Berachain B-Round Reportedly Grants Nova Digital $25M Refund Right, May Violate SEC Anti-Fraud Rules

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Citing TechFlow, a report by Unchained reveals that blockchain project Berachain granted Nova Digital, a fund under Brevan Howard, a special refund right in its B-round financing. According to obtained documents, Nova Digital invested $25 million in BERA tokens at $3 each in March 2024 and secured the right to request a full refund within one year after TGE, with the deadline set for February 6, 2026. Four cryptocurrency-focused lawyers noted that offering refund rights after a TGE is extremely rare. Currently, the BERA token price is around $1.02, a 66% drop from the investment price. If Nova Digital exercises the refund right, Berachain would need to pay $25 million in cash. Two anonymous B-round investors stated that Berachain did not disclose the refund clause to other investors. Lawyers suggested this may violate the most-favored-nation clause and SEC anti-fraud requirements. Berachain co-founder Smokey the Bera responded that the report is 'inaccurate and incomplete.'

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