Key takeaways
– After paying a $45 million settlement in 2023 and exiting the market, Nexo has reentered the US with a redesigned product model focused on regulatory alignment rather than direct yield issuance.
– The 2023 crackdown centered on unregistered securities concerns. The SEC alleged that Nexo’s Earn Interest Product functioned as an unregistered security, raising questions about retail yield marketing, transparency, custody practices and counterparty risk.
– The new model relies on licensed US partners. Instead of directly offering yield products, Nexo now operates through regulated US intermediaries, including licensed entities and, where required, SEC-registered investment advisers.
– The Bakkt partnership anchors the compliance strategy. By collaborating with Bakkt, a publicly traded US crypto firm with regulatory licenses, Nexo shifts from a direct issuer model to a partner-delivered framework embedded within regulated infrastructure.
Three years after departing the US and paying a $45 million settlement to federal and state regulators, Nexo has formally reentered the US market. This is not a simple relaunch but a structural overhaul: the product design, delivery and regulatory posture have changed.
Background: what happened in 2023
Nexo built much of its early US footprint through its Earn Interest Product (EIP), which let users deposit crypto and earn yield. In January 2023 the SEC accused Nexo of offering and selling unregistered securities via that product, asserting the EIP met securities-law criteria and therefore required registration. Nexo consented to a settlement: it paid $45 million, neither admitted nor denied the allegations, and stopped offering the product to US investors. Nexo subsequently withdrew from the US retail market.
Why regulators targeted “earn” products
The enforcement action followed a broader crypto lending fallout after 2022, when industry failures exposed liquidity mismatches, rehypothecation risks and retail exposure to opaque yield structures. Regulators focused on:
– Promotion of yield products to retail investors.
– Lack of transparency about how returns were generated.
– Custody practices and counterparty credit risk.
– Whether offerings functioned as investment contracts (securities).
The 2023 crackdown affected multiple centralized yield platforms and signaled a tougher regulatory posture for retail-focused crypto lending.
What changed in 2026
Nexo’s 2026 return is built on a claim of structural change: it now provides services through licensed US partners rather than directly delivering the former earn product. Key elements of the updated approach:
– Reliance on properly licensed US partners.
– Use of SEC-registered investment advisers where required.
– Phase-out of the product addressed in the 2023 order.
Instead of operating as a direct issuer of an earn program, Nexo positions itself within regulated infrastructure. It says it will offer crypto-backed loans and yield-generating products through licensed US partners. Crypto-backed loans differ from the unsecured or opaque lending models that failed in 2022: users post digital assets as collateral and borrow against them; liquidations occur if collateral falls below loan-to-value thresholds.
The Bakkt partnership: compliance by design
A central pillar of the relaunch is Nexo’s collaboration with Bakkt, a publicly traded US crypto firm with regulatory licenses and trading infrastructure. Channeling US operations through regulated entities like Bakkt moves Nexo from a direct-issuer model to a partner-delivered model embedded inside licensed infrastructure.
Practically, this means:
– Trading, custody or advisory services may sit with regulated entities.
– Product elements can be distributed across licensed intermediaries.
– Supervision may occur across multiple regulatory layers.
That architecture is intended to address the SEC and state regulators’ objections that led to the 2023 settlement.
A shifting regulatory landscape
Timing matters. Under the current administration the SEC has scaled back or terminated some crypto enforcement actions, and the enforcement environment has softened relative to early 2023. For example, the SEC moved to drop a lawsuit involving the Gemini Earn program after investor recoveries. This does not mean crypto lending issues are resolved, but it indicates a more adaptable regulatory stance.
Still, US regulation remains fragmented. Federal agencies, state securities regulators, money transmitter statutes and consumer lending rules can all apply depending on product structure.
What US users need to watch
Even when products are offered through regulated intermediaries, users should evaluate:
1. Who is the legal counterparty? Is the agreement with Nexo, a US-licensed entity, or multiple entities?
2. Where does custody sit? Are assets held by a qualified custodian and under which regulatory regime?
3. How are returns generated? Are yields from lending, staking, market-making or other activities?
4. What are the liquidation terms for crypto-backed loans? What is the loan-to-value (LTV) threshold, how quickly can liquidation occur, and are there additional fees?
5. What disclosures exist? Look for risk disclosures, rehypothecation clauses, conflict-of-interest statements and jurisdiction clauses.
“Compliant structure” is not the same as “risk-free product.” Money transmitter licensing in the US is state-based, so partner-led models are popular partly because they help navigate dozens of jurisdictional approvals.
Why this comeback matters for the industry
Nexo’s return may reflect a broader shift in US crypto lending:
– Phase 1 (Pre-2023): Direct-to-consumer yield models with minimal registration.
– Phase 2 (2023–2025): Regulatory enforcement, withdrawals and reorganization.
– Phase 3 (2026 onward): Partner-led models using licensed intermediaries and segregated functions.
If this framework works, other international crypto firms may reenter the US through similar compliance layers instead of direct-issuance models.
The real shift: wrapper, not the product
The core economics—generating yield on digital assets or borrowing against crypto—remain. The notable change is regulatory: the updated approach wraps those economic activities inside licensed, multi-layered infrastructure rather than pushing the boundaries of securities law.
Whether regulators will accept this long term depends on disclosure quality, risk management, transparency of revenue sources and ongoing federal-state coordination. For now, Nexo’s return signals a more compliance-focused path for operating in the US.
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