Key Takeaways

• The United States Securities and Exchange Commission announced a settlement against chip manufacturing company Nvidia Corporation, on May 6, 2022, for inadequate disclosures concerning the impact of cryptocurrency mining on the company’s gaming business.
• The SEC fined Nvidia US$5.5 million, alleging that in back-to-back quarters in fiscal year 2018, Nvidia failed to disclose that cryptocurrency mining was a “significant element” of its revenue growth from sales of chips designed for gaming. The SEC alleged that Nvidia knew that the increased sales were, in significant part, driven by cryptocurrency mining.
• The SEC focused on the potential harm to investors from the company’s alleged decision to withhold information that would have clearly pointed to cryptocurrency mining as the driving force behind the surge in gaming revenue.
• Nvidia’s settlement should serve as a warning to public companies that regulators are keenly focused on disclosures related to cryptocurrency markets. Reporting companies whose business activities are impacted by cryptocurrency markets or who engage in practices that help increase cryptocurrency’s availability, such as cryptocurrency mining, yield farming, and staking, should ensure that they identify and properly disclose all material risks to and impacts on their operations.

Introduction

The recent boom in cryptocurrency markets has corresponded with increased demand for semiconductors since cryptocurrency mining—the process of obtaining cryptocurrency rewards in exchange for verifying transactions on distributed ledgers—requires substantial computing power. Nvidia Corporation designs and markets graphics processing units (“GPUs”) for use in gaming, but those GPUs may also be used to provide the…