. The borrower owns the full BTC amount regardless of price appreciation during the loan term.

07Pre-Conversion Cancellation

If a loan is cancelled before the BTC conversion is executed, two scenarios govern how funds are returned. The treatment of installments already paid depends on whether the cancellation is voluntary or due to force majeure.

Voluntary Cancellation

Borrower-Initiated

Installments RETAINED by BTC Now Inc.

Any installments already paid by the borrower are retained by BTC Now Inc. as cancellation compensation.

USD loan funds RETURNED — full loan principal returned to the originating funding source.

Force Majeure

External / Unavoidable Event

Installments REFUNDED to borrower.

All installments already paid by the borrower are fully refunded in the event of a qualifying force majeure.

USD loan funds RETURNED — full loan principal returned to the originating funding source.

ScenarioInstallments PaidUSD Loan Funds
Voluntary Cancellation Retained by BTC Now Inc. Returned
Force Majeure Refunded to Borrower Returned

Pre-conversion only: These cancellation terms apply only before the BTC conversion is executed. Once Bitcoin has been purchased and custodied at Fireblocks, the standard loan terms (including default and liquidation flows) govern the lifecycle.

08Complete Flow Summary

The following table provides a comprehensive summary of all capital movements across the BTC Now Lender of Record program, from origination through completion or default.

EventFromToAmount
Capital Posting Warehouse Fund Bank Partner Underwriting capital
First Payment Borrower BTC Now Inc. Monthly payment
Loan Origination Bank Partner (posted capital) FBO Account Loan amount (USD)
Loan Sale Bank Partner Warehouse Fund Loan ownership
BTC Conversion FBO Account Kraken → Fireblocks 100% loan amount
Monthly Payment Borrower BTC Now Inc. Scheduled payment
Servicing Fee (Retained by) BTC Now Inc. 1.5% annual
Net Payment BTC Now Inc. Warehouse Fund Payment less fee
Loan Completion Fireblocks Borrower Wallet 100% BTC collateral
Default Liquidation Fireblocks → Exchange Warehouse Fund USD proceeds
Bank Partner Fee Warehouse Fund Bank Partner TBD (negotiated)

Structural summary: All capital flows are designed so that the Bank Partner operates as a pass-through originator with zero residual credit exposure. The Warehouse Fund bears all credit risk. BTC Now Inc. earns a servicing fee for platform operations. The borrower receives Bitcoin upon completion.