Offering Cryptocurrency Under Reg A+: Blockstack as a Fundraising Template
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will analyze the mechanics and securities law issues associated with the offering of digital currencies under Reg D and Reg A+. The panel will discuss the Blockstack offering recently approved by the Securities and Exchange Commission (SEC), what it suggests about capital raising for blockchain platforms going forward, and questions remaining about the SEC treatment of digital tokens.
- Introduction--SEC treatment of digital assets as securities
- The Howey test
- Recent SEC no-action letters finding that tokens are not securities (TurnKey Jet and Pocketful of Quarters)
- Mechanics of the Blockstack offering
- Initial offering under Reg D and Rule 506(c)--accredited investors only
- Reg A+ offering--first of its kind approved by SEC
- What investors receive--tokens, not stock
- Eventual transformation of tokens from securities to non-securities
- Transfer of control of the blockchain
- Exiting the reporting requirements of Reg A
- Unanswered questions
The panel will review these and other critical topics:
- As a threshold question, can your digital assets avoid “securities” status under Howey?
- What is the significance of the Blockstack offering; is it a template for offering digital tokens going forward?
- What are the advantages of Reg A+ over Reg D, and what are the limitations?
- How might the transfer of control of a blockchain affect the treatment of the tokens used on that blockchain for securities purposes?
Mark A. Staines
Mr. Staines focuses his practice on corporate governance, mergers and acquisitions, securities regulation and corporate... | Read More
Mr. Staines focuses his practice on corporate governance, mergers and acquisitions, securities regulation and corporate finance with a particular focus on capital formation in the areas of blockchain technology and digital assets. He has published various articles on the rapidly evolving regulatory environment surrounding the offer and sale of digital assets.Close
Kenneth S. Witt
An experienced corporate and securities attorney, Mr. Witt represents energy and technology companies and institutional... | Read More
An experienced corporate and securities attorney, Mr. Witt represents energy and technology companies and institutional clients in public offerings, mergers and acquisitions and financing transactions. Called “business friendly” by his clients, he emphasizes quality, value and results. His work for his clients runs the gamut: from assisting a leading commercial bank with private equity investments to public securities and A&D work for an oil and gas company to acting as lender’s counsel in international project finance and real estate transactions across the globe totaling billions of dollars. Mr. Witt also has technology clients that are developing cutting-edge encryption and semiconductor solutions.Close