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> If Coinbase is _guaranteeing_ you a 4% return, then there is no variability

Yes, there is.

There is just a cause of action if the variation happens. But, a big point of securities regulation is to protect before money is lost on illegal offerings.

> Coinbase could spend all of the money on JPEGs of my cat and they would still have to pay a 4% return to the people they borrowed the money from.

Well, they would still owe it. They’d also potentially be bankrupt and not have to pay it. Counterparty risk is real risk.

Corporate bonds can be fixed interest. Corporate bonds are definitely regulated securities, even when fixed interest. Therefore, being fixed interest does not suffice to make an investment offer a non-security.




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