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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

CyberPunkMetalHead

CyberPunkMetalHead

2 years ago

I talked to ChatGPT about the adoption of cryptocurrencies.

OpenAI's ChatGPT is an amazing AI-powered chatbot. It can write poetry, fiction, and marketing ideas. I was impressed how well ChatGPT followed the interview, albeit there were a few classics “I’m afraid I can’t do that”.

Full interview below.

Me: I'm your interviewer. We'll discuss crypto. Thanks for being interviewed. What do you think about cryptocurrency?

CGPT: Cryptocurrency is an innovative technology that could transform money and financial activities. It might boost the efficiency and security of financial institutions and let consumers deal directly without banks. Cryptocurrency is still a new and untested technology with many unknowns and hurdles before it can be broadly accepted.

Me: Over 22,000 cryptocurrencies exist, and many have little use. We need how much cryptocurrencies?

CGPT: The appropriate quantity will rely on a multitude of factors, including each cryptocurrency's use cases, adoption rate, and market rivalry. Only a few cryptocurrencies will likely receive widespread adoption and be successful. Many existing cryptocurrencies may not survive since they can't deliver new or valued solutions or compete with more established cryptocurrencies.

Me: Will cryptocurrencies grow? What's next for worldwide adoption?

CGPT: It's hard to forecast the future of cryptocurrencies because the acceptance of new technologies is unpredictable. I believe cryptocurrencies will expand and acquire popularity in the future years. Regulatory ambiguity, security concerns, and scalability issues must be overcome for this to happen. Cryptocurrency companies and organizations must engage together with governments and authorities to address these obstacles and establish a growth-friendly climate. Continued innovation and improvement of the technology, including public education and awareness, will drive acceptance.

Me: Do bear markets affect bitcoin adoption?

CGPT: On the one hand, a bear market might induce uncertainty and hesitation among potential consumers. Bear markets can present opportunities for long-term investors who can acquire cryptocurrencies at cheaper prices and are more likely to hang onto their assets. A bear market can also test the tenacity and power of the underlying technology and community, which can boost long-term confidence and adoption. A bear market might have profound and nuanced effects on bitcoin adoption.

Me: What are some likely outcomes if Bitcoin reaches $100,000 by next year?

CGPT: If Bitcoin saw rapid growth, it would undoubtedly have repercussions for the cryptocurrency market and economy. Possible scenarios include increased public interest and awareness of cryptocurrency, a surge in demand for Bitcoin and other cryptocurrencies, and a growth in the cryptocurrency industry's market value. By shifting their focus and cash to the cryptocurrency market, investors and traders may also affect other asset classes, such as traditional equities and commodities. Governments and financial organizations may focus more on the cryptocurrency sector as they try to grasp Bitcoin's rapid rise.

Me: Will other countries accept crypto as currency?

CGPT: It's hard to say if additional governments will adopt cryptocurrencies as legal tender. Some countries have recognized the promise of bitcoin and are exploring its use, while others are cautious. Adoption of bitcoin as legal cash may vary by country, based on financial infrastructure, rules, and political atmosphere. As cryptocurrency technology evolves and becomes more accepted, more governments may embrace it as legal tender.

Me: Final question: will the recent cryptocurrency hacks affect long term adoption?

CGPT: Hacks might tarnish cryptocurrency's reputation and public faith in its security, the technology underpinning it is continually improving. Many cryptocurrency projects have developed strong security mechanisms to prevent hacks and other dangers, and these safeguards will undoubtedly improve over time. The decentralized nature of cryptocurrency makes it more resistant to attacks. Hacks and other security breaches are a concern, but they may not affect cryptocurrency adoption.

JEFF JOHN ROBERTS

3 years ago

What just happened in cryptocurrency? A plain-English Q&A about Binance's FTX takedown.

Crypto people have witnessed things. They've seen big hacks, mind-boggling swindles, and amazing successes. They've never seen a day like Tuesday, when the world's largest crypto exchange murdered its closest competition.

Here's a primer on Binance and FTX's lunacy and why it matters if you're new to crypto.

What happened?

CZ, a shrewd Chinese-Canadian billionaire, runs Binance. FTX, a newcomer, has challenged Binance in recent years. SBF (Sam Bankman-Fried)—a young American with wild hair—founded FTX (initials are a thing in crypto).

Last weekend, CZ complained about SBF's lobbying and then exploited Binance's market power to attack his competition.

How did CZ do that?

CZ invested in SBF's new cryptocurrency exchange when they were friends. CZ sold his investment in FTX for FTT when he no longer wanted it. FTX clients utilize those tokens to get trade discounts, although they are less liquid than Bitcoin.

SBF made a mistake by providing CZ just too many FTT tokens, giving him control over FTX. It's like Pepsi handing Coca-Cola a lot of stock it could sell at any time. CZ got upset with SBF and flooded the market with FTT tokens.

SBF owns a trading fund with many FTT tokens, therefore this was catastrophic. SBF sought to defend FTT's worth by selling other assets to buy up the FTT tokens flooding the market, but it didn't succeed, and as FTT's value plummeted, his liabilities exceeded his assets. By Tuesday, his companies were insolvent, so he sold them to his competition.

Crazy. How could CZ do that?

CZ likely did this to crush a rising competition. It was also personal. In recent months, regulators have been tough toward the crypto business, and Binance and FTX have been trying to stay on their good side. CZ believed SBF was poisoning U.S. authorities by saying CZ was linked to China, so CZ took retribution.

“We supported previously, but we won't pretend to make love after divorce. We're neutral. But we won't assist people that push against other industry players behind their backs," CZ stated in a tragic tweet on Sunday. He crushed his rival's company two days later.

So does Binance now own FTX?

No. Not yet. CZ has only stated that Binance signed a "letter of intent" to acquire FTX. CZ and SBF say Binance will protect FTX consumers' funds.

Who’s to blame?

You could blame CZ for using his control over FTX to destroy it. SBF is also being criticized for not disclosing the full overlap between FTX and his trading company, which controlled plenty of FTT. If he had been upfront, someone might have warned FTX about this vulnerability earlier, preventing this mess.

Others have alleged that SBF utilized customer monies to patch flaws in his enterprises' balance accounts. That happened to multiple crypto startups that collapsed this spring, which is unfortunate. These are allegations, not proof.

Why does this matter? Isn't this common in crypto?

Crypto is notorious for shady executives and pranks. FTX is the second-largest crypto business, and SBF was largely considered as the industry's golden boy who would help it get on authorities' good side. Thus far.

Does this affect cryptocurrency prices?

Short-term, it's bad. Prices fell on suspicions that FTX was in peril, then rallied when Binance rescued it, only to fall again later on Tuesday.

These occurrences have hurt FTT and SBF's Solana token. It appears like a huge token selloff is affecting the rest of the market. Bitcoin fell 10% and Ethereum 15%, which is bad but not catastrophic for the two largest coins by market cap.

Marco Manoppo

Marco Manoppo

3 years ago

Failures of DCG and Genesis

Don't sleep with your own sister.

70% of lottery winners go broke within five years. You've heard the last one. People who got rich quickly without setbacks and hard work often lose it all. My father said, "Easy money is easily lost," and a wealthy friend who owns a family office said, "The first generation makes it, the second generation spends it, and the third generation blows it."

This is evident. Corrupt politicians in developing countries live lavishly, buying their third wives' fifth Hermès bag and celebrating New Year's at The Brando Resort. A successful businessperson from humble beginnings is more conservative with money. More so if they're atom-based, not bit-based. They value money.

Crypto can "feel" easy. I have nothing against capital market investing. The global financial system is shady, but that's another topic. The problem started when those who took advantage of easy money started affecting other businesses. VCs did minimal due diligence on FTX because they needed deal flow and returns for their LPs. Lenders did minimum diligence and underwrote ludicrous loans to 3AC because they needed revenue.

Alameda (hence FTX) and 3AC made "easy money" Genesis and DCG aren't. Their businesses are more conventional, but they underestimated how "easy money" can hurt them.

Genesis has been the victim of easy money hubris and insolvency, losing $1 billion+ to 3AC and $200M to FTX. We discuss the implications for the broader crypto market.

Here are the quick takeaways:

  • Genesis is one of the largest and most notable crypto lenders and prime brokerage firms.

  • DCG and Genesis have done related party transactions, which can be done right but is a bad practice.

  • Genesis owes DCG $1.5 billion+.

  • If DCG unwinds Grayscale's GBTC, $9-10 billion in BTC will hit the market.

  • DCG will survive Genesis.

What happened?

Let's recap the FTX shenanigan from two weeks ago. Shenanigans! Delphi's tweet sums up the craziness. Genesis has $175M in FTX.

Cred's timeline: I hate bad crisis management. Yes, admitting their balance sheet hole right away might've sparked more panic, and there's no easy way to convey your trouble, but no one ever learns.

By November 23, rumors circulated online that the problem could affect Genesis' parent company, DCG. To address this, Barry Silbert, Founder, and CEO of DCG released a statement to shareholders.

  • A few things are confirmed thanks to this statement.

  • DCG owes $1.5 billion+ to Genesis.

  • $500M is due in 6 months, and the rest is due in 2032 (yes, that’s not a typo).

  • Unless Barry raises new cash, his last-ditch efforts to repay the money will likely push the crypto market lower.

  • Half a year of GBTC fees is approximately $100M.

  • They can pay $500M with GBTC.

  • With profits, sell another port.

Genesis has hired a restructuring adviser, indicating it is in trouble.

Rehypothecation

Every crypto problem in the past year seems to be rehypothecation between related parties, excessive leverage, hubris, and the removal of the money printer. The Bankless guys provided a chart showing 2021 crypto yield.

In June 2022, @DataFinnovation published a great investigation about 3AC and DCG. Here's a summary.

  • 3AC borrowed BTC from Genesis and pledged it to create Grayscale's GBTC shares.

  • 3AC uses GBTC to borrow more money from Genesis.

  • This lets 3AC leverage their capital.

  • 3AC's strategy made sense because GBTC had a premium, creating "free money."

  • GBTC's discount and LUNA's implosion caused problems.

  • 3AC lost its loan money in LUNA.

  • Margin called on 3ACs' GBTC collateral.

  • DCG bought GBTC to avoid a systemic collapse and a larger discount.

  • Genesis lost too much money because 3AC can't pay back its loan. DCG "saved" Genesis, but the FTX collapse hurt Genesis further, forcing DCG and Genesis to seek external funding.

bruh…

Learning Experience

Co-borrowing. Unnecessary rehypothecation. Extra space. Governance disaster. Greed, hubris. Crypto has repeatedly shown it can recreate traditional financial system disasters quickly. Working in crypto is one of the best ways to learn crazy financial tricks people will do for a quick buck much faster than if you dabble in traditional finance.

Moving Forward

I think the crypto industry needs to consider its future. This is especially true for professionals. I'm not trying to scare you. In 2018 and 2020, I had doubts. No doubts now. Detailing the crypto industry's potential outcomes helped me gain certainty and confidence in its future. This includes VCs' benefits and talking points during the bull market, as well as what would happen if government regulations became hostile, etc. Even if that happens, I'm certain. This is permanent. I may write a post about that soon.

Sincerely,

M.

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Tora Northman

Tora Northman

3 years ago

Pixelmon NFTs are so bad, they are almost good!

Bored Apes prices continue to rise, HAPEBEAST launches, Invisible Friends hype continues to grow. Sadly, not all projects are as successful.
Of course, there are many factors to consider when buying an NFT. Is the project a scam? Will the reveal derail the project? Possibly, but when Pixelmon first teased its launch, it generated a lot of buzz.

With a primary sale mint price of 3 ETH ($8,100 USD), it started as an expensive project, with plenty of fans willing to invest in what was sold as a game. After it was revealed, it fell rapidly.
Why? It was overpromised and under delivered.

According to the project's creator[^1], the funds generated will be used to develop the artwork. "The Pixelmon reveal was wrong. This is what our Pixelmon look like in-game. "Despite the fud, I will not go anywhere," he wrote on Twitter. The goal remains. The funds will still be used to build our game. I will finish this project."

The project raised $70 million USD, but the NFTs buyers received were not the project's original teasers. Some call it "the worst NFT project ever," while others call it a complete scam.

But there's hope for some buyers. Kevin emerged from the ashes as the project was roasted over the fire.

A Minecraft character meets Salad Fingers - that's Kevin. He's a frog-like creature whose reveal was such a terrible NFT that it became part of history – and a meme.

If you're laughing at people paying $8K for a silly pixelated image, you might need to take it back. Precisely because of this, lucky holders who minted Kevin have been able to sell the now-memed NFT for over 8 ETH (around $24,000 USD), with some currently listed for 100 ETH.

Of course, Twitter has been awash in memes mocking those who invested in the project, because what else can you do when so many people lose money?

It's still unclear if the NFT project is a scam, but the team behind it was hired on Upwork. There's still hope for redemption, but Kevin's rise to fame appears to be the only positive outcome so far.

[^1] This is not the first time the creator (A 20-yo New Zealanders) has sought money via an online platform and had people claiming he under-delivered.  He raised $74,000 on Kickstarter for a card game called Psycho Chicken. There are hundreds of comments on the Kickstarter project saying they haven't received the product and pleading for a refund or an update.

Chris Newman

Chris Newman

3 years ago

Clean Food: Get Over Yourself If You Want to Save the World.

From Salt Bae, via Facebook

I’m a permaculture farmer. I want to create food-producing ecosystems. My hope is a world with easy access to a cuisine that nourishes consumers, supports producers, and leaves the Earth joyously habitable.

Permaculturists, natural farmers, plantsmen, and foodies share this ambition. I believe this group of green thumbs, stock-folk, and food champions is falling to tribalism, forgetting that rescuing the globe requires saving all of its inhabitants, even those who adore cheap burgers and Coke. We're digging foxholes and turning folks who disagree with us or don't understand into monsters.

Take Dr. Daphne Miller's comments at the end of her Slow Money Journal interview:

“Americans are going to fall into two camps when all is said and done: People who buy cheap goods, regardless of quality, versus people who are willing and able to pay for things that are made with integrity. We are seeing the limits of the “buying cheap crap” approach.”

This is one of the most judgmental things I've read outside the Bible. Consequences:

  • People who purchase inexpensive things (food) are ignorant buffoons who prefer to choose fair trade coffee over fuel as long as the price is correct.

  • It all depends on your WILL to buy quality or cheaply. Both those who are WILLING and those who ARE NOT exist. And able, too.

  • People who are unwilling and unable are purchasing garbage. You're giving your kids bad food. Both the Earth and you are being destroyed by your actions. Your camp is the wrong one. You’re garbage! Disgrace to you.

Dr. Miller didn't say it, but words are worthless until interpreted. This interpretation depends on the interpreter's economic, racial, political, religious, family, and personal history. Complementary language insults another. Imagine how that Brown/Harvard M.D.'s comment sounds to a low-income household with no savings.

This just went from “cheap burger” to “political statement of blue-collar solidarity.” Thanks, Clean Food, for digging your own grave.

Dr. Miller's comment reflects the echo chamber into which nearly all clean food advocates speak. It asks easy questions and accepts non-solutions like raising food prices and eating less meat. People like me have cultivated an insular world unencumbered by challenges beyond the margins. We may disagree about technical details in rotationally-grazing livestock, but we short circuit when asked how our system could supply half the global beef demand. Most people have never seriously considered this question. We're so loved and affirmed that challenging ourselves doesn't seem necessary. Were generals insisting we don't need to study the terrain because God is on our side?

“Yes, the $8/lb ground beef is produced the way it should be. Yes, it’s good for my body. Yes it’s good for the Earth. But it’s eight freaking dollars, and my kid needs braces and protein. Bye Felicia, we’re going to McDonald’s.”

-Bobby Q. Homemaker

Funny clean foodies. People don't pay enough for food; they should value it more. Turn the concept of buying food with integrity into a wedge and drive it into the heart of America, dividing the willing and unwilling.

We go apeshit if you call our products high-end.

I've heard all sorts of gaslighting to defend a $10/lb pork chop as accessible (things I’ve definitely said in the past):

  • At Whole Foods, it costs more.

  • The steak at the supermarket is overly affordable.

  • Pay me immediately or the doctor gets paid later.

I spoke with Timbercreek Market and Local Food Hub in front of 60 people. We were asked about local food availability.

They came to me last, after my co-panelists gave the same responses I would have given two years before.

I grumbled, "Our food is inaccessible." Nope. It's beyond the wallets of nearly everyone, and it's the biggest problem with sustainable food systems. We're criminally unserious about being leaders in sustainability until we propose solutions beyond economic relativism, wishful thinking, and insisting that vulnerable, distracted people do all the heavy lifting of finding a way to afford our food. And until we talk about solutions, all this preserve the world? False.

The room fell silent as if I'd revealed a terrible secret. Long, thunderous applause followed my other remarks. But I’m probably not getting invited back to any VNRLI events.

I make pricey cuisine. It’s high-end. I have customers who really have to stretch to get it, and they let me know it. They're forgoing other creature comforts to help me make a living and keep the Earth of my grandmothers alive, and they're doing it as an act of love. They believe in us and our work.

I remember it when I'm up to my shoulders in frigid water, when my vehicle stinks of four types of shit, when I come home covered in blood and mud, when I'm hauling water in 100-degree heat, when I'm herding pigs in a rainstorm and dodging lightning bolts to close the chickens. I'm reminded I'm not alone. Their enthusiasm is worth more than money; it helps me make a life and a living. I won't label that gift less than it is to make my meal seem more accessible.

Not everyone can sacrifice.

Let's not pretend we want to go back to peasant fare, despite our nostalgia. Industrial food has leveled what rich and poor eat. How food is cooked will be the largest difference between what you and a billionaire eat. Rich and poor have access to chicken, pork, and beef. You might be shocked how recently that wasn't the case. This abundance, particularly of animal protein, has helped vulnerable individuals.

Especially when the mutton’s nice and lean (image from The Spruce)

Industrial food causes environmental damage, chronic disease, and distribution inequities. Clean food promotes non-industrial, artisan farming. This creates a higher-quality, more expensive product than the competition; we respond with aggressive marketing and the "people need to value food more" shtick geared at consumers who can spend the extra money.

The guy who is NOT able is rendered invisible by clean food's elitist marketing, which is bizarre given a.) clean food insists it's trying to save the world, yet b.) MOST PEOPLE IN THE WORLD ARE THAT GUY. No one can help him except feel-good charities. That's crazy.

Also wrong: a foodie telling a kid he can't eat a 99-cent fast food hamburger because it lacks integrity. Telling him how easy it is to save his ducketts and maybe have a grass-fed house burger at the end of the month as a reward, but in the meantime get your protein from canned beans you can't bake because you don't have a stove and, even if you did, your mom works two jobs and moonlights as an Uber driver so she doesn't have time to heat that shitup anyway.

A wealthy person's attitude toward the poor is indecent. It's 18th-century Versailles.

“Let them eat cake. Oh, it’s not organic? Let them starve!”

Human rights include access to nutritious food without social or environmental costs. As a food-forest-loving permaculture farmer, I no longer balk at the concept of cultured beef and hydroponics. My food is out of reach for many people, but access to decent food shouldn't be. Cultures and hydroponics could scale to meet the clean food affordability gap without externalities. If technology can deliver great, affordable beef without environmental negative effects, I can't reject it because it's new, unusual, or might endanger my business.

Why is your farm needed if cultured beef and hydroponics can feed the world? Permaculture food forests with trees, perennial plants, and animals are crucial to economically successful environmental protection. No matter how advanced technology gets, we still need clean air, water, soil, greenspace, and food.

Clean Food cultivated in/on live soil, minimally processed, and eaten close to harvest is part of the answer, not THE solution. Clean food advocates must recognize the conflicts at the intersection of environmental, social, and economic sustainability, the disproportionate effects of those conflicts on the poor and lower-middle classes, and the immorality and impracticality of insisting vulnerable people address those conflicts on their own and judging them if they don't.

Our clients, relatives, friends, and communities need an honest assessment of our role in a sustainable future. If we're serious about preserving the world, we owe honesty to non-customers. We owe our goal and sanity to honesty. Future health and happiness of the world left to the average person's pocketbook and long-term moral considerations is a dismal proposition with few parallels.

Let's make soil and grow food. Let the lab folks do their thing. We're all interdependent.

Liz Martin

Liz Martin

3 years ago

What Motivated Amazon to Spend $1 Billion for The Rings of Power?

Amazon's Rings of Power is the most costly TV series ever made. This is merely a down payment towards Amazon's grand goal.

Here's a video:

Amazon bought J.R.R. Tolkien's fantasy novels for $250 million in 2017. This agreement allows Amazon to create a Tolkien series for Prime Video.

The business spent years developing and constructing a Lord of the Rings prequel. Rings of Power premiered on September 2, 2022.

It drew 25 million global viewers in 24 hours. Prime Video's biggest debut.

An Exorbitant Budget

The most expensive. First season cost $750 million to $1 billion, making it the most costly TV show ever.

Jeff Bezos has spent years looking for the next Game of Thrones, a critically and commercially successful original series. Rings of Power could help.

Why would Amazon bet $1 billion on one series?

It's Not Just About the Streaming War

It's simple to assume Amazon just wants to win. Since 2018, the corporation has been fighting Hulu, Netflix, HBO, Apple, Disney, and NBC. Each wants your money, talent, and attention. Amazon's investment goes beyond rivalry.

Subscriptions Are the Bait

Audible, Amazon Music, and Prime Video are subscription services, although the company's fundamental business is retail. Amazon's online stores contribute over 50% of company revenue. Subscription services contribute 6.8%. The company's master plan depends on these subscriptions.

Streaming videos on Prime increases membership renewals. Free trial participants are more likely to join. Members buy twice as much as non-members.

Statista

Amazon Studios doesn't generate original programming to earn from Prime Video subscriptions. It aims to retain and attract clients.

Amazon can track what you watch and buy. Its algorithm recommends items and services. Mckinsey says you'll use more Amazon products, shop at Amazon stores, and watch Amazon entertainment.

In 2015, the firm launched the first season of The Man in the High Castle, a dystopian alternate history TV series depicting a world ruled by Nazi Germany and Japan after World War II.

This $72 million production earned two Emmys. It garnered 1.15 million new Prime users globally.

When asked about his Hollywood investment, Bezos said, "A Golden Globe helps us sell more shoes."

Selling more footwear

Amazon secured a deal with DirecTV to air Thursday Night Football in restaurants and bars. First streaming service to have exclusive NFL games.

This isn't just about Thursday night football, says media analyst Ritchie Greenfield. This sells t-shirts. This may be a ticket. Amazon does more than stream games.

The Rings of Power isn't merely a production showcase, either. This sells Tolkien's fantasy novels such Lord of the Rings, The Hobbit, and The Silmarillion.

This tiny commitment keeps you in Amazon's ecosystem.