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Nathan Reiff

Nathan Reiff

3 years ago

Howey Test and Cryptocurrencies: 'Every ICO Is a Security'

What Is the Howey Test?

To determine whether a transaction qualifies as a "investment contract" and thus qualifies as a security, the Howey Test refers to the U.S. Supreme Court cass: the Securities Act of 1933 and the Securities Exchange Act of 1934. According to the Howey Test, an investment contract exists when "money is invested in a common enterprise with a reasonable expectation of profits from others' efforts." 

The test applies to any contract, scheme, or transaction. The Howey Test helps investors and project backers understand blockchain and digital currency projects. ICOs and certain cryptocurrencies may be found to be "investment contracts" under the test.

Understanding the Howey Test

The Howey Test comes from the 1946 Supreme Court case SEC v. W.J. Howey Co. The Howey Company sold citrus groves to Florida buyers who leased them back to Howey. The company would maintain the groves and sell the fruit for the owners. Both parties benefited. Most buyers had no farming experience and were not required to farm the land. 

The SEC intervened because Howey failed to register the transactions. The court ruled that the leaseback agreements were investment contracts.

This established four criteria for determining an investment contract. Investing contract:

  1. An investment of money
  2. n a common enterprise
  3. With the expectation of profit
  4. To be derived from the efforts of others

In the case of Howey, the buyers saw the transactions as valuable because others provided the labor and expertise. An income stream was obtained by only investing capital. As a result of the Howey Test, the transaction had to be registered with the SEC.

Howey Test and Cryptocurrencies

Bitcoin is notoriously difficult to categorize. Decentralized, they evade regulation in many ways. Regardless, the SEC is looking into digital assets and determining when their sale qualifies as an investment contract.

The SEC claims that selling digital assets meets the "investment of money" test because fiat money or other digital assets are being exchanged. Like the "common enterprise" test. 

Whether a digital asset qualifies as an investment contract depends on whether there is a "expectation of profit from others' efforts."

For example, buyers of digital assets may be relying on others' efforts if they expect the project's backers to build and maintain the digital network, rather than a dispersed community of unaffiliated users. Also, if the project's backers create scarcity by burning tokens, the test is met. Another way the "efforts of others" test is met is if the project's backers continue to act in a managerial role.

These are just a few examples given by the SEC. If a project's success is dependent on ongoing support from backers, the buyer of the digital asset is likely relying on "others' efforts."

Special Considerations

If the SEC determines a cryptocurrency token is a security, many issues arise. It means the SEC can decide whether a token can be sold to US investors and forces the project to register. 

In 2017, the SEC ruled that selling DAO tokens for Ether violated federal securities laws. Instead of enforcing securities laws, the SEC issued a warning to the cryptocurrency industry. 

Due to the Howey Test, most ICOs today are likely inaccessible to US investors. After a year of ICOs, then-SEC Chair Jay Clayton declared them all securities. 

SEC Chairman Gensler Agrees With Predecessor: 'Every ICO Is a Security'

Howey Test FAQs

How Do You Determine If Something Is a Security?

The Howey Test determines whether certain transactions are "investment contracts." Securities are transactions that qualify as "investment contracts" under the Securities Act of 1933 and the Securities Exchange Act of 1934.

The Howey Test looks for a "investment of money in a common enterprise with a reasonable expectation of profits from others' efforts." If so, the Securities Act of 1933 and the Securities Exchange Act of 1934 require disclosure and registration.

Why Is Bitcoin Not a Security?

Former SEC Chair Jay Clayton clarified in June 2018 that bitcoin is not a security: "Cryptocurrencies: Replace the dollar, euro, and yen with bitcoin. That type of currency is not a security," said Clayton.

Bitcoin, which has never sought public funding to develop its technology, fails the SEC's Howey Test. However, according to Clayton, ICO tokens are securities. 

A Security Defined by the SEC

In the public and private markets, securities are fungible and tradeable financial instruments. The SEC regulates public securities sales.

The Supreme Court defined a security offering in SEC v. W.J. Howey Co. In its judgment, the court defines a security using four criteria:

  • An investment contract's existence
  • The formation of a common enterprise
  • The issuer's profit promise
  • Third-party promotion of the offering

Read original post.

More on Web3 & Crypto

Stephen Moore

Stephen Moore

3 years ago

Web 2 + Web 3 = Web 5.

Monkey jpegs and shitcoins have tarnished Web3's reputation. Let’s move on.

Web3 was called "the internet's future."

Well, 'crypto bros' shouted about it loudly.

As quickly as it arrived to be the next internet, it appears to be dead. It's had scandals, turbulence, and crashes galore:

  • Web 3.0's cryptocurrencies have crashed. Bitcoin's all-time high was $66,935. This month, Ethereum fell from $2130 to $1117. Six months ago, the cryptocurrency market peaked at $3 trillion. Worst is likely ahead.

  • Gas fees make even the simplest Web3 blockchain transactions unsustainable.

  • Terra, Luna, and other dollar pegs collapsed, hurting crypto markets. Celsius, a crypto lender backed by VCs and Canada's second-largest pension fund, and Binance, a crypto marketplace, have withheld money and coins. They're near collapse.

  • NFT sales are falling rapidly and losing public interest.

Web3 has few real-world uses, like most crypto/blockchain technologies. Web3's image has been tarnished by monkey profile pictures and shitcoins while failing to become decentralized (the whole concept is controlled by VCs).

The damage seems irreparable, leaving Web3 in the gutter.

Step forward our new saviour — Web5

Fear not though, as hero awaits to drag us out of the Web3 hellscape. Jack Dorsey revealed his plan to save the internet quickly.

Dorsey has long criticized Web3, believing that VC capital and silicon valley insiders have created a centralized platform. In a tweet that upset believers and VCs (he was promptly blocked by Marc Andreessen), Dorsey argued, "You don't own "Web3." VCs and LPs do. Their incentives prevent it. It's a centralized organization with a new name.

Dorsey announced Web5 on June 10 in a very Elon-like manner. Block's TBD unit will work on the project (formerly Square).

Web5's pitch is that users will control their own data and identity. Bitcoin-based. Sound familiar? The presentation pack's official definition emphasizes decentralization. Web5 is a decentralized web platform that enables developers to write decentralized web apps using decentralized identifiers, verifiable credentials, and decentralized web nodes, returning ownership and control over identity and data to individuals.

Web5 would be permission-less, open, and token-less. What that means for Earth is anyone's guess. Identity. Ownership. Blockchains. Bitcoin. Different.

Web4 appears to have been skipped, forever destined to wish it could have shown the world what it could have been. (It was probably crap.) As this iteration combines Web2 and Web3, simple math and common sense add up to 5. Or something.

Dorsey and his team have had this idea simmering for a while. Daniel Buchner, a member of Block's Decentralized Identity team, said, "We're finishing up Web5's technical components."

Web5 could be the project that decentralizes the internet. It must be useful to users and convince everyone to drop the countless Web3 projects, products, services, coins, blockchains, and websites being developed as I write this.

Web5 may be too late for Dorsey and the incoming flood of creators.

Web6 is planned!

The next months and years will be hectic and less stable than the transition from Web 1.0 to Web 2.0. 

  • Web1 was around 1991-2004.

  • Web2 ran from 2004 to 2021. (though the Web3 term was first used in 2014, it only really gained traction years later.)

  • Web3 lasted a year.

  • Web4 is dead.

Silicon Valley billionaires are turning it into a startup-style race, each disrupting the next iteration until they crack it. Or destroy it completely.

Web5 won't last either.

Caleb Naysmith

Caleb Naysmith

3 years ago   Draft

A Myth: Decentralization

It’s simply not conceivable, or at least not credible.

Photo by Josh Hild on Unsplash

One of the most touted selling points of Crypto has always been this grandiose idea of decentralization. Bitcoin first arose in 2009 after the housing crisis and subsequent crash that came with it. It aimed to solve this supposed issue of centralization. Nobody “owns” Bitcoin in theory, so the idea then goes that it won’t be subject to the same downfalls that led to the 2008 crash or similarly speculative events that led to the 2008 disaster. The issue is the banks, not the human nature associated with the greedy individuals running them.

Subsequent blockchains have attempted to fix many of the issues of Bitcoin by increasing capacity, decreasing the costs and processing times associated with Bitcoin, and expanding what can be done with their blockchains. Since nobody owns Bitcoin, it hasn’t really been able to be expanded on. You have people like Vitalk Buterin, however, that actively work on Ethereum though.

The leap from Bitcoin to Ethereum was a massive leap toward centralization, and the trend has only gotten worse. In fact, crypto has since become almost exclusively centralized in recent years.

Decentralization is only good in theory

It’s a good idea. In fact, it’s a wonderful idea. However, like other utopian societies, individuals misjudge human nature and greed. In a perfect world, decentralization would certainly be a wonderful idea because sure, people may function as their own banks, move payments immediately, remain anonymous, and so on. However, underneath this are a couple issues:

  • You can already send money instantaneously today.

  • They are not decentralized.

  • Decentralization is a bad idea.

  • Being your own bank is a stupid move.

Let’s break these down. Some are quite simple, but lets have a look.

Sending money right away

One thing with crypto is the idea that you can send payments instantly. This has pretty much been entirely solved in current times. You can transmit significant sums of money instantly for a nominal cost and it’s instantaneously cleared. Venmo was launched in 2009 and has since increased to prominence, and currently is on most people's phones. I can directly send ANY amount of money quickly from my bank to another person's Venmo account.

Comparing that with ETH and Bitcoin, Venmo wins all around. I can send money to someone for free instantly in dollars and the only fee paid is optional depending on when you want it.

Both Bitcoin and Ethereum are subject to demand. If the blockchains have a lot of people trying to process transactions fee’s go up, and the time that it takes to receive your crypto takes longer. When Ethereum gets bad, people have reported spending several thousand of dollars on just 1 transaction.

These transactions take place via “miners” bundling and confirming transactions, then recording them on the blockchain to confirm that the transaction did indeed happen. They charge fees to do this and are also paid in Bitcoin/ETH. When a transaction is confirmed, it's then sent to the other users wallet. This within itself is subject to lots of controversy because each transaction needs to be confirmed 6 times, this takes massive amounts of power, and most of the power is wasted because this is an adversarial system in which the person that mines the transaction gets paid, and everyone else is out of luck. Also, these could theoretically be subject to a “51% attack” in which anyone with over 51% of the mining hash rate could effectively control all of the transactions, and reverse transactions while keeping the BTC resulting in “double spending”.

There are tons of other issues with this, but essentially it means: They rely on these third parties to confirm the transactions. Without people confirming these transactions, Bitcoin stalls completely, and if anyone becomes too dominant they can effectively control bitcoin.

Not to mention, these transactions are in Bitcoin and ETH, not dollars. So, you need to convert them to dollars still, and that's several more transactions, and likely to take several days anyway as the centralized exchange needs to send you the money by traditional methods.

They are not distributed

That takes me to the following point. This isn’t decentralized, at all. Bitcoin is the closest it gets because Satoshi basically closed it to new upgrades, although its still subject to:

  • Whales

  • Miners

It’s vital to realize that these are often the same folks. While whales aren’t centralized entities typically, they can considerably effect the price and outcome of Bitcoin. If the largest wallets holding as much as 1 million BTC were to sell, it’d effectively collapse the price perhaps beyond repair. However, Bitcoin can and is pretty much controlled by the miners. Further, Bitcoin is more like an oligarchy than decentralized. It’s been effectively used to make the rich richer, and both the mining and price is impacted by the rich. The overwhelming minority of those actually using it are retail investors. The retail investors are basically never the ones generating money from it either.

As far as ETH and other cryptos go, there is realistically 0 case for them being decentralized. Vitalik could not only kill it but even walking away from it would likely lead to a significant decline. It has tons of issues right now that Vitalik has promised to fix with the eventual Ethereum 2.0., and stepping away from it wouldn’t help.

Most tokens as well are generally tied to some promise of future developments and creators. The same is true for most NFT projects. The reason 99% of crypto and NFT projects fail is because they failed to deliver on various promises or bad dev teams, or poor innovation, or the founders just straight up stole from everyone. I could go more in-depth than this but go find any project and if there is a dev team, company, or person tied to it then it's likely, not decentralized. The success of that project is directly tied to the dev team, and if they wanted to, most hold large wallets and could sell it all off effectively killing the project. Not to mention, any crypto project that doesn’t have a locked contract can 100% be completely rugged and they can run off with all of the money.

Decentralization is undesirable

Even if they were decentralized then it would not be a good thing. The graphic above indicates this is effectively a rich person’s unregulated playground… so it’s exactly like… the very issue it tried to solve?

Not to mention, it’s supposedly meant to prevent things like 2008, but is regularly subjected to 50–90% drawdowns in value? Back when Bitcoin was only known in niche parts of the dark web and illegal markets, it would regularly drop as much as 90% and has a long history of massive drawdowns.

The majority of crypto is blatant scams, and ALL of crypto is a “zero” or “negative” sum game in that it relies on the next person buying for people to make money. This is not a good thing. This has yet to solve any issues around what caused the 2008 crisis. Rather, it seemingly amplified all of the bad parts of it actually. Crypto is the ultimate speculative asset and realistically has no valuation metric. People invest in Apple because it has revenue and cash on hand. People invest in crypto purely for speculation. The lack of regulation or accountability means this is amplified to the most extreme degree where anything goes: Fraud, deception, pump and dumps, scams, etc. This results in a pure speculative madhouse where, unsurprisingly, only the rich win. Not only that but the deck is massively stacked in against the everyday investor because you can’t do a pump and dump without money.

At the heart of all of this is still the same issues: greed and human nature. However, in setting out to solve the issues that allowed 2008 to happen, they made something that literally took all of the bad parts of 2008 and then amplified it. 2008, similarly, was due to greed and human nature but was allowed to happen due to lack of oversite, rich people's excessive leverage over the poor, and excessive speculation. Crypto trades SOLELY on human emotion, has 0 oversite, is pure speculation, and the power dynamic is just as bad or worse.

Why should each individual be their own bank?

This is the last one, and it's short and basic. Why do we want people functioning as their own bank? Everything we do relies on another person. Without the internet, and internet providers there is no crypto. We don’t have people functioning as their own home and car manufacturers or internet service providers. Sure, you might specialize in some of these things, but masquerading as your own bank is a horrible idea.

I am not in the banking industry so I don’t know all the issues with banking. Most people aren’t in banking or crypto, so they don’t know the ENDLESS scams associated with it, and they are bound to lose their money eventually.

If you appreciate this article and want to read more from me and authors like me, without any limits, consider buying me a coffee: buymeacoffee.com/calebnaysmith

Jonathan Vanian

Jonathan Vanian

3 years ago

What is Terra? Your guide to the hot cryptocurrency

With cryptocurrencies like Bitcoin, Ether, and Dogecoin gyrating in value over the past few months, many people are looking at so-called stablecoins like Terra to invest in because of their more predictable prices.

Terraform Labs, which oversees the Terra cryptocurrency project, has benefited from its rising popularity. The company said recently that investors like Arrington Capital, Lightspeed Venture Partners, and Pantera Capital have pledged $150 million to help it incubate various crypto projects that are connected to Terra.

Terraform Labs and its partners have built apps that operate on the company’s blockchain technology that helps keep a permanent and shared record of the firm’s crypto-related financial transactions.

Here’s what you need to know about Terra and the company behind it.

What is Terra?

Terra is a blockchain project developed by Terraform Labs that powers the startup’s cryptocurrencies and financial apps. These cryptocurrencies include the Terra U.S. Dollar, or UST, that is pegged to the U.S. dollar through an algorithm.

Terra is a stablecoin that is intended to reduce the volatility endemic to cryptocurrencies like Bitcoin. Some stablecoins, like Tether, are pegged to more conventional currencies, like the U.S. dollar, through cash and cash equivalents as opposed to an algorithm and associated reserve token.

To mint new UST tokens, a percentage of another digital token and reserve asset, Luna, is “burned.” If the demand for UST rises with more people using the currency, more Luna will be automatically burned and diverted to a community pool. That balancing act is supposed to help stabilize the price, to a degree.

“Luna directly benefits from the economic growth of the Terra economy, and it suffers from contractions of the Terra coin,” Terraform Labs CEO Do Kwon said.

Each time someone buys something—like an ice cream—using UST, that transaction generates a fee, similar to a credit card transaction. That fee is then distributed to people who own Luna tokens, similar to a stock dividend.

Who leads Terra?

The South Korean firm Terraform Labs was founded in 2018 by Daniel Shin and Kwon, who is now the company’s CEO. Kwon is a 29-year-old former Microsoft employee; Shin now heads the Chai online payment service, a Terra partner. Kwon said many Koreans have used the Chai service to buy goods like movie tickets using Terra cryptocurrency.

Terraform Labs does not make money from transactions using its crypto and instead relies on outside funding to operate, Kwon said. It has raised $57 million in funding from investors like HashKey Digital Asset Group, Divergence Digital Currency Fund, and Huobi Capital, according to deal-tracking service PitchBook. The amount raised is in addition to the latest $150 million funding commitment announced on July 16.

What are Terra’s plans?

Terraform Labs plans to use Terra’s blockchain and its associated cryptocurrencies—including one pegged to the Korean won—to create a digital financial system independent of major banks and fintech-app makers. So far, its main source of growth has been in Korea, where people have bought goods at stores, like coffee, using the Chai payment app that’s built on Terra’s blockchain. Kwon said the company’s associated Mirror trading app is experiencing growth in China and Thailand.

Meanwhile, Kwon said Terraform Labs would use its latest $150 million in funding to invest in groups that build financial apps on Terra’s blockchain. He likened the scouting and investing in other groups as akin to a “Y Combinator demo day type of situation,” a reference to the popular startup pitch event organized by early-stage investor Y Combinator.

The combination of all these Terra-specific financial apps shows that Terraform Labs is “almost creating a kind of bank,” said Ryan Watkins, a senior research analyst at cryptocurrency consultancy Messari.

In addition to cryptocurrencies, Terraform Labs has a number of other projects including the Anchor app, a high-yield savings account for holders of the group’s digital coins. Meanwhile, people can use the firm’s associated Mirror app to create synthetic financial assets that mimic more conventional ones, like “tokenized” representations of corporate stocks. These synthetic assets are supposed to be helpful to people like “a small retail trader in Thailand” who can more easily buy shares and “get some exposure to the upside” of stocks that they otherwise wouldn’t have been able to obtain, Kwon said. But some critics have said the U.S. Securities and Exchange Commission may eventually crack down on synthetic stocks, which are currently unregulated.

What do critics say?

Terra still has a long way to go to catch up to bigger cryptocurrency projects like Ethereum.

Most financial transactions involving Terra-related cryptocurrencies have originated in Korea, where its founders are based. Although Terra is becoming more popular in Korea thanks to rising interest in its partner Chai, it’s too early to say whether Terra-related currencies will gain traction in other countries.

Terra’s blockchain runs on a “limited number of nodes,” said Messari’s Watkins, referring to the computers that help keep the system running. That helps reduce latency that may otherwise slow processing of financial transactions, he said.

But the tradeoff is that Terra is less “decentralized” than other blockchain platforms like Ethereum, which is powered by thousands of interconnected computing nodes worldwide. That could make Terra less appealing to some blockchain purists.

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Yogita Khatri

Yogita Khatri

3 years ago

Moonbirds NFT sells for $1 million in first week

On Saturday, Moonbird #2642, one of the collection's rarest NFTs, sold for a record 350 ETH (over $1 million) on OpenSea.

The Sandbox, a blockchain-based gaming company based in Hong Kong, bought the piece. The seller, "oscuranft" on OpenSea, made around $600,000 after buying the NFT for 100 ETH a week ago.

Owl avatars

Moonbirds is a 10,000 owl NFT collection. It is one of the quickest collections to achieve bluechip status. Proof, a media startup founded by renowned VC Kevin Rose, launched Moonbirds on April 16.

Rose is currently a partner at True Ventures, a technology-focused VC firm. He was a Google Ventures general partner and has 1.5 million Twitter followers.

Rose has an NFT podcast on Proof. It follows Proof Collective, a group of 1,000 NFT collectors and artists, including Beeple, who hold a Proof Collective NFT and receive special benefits.

These include early access to the Proof podcast and in-person events.

According to the Moonbirds website, they are "the official Proof PFP" (picture for proof).

Moonbirds NFTs sold nearly $360 million in just over a week, according to The Block Research and Dune Analytics. Its top ten sales range from $397,000 to $1 million.

In the current market, Moonbirds are worth 33.3 ETH. Each NFT is 2.5 ETH. Holders have gained over 12 times in just over a week.

Why was it so popular?

The Block Research's NFT analyst, Thomas Bialek, attributes Moonbirds' rapid rise to Rose's backing, the success of his previous Proof Collective project, and collectors' preference for proven NFT projects.

Proof Collective NFT holders have made huge gains. These NFTs were sold in a Dutch auction last December for 5 ETH each. According to OpenSea, the current floor price is 109 ETH.

According to The Block Research, citing Dune Analytics, Proof Collective NFTs have sold over $39 million to date.

Rose has bigger plans for Moonbirds. Moonbirds is introducing "nesting," a non-custodial way for holders to stake NFTs and earn rewards.

Holders of NFTs can earn different levels of status based on how long they keep their NFTs locked up.

"As you achieve different nest status levels, we can offer you different benefits," he said. "We'll have in-person meetups and events, as well as some crazy airdrops planned."

Rose went on to say that Proof is just the start of "a multi-decade journey to build a new media company."

Scott Galloway

Scott Galloway

3 years ago

Don't underestimate the foolish

ZERO GRACE/ZERO MALICE

Big companies and wealthy people make stupid mistakes too.

Your ancestors kept snakes and drank bad water. You (probably) don't because you've learnt from their failures via instinct+, the ultimate life-lessons streaming network in your head. Instincts foretell the future. If you approach a lion, it'll eat you. Our society's nuanced/complex decisions have surpassed instinct. Human growth depends on how we handle these issues. 80% of people believe they are above-average drivers, yet few believe they make many incorrect mistakes that make them risky. Stupidity hurts others like death. Basic Laws of Human Stupidity by Carlo Cipollas:

  1. Everyone underestimates the prevalence of idiots in our society.

  2. Any other trait a person may have has no bearing on how likely they are to be stupid.

  3. A dumb individual is one who harms someone without benefiting themselves and may even lose money in the process.

  4. Non-dumb people frequently underestimate how destructively powerful stupid people can be.

  5. The most dangerous kind of person is a moron.

Professor Cippola defines stupid as bad for you and others. We underestimate the corporate world's and seemingly successful people's ability to make bad judgments that harm themselves and others. Success is an intoxication that makes you risk-aggressive and blurs your peripheral vision.

Stupid companies and decisions:

Big Dumber

Big-company bad ideas have more bulk and inertia. The world's most valuable company recently showed its board a VR headset. Jony Ive couldn't destroy Apple's terrible idea in 2015. Mr. Ive said that VR cut users off from the outer world, made them seem outdated, and lacked practical uses. Ives' design team doubted users would wear headsets for lengthy periods.

VR has cost tens of billions of dollars over a decade to prove nobody wants it. The next great SaaS startup will likely come from Florence, not Redmond or San Jose.

Apple Watch and Airpods have made the Cupertino company the world's largest jewelry maker. 10.5% of Apple's income, or $38 billion, comes from wearables in 2021. (seven times the revenue of Tiffany & Co.). Jewelry makes you more appealing and useful. Airpods and Apple Watch do both.

Headsets make you less beautiful and useful and promote isolation, loneliness, and unhappiness among American teenagers. My sons pretend they can't hear or see me when on their phones. VR headsets lack charisma.

Coinbase disclosed a plan to generate division and tension within its workplace weeks after Apple was pitched $2,000 smokes. The crypto-trading platform is piloting a program that rates staff after every interaction. If a coworker says anything you don't like, you should tell them how to improve. Everyone gets a 110-point scorecard. Coworkers should evaluate a person's rating while deciding whether to listen to them. It's ridiculous.

Organizations leverage our superpower of cooperation. This encourages non-cooperation, period. Bridgewater's founder Ray Dalio designed the approach to promote extreme transparency. Dalio has 223 billion reasons his managerial style works. There's reason to suppose only a small group of people, largely traders, will endure a granular scorecard. Bridgewater has 20% first-year turnover. Employees cry in bathrooms, and sex scandals are settled by ignoring individuals with poor believability levels. Coinbase might take solace that the stock is 80% below its initial offering price.

Poor Stupid

Fools' ledgers are valuable. More valuable are lists of foolish rich individuals.

Robinhood built a $8 billion corporation on financial ignorance. The firm's median account value is $240, and its stock has dropped 75% since last summer. Investors, customers, and society lose. Stupid. Luna published a comparable list on the blockchain, grew to $41 billion in market cap, then plummeted.

A podcast presenter is recruiting dentists and small-business owners to invest in Elon Musk's Twitter takeover. Investors pay a 7% fee and 10% of the upside for the chance to buy Twitter at a 35% premium to the current price. The proposal legitimizes CNBC's Trade Like Chuck advertising (Chuck made $4,600 into $460,000 in two years). This is stupid because it adds to the Twitter deal's desperation. Mr. Musk made an impression when he urged his lawyers to develop a legal rip-cord (There are bots on the platform!) to abandon the share purchase arrangement (for less than they are being marketed by the podcaster). Rolls-Royce may pay for this list of the dumb affluent because it includes potential Cullinan buyers.

Worst company? Flowcarbon, founded by WeWork founder Adam Neumann, operates at the convergence of carbon and crypto to democratize access to offsets and safeguard the earth's natural carbon sinks. Can I get an ayahuasca Big Gulp?

Neumann raised $70 million with their yogababble drink. More than half of the consideration came from selling GNT. Goddess Nature Token. I hope the company gets an S-1. Or I'll start a decentralized AI Meta Renewable NFTs company. My Community Based Ebitda coin will fund the company. Possible.

Stupidity inside oneself

This weekend, I was in NYC with my boys. My 14-year-old disappeared. He's realized I'm not cool and is mad I let the charade continue. When out with his dad, he likes to stroll home alone and depart before me. Friends told me hell would return, but I was surprised by how fast the eye roll came.

Not so with my 11-year-old. We went to The Edge, a Hudson Yards observation platform where you can see the city from 100 storeys up for $38. This is hell's seventh ring. Leaning into your boys' interests is key to engaging them (dad tip). Neither loves Crossfit, WW2 history, or antitrust law.

We take selfies on the Thrilling Glass Floor he spots. Dad, there's a bar! Coke? I nod, he rushes to the bar, stops, runs back for money, and sprints back. Sitting on stone seats, drinking Atlanta Champagne, he turns at me and asks, Isn't this amazing? I'll never reach paradise.

Later that night, the lads are asleep and I've had two Zacapas and Cokes. I SMS some friends about my day and how I feel about sons/fatherhood/etc. How I did. They responded and approached. The next morning, I'm sober, have distance from my son, and feel ashamed by my texts. Less likely to impulsively share my emotions with others. Stupid again.

Ossiana Tepfenhart

Ossiana Tepfenhart

3 years ago

Has anyone noticed what an absolute shitshow LinkedIn is?

After viewing its insanity, I had to leave this platform.

Photo by Greg Bulla on Unsplash

I joined LinkedIn recently. That's how I aim to increase my readership and gain recognition. LinkedIn's premise appealed to me: a Facebook-like platform for professional networking.

I don't use Facebook since it's full of propaganda. It seems like a professional, apolitical space, right?

I expected people to:

  • be more formal and respectful than on Facebook.

  • Talk about the inclusiveness of the workplace. Studies consistently demonstrate that inclusive, progressive workplaces outperform those that adhere to established practices.

  • Talk about business in their industry. Yep. I wanted to read articles with advice on how to write better and reach a wider audience.

Oh, sh*t. I hadn't anticipated that.

Photo by Bernard Hermant on Unsplash

After posting and reading about inclusivity and pro-choice, I was startled by how many professionals acted unprofessionally. I've seen:

  • Men have approached me in the DMs in a really aggressive manner. Yikes. huge yikes Not at all professional.

  • I've heard pro-choice women referred to as infant killers by many people. If I were the CEO of a company and I witnessed one of my employees acting that poorly, I would immediately fire them.

  • Many posts are anti-LGBTQIA+, as I've noticed. a lot, like, a lot. Some are subtly stating that the world doesn't need to know, while others are openly making fun of transgender persons like myself.

  • Several medical professionals were posting explicitly racist comments. Even if you are as white as a sheet like me, you should be alarmed by this. Who's to guarantee a patient who is black won't unintentionally die?

  • I won't even get into how many men in STEM I observed pushing for the exclusion of women from their fields. I shouldn't be surprised considering the majority of those men I've encountered have a passionate dislike for women, but goddamn, dude.

Many people appear entirely too at ease displaying their bigotry on their professional profiles.

Photo by Jon Tyson on Unsplash

As a white female, I'm always shocked by people's open hostility. Professional environments are very important.

I don't know if this is still true (people seem too politicized to care), but if I heard many of these statements in person, I'd suppose they feel ashamed. Really.

Are you not ashamed of being so mean? Are you so weak that competing with others terrifies you? Isn't this embarrassing?

LinkedIn isn't great at censoring offensive comments. These people aren't getting warnings. So they were safe while others were unsafe.

The CEO in me would want to know if I had placed a bigot on my staff.

Photo by Romain V on Unsplash

I always wondered if people's employers knew about their online behavior. If they know how horrible they appear, they don't care.

As a manager, I was picky about hiring. Obviously. In most industries, it costs $1,000 or more to hire a full-time employee, so be sure it pays off.

Companies that embrace diversity and tolerance (and are intolerant of intolerance) are more profitable, likely to recruit top personnel, and successful.

People avoid businesses that alienate them. That's why I don't eat at Chic-Fil-A and why folks avoid MyPillow. Being inclusive is good business.

CEOs are harmed by online bigots. Image is an issue. If you're a business owner, you can fire staff who don't help you.

On the one hand, I'm delighted it makes it simpler to identify those with whom not to do business.

Photo by Tim Mossholder on Unsplash

Don’t get me wrong. I'm glad I know who to avoid when hiring, getting references, or searching for a job. When people are bad, it saves me time.

What's up with professionalism?

Really. I need to know. I've crossed the boundary between acceptable and unacceptable behavior, but never on a professional platform. I got in trouble for not wearing bras even though it's not part of my gender expression.

If I behaved like that at my last two office jobs, my supervisors would have fired me immediately. Some of the behavior I've seen is so outrageous, I can't believe these people have employment. Some are even leaders.

Like…how? Is hatred now normalized?

Please pay attention whether you're seeking for a job or even simply a side gig.

Photo by Greg Bulla on Unsplash

Do not add to the tragedy that LinkedIn comments can be, or at least don't make uninformed comments. Even if you weren't banned, the site may still bite you.

Recruiters can and do look at your activity. Your writing goes on your résumé. The wrong comment might lose you a job.

Recruiters and CEOs might reject candidates whose principles contradict with their corporate culture. Bigotry will get you banned from many companies, especially if others report you.

If you want a high-paying job, avoid being a LinkedIn asshole. People care even if you think no one does. Before speaking, ponder. Is this how you want to be perceived?

Better advice:

If your politics might turn off an employer, stop posting about them online and ask yourself why you hold such objectionable ideas.