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The bigger question is who will be replacing her?
I was able to track down the video, no offense, but I would not put much stock in his conversation with "Courtney Hansen" whoever the hell that is. I do think their business concept is an interesting way to go thus my interest in the company, I especially like the idea that they can sell the rights to other manufactures when/if they reach their 5000/yr limit.
This is a massive crap shoot and I wish everyone here the best of luck.
Do you have a non facebook link...sorry, I dont do facebook.
Interesting buuuttt....Ford filed to trademark “Thunderbird” in January of 2021
Ford announces new EV-TBird
Sweet concept TBird
Or more importantly, how many baristas will fit in a Rambo truck?
Apparently it's a thing...not a bad thing. car-doppelgangers
There is more to the story (no filters)
https://www.nasdaq.com/market-activity/stocks/pltr/insider-activity
Bollocks! Thiel is not selling out! https://www.sec.gov/Archives/edgar/data/1321655/000120919123055596/xslF345X05/doc4.xml
Mithril LP originally invested in Palantir more than a decade ago (through various transactions 12/21/12-12/31/12, and via a direct share offering on 11/20/13). It’s not out of the ordinary for a venture capital firms to eventually realize gains on an investment. So what, they Sold $48 Million, BFD.
If your looking to get out, valuation/insider selling are not cause for concern, it your looking to shake the tree, look elsewhere.
assuming there is that much to mine, who knows...maybe NAK.
Nak .3554!
My 2 cents on SPAC possibilities...FWIW:
Potential SPAC Strategy Involving Liberty Star
Acquisition Vehicle: Liberty Star could potentially be used as an acquisition vehicle for FibroBiologics. If Liberty Star transitions into a SPAC or creates a SPAC subsidiary, it could acquire the medical company, thereby taking it public through a reverse merger. This process can be faster and less scrutinized than a traditional IPO.
Increased Control and Flexibility: Using a SPAC structure could give Pete O'Heeron (PH) more control over the terms and timing of taking the FibroBiologics public. It could also provide more flexibility in valuation and deal structuring compared to a traditional IPO process.
Fundraising and Market Exposure: The SPAC route could be an effective way to raise capital and gain market exposure. Investors in SPACs are often attracted by the management team's expertise and the potential for high returns, which could be leveraged to garner interest in the medical company.
Risk Mitigation: By using Liberty Star as a SPAC to acquire FibroBiologics, PH might mitigate some risks associated with the IPO process, including market volatility and uncertainties related to direct public offerings.
and the really important stuff...
Potential Outcomes for LBSR Shareholders
Share Exchange or Conversion: In a reverse merger or acquisition, LBSR shareholders might receive shares in the newly combined company. Existing shares could be exchanged for shares in the new entity at a predetermined ratio. The value of these new shares would depend on the valuation agreed upon for both companies.
Dilution of Ownership: The issuance of new shares to represent the acquired company often leads to dilution of existing shareholders' ownership percentages in LBSR. However, if the acquisition leads to an increase in the company's overall value, this dilution might be offset by the growth in share value.
Potential for Value Appreciation: If the acquisition is viewed positively by the market and leads to a successful business combination, there could be an appreciation in the value of the shares, benefiting the shareholders.
Voting on the Transaction: Shareholders might have the opportunity to vote on the acquisition.
Risk of Decline in Value: If the market perceives the acquisition negatively, or if the combined company faces operational or financial challenges, ouch!
Liquidity Events: Increased liquidity, providing shareholders with more opportunities.
Regulatory and Legal Aspects
Disclosure and Transparency: The details of the transaction, including how it affects shareholders, must be fully disclosed in regulatory filings and shareholder communications.
Regulatory Approval: Transactions of this nature are subject to regulatory scrutiny and approvals, ensuring that shareholders' interests are protected.
Paying off debt is indeed a good thing. The money trail may prove to be interesting, or frustrating.
No idea, but here is an example to chew on:
The process of payout in a class-action lawsuit involving securities can be complex and usually involves several steps. Here's a general overview: For the sake of discussion let's assume you had 10,000 shares.
Calculation:
Settlement Fund: After legal and administrative fees, the remaining amount of the settlement fund is distributed to the class members. If the awarded amount is $6,400,000, a portion will go towards attorney fees, administrative costs, and possibly named plaintiffs (those who initiated the suit).
Distribution Plan: The court will approve a plan for how the remaining settlement fund is to be distributed among eligible class members. This often involves a formula that takes into account the number of shares you owned, the duration for which you owned them, and other factors.
Pro Rata Share: Generally, your share of the settlement will be proportional to the number of shares you held, often adjusted for various factors such as the length of time you held the shares, the timing of your transactions, and the total claims made against the settlement fund.
Example:
Let's say the settlement fund was $6,400,000, and after $1,200,000 in legal and administrative fees, $5,200,000 is left. Assume you owned 10,000 shares.
Total Eligible Shares: Assume there were 5 million eligible shares claimed in the settlement by all class members.
Your Proportional Share: Your share would be
10,000 shares/5,200,000 shares = 0.002 or 0.2% of the total fund.
Your Payout: 0.2% of $5,200,000 would be 0.002 \times 5,200,000 = $10,400.
This is a simplified example. Real-world calculations can be far more complex and may involve various adjustments, so expect less, maybe a lot less.
Things to Note:
Minimum Payouts: Some settlements have minimum payout amounts, and if the calculated amount falls below this threshold, you may receive the minimum amount or possibly nothing.
Unclaimed Funds: If there are unclaimed funds after the initial distribution, a second distribution may occur, or the remaining funds might go to a court-approved entity or cause.
Tax Implications: Remember that there could be tax implications for any payouts received.
Class action stuff:
If you purchased your stock on a US based exchange/broker you should be automatically enrolled in their automated class action claim recovery service (the ?Class Action Service?), you may opt out of this particular class action lawsuit if you wish. Otherwise, your account will be included in the group of clients eligible to receive a class action settlement for NAK.
official web page for claims: https://www.northerndynastysecuritiessettlement.com/ Claim forms found here: https://www.northerndynastysecuritiessettlement.com/Home/SubmitClaim
I'm not a financial or legal advisor, but generally speaking, here are some steps you might consider taking if you are eligible for a payment from a proposed class action settlement:
Research and Verify:
1. Check the Settlement Notice: Look for an official notice about the settlement. Mine came in September. Through my brokers notification email service with the title "MS WM Class Action Participation Opt Out" . These notices are usually disseminated via mail, email, or through the class action's official website. The notice will generally have details about how to claim your share.
2. Confirm Eligibility: Ensure you meet all the eligibility criteria. This usually involves having bought or sold the security in question during a specific time period and through specific venues.
Filing a Claim:
1.Locate Claim Forms: The settlement notice will typically direct you to where you can find the claim forms. This could be a website or a physical address where you can request forms be mailed to you.
2. Fill Out the Forms: The claim form will generally ask for details such as your name, contact information, and details about your security transactions (buy/sell dates, number of shares, price, etc.). You may need to provide proof of these transactions, so be prepared to attach any necessary documentation.
3. Submit Before the Deadline: Make sure you submit your claim form before the deadline mentioned in the settlement notice. This could involve mailing the form or submitting it online.
If Jim says “buy! buy! buy!” It’s time to “sell! Sell! SELL!”
Customers will no longer be able to use debit cards or bank transfers to purchase cryptocurrencies in order to protect their funds against fraudulent activity. This measure reflects a cautious and protective approach amid the growing number of crypto frauds in the UK.
Not earth shattering IMHO.
Rick is well known in these parts. He has his opinions and that's a good thing, but he is quoting 13 year old public opinion polls. Pebble has not been on most Alaskans radar for more than a few years. Here is a 2010 from the other side that differs considerably evil greenie poll. Yuck! . And for me, when you read articles that demonize the opposite view, biased red flag. Why demonize the other size when facts should do. We are all entitled to our opinions and that should be good enough but unfortunately Rick, like most, has an agenda and a fan base to support.
Not sure if you know much about Rick:
Rick Whitbeck is the Alaska State Director for Power The Future, a national nonprofit organization that advocates for American energy jobs. https://powerthefuture.com/projects/
Am I in this stock, not presently, will I get back in, depends on if I live long enough.
Good Luck
Ah, so you're under the illusion that the digging might actually happen? Let's talk hurdles, shall we? First off, folks around these parts are about as enthusiastic about this mine as a cat is about a water park. Have a gander at this recent poll . Democrats, Republicans, Libertarians, and even the tree-huggers—every flavor in the political Baskin-Robbins—think this mine stinks.
And then we have Murkowski, Peltola, and Sullivan in opposition. For crying out loud, even Tucker Carlson—yes, that Tucker Carlson—finds this mine about as appealing as vegan bacon.
You might think, "Oh, but what if we cut through the red tape? Bypass the EPA and ACOE?" Well, good luck with that. You'd still have to leap through flaming legislative hoops. Why? Because the Bristol Bay Fisheries Reserve requires legislative approval from practically everyone and their grandma, courtesy of a 2014 public initiative. Pebble will also need a VIP pass from the Lake and Peninsula Borough, and various private landowners, just to lay down some pavement.
But don't worry, there's a glimmer of hope in the form of The Corrupt Bastards Club. That's reassuring, right?
You may find a tidbit of good news tomorrow, but if you're looking long-term keep that four-leaf clover handy.
The CEO Thiessen is a Canuck while the reporter a Husker. Similar but not related afaik.
...I did the same double take.
He is a local guy working for the associated press.
This was in the local paper this morning.
https://www.adn.com/politics/2023/08/30/epa-head-says-hes-proud-of-decision-to-block-pebble-mine-and-protect-salmon-rich-bristol-bay/
Numbers to chew on for those interested.
Gallium Import Sources (2016–19): Metal: China,4 55%; the United Kingdom, 11%; Germany, 10%; and other, 24%.
Germanium Import Sources (2016–19):6 Germanium metal: China, 58%; Belgium, 21%; Germany, 10%; Russia, 8%; and other, 3%.
MINERAL COMMODITY SUMMARIES
I remember well. Not many others were impressed either. Pretty sure the only way this company can make a substantial find is if they team up with Space X and go after The Golden Astroid Psyche 16
Alive and kicking, no idea.
He resigned back in 2019
8K - New guy on the team, Effective August 14, 2023, Liberty Star Uranium & Metals Corp.(s’), Board of Directors appointed Saleem Elmasri as director of our company until the
next shareholder’s meeting for the election of directors.
4/A - Pete O'Heeron add 200k common shares on the 11th at $.06/share
Not sure if the new guy will add much value, but its always nice to see insiders investing in their own.
Direct appeals to the Supreme Court are incredibly unusual. A direct appeal means that certain types of cases can be filed directly with the Supreme Court, bypassing the lower courts. Direct appeals are generally limited to cases involving disputes between states and cases in which a federal district court has declared an act of Congress unconstitutional, which is not the case here. These types of cases are relatively rare, and as a result, direct appeals are not a common occurrence.
FWIW, A Federal Court has not determined the EPA's actions as Unconstitutional, the Governor has declared them to be.
60 days and counting...
Even more curious is the dead horse beating that continues on...and...on...and...on.
If AI is a tool of the next generation of mining, would it not behove LBSR, or any mining company for that matter, to reanalyze data? AI-powered systems can analyze vast amounts of data to identify new mineral deposits. AI in the exploration process, can help mining companies find minerals and resources faster and more efficiently, by identifying patterns and anomalies in the data that might otherwise be missed by human geologists.
To me this PR is simply stating that they will analyze old and new data with the new tool. Nobody's arm is getting twisted to invest here, read the article.
lol, thats our hope.
Deletions of Posts-Stock Specific Boards
Duplicate -- absolutely
Personal Attack -- delete them, this is not facebook or twitter.
Spam -- Hate it, delete them all.
Off-Topic -- within in reason, as long as a topic does not come off the rails, ie tangents can make it interesting. Delete the Egregious religious or political statements
Vulgarity -- within reason, does not seem to be a problem on the boards I visit.
Author Asked to Remove -- Sure why not, iHUB isn't the archives
Violation of Privacy & Threats -- goes without saying, delete those posts.
I cannot forecast to you the action of the SEC. It is a riddle, wrapped in a mystery, inside an enigma; but perhaps there is a key. That key is crypto is of national interest.
Two different securities. Shares of VAPR are securities that represents the ownership of VaporBrands International, Inc.
In an LLC (Ecite Motors, LLC ), ownership may be expressed as percentage ownership interests or membership units.
Ecite Motors, LLC (“Ecite”) is a wholly owned subsidiary of VaporBrands International, Inc. (“VAPR”).
If you want more information on Common membership units check out https://mcjiffy.com/purchase-agreement-sale-of-llc-membership-units
CHATgpt summary if anyone is interested, simmered down to 11 pages.This initial summary of the court document presents the plaintiff's claims against Coinbase, a cryptocurrency trading platform. Here are the key points:
1. Coinbase operates a trading platform where U.S. customers can buy, sell, and trade crypto assets, including crypto asset securities. It is the largest crypto asset trading platform in the United States, serving millions of customers and handling significant trading volume.
2. Congress enacted the Securities Exchange Act of 1934 (Exchange Act) to regulate national securities markets and protect investors. The SEC is responsible for enforcing regulations to ensure investor protection, fair markets, and capital formation.
3. Since at least 2019, Coinbase has been operating as an unregistered broker, exchange, and clearing agency. It combines these functions on its platform but has not registered with the SEC for any of these roles, bypassing the disclosure requirements and investor protections established by Congress.
4. Coinbase has also acted as an unregistered broker through its services called Coinbase Prime and Coinbase Wallet, offering routing of orders and access to liquidity outside the Coinbase Platform.
5. Despite offering crypto assets that meet the definition of securities, Coinbase has failed to comply with registration requirements and has disregarded the Howey test, a legal framework for determining if an investment contract exists.
6. Coinbase has prioritized its own profits by offering and trading assets that should be regulated as securities, undermining investor interests and violating securities laws.
7. Additionally, Coinbase has offered a Staking Program where investors can earn returns through Coinbase's managerial efforts. This program involves securities offerings without proper registration, violating the Securities Act.
The document asserts that Coinbase's actions constitute violations of the Exchange Act and Securities Act. The Securities and Exchange Commission (SEC) seeks permanent injunctions, disgorgement of gains, payment of prejudgment interest, civil money penalties, and other appropriate relief to benefit investors.
Please note that this summary is based solely on the information provided in the initial summary of the court document, and it may not capture all the details or nuances of the complete document.
Section I:
1. This section discusses the statutory and legal framework related to securities laws and regulations in the United States. Here's a breakdown of the key points:
2. Securities Act and Exchange Act: The Securities Act and Exchange Act are considered the foundation of American securities laws.
3. Definition of "Security": The acts define "security" broadly, including "investment contracts." Investment contracts involve investing money in a common enterprise with the expectation of profits derived from the efforts of others.
4. Registration and Disclosure Requirements: The Securities Act requires the registration of securities offerings with the Securities and Exchange Commission (SEC). Registration statements provide investors with essential information about the issuer, offering, financials, and risks.
5. Registration and Other Requirements for Participants: The Exchange Act imposes registration and disclosure obligations on participants in the national securities markets, such as broker-dealers, exchanges, and clearing agencies. The SEC has the authority to establish rules to protect investors who use the services of these intermediaries.
6. Purpose of Oversight: The oversight of securities transactions, exchanges, and clearing agencies is essential for the proper functioning of the national securities markets, protection of investors, and the national economy. It aims to regulate and control transactions, prevent fraud, promote fair and honest markets, and ensure the clearance and settlement of securities transactions.
7. Registration of Exchanges: Exchanges that bring together buyers and sellers of securities must register with the SEC. Registered exchanges must enact rules to prevent fraudulent practices and protect investors.
8. Registration of Broker-Dealers: Brokers and dealers are required to register with the SEC and become members of self-regulatory organizations (SROs) that establish rules governing their activities. Registered broker-dealers are subject to comprehensive regulation and examination.
9. Registration of Clearing Agencies: Clearing agencies that facilitate payments, deliveries, or settlements of securities transactions must register with the SEC. Registered clearing agencies are subject to comprehensive regulation, including recordkeeping and examination requirements.
10. Separation of Functions: Exchanges, broker-dealers, and clearing agencies are typically separate entities, each independently registered and regulated by the SEC. This separation helps minimize conflicts of interest and allows the SEC to oversee their activities and protect investors.
Section II provides an overview of the legal framework and regulatory requirements surrounding securities, exchanges, broker-dealers, and clearing agencies in the United States.
Section II:
• THROUGH THE COINBASE PLATFORM, COINBASE PROVIDES EXCHANGE, BROKERAGE, AND CLEARING AGENCY SERVICES TO U.S. CUSTOMERS, AND COINBASE ALSO OFFERS BROKERAGE SERVICES THROUGH PRIME AND WALLET.
• 74. Coinbase has never registered with the Commission as a national securities exchange, a broker-dealer, or a clearing agency, and no exemption from registration applies. Nonetheless, from at least 2019 to the present (the “Relevant Period”), Coinbase has acted as an exchange, a broker, and a clearing agency with regard to crypto asset securities available for trading on the Coinbase Platform (as demonstrated in Section III.C below), including through the following conduct:
• Coinbase Solicits Customers and Facilitates Trading.
• 75. Coinbase regularly solicits customers by advertising on its website and social media the features of the Coinbase Platform, Prime, and Wallet—especially those that allow customers to trade in crypto assets. Coinbase facilitates trading in crypto assets by assisting customers in opening and using trading accounts, handling customer funds and crypto assets, and routing and handling customer orders.
• 76. On its website, Coinbase markets its services to "individuals who want to trade, send and receive crypto" and "businesses... who want to accept, custody, [and] trade crypto," while touting the advantages of trading on the Coinbase Platform. Coinbase's website (coinbase.com) advertises that: "[o]ver 108 million people and businesses trust us to buy, sell, and manage crypto;" the Coinbase Platform provides "[a]ccess to hundreds of cryptocurrencies" in a "safe & secure" manner; and by using the Coinbase mobile application, trading in crypto assets is available "[a]nytime, anywhere."
• 77. In addition, Coinbase uses the Coinbase blog and its Twitter account—which has over five million followers—to announce when Coinbase first makes a crypto asset available for trading through the Coinbase Platform. For example, on or about March 19, 2021, Coinbase announced on its blog that "Cardano (ADA) is now available on Coinbase," and stated that "customers can now buy, sell, convert, send, receive, or store ADA." The blog post included a link to an "informal asset page[]" for Cardano and instructions for opening a Coinbase account. As of February 2023, the page for Cardano (ADA) included a price chart, "market stats," information about Cardano, such as links to its official website and whitepaper, and information about buying and storing Cardano on Coinbase. The page also included a list of "Related Assets," "Trending assets," "Popular cryptocurrencies," and frequently asked questions ("FAQs") about Cardano.
• 78. Indeed, Coinbase expends hundreds of millions of dollars a year on marketing and sales to maintain and recruit new investors. According to CGI's 2022 Form 10-K filing, Coinbase's "success depends on our ability to retain existing customers and attract new customers, including developers, to increase engagement with our products, services, and platform." To that end, the Coinbase website is replete with links to open a Coinbase account as well as advertisements marketing monetary incentives and promotions, aimed at attracting more investors to the Coinbase Platform, such as: offers of $5 in bitcoin as a "first trade incentive"; "50% of each referral's trading fees for their first 3 months"; "Get up to $400 in rewards with Coinbase"; and "Get up to $200 for getting started. Earn free crypto after making your first purchase."
• 79. Moreover, the Coinbase website features a "Learn" page, which includes "Beginner guides, practical tips, and market updates for first-timers, experienced investors, and everyone in between," as well as answers
• Section III
• discusses Coinbase's trading of crypto assets that are offered and sold as securities. Coinbase was aware of the potential application of federal securities laws to its products and services even before the SEC issued the DAO Report in 2017. In December 2016, Coinbase released a document called "A Securities Law Framework for Blockchain Tokens" on its website, which acknowledged that certain tokens could be considered investment contracts and, therefore, securities.
• In September 2018, Coinbase publicly released the "Coinbase Crypto Asset Framework" and a listing application form for crypto asset issuers and promoters. The application form requested information relevant to the Howey analysis of the crypto asset, such as details about the project team, token sale, token allocation, statements about potential returns or profits, and efforts to impact token supply or price.
• In September 2019, Coinbase co-founded the Crypto Rating Council (CRC), which developed a framework for analyzing crypto assets based on the four factors of the Howey test. The CRC assigned a score to each asset, indicating its similarity to or divergence from a security. Coinbase used the CRC framework to assess certain crypto assets and determine whether to make them available for trading on the Coinbase Platform.
• Despite recognizing the risk of offering and trading securities-like crypto assets, Coinbase strategically decided to add these assets to its platform to drive growth and increase trading profits. Coinbase worked closely with issuers of crypto assets to identify potential issues related to securities regulations and suggested ways to mitigate those issues, such as removing problematic statements.
• Furthermore, Coinbase's parent company, CGI, publicly disclosed the risks associated with Coinbase's unregistered business operations in its Form S-1 filing with the SEC. CGI acknowledged that crypto assets offered by Coinbase could be deemed securities, subjecting Coinbase to regulatory scrutiny, investigations, fines, and other penalties.
• Coinbase has made available for trading several crypto asset securities, including SOL, ADA, MATIC, FIL, SAND, AXS, CHZ, FLOW, ICP, NEAR, VGX, DASH, and NEXO. These assets can be bought, sold, or traded for consideration, and they trade at the same price as any other unit of the same asset. Coinbase provides information about these assets on its website, including price movements, market statistics, and instructions on how to buy them.
• Overall, Coinbase has been aware of the potential securities classification of crypto assets and has made a business decision to offer and trade assets with characteristics of securities on its platform, even though the regulatory obligations associated with securities may apply.
• Section III provides information about three different cryptocurrencies: ADA (Cardano), MATIC (Polygon), and FIL (Filecoin) . Here are the key points mentioned in this section:
• ADA (Cardano):
- ADA is the native token of the Cardano blockchain, created in 2015 by Charles Hoskinson and Jeremy Wood, who were previously involved with Ethereum.
- The Cardano blockchain uses a proof-of-stake consensus protocol called Ouroboros, which is claimed to be energy-efficient.
- ADA was sold during a token sale conducted by Input Output Hong Kong (IOHK), raising approximately $62 million for Cardano.
- The Cardano ecosystem is managed by three entities: the Cardano Foundation, IOHK, and Emurgo. They collectively received 5.2 billion ADA from the initial mining.
- ADA holders expect to profit from the efforts of these entities to grow the Cardano platform and increase the value of ADA.
- Cardano has made public statements and announcements about its expertise in developing blockchain networks and its plans to attract users and improve the Cardano protocol.
• MATIC (Polygon):
- MATIC is the native token of the Polygon blockchain, formerly known as the Matic Network.
- Polygon is an Ethereum scaling platform that enables developers to build scalable dApps with low transaction fees by hosting sidechains.
- Polygon issued a fixed supply of 10 billion MATIC tokens.
- MATIC holders can earn additional tokens through staking and delegating, and Polygon has used funds from token sales to support network development.
- The information publicly disseminated by Polygon has led MATIC holders to expect profit from Polygon's efforts to grow the network.
- Polygon has made statements on social media and other platforms promoting its platform and describing its commitment to adoption and growth.
• FIL (Filecoin):
- FIL is the native crypto asset of the Filecoin network, an open-source data storage network.
- Protocol Labs is the company behind Filecoin, and they conducted a two-part token sale in 2017, raising over $205 million for the development of Filecoin.
- FIL has a maximum circulating supply of 2 billion tokens, and issuance aligns with network growth.
- Protocol Labs has used funds from the FIL token sales to develop and promote the Filecoin network.
- FIL has been available for buying, selling, and trading on the Coinbase Platform since December 2020.
- FIL holders view their investment as an opportunity to profit from the growth of the Filecoin network.
-
This section of the document provides information about two specific cryptocurrencies: AXS (Axie Infinity Shards) and CHZ (Chiliz). Here are the key points mentioned:
• AXS:
- AXS is an Ethereum token native to the Axie Infinity game, which is a blockchain game allowing players to interact in a virtual world with digital pets called "Axies."
- The game was created by Sky Mavis PTE LTD and launched in 2018, with the team consisting of individuals responsible for key decisions related to Axie, such as product development and marketing.
- Players can earn AXS by playing the game and use it for in-game purchases. The total supply of AXS is 270 million, with over 100 million in circulation.
- Sky Mavis conducted private and public sales of AXS tokens, raising funds to develop and improve the Axie platform.
- AXS has been available for buying, selling, and trading on the Coinbase platform since approximately August 2021.
- The information disseminated by Sky Mavis has led AXS holders to view it as an investment and expect to profit from the company's efforts to grow the Axie protocol and increase the value of AXS.
• CHZ:
- CHZ is a token on the Ethereum blockchain, serving as the native digital token for the Chiliz sports and entertainment ecosystem, primarily powering the Socios.com platform.
- The Chiliz blockchain was introduced in early 2018 by Alexandre Dreyfus, the CEO of protocol founder HX Entertainment Ltd.
- CHZ tokens allow fans to acquire branded Fan Tokens from partnered teams or organizations through Socios.com and use their voting rights to influence team decisions.
- The Chiliz team raised approximately $66 million in a private placement token generation event in exchange for CHZ tokens.
- CHZ tokens were initially minted in 2018, and the maximum supply is 8,888,888,888 CHZ.
- CHZ has been available for buying, selling, and trading on the Coinbase platform since approximately June 2021.
- The Chiliz team has disseminated information and made statements that led CHZ holders to view it as an investment and expect profits from the team's efforts to develop, expand, and grow the platform, increasing the value of CHZ.
- The Chiliz team highlighted the growth potential in the sports and esports industry and the use of CHZ to monetize fan engagement.
- CHZ holders' demand and price are directly reliant on demand for Socios fan tokens and their benefits.
SECTION IV:
In this section of the complaint, the SEC alleges that Coinbase, through its Coinbase Platform, engaged in activities that required registration with the SEC but failed to do so. Here are the key points mentioned in this section:
306. Coinbase operated a trading facility on its Coinbase Platform that facilitated the buying and selling of crypto assets offered and sold as securities. This platform brought together multiple buyers and sellers using non-discretionary rules for orders. As a result, Coinbase was required to register as a national securities exchange with the SEC or operate under an exemption, but it did not fulfill this requirement.
307. Coinbase, through its Coinbase Platform, Prime, and Wallet services, conducted transactions in securities on behalf of others. It solicited potential investors, acted as a place to buy and sell crypto asset securities, facilitated trading, held customer funds and securities, and received compensation for these activities. These actions made Coinbase eligible for registration as a broker with the SEC or operating under an exemption, but it did not comply with these obligations.
308. Coinbase acted as an intermediary in settling transactions involving crypto asset securities on its platform. It also functioned as a custodian by requiring customers to deposit their crypto asset securities in Coinbase-controlled wallets. Coinbase treated these securities as fungible and managed customer accounts accordingly, debiting and crediting them to settle transactions. Given these activities, Coinbase was required to register as a clearing agency with the SEC or operate under an exemption, which it failed to do.
These allegations suggest that Coinbase, according to the SEC, violated registration requirements related to being a national securities exchange, broker, and clearing agency by engaging in these activities without proper registration or exemption.
SECTION V:
This section of the document outlines allegations against Coinbase regarding its Staking Program and the unregistered offer and sale of securities in violation of Section 5 of the Securities Act. Here are the key points mentioned:
309. Coinbase is accused of violating Sections 5(a) and 5(c) of the Securities Act by offering and selling securities through its Staking Program without proper registration. This violation allegedly deprived investors of essential information about Coinbase and its Staking Program.
310. The Staking Program was introduced by Coinbase around November 2019, initially focused on the Tezos blockchain's proof-of-stake consensus mechanism. Over time, the program expanded to include five different assets: Tezos (XTZ), Cosmos (ATOM), Ethereum (ETH), Cardano (ADA), and Solana (SOL). Coinbase pools the assets provided by investors and performs all necessary actions to obtain staking rewards, distributing them pro rata to investors after deducting a 25% or 35% commission.
311. Investors can participate in the Coinbase Staking Program by opening an account on the Coinbase platform, purchasing staking-eligible crypto assets, and transferring those assets to Coinbase's possession and control. Initially, customers holding staking-eligible assets were automatically enrolled in the program, but now investors need to opt in to participate.
The section then provides background information on staking and highlights the unique features and benefits Coinbase offers to investors in its Staking Program:
312-315. It explains the concept of staking and how validators stake crypto assets to participate in proof-of-stake blockchains. Validators earn rewards based on their participation, and the more assets they stake and the better their technical resources, the higher their chances of being selected as validators.
316-321. Coinbase's Staking Program offers several features that differentiate it from independent staking. These include no or low staking minimums, avoidance of expenses associated with running a validator node, enhanced liquidity through a reserve of stakeable assets (though this has changed since April 2023), and occasional bonuses for participants.
322-325. Coinbase has actively marketed the Staking Program as an investment opportunity, emphasizing the possibility of profits and expected rates of investment return. It has provided estimated reward rates and has made statements advertising investor returns. The program has been promoted as a means to earn yield on crypto assets and as an opportunity to invest in Coinbase's managerial and entrepreneurial efforts.
326-332. Coinbase has made additional statements and provided shareholder letters highlighting the growth and success of its Staking Program, including the increase in the number of customers earning yield on their assets and the addition of new staking assets.
i. At all relevant times, the Coinbase Staking Program, as it applied to each of the five stakeable assets, was an investment contract under Howey, and therefore a security, whose offers and sales were subject to registration under the Securities Act. Coinbase describes all aspects of the Staking Program as being the same for, or applicable to, each of the five stakeable assets, with the only differences being the asset that is staked, the reward that is paid, and the percentage commission Coinbase pays itself as to each asset. As discussed below in Section V.E.ii, Coinbase segregates, pools, and stakes investor assets by asset class. In other words, Staking Program investors’ XTZ, ATOM, ETH, ADA, and SOL are not all pooled together, but the assets of all Staking Program investors who stake, for example, XTZ, are pooled together with the assets of all other Staking Program investors who stake XTZ.
ii. Participants in the Coinbase Staking Program Invest Money.
iii. Coinbase’s offer and sale of the Coinbase Staking Program for each of the five stakeable assets involves an investment of money, in the form of staking-eligible crypto assets. Here, investors tender their crypto assets to Coinbase in order to participate in the Coinbase Staking Program, by either purchasing staking-eligible crypto assets from Coinbase or transferring their own crypto assets to their Coinbase account for staking.
iv. Customers give up control of their crypto assets while they participate in the Staking Program and cannot use them for any purposes, such as trading or transferring them to another account. Coinbase has control over all of the crypto assets invested in the Coinbase Staking Program, including through Coinbase’s omnibus crypto asset wallets.
v. Securities and Exchange Commission (SEC) is filing a complaint against Coinbase, a cryptocurrency exchange, for various violations. Here is a summary of the claims made by the SEC:
vi. First Claim for Relief: Coinbase engaged in acts and conduct that classify it as an "exchange" under the Exchange Act. It used the mails and interstate commerce to effect transactions in securities without registering as a national securities exchange.
vii. Second Claim for Relief: Coinbase, as a non-natural person, acted as a broker and used mails and interstate commerce to effect securities transactions without registering as a broker.
viii. Third Claim for Relief: Coinbase performed the functions of a clearing agency with respect to securities without registering as required by Section 17A(b) of the Exchange Act.
ix. Fourth Claim for Relief: Coinbase's parent company, CGI, is alleged to be a control person of Coinbase and is liable for Coinbase's violations of Exchange Act Sections 5, 15(a), and 17A(b).
x. Fifth Claim for Relief: Coinbase offered and sold the Coinbase Staking Program without a registration statement in effect, thereby violating Sections 5(a) and 5(c) of the Securities Act.
xi. The SEC requests the court to enter a final judgment that permanently enjoins Coinbase and its agents from violating the mentioned sections of the Exchange Act and the Securities Act. It also seeks disgorgement of ill-gotten gains, prejudgment interest, civil money penalties, and any other relief deemed necessary.
xii. The SEC also demands a trial by jury.