A New York law firm last Friday filed class action suits against 11 well-known companies in the digital asset industry, claiming they sold unregistered securities to investors. The companies targeted include names like Binance, BitMEX, Block.one, Civic, and the Tron Foundation.
The suits focus on companies that participated in issuing or trading tokens associated with the initial coin offering (ICO) flurry of 2017-18. According to news site Decrypt, the timing is likely due to the two-year statute of limitations for fraud cases in the United States.
“Litigation boutique” firm Roche Cyrulnik Freedman LLP filed the suits against 42 defendants in various locations around the world. The firm’s partners have represented clients in a number of high-profile digital asset-related cases, most notably the estate of David Kleiman in the case against Dr. Craig Wright, in which the Kleiman family is seeking a share of Bitcoins allegedly mined by Wright before December 31st, 2011.
In February 2020, Roche Cyrulnik Freedman was also appointed interim lead counsel in a market manipulation case against exchange Bitfinex and “stablecoin” issuer Tether. That suit alleges Bitfinex and Tether coordinated to manipulate the BTC price by flooding the market with Tether assets (USDT) which traders had believed were backed 1:1 by a reserve of actual U.S. dollars.
The ICO Wild West was a minefield of pumps and legal risk
These latest lawsuits serve as an important reminder that the digital asset/blockchain industry is not the lawless free-for-all its advocates (and opportunists) once perceived it to be. Project organizers treated token sales as a way to raise capital outside the regulated initial public share offering (IPO) process. Meanwhile, asset exchanges capitalized on this trade by offering a wide range of tokens for sale and exchange on their platforms—taking fees on every trade and allegedly requesting millions of dollars in registration fees to have an asset listed.
Having a token listed on a popular exchange was seen as a fast track to riches as investors poured billions of dollars’ worth of BTC, ETH and other coins into digital tokens. Many ICOs followed a similar price trajectory: an early and sharp upward movement as the tokens went on sale, followed by a swift drop and steady decline at a fraction of their first 24 hours’ value.
The tokens themselves were usually based on the ERC20 standard or similar, a technology allowing a separate asset to be created as a smart contract on a more popular blockchain (usually Ethereum). The ease with which new “blockchain assets” could be created led to a gold rush as thousands of new assets appeared on the market.
ICOs fell rapidly from favor
Almost a year ago CoinGeek reported that the combined ICO market had raised only US$40 million in Q1, down 97% on the same period in 2018 when the ICO craze still raged. Some projects raised 10-figure dollar sums from their offerings, with Block.one’s EOS offering raising a record US$42 billion in 2018. Block.one has already agreed to pay US$24 million in penalties from a previous SEC action.
The market and activity drops were likely a combination of two factors: a reputation for poor performance of the assets themselves, and threats of regulatory action by institutions like the U.S. Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC).
In an attempt to avoid potential regulatory scrutiny, many projects offered their tokens with disclaimers that the tokens were intended for use on the platform they were building, and/or mentioned explicitly the tokens were not shares and did not entitle their holders to a stake in the company. At the time, legal experts warned the disclaimers probably weren’t enough to shield operators (or exchanges) from regulatory action in the future.
Many (though not all) of those platforms remain unbuilt, incomplete, or not widely used enough to be of value to token holders. There were also several other ICOs for projects that were outright fraudulent, selling tokens directly in “pre-sales” to naive investors before disappearing.
These ICO coins are hobby tokens at best, given that none of them are on a platform that scales. In comparison, Bitcoin (BSV) scales to enterprise levels for its real world asset tokens. BSV can replicate the entire universe online as it has no scaling ceiling, following Satoshi’s vision. As Satoshi himself puts it: “Bitcoin can already scale much larger than that with existing hardware for a fraction of the cost. It never really hits a scale ceiling. If you’re interested, I can go over the ways it would cope with extreme size.”
It is possible for new tokenized assets to exist as contracts on the Bitcoin BSV blockchain, and some already do. However a repeat of the ICO craze is unlikely, given the now-recognized legal responsibilities and increased public wariness of what tokens should be. BSV promotes the responsible tokenization of real assets in full compliance with regulations, where hopefully the technology can be used to represent ownership of real assets, and not empty speculative value.
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