Caution is warranted in drawing hasty conclusions. Having read portions of the decision, it appears that the court's decision in SEC v. Ripple Labs, Inc. found that XRP sales to institutional investors was the sale of an unregistered security! Here is the specific portion of the decision where the court ruled in favor of the SEC and found that offers and sales of XRP were in violation of securities laws given that XRP was an unregistered security (investment contract) in transactions involving institutions:
"Therefore, having considered the economic reality and totality of circumstances surrounding the Institutional Sales, the Court concludes that Ripple’s Institutional Sales of XRP constituted the unregistered offer and sale of investment contracts in violation of Section 5 of the Securities Act."
It is unclear how this could further encumber crypto tokens with legal uncertainty, but it seems that a court has now adopted an argument that a crypto token IS in fact a security in at least one narrow context—sales to institutional buyers who were participating in the venture via an investment. This is really interesting.
Of course, the part everyone is focusing on is that the court found that Ripple Labs, Inc. did not violate securities laws in other offers, sales and distributions—especially the programmatic sales to public buyers on digital exchanges. The programmatic sales were blind bid/ask transactions where buyers could not have known if their payments went to Ripple or any other particular seller of XRP. Programmatic sales represented less than 1% of global XRP trading volume. This was distinguishable b/c the programmatic buyers in blind bid/ask transactions didn't see their funds going to Ripple as an investment. Interesting distinction!
This may be relevant to *parts* of other pending SEC enforcement lawsuits only to the extent those lawsuits involve claims of securities violations from offers / sales of unregistered securities. The other lawsuits pending are described in the main post above and were brought against Coinbase, Inc., and Coinbase Global Inc., Binance Holdings Limited, its Binance.US platform, Binance's affiliates and subsidiaries, including Bam Trading Services Inc., BAM Management US Holdings Inc. and Changpeng Zhao.
Key distinction to note is that the lawsuits against Binance Holdings Limited and its affiliates involve claims of fraud / deceptive acts / false and misleading statements. Here is an excerpt from the June 11, 2023 update above:
"But the claims against Binance go much further than the ones against Coinbase when reviewing the allegations of the complaints against each. To summarize, it appears Binance and its affiliates and CEO have been accused of false and misleading representations in their offers and sales of securities, in their representations about their volume / liquidity, and in their representations about controls and procedures to prevent self-dealing and manipulation in trading on the platform. There appears to be much more in the way of fraud / deceptive acts and statements in the Binance lawsuit."
Yes, the claims against Binance and its affiliates also involve alleged violations of offers / sales of unregistered securities, so the Ripple Labs, Inc. case could be relevant to that specific portion of the Binance case. But the Ripple Labs case deals mainly with unregistered offers/sales of unregistered securities. So the Ripple Labs case is unlikely to apply at all to the SEC's claims for fraud, misrepresentation and deceptive acts against Binance.
In summary, several issues would appear to continue to create material legal uncertainty and headwinds for crypto offers and sales.
(1) The court did rule narrowly in favor of the SEC on at least one issue, and found that in a certain specific context, XRP sales were sales of unregistered securities in violation of federal securities law.
(2) To the extent the court ruled in favor of XRP, the court's decision, once it becomes final, could be reversed on appeal. An appellate court could easily take a different stance on these issues given their broad policy implications.
(3) The Binance lawsuits go much further than simply offers / sales of unregistered securities as they include claims for fraud / deceptive acts. These fraud and misrepresentation claims should not be affected in any way by rulings on offers/sales of unregistered securities involving cryptocurrencies.
Caveat / Disclaimer: None of this constitutes legal or financial advice. They are the musings of this author paying only halfhearted attention to the crypto legal proceedings in several different cases.