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The SEC has told us it wants to sue us over Lend. We don’t know why

blog.coinbase.com

101–110 of 454 posts

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#101
post #50

From the Coinbase page about Lend: >Lend your crypto to earn 4% APY >Your principal is guaranteed This definitely seems fishy. I don't see how this is possible unless if their position isn't levered. However, if they aren't levered, then why can't they just lend USDC themselves?

Coinbase isn't making a return via leveraged treasury bonds or something. They are lending the money out presumably to crypto traders, DeFi schemes, etc. If someone thinks they they can make a 100% return on borrowed money, they absolutely should borrow at 10% (or whatever Coinbase's target is for their risk-adjusted cut after paying 4% to their not-investors). The whole space is so opaque and unregulated that it seems fairly clear that people with big accounts can, and do make market moving trades frequently.

You might ask, why would someone want to pay huge interest on stablecoins when money is so cheap to borrow from traditional finance now? Answer: the exchanges that do most of the action are offshore and probably nearly unbankable. FTX getting 1B of Tether several times in a week is business as usual for them (happened this past week), but its almost certainly impossible for them to get any Bank to do a 1B USD transfer without paperwork they cant provide.

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#102
post #82

Earlier quoted context omitted.

IANAL, but isn't the point of the Howey test that you're making investments with variable returns, where those returns depend on the efforts of others? If Coinbase is _guaranteeing_ you a 4% return, then there is no variability and the efforts of others are irrelevant. Coinbase could spend all of the money on JPEGs of my cat and they would still have to pay a 4% return to the people they borrowed the money from.

They're guaranteeing it in the same way that when you buy a corporate bond with a 4% yield, you're guaranteed to get the money[0]. A bond is still a security. [0] Right? Counterparty risk!

But all contracts have some element of counterparty risk. Contractual guarantees are just contractual, nobody can give absolute guarantees of anything.

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#104

Earlier quoted context omitted.

Not all loans are bonds though. How does the law define the difference?

> Not all loans are bonds though. How does the law define the difference? Bonds are raised from a diverse set of investors. Loans, in securities parlance, are raised from (and syndicated by) regulated banks.

Individuals can loan money to other individuals, no? They can even agree to pay interest if they want, or am I missing something?

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#105
post #42

> They have only told us that they are assessing our Lend product through the prism of decades-old Supreme Court cases called Howey and Reves ... These two cases are from 1946 and 1990. Trying to make out like Howey is some obscure precedent from decades ago which the SEC is nitpicking over. The Howey test is the test applied to determine if something is an investment contract.

It's also like saying - I can't believe they're not letting us operate an Atlantic Slave Trade - because of some supreme court cases from decades ago. Why should the decades matter? Supreme court cases matter...

That's a very poor analogy. It's inflammatory and disrespectful to put a trivial disagreement over investment classification on the same footing as the slave trade, and it's not factual either. Slave trade was not abolished by the Supreme Court, but by an act of Congress [0] and later by presidential decree [1].

[0] https://www.history.com/this-day-in-history/congress-abolish...

[1] Emancipation Proclamation

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#106
post #97

Earlier quoted context omitted.

Lend can pay you less than 4%. That being said, loans are not usually considered securities. Although they are regulated by FINRA.

Mortgage backed securities are securities even though they are loans under the hood. Bond is also a loan. Same with money market accounts. There are a bunch of debt securities.

Once you package it up into a tradable instrument, it becomes a security, which would either be regulated by the SEC (bonds) or the CFTC (swaps or futures). But if it isn't tradable (which a lending account is not), it's not a security. It's likely the jurisdiction of FINRA or the FDIC.

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#107
post #50

From the Coinbase page about Lend: >Lend your crypto to earn 4% APY >Your principal is guaranteed This definitely seems fishy. I don't see how this is possible unless if their position isn't levered. However, if they aren't levered, then why can't they just lend USDC themselves?

It appears that Coinbase was going to achieve that 4% interest on USDC in Lend via Compound [1], which is a DeFi protocol they helped launch a few years ago [2]. However, it is not clear why they said "Your principal is guaranteed", since they didn't say how, and that is a pretty big claim. I'm guessing, since they didn't really specify, but assets lent in Compound (and other DeFi protocols) are generally over-collateralized [3][4], to protect loss of funds, so maybe they were relying on that. However, even with that, funds in DeFi protocols could still be affected by things like impermanent loss [5]. That said, maybe they were just relying on some insurance thing.

[1] https://blockworks.co/coinbase-compound-labs-launch-usdc-hig...

[2] https://techcrunch.com/2018/05/16/cryptocurrency-compound-in...

[3] https://www.gemini.com/cryptopedia/what-is-compound-and-how-...

[4] https://academy.binance.com/en/articles/what-is-compound-fin...

[5] https://academy.binance.com/en/articles/impermanent-loss-exp...

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#108

Seems to be gone from the internet. Can't find it in archive.today or archive.org either. reddit comment thread: https://www.reddit.com/r/CryptoCurrency/comments/pk2rjl/coin... Which points to a tweet thread from Brian Armstrong of Coinbase that is still there for now.... https://twitter.com/brian_armstrong/status/14354409980546539... unrolled (and probably will still be there even if tweets deleted?) https://threadr…

I read the thread on my iphone. I assume it's still cached. Does anyone know of a simple way to pull the safari cache and re-display it before it's lost? Not for this specific case but for others where people failed to snag a copy first.

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#109

Earlier quoted context omitted.

> Not all loans are bonds though. How does the law define the difference? Bonds are raised from a diverse set of investors. Loans, in securities parlance, are raised from (and syndicated by) regulated banks.

Individuals can loan money to other individuals, no? They can even agree to pay interest if they want, or am I missing something?

When you are giving a loan to your friend or a business partner, you are not engaging with the general public.

Similar, you can sell shares in your business to your friend or business partner, but if you want to sell to the general public, the SEC is interested.

(I have no clue whether this distinction is the important legal one here.)

Re: The SEC has told us it wants to sue us over Lend. We don’t know why

#110
Mark Cuban's response is interesting:

Brian, this is "Regulation via Litigation". They aren't capable of working through this themselves and are afraid of making mistakes in doing so. They they leave it to the lawyers. Just the people you don't want impacting the new technologies. You have to go on the offensive

https://twitter.com/mcuban/status/1435454959441620995

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