Telegram is holding a secretive second pre-ICO sale

Telegram founder and CEO Pavel Durov
AOP.Press | Corbis | Getty Images
Telegram founder and CEO Pavel Durov

You have to admire Pavel Durov's audacity.

Over the past few months, the CEO of Telegram convinced 81 accredited investors, including Silicon Valley giants Sequoia Capital and Benchmark, to give him $850 million in a presale of his company's cryptocurrency in advance of an initial coin offering, or ICO. Now he's trying to raise even more money from accredited investors before the coin gets offered to the public in a secretive second presale.

This week, investors got an email explaining that Telegram is doing another private presale, four sources with knowledge of the deal told The Verge.

The exact amount to be raised is still being determined, according to one source, but two other sources said Telegram is estimating it will be around the same size as the first round, which would bring the total raised to around $1.6 billion before the ICO even opens up to the general public. Telegram's offering was already the largest ICO ever, dwarfing the previous record of $232 million. Telegram declined to comment on the second presale. Sequoia Capital declined to comment and Benchmark did not respond to questions.

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The change in Telegram's plans comes as the company is under scrutiny for its proposed Telegram Open Network or TON, which promises to be an Ethereum-like ecosystem with apps, services, and a store for digital and physical goods. Critics say the proposal is short on technical details, and that Telegram's high valuation is being driven by hype and speculation rather than the value of the technology.

How much money is Telegram raising total? Estimates have varied. The company seemed to revise its goals upward as interest in the offering surged. One cryptocurrency and blockchain investor, Carlos Mosquera of Solidus Capital, said the numbers presented by Telegram kept changing; he was offered different versions of the offer from different intermediaries. Discounts on the presale coins ranged from 30 to 80 percent of the expected public price, according to multiple investors who were pitched on the first presale. "A month and a half ago we got the pitch and the opportunity for Telegram," Mosquera said. "We passed because we received two or three different terms and deals by the same ICO. None of the information was clear."

Mosquera's firm was not invited to participate in the second presale, but he said he isn't surprised to hear that Telegram is looking for more private investor cash. "Nowadays the presales are hotter than the crowd sale itself," he said.

Related: Secretive messaging app Telegram is selling a $2 billion crypto dream — but skeptics smell a 'ploy'

It makes sense for Telegram to raise more private money if there is enough demand, multiple investors told The Verge. The first presale was rumored to be oversubscribed, and early investors are reportedly flipping their shares and making 2x returns on the secondary market.

The SEC has also been increasing its oversight of ICOs, which means Telegram may not make its public ICO available in the US, CNBCreported. That could be part of the reason why Telegram wants to get more money from accredited investors — meaning firms and individuals with annual income of $200,000 or a net worth of $1 million — because there are fewer regulatory requirements through that process than through an offering to the general public.

Telegram's public ICO was expected to take place in March.. It's unclear if the new second private offering affects the timeline for the public sale or how many coins will be available to the public at launch.

Telegram's ICO is one of the most anticipated the cryptocurrency world has seen, and it's the first to attract more traditional Silicon Valley venture capital firms. But observers are skeptical of its value offering.

Telegram's ICO will fund a suite of blockchain-based products including file storage, a DNS service, and an ad exchange as part of the Telegram Open Network or TON, according to the 132-page "technical white paper" circulated to investors. Critics say the proposal makes ambitious claims, such as being able to process millions of transactions per second, without explaining how.

Christian Catalini, a professor and founder of MIT's Cryptoeconomics Lab, is working on a study of about 1,500 ICOs with his team. "We actually document in our research paper that there has been a major transition from more technical white papers to the kind of white papers that look a lot more like sales pitches," Catalini told The Verge."There's been less focus on technical details over time and, for some of these, much more on selling the vision. In the case of the Telegram one there is a lot that is being promised and not a lot of clarity on how that would be delivered."

Matthew Green, cryptographer and professor at Johns Hopkins University, had a similar reaction to the white paper. "So to their credit, Telegram has shown that it can execute and get software written. That's actually a big deal when it comes to blockchain projects," Green said in an email. "That plus millions of dollars means they could pull something off. But I'll be honest, the white paper reads like someone went out on the Internet and harvested the most ambitious ideas from a dozen projects and said 'let's do all of those but better!' It feels unachievable, at least at the scale they're aiming for now."

Even if the Telegram team had included more technical details, not everyone is convinced it makes sense conceptually. Telegram is effectively proposing to act as a benevolent dictator — it will control a majority of its currency, at least to start — helping a system that will eventually be decentralized get off the ground.

"Blockchains are useful when there's no central authority in command, or when there's risk that the owner of the platform might fold," Emin Gün Sirer, a professor at Cornell, expert on distributed systems, and co-director of the Initiative for Cryptocurrencies and Contracts, said in an email. "Yet Telegram ICO's appeal stems from its reach to 200 million users, and its central vision over the future of the platform. If the owner folded, there would be little value to what remains. So their adoption of a blockchain, in fact, a whole family of blockchains, seems spurious."

Others have speculated that Durov is not really raising money for a new blockchain-centric venture, but simply to keep Telegram afloat. Durov was reportedly self-funding the company with his earnings from selling VK.com, the Russian Facebook clone that he founded. "With growing user base, he would've eventually run out of money. Therefore he opted for an ICO as a mechanism to raise funds without getting outside investors into Telegram's shareholder capital," Gregory Klumov, CEO of the government blockchain company Stasis, told Bloomberg.

Charles Noyes, a quantitative analyst at the cryptocurrency VC firm Pantera Capital, said his team passed on Telegram's private presale the first time around. (His firm did not get the offer for the second presale.) To him, the secretive Telegram ICO goes against the spirit of blockchain development.

"it's very important in blockchain technology and specifically cryptocurrencies that you be very open with what you're trying to do and have as many people as possible looking at it to see if they can find a flaw," he said. The Bitcoin white paper was first published to a cryptocurrency mailing list, and its pseudonymous author Satoshi Nakamoto requested feedback. Not inviting outside scrutiny is dangerous, Noyes said. "When you operate the way they do, which is closed, with secrecy, not subjecting yourself to peer review, you basically open yourself up to the possibility that there is a trivial bug in it that destroys the network."

Whether the platform functions well may not matter for early investors. Even with the lockup period that restricts them from selling their tokens right away, investors who bought their coins at a discount could see a significant return after the ICO opens up to the broader public and starts circulating on the TON network. Telegram can also promote its ICO to its users, who numbered 170 million in October 2017 according to one of the presale documents, and its app has become a hub for cryptocurrency chat groups.

"Telegram as a messenger may attract them to Telegram's new network," said Alan Woodward, a visiting professor at the University of Surrey, expert in cryptography and information security who has criticized Telegram in the past for using proprietary cryptography instead of commonly-accepted, peer-reviewed cryptography. "Something seems to have worked," he wrote in an email, "in that they have raised a lot of money already."

Additional reporting by Casey Newton and Lauren Goode