Everyone knows that both Main Street and Wall Street investors are going gangbusters for cryptocurrency and blockchain-related technology.
But here’s the thing. It’s currently nearly impossible to invest directly in cryptocurrency or in legitimate cryptocurrency companies if you want to limit your investments to SEC-sanctioned ETFs or stocks that are listed on NASDAQ or NYSE. So to capitalize on this supply and demand imbalance some small-cap public companies are doing things like “pivoting” to blockchain technology or even just changing their name to something related to crypto. And since some Main Street investors don’t really know better and just want to get a piece of the cryptocurrency craze they often buy stock in these companies thinking they are the real deal.
So a few days ago SEC Chairman Jay Clayton issued a warning to these companies while giving a speech at the Securities Regulation Institute.
Before I move on to the next topic I want to raise one more narrow, distributed ledger or “blockchain”-related legal issue by means of a hypothetical. I doubt anyone in this audience thinks it would be acceptable for a public company with no meaningful track record in pursuing the commercialization of distributed ledger or blockchain technology to (1) start to dabble in blockchain activities, (2) change its name to something like “Blockchain-R-Us,” and (3) immediately offer securities, without providing adequate disclosure to Main Street investors about those changes and the risks involved. The SEC is looking closely at the disclosures of public companies that shift their business models to capitalize on the perceived promise of distributed ledger technology and whether the disclosures comply with the securities laws, particularly in the case of an offering. – SEC Chairman Jay Clayton
What types of things is Chairman Clayton talking about?
How about when beverage company Long Island Iced Tea changed its name to Long Blockchain Inc. and the stock spiked 500% in a day. Or when Kodak’s stock tripled after it announced it’s launching an ICO. And how about when another small-cap spiked 2,000% after they bought a cryptocurrency micro-lending startup (that’s never actually made a crypto-backed loan) that was 95% owned by the acquiring company’s CEO.
Going forward expect to see the SEC take a stronger stance towards public companies that either quickly shift their name of their business or their entire business strategy to take advantage of crypto and blockchain hype. And this is a good thing. Many Main Street investors don’t know enough about cryptocurrency to know what’s legitimate technology and what’s just a company changing its name to prop up its stock. And the faster we get rid of this fraudulent activity the faster we can get to a place where the SEC and other regulators will allow Main Street investors to actually invest directly in cryptocurrency and other promising blockchain technology.