only way to go. Thank you.
@Founders i see we have a proposol. Please define your final proposal. As we are in Mercy to your Vote ( we paid you in ETH to buy this Token )
Many of us will not sell, anyway. So assumption we all dump at once are total false.
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Good initiative and I hope the team responds to this.
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I support the x10 token grant because 1 billion FLT was minted compared to 2017 projections of 100 million future tokens. But there are more details on how these tokens should be granted.
I propose this:
Determination of benefits:
- FPT holders outside of the United States will be entitled to issuance of FLT, as set forth below in greater detail.
- FPT holders who are within the United States shall be entitled to a refund of their purchase price in USD equivalent (stablecoin) in connection with their purchase of FPT tokens. FPT sale was not allowed for the United States residents and Fluence DAO canât change it.
Terms:
- FLT should be granted with x10 multiplier: 1 FPT = 10 FLT. Initially in 2017, 6 million FPT were sold to represent 6% of future token supply, but the Fluence DAO minted 1 billion FLT.
- Granted FLT will be subject to 1 year lock up from the date of claim.
Claiming process:
- The DAO governance committee will be responsible for processing claim requests for both FLT grants and fiat refunds.
- 60 million FLT will be allocated to the Fluence DAO multisig wallet, controlled by the DAO governance committee.
- The option to claim FLT will expire after five years. Any unclaimed FLT remaining will be returned to the Fluence DAO treasury.
Eligibility:
- Proof of ownership of a wallet that holds FPT must be required for all claims.
- In order to be eligible for FLT issuance, holders must submit proof of residency outside of the United States.
- Access to the wallet holding FPT is required; if wallet access has been lost, the claim is not valid.
- FPT holders who took the buyback in 2018 are ineligible to claim FLT.
Details about where the US restriction and lock up are coming from:
The original FPT Tokens were not registered in the U.S. and were not sold to purchasers in the U.S. in compliance with Regulation S of the Securities Act of 1933. Likewise, FLT tokens are not registered in the U.S. and until there is favorable regulatory clarity in the U.S., any direct sale of FLT by the DAO can be made only in compliance with Regulation S. Because issuing FLT tokens to FPT holders can be considered by the SEC as a sale (not a grant), in order to continue the projectâs compliance efforts, FLT tokens issued to FPT holders would only be issued to holders outside of the U.S.
Additionally, prudential compliance with Regulation S means that tokens must be locked for a year from the date of claim to prevent potential flow-back into the US within the first year after claim.
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Thank you Fluence for finally showing up,
Regarding the token calculation
Can you substantiate a reason to not honor the 40% + 25% bonus tokens which were clearly discussed in the newsletter when the buyback option was given? This option was given by you (Evgeny) representing Fluence and I would like to know why Fluence is actively making an attempt to NOT honor it. It was the motivation of many to stay in and wait the extra (what turned out to be) 6 years now and it was extremely clear.
Additionally, there will be clearly enough tokens to make good on Fluenceâs word since the buy back was offered and an additional buying out is being proposed to US participants. Additionally the DAO has additional tokens.
Regarding the lockups I would like a response to the below:
As stated in your above message:
This clearly states that the tokens are not registered in the US and additionally based on your proposal are not going to be issued to US individuals, so in that aspect it is not a US token and not issued to a US person so the issuance is not governed by the Regulation S Act. Additionally the sale took place in 2017, this act of issuance does not constitute a sale in any aspect as there is no exchange of cash, is it a disbursal or share/token release the same as would be treated in a cliff or vesting option.
Additionally, an alternative means to achieve the same result is having the individuals receive the tokens sign an agreement not to sell these tokens to US parties for 1 year. This will effectively have the same outcome.
So essentially I do not agree with the reasoning for the lockup or the schedule.
I suggest the below unlocking schedule:
35% on issuance.
65% issued over the span of the remaining 9 months linearly (into end of 2024). That constitutes a max if all tokens were claimed from the 6% and no buybacks ever took place 0.4% released monthly. That is less than (1/2) 0.5% of supply brought into circulation monthly.
Regarding the buyback
Since the sale took place in ETH I believe the âbuybackâ should take place in ETH and should basically a void or return of transaction for those that are forced into that situation, since this was never discussed in 2017, or again in 2018 when the first buybacks took place. At the very minimum it would be considered a loan as you took funds from individuals to finance the company and now are like here im going to give you your cash value back without it accruing interest for 7 years later. It is bad faith and I will let parties that will be affected by that situation take the lead with that discussion but anyone can agree that the easiest way to handle this is to return back the eth deposited to the team in 2017.
Regarding the claiming process I have no objection regarding your proposition.
8 Likes
The sale already took place 7 years ago.
How many eligible (un-refunded-FPT holders) are even left? How many FPT tokens does that represent? I assume that will be less than 60M FLT. Thereâs no reason to lock up un-claimable funds for 5 years that the DAO could otherwise deploy.
The token distribution needs to not go sit in yet another contract, but immediately to the wallets invested, even if theyâre lost keys. The DAO only needs to determine the aggregate amount to send and potentially the simple distribution contract to approve sending the tokens to.
Standing by for an update from the team.
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Thanks @eponomarev for your proposal.
My remarks:
Granted FLT will be subject to 1 year lock up from the date of grant.
Since the FLT tokens are considered âliveâ but have not yet been issued, what dates exactly are we talking about? I would like to know the exact dates the tokens will be fully granted since you could technically grant us the tokens in 2025, which would add an extra year. I also want to ensure no cliff or vesting period will apply before granting us the tokens.
FLT should be granted with x10 multiplier
As @howard mentioned, why is the bonus completely ignored? Without any substantiation, I wouldnât agree with these terms. We could have taken the buyback option, taken less risk and possibly been better off.
I would consider the following scenarios:
- Dropping the bonus, and receive the tokens on issuance.
- Receive the bonus on issuance, and accept a linear release of the rest of the tokens the second year.
- Full ETH buyback when previous scenarios arenât possible.
5 Likes
Once again, the original final presale agreement.
Evgeny, what happened over the course of the last six years? In 2018 you thought âabout how we should reward our early contributors for this long wait and our constantly shifted datesâ, when the âlong waitâ was just a year. Where is the gratefulness âfor the support and trust on the pre-saleâ now?
âWe did make a promise that we shouldnât have made, and that led to wrong expectations and a disappointment. We apologise for that.â
This was acceptable back then, but that was six years ago. An apology doesnât cut it this time. That promise is a contract, and weâre now holding you liable. Weâve never acted demanding or entitled, but todayâs offer is nothing but an intellectual insult to your earliest supporters.
On top of six years of waiting youâre unilaterally introducing a one year lockup for compliance reasons, as if that would change the fact that the sale happened in violation of the core rules of Reg S. If you want us to accept that - and you still have to explain what it means, 100% FLT in our hands by Q2 2025? - at least propose an exchange rate thatâs not even worse than whatâs been originally promised. Or do do you want to blame that on regulations too? To me it looks more like an issue with the equity investors, which isnât our problem. You decided to enter a contract with retail investors, now deal with it.
You canât retroactively change reality as you seem fit. The idea of avoiding regulatory scrutiny with the path you chose may be viable, but I still think youâre better off living up to your promises and meeting the final agreement. Never trouble trouble till trouble troubles you, as the saying goes.
How many of the 293 presale participants took the buyback option? About what volume of remaining eligible FPT are we talking today to begin with?
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On lock up, edited message a bit for better clarity. Regulations compliance requires 1 year lock up from a date of each claim to protect from being transferred to the US. For example, if FPT holder claims the grant in June 2024, tokens will unlock in June 2025.
Given that these lock up terms are better than for other investors (they received tokens with 1 year lock up + 1 year of release), I donât think that the DAO will approve any other privileges for FPT grant.
5 Likes
You guys are the DAO in its entirety atm,. we both know that the only FLTV vested, voting tokens seemingly issued are the to the team, so to speak about the DAO in the third person is like 
Regarding compliance if the tokens are not registered as US securities and are released to non US citizens then it is not regulated by Reg S.
On a separate note can you address the token conversion rate as both points should be handled and voted on separately so that we can start closing off topics of discussion.
Regards
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It is 60 Mil Tokens reserved for current FTL Holders, but some are already refunded. What about calculate the promised bonus on base of the leftover.
So if the leftover reflect only 20% or 10% i would be fine with it, as long it is in the threshold of 60 Mil reserved tokens.
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Thanks @eponomarev for clarifying.
I would agree with @eponomarev, only if we receive the 25% bonus on issuance/release of the tokens. The remaining tokens with one year lock up.
1 Like
I would only agree to 1:17.5 unless a valid reason for otherwise is given.
Ah here we got it, 29 buyback applications for a total of 234 ETH. I checked some contribution addresses which are not in the list of 63 holders shown on Etherscan and they still hold FPT, so that checks out (FPT isnât valid ERC-20, so Etherscan isnât reliable). Thatâs a remainder of 2460 - 234 = 2226 ETH. Assuming an average of 2250 FPT per ETH, weâre in the range of ~5 million eligible FPT.
At a ratio of 1:17.5, that would be 87.5m FLT, 8.75% of the supply. The original sale had set aside 6% of the supply. While the dao treasury has more than enough reserves to cover that, Iâd voluntarily ditch the 40% sale price increase factor, which may be hard to carry through during litigation anyway, and take just the 25% bonus with a one year lockup since claim. Originally only the bonus was supposed to be locked, but Iâll accept a 12 month period for the total amount. This is under the precondition that claims are available no later than May 2024. Evgeny can surely provide exact numbers. I guess not everyoneâs gonna claim to begin with, and US based contributors will have to be refunded, so we should be well within the 6 million FLU, now 60 million FLT, originally set aside for presale investors.
So, my final proposal - and thatâs just for me personally, I donât expect anyone to agree, and I specifically donât ask US based investors to accept a buyback in the 2017 USD equivalent of their invested ETH:
- a 12 months lockup starting at the time of claiming
- claims are available no later than May 2024
- the FPT:FLT exchange rate is 1:12.5
I consider that a very strong complaisance on my end considering the overall situation and everything that happened and would be deeply offended if thereâs no further accomodation towards even this minimum claim.
PS: if others donât agree, one could add an additional treat: should there be any unclaimed FLT from the 60m pool, it could be evenly distributed among FPT holders. Although I guess there wonât be much left, and itâs arguable what âunclaimedâ means.
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I will support and join @Iruwenâs proposal.
1 Like
I think the proposal by @iruwen is reasonable for all parties.
- Deadline to claim FLT at 10x FPT
- Once deadline is up, remainder of 60m FLT are distributed pro-rata to completed claimants
So itâs still only a 6% of the total FLT (i.e. no bonuses), however, itâs at minimum 12x FPT for claimants, and more if some FPT holders are excluded or fail to claim by the deadline.
I donât think any FPT holders (that didnât accept 2018 buyback) should be excluded, period.
Do the claim on chain and leave it at that.
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The fact that the association has zero compliance reservations when it comes to launching the token on Bybit, which is under international regulatory scrutiny, makes me want to reconsider my level of accommodation. I feel fooled once again.
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Its nothing about regulation, you are fooled and you are giving up alot. So if you choose to give up more by all means do what makes you happy but your last offer was a bit out of my comfort already.
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How about being transparent and true to your word fluence team, at this point Iâm starting to wonder why donât you honor your promises and mostly your word. Being transparent and honest has proven to work in this space, in long term. As you are with us right now youâre showing everyone out there how do you treat 7 year long first investors/holders. Itâs not a good picture. Letâs settle this at once.
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can we agree a deadline for a vote? we can be discussing this endlessly.
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