Republic may build a secondary exchange for digital securities, fueled by $150 million in new funding

There’s plenty of frustration in the world of startups over when a digital asset does and does not constitute a security in the eyes of the U.S. Securities and Exchange Commission.

Where many see regulatory murkiness, the five-year-old, New York-based investing platform Republic sees opportunity. Indeed, while many outfits grapple with whether to distance themselves from certain digital assets, Republic — whose CEO, Kendrick Nguyen, started his career in securities litigation with Goodwin Procter — has focused from the start on establishing itself as a go-to brand for what Nguyen calls “compliant tokenization.”

Now, the company is hinting at big ambitions to expand on what it has already built to create, potentially, a compliance-focused marketplace for digital securities — emphasis on “securities” —  to be bought and resold.

As Nguyen told us during a call late last week, “Within the United States, none of these major exchanges deal with digital security tokens,” meaning tokens that derive their value from an external, tradable asset like real estate, versus utility tokens that offer a right to use a product or service.

For example, it’s because the SEC has made it very plain that it sees XRP, the cryptocurrency developed by Ripple Labs, as a security, that exchanges like Coinbase don’t list it for sale.

Nguyen said Republic would be willing to “partner right now” with an exchange “that is capable, that delivers good customer service, and that can facilitate secondary active trading of securities and digital securities” in the U.S. But it doesn’t exist, he maintains, so “if in another year, we do not see a solution out there, Republic will look to invest or build directly through an affiliate, a secondary exchange for digital securities.”

It would be among the most ambitious in a growing list of products that Republic oversees and that have attracted more than one million users — along with some serious financing backing.

Just today, the company is announcing a $150 million Series B round led by Valor Equity Partners, which follows a $36 million Series A round that the company announced in March from Galaxy Interactive, Motley Fool Ventures, HOF Capital, Tribe Capital and CoinFund. (Those earlier investors just re-upped, by the way, and were joined by new backers Pillar VC, Brevan Howard, GoldenTree and Atreides.)

Altogether, says Nguyen, Republic, which employs 200 people, had raised more than $50 million in equity financing ahead of this newest round, and more than $20 million in a token sale.

The outfit is certainly busy putting it all to work. Republic already comprises several different business arms, including a popular retail investment platform that invites people to invest with as little as $10; a private capital division with almost $1 billion in assets under management that funnels accredited investors into startups; and a blockchain consultancy arm that provides technical, financing, distribution and tokenization services.

Republic also right now has two affiliated closed-end investment funds deploying capital into startups and crypto projects, along with a digital investment arm operating as Republic Realm that focuses exclusively on metaverses and NFTs.

Asked how Republic manages it all, Nguyen says “not to think of it as different platforms” but a company that can cater to everyone, no matter their interests or bank account balance. “If you’re a multimillionaire coming to Republic and it’s not worth your time to make a $100 investment but you want to deploy $100,000, we have those opportunities to present to you. If you’re 20 years old, and you want to invest $20 in a video game or in real estate or in a female founder, we have those opportunities, too.”

The idea is to cater to the “entire population,” he says, and he insists that Republic can pull it off owing to the technical capabilities it has built up — along with one guiding principle. That’s Republic’s firm belief that “most tokens, including in the DeFi and NFT space, are securities.” As a result, he says, “everything that Republic does, everything we touch, we treat them as securities by and large and fit them under the existing framework of U.S securities law.”

If other investment platforms want to push back on the SEC, that’s certainly their prerogative. As for Republic, Nguyen says, “We’re not looking for new rules and regulations to do what we do. What we do is based on existing law, on firm legal foundation.”