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Secondary-Share Platforms May Not Be Selling What They Think
IPO investigation // Illustration by Kate Walker
Anthropic announced that investors who hold “stock” in the company issued by several secondary-share platforms may not actually be legitimate shareholders.
Why It Hurts: Retail investors are in a tizzy over the announcement, especially since Anthropic is widely expected to be one of the three biggest IPOs this year — and one of the biggest of all time. Making certain secondary shares null and void could trigger panic across the industry, knocking down secondary firms like dominoes.
Behind The Shares: Anthropic is stirring up some drama before going public.
Anthropic announced in February that it had “warned investors it won’t recognize sales of Anthropic stock that haven’t been approved by its board,” per The WSJ.
The company has since updated the warning to include specific companies it considers “unauthorized firms” — Open Doors Partners, Lionheart Ventures, and Sydecar, as well as Hiive and Forge for new offerings.
Anthropic wrote that “any sale or transfer of Anthropic stock, or any interest in Anthropic stock, offered by these firms is void and will not be recognized on our books and records.”
Final Transaction: Secondary-share sale platforms operate on the promise that customers can invest in privately held companies by contributing to firms’ “special purpose vehicles” (SPVs) that represent holdings in those companies. It’s a complicated setup — made even murkier by the fact that some SPV holders are themselves investors in other SPVs. It’s easy to see how quickly things can become convoluted.
While Open Doors and Lionheart have yet to comment on the Anthropic announcement, Sydecar claims it has approval, while Hiive and Forge say investors who already hold Anthropic shares will still be recognized. Still, thousands of investors are now in limbo, wondering whether the Anthropic shares they purchased will ultimately be honored — a situation that could spark serious legal battles later this year.
Next IPO: Thousands of investors hold SPVs, which could seriously sour not just Anthropic’s IPO, but also the public offerings of SpaceX and OpenAI in the coming months. Better double-check those investment accounts!
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Today’s email was written by David Vendrell.
Edited by Nick Comney. Polled and Copy-edited by Kait Cunniff.
Published by Darline Salazar.