On August 13, the U.S. Securities and Exchange Commission (SEC) issued a statement acknowledging that the government agency and SimplyVital Health, Inc. had reached a settlement where by the company would pay the government $6.3 million. The legal action came as a result of the New England based blockchain technology company offering an unauthorized initial coin offering (ICO).
According to the government, SimplyVital Health, a healthcare-focused blockchain firm located in the New England area, had raised about $6.3 million through a presale of their HLTH tokens. The company touted their healthcare-related blockchain ecosystem which they called “Health Nexus.”
The basis for their ICO appeared to be solid. The presale was offered under a simple agreement for future tokens, also known as SAFTs. This is a model that is designed to help simplify the ICO process, which reduces the risk of enforcement actions by offering investment contracts instead of tokens.
The presale for this closed in April 2018, but the firm did not continue to move forward with their planned public offering. According to the SEC, this was in violation of the law, as the company sold these token that were “not delivered to investors unless and until created by SimplyVital.”
This was in direct violation of the Securities Act of 1933. This law makes it illegal to not register the SAFT with the regulating agency prior to making the offering. In addition, they did not qualify for an exemption that would’ve allowed them to proceed without registering.
This follows a consistent pattern of enforcement by the SEC. Over the last two years, the government agency has brought formal charges against several companies for offering unregistered sales of securities. Chairman Jay Clayton even explained in a public statement that charging companies with irregularities related to these public offerings is quite easy as “virtually every ICO ever conducted in the United States has violated federal securities laws.”
In April, SimplyVital Health agreed to return the vast majority of the funds raised as part of their settlement with the government. This became a factor in the SEC opting not to impose any further civil penalties beyond the firm paying back money taken from investors. This is why the $6.3 million penalty was really nothing more than the company acknowledging that they would return the funds to investors.
While an agreement was reached, SimplyVital made it clear that they were not acknowledging or denying any of the findings of the SEC. They also consented to follow a cease-and-desist order issued by the regulating agency.
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