Release – Voyager Completes Successful Auction and Announces Agreement for FTX to Acquire Its Assets

Research, News, and Market Data on VYGVQ

September 26, 2022 09:54 PM EST

Voyager Digital Ltd. (“Voyager” or the “Company”) (OTC Pink VYGVQ; FRA: UCD2) announced today that after multiple rounds of bidding in a highly competitive auction process that lasted two weeks, its operating company Voyager Digital LLC, selected West Realm Shires Inc. (“FTX US”) as the highest and best bid for its assets. The Official Committee of Unsecured Creditors (“UCC”) participated actively in the competitive auction and supports FTX US’s winning bid.
 
FTX US’s bid is valued at approximately $1.422 billion, comprised of (i) the fair market value of all Voyager cryptocurrency at a to-be-determined date in the future, which at current market prices is estimated to be $1.311 billion, plus (ii) additional consideration that is estimated as providing approximately $111 million of incremental value. The Company’s claims against Three Arrows Capital remain with the bankruptcy estate, which will distribute any available recovery on such claims to the estate’s creditors.
 
FTX US’s bid maximizes value and minimizes the remaining duration of the Company’s restructuring by providing a clear path forward for the Debtors to consummate a chapter 11 plan and return value to their customers and other creditors. FTX US’s market-leading, secure trading platform will enable customers to trade and store cryptocurrency after the conclusion of the Company’s chapter 11 cases.
 
The asset purchase agreement between Voyager Digital LLC and FTX US will be presented for approval to the United States Bankruptcy Court for the Southern District of New York on Wednesday, October 19, 2022 and the objection deadline to the transaction is October 12, 2022 at 4:00 p.m. prevailing Eastern Time. The sale to FTX US will be consummated pursuant to a chapter 11 plan, which will be subject to a creditor vote and is subject to other customary closing conditions. FTX US and the Company will work to close the transaction promptly following approval of the chapter 11 plan by the Bankruptcy Court.
 
The auction follows Voyager’s July 5, 2022 entrance into a voluntary restructuring process aimed at returning maximum value to customers. Since the Company’s chapter 11 filing, in furtherance of this objective, Voyager has engaged in a dual-track process, considering both a potential sale and a standalone reorganization. In-line with the process outlined in court filings, Voyager received multiple bids contemplating sale and reorganization alternatives, held an auction and, based on the results of the auction, has determined that the sale transaction with FTX is the best alternative for Voyager stakeholders.
 
Additional information about the timeline and customer access to crypto will be shared as it becomes available. A copy of the Bidding Procedures, Bidding Procedures Order, Bidding Procedures Motion and other pleadings filed in this case may be obtained free of charge by visiting the Voyager case website https://cases.stretto.com/Voyager.
 
The results of the auction do not change the Bar Date nor the need for customers to determine whether to file a claim. More information can be found here. Customers can file a claim on Voyager’s case website here. The deadline for filing a claim is October 3, 2022, at 5:00 PM ET.
 
Voyager was advised by Kirkland & Ellis LLP, Moelis & Company LLC, and Berkeley Research Group. FTX US was advised by Sullivan & Cromwell LLP. The UCC was advised by McDermott Will & Emery LLP and FTI Consulting.
 
Forward Looking Statements
Certain information in this press release, including, but not limited to, statements regarding future growth and performance of the business, momentum in the businesses, future adoption of digital assets, and the Company‘s anticipated results may constitute forward looking information (collectively, forward-looking statements), which can be identified by the use of terms such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “estimate,” “intend,” “continue” or “believe” (or the negatives) or other similar variations. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Voyager’s actual results, performance or achievements to be materially different from any of its future results, performance or achievements expressed or implied by forward-looking statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Forward looking statements are subject to the risk that the global economy, industry, or the Company’s businesses and investments do not perform as anticipated, that revenue or expenses estimates may not be met or may be materially less or more than those anticipated, that parties to whom the Company lends assets are able to repay such loans in full and in a timely manner, that trading momentum does not continue or the demand for trading solutions declines, customer acquisition does not increase as planned, product and international expansion do not occur as planned, risks of compliance with laws and regulations that currently apply or become applicable to the business and those other risks contained in the Company’s public filings, including in its Management Discussion and Analysis and its Annual Information Form (AIF). Factors that could cause actual results of the Company and its businesses to differ materially from those described in such forward-looking statements include, but are not limited to, a decline in the digital asset market or general economic conditions; changes in laws or approaches to regulation, the failure or delay in the adoption of digital assets and the blockchain ecosystem by institutions; changes in the volatility of crypto currency, changes in demand for Bitcoin and Ethereum, changes in the status or classification of cryptocurrency assets, cybersecurity breaches, a delay or failure in developing infrastructure for the trading businesses or achieving mandates and gaining traction; failure to grow assets under management, an adverse development with respect to an issuer or party to the transaction or failure to obtain a required regulatory approval. Readers are cautioned that Assets on Platform and trading volumes fluctuate and may increase and decrease from time to time and that such fluctuations are beyond the Company’s control. Forward-looking statements, past and present performance and trends are not guarantees of future performance, accordingly, you should not put undue reliance on forward-looking statements, current or past performance, or current or past trends. Information identifying assumptions, risks, and uncertainties relating to the Company are contained in its filings with the Canadian securities regulators available at www.sedar.com. The forward-looking statements in this press release are applicable only as of the date of this release or as of the date specified in the relevant forward-looking statement and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after that date or to reflect the occurrence of unanticipated events, except as required by law. The Company assumes no obligation to provide operational updates, except as required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements, unless required by law. Readers are cautioned that past performance is not indicative of future performance and current trends in the business and demand for digital assets may not continue and readers should not put undue reliance on past performance and current trends.
 
SOURCE Voyager Digital, Ltd.

Contacts
 
Voyager Digital, Ltd.
Voyager Public Relations Team
pr@investvoyager.com

Did Fear, Uncertainty, and Doubt Cause Ethereum’s Merge?

Image Credit: US Funds

Decision To Switch Ethereum To Proof-Of-Stake May Have Been Based On Misleading Energy FUD

After countless delays, the Ethereum “Merge” finally took place last week, switching the blockchain protocol from proof-of-work (PoW) to proof-of-stake (PoS).

What this means, in brief, is that Ethereum’s native coin, Ether (ETH)—the world’s second largest digital asset following Bitcoin (BTC)—can no longer be mined using a graphics processing unit (GPU). Instead, participants can choose to “stake” their ETH on the network. The Ethereum network then selects which of these participants, known as “validators,” gets to validate transactions, and if such validations are found to be accurate and legitimate, participants are rewarded with new ETH blocks.

This article was republished with permission from Frank Talk, a CEO Blog by Frank Holmes of U.S. Global Investors (GROW). Find more of Frank’s articles here – Originally published September 21, 2022

So what’s the catch? Well, there are a couple of big ones:

1) To become a validator, participants must stake at least 32 ETH, the equivalent of $43,000 at today’s prices, and

2) They must stake them for years.

You can see, then, how the Merge has transformed ETH from a decentralized asset, available to any young gamer with access to a decent GPU, to more of a centralized, oligarchic asset, controlled by a relatively few participants who already own tens of thousands of dollars’ worth of ETH.

In fact, as CoinDesk reported last week, two large validators were responsible for over 40% of the new ETH blocks that were added in the hours post-Merge. Those validators are crypto exchange platform Coinbase and crypto staking service Lido Finance.

PoS Puts Ether in Regulators’ Crosshairs

But wait, there’s more. By converting to PoS, Ether risks being seen by U.S. regulators as a proof-of-security asset. Last Friday, the White House published its first-ever crypto regulatory framework, just a day after the merge was completed.

Gary Gensler, head of the Securities and Exchange Commission (SEC), has said on numerous occasions that PoW assets such as BTC are commodities, not securities, and should therefore not be regulated as securities.

That’s not the case with PoS, according to Gensler. Last week, the SEC chief commented that digital assets that allow investors to stake their holdings in exchange for new coins may qualify them as securities. The implication, of course, is that oversight of these coins may end up being just as rigorous as that of stocks, bonds, ETFs and other highly regulated assets. Besides ETH, other popular PoS cryptocurrencies include Cardano, Polkadot and Avalanche.

The May crash of Terra’s Luna coin, which triggered the collapse of overleveraged crypto lenders such as Celsius, Voyager and Three Arrows Capital, was a major driver of this year’s crypto winter. Lenders’ promises of high returns on investment have landed them in financial and legal hot water. It’s very important that the Ethereum Foundation not make the same mistakes and invite the same level of scrutiny.

As we like to say at U.S. Global Investors, government policy is a precursor to change. But the change, in this case, may not turn out to be favorable. Regulatory pronouncements could add to volatility within the nascent cryptocurrency industry.

In the table below, you can see that ETH was one of the most volatile assets for the one-day and 10-day trading periods as of August 31—more volatile, in fact, than BTC and shares of Tesla. I can’t help believing that’s due to investors’ apprehension of the merge and the regulatory uncertainty that surrounds it.

The DNA of Volatility

Standard Deviation For One-Year, As of August 30, 2022

ONE-DAYTEN-DAY
Gold Bullion±1%±3%
S&P 500±1%±4%
Bitcoin±4%±11%
Tesla±4%±13%
Ethereum±5%±15%
MicroStrategy±6%±19%

Energy FUD Contributed to Decision to Transition to PoS

If everything I’ve said up until this point is the case, why did Ethereum decision-makers choose to switch to PoS in the first place? Simply put, they folded under pressure from misleading charges that crypto mining, particularly BTC mining, consumes too much energy and is bad for the environment.

This is FUD, or fear, uncertainty and doubt. Yes, BTC mining requires electricity, but compared to nearly every other major industry—including finance and insurance, household appliances and gold mining—energy consumption is incredibly negligible, according to the Bitcoin Mining Council (BMC). What’s more, the BMC found that global BTC miners collectively use a higher sustainable energy mix than every major economy on the planet.

Supporters of the ETH Merge say that the move to PoS could cut the network’s energy usage by as much as 99.5%. None other than the World Economic Forum (WEF) praised the success of the merge last week, writing that crypto “has been waiting for a recalibration towards sustainability… for Web3 climate innovators, the new generation of environmental advocates, as well as U.S. climate efforts more broadly.”

But as many PoW proponents have rightfully pointed out, the GPUs that were previously used to mine ETH will likely now be used for other purposes post-merge, including mining other coins, high-performance computing and gaming. In reality, little to no energy will have been offset.

The question is: Who is funding the FUD about PoW and energy usage? It’s a complicated question.

Last week, a group of environmental activists, including Greenpeace and the Environment Working Group (EWG), announced that it plans to spend $1 million on a new campaign to encourage Bitcoin to follow ETH’s lead and move to PoS. The campaign, titled “Change the Code, Not the Climate,” falsely claims that BTC “fuels” the climate crisis.

This is the same covert tactic used by Russian president Vladimir Putin, who over the years has funded environmental groups and non-governmental organizations (NGOs) in the West in an effort to discredit and undermine the U.S. fracking industry.

Surprise! Gold Is Still One of the Best Performing Assets of 2022

Switching gears, I want to say a few words on gold. BTC’s analogue cousin hit its lowest price since 2020 last week even as inflation remains near 40-year highs and recession fears persist. As I write this, the yellow metal is trading at around $1,666 an ounce, approximately 19% off its peak in March this year.

Some investors may read this and jump to the conclusion that gold is no longer a valuable asset during times of economic and financial uncertainty, but they would be mistaken. Although gold is down for the year, it’s nevertheless outperforming most major asset classes including Treasury bonds, U.S. corporate bonds, the S&P 500 and tech stocks. The precious metal has therefore helped investors mitigate losses in other areas of their portfolio.

The latest report by the World Gold Council (WGC) also makes the case that gold could be a powerful investment in the face of a potential economic recession. The London-based group compared the performance of a number of asset classes during the past seven U.S. recessions going back to 1971, and it found that gold performed the best on average aside from government and corporate bonds.

That said, I still recommend a 10% weighting in gold, with 5% in bullion (bars, coins, jewelry) and 5% in high-quality gold mining stocks and funds. Remember to rebalance on a regular basis.

US Global Investors Disclaimer

The Bloomberg US Treasury Index measures US dollar-denominated, fixed-rate, nominal debt issued by the US Treasury. Treasury bills are excluded by the maturity constraint but are part of a separate Short Treasury Index. The Bloomberg US Corporate Bond Index measures the investment grade, fixed-rate, taxable corporate bond market. It includes USD denominated securities publicly issued by US and non-US industrial, utility and financial issuers. The NASDAQ-100 Index is a modified capitalization-weighted index of the 100 largest and most active non-financial domestic and international issues listed on the NASDAQ. The MSCI Japan Index is a free-float weighted equity JPY index. It was developed with a base value of 100 as of December 31, 1969. The MSCI Europe Index in EUR is a free-float weighted equity index measuring the performance of Europe Developed Markets. It was developed with a base value of 100 as of December 31, 1998. The MSCI USA Index is a free-float weighted equity index. It was developed with a base value of 100 as of December 31, 1969. Bloomberg Commodity Index is calculated on an excess return basis and reflects commodity futures price movements. The index rebalances annually weighted 2/3 by trading volume and 1/3 by world production and weight-caps are applied at the commodity, sector and group level for diversification. The S&P 500 is widely regarded as the best single gauge of large-cap U.S. equities and serves as the foundation for a wide range of investment products. The index includes 500 leading companies and captures approximately 80% coverage of available market capitalization.

Standard deviation is a quantity calculated to indicate the extent of deviation r a group as a whole.

Holdings may change daily. Holdings are reported as of the most recent quarter-end. The following securities mentioned in the article were held by one or more accounts managed by U.S. Global Investors as of (06/30/22): Tesla Inc.

Proof-of-Stake Vs. Proof-of-Work

Image Credit: QuoteInspector.com (Flickr)

What is Proof-of-Stake? A Computer Scientist Explains a New Way to Make Cryptocurrencies, NFTs and Metaverse Transactions

Proof-of-stake is a mechanism for achieving consensus on a blockchain. Blockchain is a technology that records transactions that can’t be deleted or altered. It’s a decentralized database, or ledger, that is under no one person or organization’s control. Since no one controls the database, consensus mechanisms, such as proof-of-stake, are needed to coordinate the operation of blockchain-based systems.

While Bitcoin popularized the technology, blockchain is now a part of many different systems, enabling interesting applications such as decentralized finance platforms and non-fungible tokens, or NFTs.

The first widely commercialized blockchain consensus mechanism was proof-of-work, which enables users to reach consensus by solving complex mathematical problems. For solving these problems, users are commonly provided stake in the system. This process, dubbed mining, requires large amounts of computing power. Proof-of-stake is an alternative that consumes far less energy.

At its core, blockchain technology provides three important properties:

Decentralized governance and operation – the people using the system get to collectively decide how to govern and operate the system.

Verifiable state – anyone using the system can validate the correctness of the system, with each user being able to ensure that the system is currently working as expected and has been since its inception.

Resilience to data loss – even if some users lose their copy of system data, whether through negligence or cyberattack, that data can be recovered from other users in a verifiable manner.

The first property, decentralized governance and operation, is the property that controls how much energy is needed to run a blockchain system.

Voting in Blockchain Systems

Blockchain systems use voting to decentralize governance and operation. While the exact mechanisms for how voting and consensus are achieved differ in each blockchain system, at a high level, blockchain systems allow each user to vote on how the system should work, and whether any given operation – accepting a new block into the chain, for example – should be approved.

Traditionally, voting requires that the identity of the people casting ballots can be known and verified to ensure that only eligible people vote and do so only once. Some blockchain systems allow users to present a digital ID to prove their identity, enabling voting with negligible energy usage.

However, in most blockchain systems, users are anonymous and have no digital ID that can prove their identity. What, then, stops an individual from pretending to be many individuals and casting many votes? There are several different approaches, but the most used is proof-of-work.

In proof-of-work, users get votes based on the amount of computational power they have in proportion to other users. They demonstrate their ownership of this computational power by solving difficult mathematical problems. If one user can solve twice as many problems as another user, they have twice the computational power as other users and get twice as many votes.

However, solving these mathematical problems is extremely energy intensive, leading to complaints that proof-of-work is not sustainable.

Proof-of-Stake

To address the energy consumption of proof-of-work, another way to validate users is needed. Proof-of-stake is one such method. In proof-of-stake, users validate their identities by demonstrating ownership of some asset on the blockchain. For example, in Bitcoin, this would be ownership of bitcoins, and in Ethereum, it is ownership of Ether.

Though this does require users to temporarily lock their assets in the blockchain for a period of time, it is far more efficient because it requires negligible energy expenditure. By the company’s estimation, moving from proof-of-work to proof-of-stake will reduce Ethereum’s energy consumption by 99.95%.

Ethereum’s ‘Merge’

This improved energy efficiency is why many blockchain systems intend to transition away from proof-of-work to proof-of-stake. Ethereum plans to make this change during the week of Sept. 15, 2022. This is known as the Merge. During this merge, operations will shift from being voted on using proof-of-work to being voted on using proof-of-stake. At the completion of the merge, only proof-of-stake will be used to vote on transactions.

The hope is that this will set up Ethereum to be sustainable for the foreseeable future.

This article was republished  with permission from  The Conversation, a news site dedicated to sharing ideas from academic experts. It represents the research-based findings and thoughts of Scott Ruoti, Assistant Professor of Computer Science, University of Tennessee

Could Cryptocurrency Become a Catalyst for Renewable Energy Projects?

Image Credit: Kecko (Flickr)

Crypto Mining can Retire Fossil Fuels for Good. Here’s How

To many, cryptocurrency may be considered the antithesis to ESG. Bitcoin, for instance, it consumes more energy per year than countries such as Finland and Belgium. However, new regulations and approaches to cryptocurrency and cryptocurrency mining could reduce carbon emissions as the industry turns to renewable energy and innovative solutions. Karen Jones, a Space Economist at The Center for Space Policy and Strategy, examines how ESG concerns from investors, the financial sector and governments are changing cryptocurrency and how, in turn, cryptocurrency could become a catalyst for renewable energy projects.

The future of blockchain is bright, but first we need to bring our expectations back to earth. To realize its full potential, the decentralized finance (DeFi) market must operate within regulatory guard rails — to protect both investors and the planet.

  • Cryptocurrency mining using proof of work calculations is very energy-intensive, but it isn’t the only option.
  • New regulations and new approaches to mining cryptocurrencies could also see reduced carbon emissions as the crypto industry turns to renewable energy and innovative solutions.
  • And looking long term, could space-based solar power one day fuel a space-based blockchain revolution?

Since the great cryptocurrency meltdown of May 2022, DeFi has been in the spotlight. Regulators are considering new ways to protect investors and discourage fraudulent activities after hundreds of billions of dollars in value were wiped out and entire currencies became essentially worthless, nearly overnight.

The Cost to the Planet

Now the market faces another challenge. Regulators and Environmental, Social, and Governance (ESG) motivated investors are applying pressure to reduce carbon footprints across many industries — especially the relatively new cryptocurrency market.

Even after this year’s major hit to the market, the global market capitalization for cryptocurrency is still approximately $1.04 trillion. And these companies — this technology, as it stands — is built on the mass consumption of energy.

Senior US politicians have warned that the seven largest crypto companies expect to increase their computing capacity to 2.4 gigawatts. That is a 230 percent increase from current levels, and enough energy to power 1.9 million homes. They called the miners’ energy consumption “disturbing.”

In early May this year, researchers at Columbia University estimated that global mining for Bitcoin alone, just the most popular among hundreds of cryptocurrencies, consumed more energy than the entirety of Argentina and emitted roughly 65 megatons of carbon dioxide into the atmosphere every year.

Cryptocurrency Legislation is Ramping Up

Blockchain-based currency is still in its wild west days, but policymakers are taking notice.

United States legislators have proposed a bill that aims to establish a framework for regulating cryptocurrency, including provisions directing the Federal Energy Regulatory Commission to study the energy impact of the cryptocurrency industry.

The crypto market currently involves energy-intensive mining to solve cryptographic problems, a key component of the blockchain for proof of work, the calculation computers complete to create a new Bitcoin. To reduce power needs, many blockchain applications are shifting from the energy-intensive proof of work consensus to proof of stake, which still validates entries onto the shared ledger, but emits far fewer greenhouse gas (GHG) emissions in doing so.

Despite the huge emissions caused by parts of the industry, not all crypto mining efforts have such large carbon footprints, even when they use proof of work. Mining can rely upon solar, wind, hydroelectric and geothermal renewable energy systems. To discourage carbon-intensive crypto mining operations, New York legislators have proposed a moratorium to partially limit cryptocurrency mining operations that use proof of work authentication methods to validate blockchain transactions. The moratorium would not apply to mining operations that utilize renewable energy.

The Paris Climate Agreement’s goal of Net Zero 2050 is ushering in an era of self-scrutiny, as industries examine their own industrial processes and carbon footprints. One way to do this is to evaluate the cradle to grave lifecycle assessment of a crypto transaction. Sometimes referred to as an environmental lifecycle analysis (E-LCA), this framework provides a structure for conducting an inventory and assessment of a product’s environmental footprint.

Moving towards a lifecycle assessment will also help companies produce data driven ESG statements. As ESG standards guide investors to green products and services, more industries, including crypto companies, will conduct a self-analysis of their own carbon footprints and environmental lifecycles. And good actors will be motivated to assess and broadcast their virtuous carbon-free lifecycles.

Although most environmental lifecycle-related disclosures are currently voluntary, this could change. The United States Securities and Exchange Commission (SEC) has proposed rules for registrant companies to conduct Scope 1, 2, and 3 emissions inventories. If these proposed rules become law, publicly traded cryptocurrencies would need to understand their life cycle emissions intensity, from direct operations (Scope 1), electricity purchases (Scope 2), and indirect upstream and downstream activities (Scope 3) emissions.

Crypto Mining as a Catalyst for Renewable Energy Projects

While there is always a fear that conducting an environmental assessment might reveal “inconvenient details,” it also represents a unique opportunity.

Crypto mining companies are often located near power sources to feed their power-hungry computers. As a result, crypto mining can be a catalyst or market driver for new renewable energy projects. For instance, Digital Power Optimization, in New York, now runs 400 mining computers from spare electricity produced by a hydroelectric dam in Hatfield, Wisconsin. There are many remote geographic areas where the energy demand market is not large enough to support a utility scale renewable energy site.

It is this symbiosis of crypto computer farms and remote green energy projects which offers the potential for mutual benefits — and it may not stop with rural projects.

Many cryptocurrency stakeholders and enthusiasts expect the DeFi market to expand its reach into near space, the moon and beyond — and this idea is not far from being realized. A range of distributed ledger technologies are already being considered for the space domain.

A multi-signature Bitcoin transaction has been demonstrated on the International Space Station. Other companies are moving forward with various space applications, including fundraising, smart contracts, autonomous satellite communications and blockchain applications for managing a range of satellite assets in a decentralized and accountable way.

Perhaps one day in the future an orbiting space-based solar power plant could generate several gigawatts of clean energy and power a range of blockchain applications in space.

Opportunities for consensus-based protocols across the space value chain
Image: The Center for Space Policy and Strategy

Several countries, including China, India and the UK are seriously considering space based solar power. As the world seeks decentralized, accountable and carbon free technical solutions, it is this type of cooperative partnership between clean energy providers and blockchain applications that can answer the call.

About the Author:

Karen L. Jones is a Space Economist at The Center for Space Policy and Strategy.

This article first appeared on the World Economic Forum website in August 2022.