Strategic treasury diversification round

https://gateway.pinata.cloud/ipfs/QmVN8pRan1934urY58CUmpvMRyrWmnFdJkV5StSppGp2nX

This proposal is to seek the DAO’s approval for a private strategic funding round led by DWF Labs and co-participated in by three other VCs; Spartan Group, Laser Digital (Nomura) and Caladan (formerly AlphaLab), each with a strategic benefit to API3. All participants are verified non-US entities that have committed to the private round before the submission of this forum post for the DAO’s consideration.

The total amount raised in the strategic round is 4 million USDC, in exchange for a discounted, locked allocation of API3 tokens. The funds are raised to provide API3 with additional liquid capital for the ongoing development and marketing of its services - namely the OEV Network, its approaching mainnet launch as well as business development efforts around further dApp and chain integrations.

Total requested API3: 1,423,500 API3

Round size: 4M USDC

Price: 7d twap -20% = 2.81 USDC / API3 (3.51 x 0.8 = 2.808)

General round terms

Round type: Private strategic round capped at 4M USDC

Lockup: 12 month linear unlock with a 6 month cliff (50% of tokens unlocked 6 months after proposal passing, remaining 50% unlock linearly for the following 6 months)

Source of tokens: API3 DAO Primary Treasury

Committed participants, contribution and allocation*

DWF Labs - 2M USDC - 711,744 API3

Spartan Group - 1M USDC - 355,872 API3

Laser Digital - 500k USDC - 177,936 API3

Caladan - 500k USDC - 177,936 API3

*allocations rounded up to the nearest whole API3

The destination wallet for this proposal is an ERC-20 wallet controlled by myself, for the purposes of making the above token distributions on behalf of the DAO, in exchange for the USDC deposited by the participants into API3 DAO’s secondary treasury. This will take place in the days after a successful passing of this proposal, subject to the completion of necessary KYB processes and executed legal agreements.

5 Likes

Thanks Heikki.

  1. It would be helpful if you can summarize the strategic benefit of each partner to API3?
    Specific to DWF, DWF already signaled their intent to grow API3’s ecosystem as part of the previous market making proposal, interested if DWF are proposing anything new or more of the same.

  2. the relatively short 6 month linear token unlocks will create significant sell pressure as this overlaps with the call option maturity of the current market making deals

  3. I think we were under the impression API3 has a healthy treasury, particularly due to the USDC->ETH trade which Ugur has shared was very profitable. Why has the team choosen to raise new funds vs. use the treasury/ETH?

Thanks for the write-up. A couple of things from my side.

1.) This can be seen as a OTC Deal with a (currently) 30% discount on Token Price with a Lockup.

2.) The 7-day TWAP should commence measurement only after the proposal has been accepted. This ensures fairness, preventing any potential manipulation where a proposal could be initiated based on advantageous past prices.

In the end, I really appreciate the transparency of API3 and that this decisions are voted on. Also, instead of dumping Token into the Market like other Projects like to do, API3 looks for a better method, and this proposal is an actual better and more responsible version to increase the funding.

It would be helpful if you can summarize the strategic benefit of each partner to API3?

I’ll answer this generally, since we’re expecting similar benefits from each partner. Namely these revolve around ecosystem support activities that have provided big wins for us in terms TVS growth, and that we have recognized as providing a competitive advantage for our business development. This round is meant to further align our interests and provide incentives for existing partners to support our project’s growth, and tap new opportunities through two new partners. A large part of the recent growth that you have seen has come through such activites and partners, and when we recognize something is working, we’ll generally want to do more of it.

the relatively short 6 month linear token unlocks will create significant sell pressure as this overlaps with the call option maturity of the current market making deals

The 6 month unlock is followed by another 6 months of linearly unlocked tokens, so it’s not exactly in the interest of the token holders to dump their newly unlocked tokens and crater the value of the other 50% of tokens. Also, I’d personally say we’re pretty happy with our market makers atm, so the expectation is that we will be rolling over the relevant market making deals with new strikes that are proportional in their margins to the old ones (median around 100% above spot), so this further provides a disincentive to do anything too disruptive.

I think we were under the impression API3 has a healthy treasury

The treasury is there to be seen on the tracker by anybody who’s interested. Our treasury is healthy, but it’s not quite as simple as that. As you can see, we have about 2.5M USDC remaining in the secondary treasury. Considering we’re currently burning about 400k per month just with the consolidated proposal, the liquid runway could be longer. The ETH is not meant for paying contributors or vendors in its current form, but as a store of value that would need to be liquidated to USDC for contributor grants and such. There doesn’t seem to be significant appetite to start liquidating it yet. The API3 in the primary treasury, however, is currently being diluted with an inflation rate of close to 14%, so as we’re holding it it’s actively losing value at a fast pace. Considering these points, I thought it would be timely and prudent to extend the liquid runway by selling a small portion of the API3 in the primary treasury, in the most beneficial way possible - which, to me, was as locked allocations to buyers who had more to offer than just cash.

The 7-day TWAP should commence measurement only after the proposal has been accepted. This ensures fairness, preventing any potential manipulation where a proposal could be initiated based on advantageous past prices

It might be in the interest of the DAO to only set a price for a deal once the proposal has passed, but it is difficult to find buyers who will commit to buying before knowing the price. If you don’t find buyers you don’t have a deal to consider. Due to regulatory reasons, we also want to do this as a direct sale to identified private entities, so just setting public terms and allowing participation by anyone was not an option.

I would also note that getting this together took more than 7 days, and the terms generally need to be in place before pitching anyone. I feel like the somewhat significant price increase just hours before the proposal was submitted may have had an effect on how this deal was perceived by our community, considering how subjectively advantageous the terms were to us when they were committed to by the buyer. Keep in mind that large OTC deals for locked tokens of any lockup period currently go for average discounts in the 40%-50% range (and are not done transparently like this one).

The decision to set a nominal price based on past 7d twap was made to ensure that the both the buyer and the seller know what the price is going to be, and so that the price reflects the true value by disregarding individual awkwardly timed peaks (beneficial for seller) and valleys (beneficial for buyer).

5 Likes

I’d just like to add that each of the potential counterparties should be commended for their dedication to API3’s core value of transparency in having these terms public – not all such counterparties in this industry are similarly mission-aligned :slightly_smiling_face:

4 Likes

Echoing what Heikki and Erich have pointed out, I think at Caladan we’re extremely excited about the growth and trajectory of API3, and are happy to double down on this growth by investing in the token via the private sale.

As Heikki pointed out, the investment terms in this sale struck us as pretty fair to both sides: the lockup/vest period is a bit shorter than the industry average, and the discount to TWAP is a bit less than industry average, so it feels like both sides are meeting somewhere in the middle on this one.

We’ve also got plans to submit a proposal for extension of our current deal (with, as mentioned above, new and higher strikes that are in line with the original strike) at a maturation date further into the future, which will continue to help us stay aligned with API3 long into the future.

We’re extremely excited about the opportunity to double down on our relationship here, as this kind of partnership exemplifies the deals we look to strike: ones where we can continue to partner in new ways that are accretive to all parties involved.

3 Likes

Thanks Heikki

1 Like

Appreciate your answer. Thanks!

1 Like

The proposal has passed gg