ICO 2.0: The Re-emergence of Decentralized Capital Formation

Regulatory overhaul in America and a thawing of crypto antagonism globally in 2025 will usher in a new generation of decentralized capital formation

After a period of regulatory uncertainty and decline, a new era of decentralized capital formation is poised to emerge in 2025, driven by a shift in regulatory stance, market dynamics, and technological advancements. This evolution will differ significantly from the initial coin offering (ICO) boom of 2017 and will be characterized by a focus on value accrual, regulatory compliance, and a wider range of investment opportunities.

During the 2010s, crypto struggled to find a productive use case for Bitcoin and altcoins until Ethereum smart contracts enabled early-stage teams to raise capital from supporters around the globe. This led to a surge in ICOs, which offered a novel way to access early-stage investment opportunities that were typically reserved for venture capitalists (VCs).

However, ICOs faced increasing scrutiny from regulators, who argued that many tokens failed the Howey test and were thus securities offerings. This led to a crackdown on ICOs, with many being shut down or forced to return funds. By 2020, ICOs had slowed to a trickle, and 88% of ICO tokens were trading below issuance price.

Fast forward to 2025 and we can see the convergence of some important inputs that allow for the re-emergence of compelling investment opportunities, but with very different characteristics from ICO 1.0.

The ingredients of ICO 2.0

1. Updated regulatory stance

I predict that value accrual will be a fundamental part of the “why” of investing in tokens this time around. Entrepreneurs and investors in the space have matured and are ready to collectively admit that there is an expectation of profit with most tokens. In fact, one could argue that the obfuscation of how token holders would be compensated as a hand-wavey attempt to sidestep the Howey test was the primary problem the first time around.

KYC/AML will be focused on on-ramps and off-ramps such as exchanges and L2 bridges, and reasonably concentrate at the point of realization of gains back into fiat, which is the appropriate light touch that should satisfy reasonable regulators.

2. Market turnover

We are seeing the rapid decline of certain mid-market companies that could remake their business models by becoming community-led and decentralized. For example, mid-size media companies including newspapers and magazines are an obvious business model that could be greatly improved by the use of a token economy to drive citizen journalists towards greater professionalism.

3. Crypto's progression

In 2017 we had ICO-click-races on very rough UI/UX interfaces, pre-launch SAFT (Simple Agreement for Future Tokens) rounds going to a handful of VCs and years of waiting until a live network launch. No one should be surprised then that the majority of ICO projects died. The Darwinian nature of any emerging technology is such that most will perish but the few that survive go on to create great value (spoiler alert: >90% of AI projects are going away as well).

Crypto now has decent on-boarding and good user-facing apps, and most importantly, the community has shown an uncanny ability to publicly call out nonsense and root out bad actors far better than government oversight ever has. The light of open decentralized ledgers is a particularly strong disinfectant.

Implications and predictions

So what does all this mean for the crypto community?

This new wave of decentralized capital formation will dwarf the approximately $20 billion of capital allocated in ICO 1.0 in 2017 and 2018. Over the coming years, we will see hundreds of billions in total capital formation across DeFi, NFTs, RWAs and a plethora of other crypto primitives.

M&A activity will represent a significant component of on-chain capital formation activity. Whether it is traditional businesses getting serious about crypto and buying up lost ground, like the Stripe-Bridge deal or EVM L2s joining forces as they recognize that only a handful will survive to be significant, we will see billions of dollars worth of M&A activity in the coming year.

In addition, mid-market Web2 and legacy companies will seek to reinvent their business model now that they can use token-incentivization under less hostile circumstances. We are seeing companies in energy, media, art and cellular communications get serious about token-incentivization to turn their value chain into an open marketplace, as well as rapidly acquire customers and use cheap(er) labour.

I am also optimistic that regenerative financing, blending a capitalistic mandate and philanthropic mandate, will find its place. And I am very excited about how crypto can change paradigms in bridging reasonable returns on capital with social goals in more compelling ways than we've seen to date.

I predict that we will see a range of novel ways to choose ICO participants, whether as a reward to LPs, relying on reputation based on on-chain activity or via the usage of certain proofs. The byproduct of this is that we will see better balance