ARTICLE
20 April 2018

NASAA Warns Investors Of ICO Risks

CW
Cadwalader, Wickersham & Taft LLP

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Cadwalader, established in 1792, serves a diverse client base, including many of the world's leading financial institutions, funds and corporations. With offices in the United States and Europe, Cadwalader offers legal representation in antitrust, banking, corporate finance, corporate governance, executive compensation, financial restructuring, intellectual property, litigation, mergers and acquisitions, private equity, private wealth, real estate, regulation, securitization, structured finance, tax and white collar defense.
The North American Securities Administrators Association warned investors of the risks associated with initial coin offerings.
United States Corporate/Commercial Law

The North American Securities Administrators Association ("NASAA") warned investors of the risks associated with initial coin offerings ("ICOs").

In an Investor Advisory, NASAA provides background information about ICOs and blockchain technology, describes the differences between "utility tokens" and "equity tokens" (but noted that both may be securities), and warns investors to consider the risks of ICOs prior to making investments. The risks highlighted by NASAA include:

  • fraud, including fake-token Ponzi schemes and spoofing;
  • limited investor protection and unclear terms in cases where the "token" or "coin" is not considered a security;
  • lack of important disclosures that are available for registered securities offerings;
  • high rates of failure (e.g., 46 percent of ICOs failed in 2017);
  • no guarantee that ICOs can be sold on a secondary market or alternative trading system; and
  • significant price volatility.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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