Sky watchers quietly got a much-needed update on the intended capital structure at Sky, and the seniority of different parties in the event of insolvency. For a given Star X, losses flow thusly (first loss at top of the list): Star X (fully liquidated) ⬇️ SKY (dilution) ⬇️ Stars Y, Z, etc (clawback of funds) ⬇️ USDS/DAI holders Notably, if SKY is diluted to $0 and the sibling Stars or stablecoin holders bear the final losses, a new supply of gov tokens is supposed to be airdropped to those stakeholders. I like this in principle, although it’s not clear what enforces the wipeout of SKY and handing the keys to creditors. This confirms my earlier intuition that Stars are exposed to the risks of their peers. What I would not have guessed, however, is positioning SKY as junior to solvent Stars. Given how Sky has consolidated the accounting of Stars to date - indicating they view 100% of those assets as owned by the parent entity - I would have presumed SKY would serve as the “preferred” and uppermost equity-like layer. This is good news for Star tokenholders and bad news for SKY tokenholders. Because of this, we need to keep an eye out for future details on enforcement of this seniority hierarchy now that it has been communicated. None of these steps happen automatically, so you’re trusting SKY holders will indeed zero themselves out and transition control of the protocol to either the surviving Stars or USDS/DAI holders. It’s also worth noting that solvent Stars don’t escape problems even if SKY is being diluted. Remember that large portions of each Star’s token must be given to Sky, which then can use it to finance expenditures or yield to stakers. This means that a solvent Star may very well have its token crash as Sky governance attempts to fill any holes from insolvent Stars. As a data point, 58% of SPK sits in the Sky treasury today. I think I understand the reasoning behind this ordering, but a lot depends on Sky governance exercising very tight risk controls over Stars (like a bank regulator over banks) since the incentive is for Stars - whose teams generally are not putting their own capital at risk - to maximize gains since their own losses are mostly limited to being unemployed. Historically, risk controls have been very loose except in the very narrow sense (underwriting a specific asset), with self-dealing consistently tolerated at both the Sky and Star levels. Assuming this forum post translates into updating the Atlas, this provides a lot of clarity (although we still need to hear about enforcement mechanisms, either legally or technically). Given the somewhat surprising ordering of the “loss waterfall” @SPGlobalRatings probably needs to review their rating (I’m not sure if it would improve or weaken the current deep-junk B- rating).
Womp womp. Negative $6.3m in the Sky Surplus Buffer. More of a Deficit Buffer, amirite? This is where we now can say with certainty that SPK (and any other Star gov tokens, if they existed yet) holds no ownership rights over this $32.1m. If they did, you’d have to deduct minority ownership. To avoid flirting with insolvency at the Sky level, all of these Stars must be subsidiaries and not independent entities. Accounting treatment will hold important signals from here on. There’s not at present a way for Sky to be solvent and SPK to have ownership rights over the treasury, unless there are some stray assets that could be sold or a capital infusion comes from somewhere. This accounting characterization is a legitimate choice, but indicates unambiguously that SPK tokenholders don’t own the $32.1m Sky is claiming as their own. Bad for SPK, good for SKY, good for system-wide solvency. But it’s a real tension - both can’t simultaneously claim to own the $32.1m. That would be a fiction. The cleanest path for Spark would probably be to get Sky to acknowledge Spark’s ownership of some of the cash in exchange for Spark to offer an explicit, formal guarantee of Sky core or other Stars’ debts. Of course, that’s likely to be unappealing to Sky for two reasons: giving away money + Spark’s guarantee wouldn’t suddenly make Sky’s assets = liabilities, which invites bad PR for a stablecoin issuer. However, if I was a Star, I would watch this very closely. At present, Stars look more and more like Morpho or Euler curators, except with their deposit base concentrated in just one entity (Sky).
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