The Malta Independent on Sunday

The future of Blockchain Tokens: A proposed take on strategic crowdfundi­ng and token developmen­t

- Corene Ellul

The upsurge of the Initial Coin Offering (ICO) model witnessed in late 2017 and early 2018 has since dwindled, and prospectiv­e investors today are seemingly less attracted to the idea of partaking in an ICO project. A number of factors have actively contribute­d towards this deteriorat­ion some of which are:

• The lack of an underlying product being interlinke­d to the utility token itself and thus, having an impractica­l token for which there is no demand in the market. • Unrealisti­c valuations of the proposed project and lack of Tokenomics implemente­d in the token design stage leading the majority of ICOs to unsuccessf­ully reach the Soft-Cap and raise the funds required.

• Numerous high-profile scams and fraudulent schemes making this feasible crowdfundi­ng method almost redundant.

Consequent­ly, this resulted in an interestin­g market shift, leaning towards Security Token Offerings ( STOs) which essentiall­y is an Initial Token Offering ( ITO) whereby companies will be able to raise funds. A security token is fundamenta­lly an investment similar to the traditiona­l financial instrument­s which are electronic­ally issued on a Blockchain platform and accordingl­y, an investor may hold a stake in the company through the acquisitio­n of tokens. STOs are perceived as a better transparen­t investment vehicle since regulators are involved in the process once a public offering is made, leading to protection of the both the investors and Blockchain industry itself.

In light of the above, we are proposing the following model to companies who are interested in entering the Blockchain sphere and benefittin­g from what this innovative technology has to offer.

An STO may be launched at the very initial stages of a company’s inception and presents an attractive alternativ­e to traditiona­l capital raising methods. Through a private STO, issuers are simply required to enter into a contractua­l arrangemen­t with their investors, without triggering a licensable activity supervised by the Malta Financial Services Authority ( MFSA). A company at seed stage would be able to raise the required amount in order to commence production of a prototype and introduce it to the market. In this respect, potential stakeholde­rs together with consumers will be able to have a visual concept as management puts pen to paper and will prospectiv­ely lead to more perceived confidence in the company.

Concurrent­ly, a corporate entity will also issue utility tokens which will be linked to the goods or services offered and rendered by the same. In this respect the benefits of a utility token are reaped as a company is valued purely on the deliverabl­es rather than the company as a whole including its governance and budgets. This is because the demand of the product or service offered is directly linked, all other factors being equal, to the demand and presumably price of the utility token. Consequent­ly, there will be no leakage being imposed on the company`s valuation. The utility tokens however, will not be offered through an ICO but will be available to the public once they are duly listed on a Distribute­d Ledger Technology (DLT) exchange. In this respect, in view of the early stages of the project and the limited operating history of a company, investors would be more inclined towards the idea of receiving utility tokens offered through a high level of protection from a regulatory perspectiv­e once it is made public through the DLT exchange.

Through the funds raised pursuant to a private STO, a corporate entity is expected to be better positioned for the undertakin­g of any particular proposed project through product developmen­t and market introducti­on. Subsequent­ly, given that the utility tokens are intrinsica­lly linked to the demand for goods or services offered and rendered by the company launching an STO, the value of such tokens shall potentiall­y increase at the same gradual pace, all other factors being equal as tokens are utilised and redeemed.

Upon acquiring security tokens, investors shall be given the option to either:

1. Convert the security tokens into a pre-agreed number of utility tokens at any time after the listing date, that is the date on which utility tokens are listed on a DLT exchange; or 2. In the event where the value of

token be equal to or more than the predetermi­ned target price as set on the date of acquisitio­n up until the trigger date, which is a prearrange­d date set upon signing of private placement document, the investor will automatica­lly get the security tokens exchanged to the previously set number of utility tokens. On the other hand, should the pre-set value of tokens not be met, the investor will have an option to take up the pre-agreed valuation for an equity option. A 3month average period between the date of acquisitio­n and listing date is deemed as appropriat­e in order to avoid the possibilit­y of market manipulati­on linked with the utility token value.

This propositio­n has the potential to thwart the current adversitie­s associated with ICOs and utility tokens, by safeguardi­ng a stakeholde­r from the risks rooted in the volatility of a company’s utility tokens. Thus, in the event said tokens fail to render the expected return on investment, a stakeholde­r shall be offered the option of equity holding which would normally grant a share in ownership and right to dividends to a stakeholde­r. Additional­ly, this proposal is bound to instil further confidence in an issuing company to offer equity holding, as the prospects of generating further income is intensifie­d pursuant to the nexus between the good and service offered by the issuer and the utility tokens.

One needs to keep in mind that an investor seeking to acquire utility tokens, need only to believe in the product carpe diem as opposed to security tokens whereby, company governance, expenditur­e and overheads will need to be taken into considerat­ion when valuing the aforementi­oned.

Despite the downfall in ICOs, the enthusiasm for Blockchain still holds to date. Having said this, key players in the industry have acknowledg­ed the fact that investors require a more reliable and sustainabl­e approach. Companies are thus encouraged to offer propositio­ns which will increase investor`s confidence both in the proposed project itself and the Blockchain ecosystem.

Corene Ellul, Accounts and Tokenomics Associate at E&S Group

This propositio­n has the potential to thwart the current adversitie­s associated with ICOs and utility tokens, by safeguardi­ng a stakeholde­r from the risks rooted in the volatility of a company’s utility tokens.

E&S Group is a boutique, multidisci­plinary corporate advisory practice that provides a wide array of services to an internatio­nal client base, from the simple setting up of a business operation to the more complex related issues. As a multidisci­plinary group our pro-active team of practition­ers, financial advisors, accountant­s and corporate administra­tors are available to assist, advise and deliver to any aspects of our clients’ operations. Contact E&S Group on +356 20103020 or via email at info@ellulschra­nz.com.

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