He left the NYSE for SPAC riches, then pivoted to crypto just before the market peaked. Now Tom Farley’s running the crypto exchange his SPAC failed to buy, and scooping up distressed digital assets.
By Mitchell Martin, Forbes Staff
What do you do for an encore after running the New York Stock Exchange for five years? For Tom Farley, the answer is move headlong into crypto.
Last month, CoinDesk, the leading news website devoted to digital assets, disclosed that it had been purchased by crypto exchange Bullish, where Farley is currently the chief executive officer. A day later on CNBC, Farley confirmed that his budding exchange was also a potential buyer of FTX. When asked what would happen if Bullish acquired the exchange out of bankruptcy, Farley stated “I’m limited with respect to what I can say contractually. But look, we are hanging around the rim with FTX.”
Farley, who refused interview requests by Forbes, apparently prefers stealth mode when it comes to company disclosures. After leading a failed attempt to merge his Far Peak Acquisition with Bullish via a $600 million special-purpose acquisition company in 2022, Farley appeared as its CEO early in May 2023, without any public announcement. Bullish did not respond to requests for information about how and under what terms Farley was hired, but a person familiar with the situation confirmed that his employment was not publicized. He was identified in a Bullish press release as the CEO on May 2 and his LinkedIn profile shows he began that month.
The failed transaction with the Far Peak Acquisition SPAC would have provided about $840 million of new capital to the exchange and would have seen Farley become the Bullish CEO. SPAC shareholders and associated investors were to have acquired about 9% of the equity in the enlarged company though less than 3% of the voting power, so the exchange ended up with Farley but without the Far Peak cash.
Similar to FTX under Bankman-Fried, Bullish insists that it is ‘regulated and compliant.’
Two of the SPAC’s executives have also joined Bullish: David Bonanno, formerly Far Peak’s chief financial officer and now the exchange’s chief strategy officer, and Sara Stratoberdha, who had been vice president of the investment vehicle and is head of business development.
While the details of Farley’s accession to the C-suite are a mystery, the failure of his SPAC is not, says Kristi Marvin, founder of the website SpacInsider.com, referring to the hundreds of SPACs that never made acquisitions in the wake of market selloff. Another high-profile SPAC-crypto deal, which would have brought USDC stablecoin developer Circle public, was abandoned on December 5.
Despite well-regarded backers like Farley, Marvin believes that SEC Chairman Gary Gensler had it out for the transaction. “Gensler had a number of areas of focus,” she says, one of which was “the crypto market, another SPACs.”
Having landed atop of Bullish without the assistance of his SPAC, Farley has turned to promoting his fledgling exchange’s triumphs. In September, Bullish paid for a glowing profile of Farley in the Wall Street Journal, touting crypto’s future and how Bullish was leading the charge with its “by-the-book” approach.
“Driven by a firm commitment to upholding regulatory and compliance standards, Bullish aims to strengthen the integrity of the crypto market,” said the profile. “The digital asset exchange has already achieved key milestones that hint at a more mature management model for institutional crypto trading.”
Bullish claims it has executed more than $300 billion of trading volume since it began operations in November 2021 and that it “consistently ranks among the top three global exchanges by spot trading volume for bitcoin and ether,” citing data from Coin Metrics. Jamie Lovegrove, a Coin Metrics representative, added that the volume figures are reported by the exchange’s own software and not independently verified. In fact, according to CoinGecko, Bullish’s “normalized trading volume” which strips out suspected bogus wash trading endemic to crypto exchanges, was only about $40 million in the last 24 hours, versus its own reported $1.2 billion. Over the last three months, Bullish has reported average daily trading volume of more than $700 million, but CoinGecko data indicates it rarely climbs above $40 million.
Similar to FTX under Bankman-Fried, Bullish insists that it is “regulated and compliant.” Bullish, which does not operate in the U.S., is overseen by the Gibraltar Financial Services Commission. FTX was also regulated by an agency of an island nation, the Securities Commission of the Bahamas.
‘If Tom or anybody else wanted to be in this field, I would say, “Do it within the law.’”
In its Wall Street Journal paid feature story, Bullish says that unlike other digital asset exchanges it “is audited by a Big Four accounting firm, Deloitte & Touche.” On the exchange’s website under Trust & Transparency, however, there are no links to the promised audited financial statements.
The history of Bullish is brief. It was established in 2021 as a subsidiary of Block.one, a blockchain software company backed by a group of billionaire investors including PayPal cofounder Peter Thiel, hedge fund managers Alan Howard and Louis Bacon, and Hong Kong tycoon Richard Li.
Before it started operations, Bullish struck a deal for Farley’s Far Peak and others in July 2021 to invest about $840 million for 9% of the company, valuing its equity at $9 billion. The maneuver would have made going public much easier for Bullish than the traditional IPO route, which would have been more costly and required greater SEC scrutiny.
Unlike Coindesk and Binance, Bullish limits its focus to institutional investors offering about two dozen major cryptocurrencies, most of which trade only against the USDC stablecoin, its website shows. The exchange offers spot and margin trading and as of December 7 perpetual futures on bitcoin and ether. Perpetuals allow investors to take positions on future prices without having set maturity dates as do conventional commodities contracts. Farley, no doubt, hopes to benefit from SEC approval of a spot bitcoin ETF, which will presumably open the floodgates of institutions investing in digital assets.
Terms of Bullish’s CoinDesk purchase from Digital Currency Group were not announced. The Wall Street Journal reported in July that the earlier sale to an investor group led by Matthew Roszak of Tally Capitalvand Peter Vessenes of Capital6 would have been at an enterprise value of $125 million and that CoinDesk had 2022 revenue of $50 million.
In the announcement of the new transaction, Farley, 48, was quoted as saying “Bullish will immediately inject capital into several of CoinDesk’s most exciting growth initiatives, which will power the launch of new services, events and products.” The specifics were not revealed, but the company said that current CoinDesk management will be retained.
One thing Farley brings to Bullish is blue-chip credentials. The son of a prominent U.S. Court of Appeals judge, Farley attended prestigious all-boys Gonzaga College High School in Washington, D.C., where he was a star baseball player who went on to play for Georgetown. He graduated with a degree in political science in 1997. Tall, with boyish good looks, Farley spent time in investment banking, private equity and risk management before joining the Intercontinental Exchange as president of ICE Futures U.S., the commodities market formerly known as the New York Board of Trade. In May 2012, he became senior vice president for finance products at all of ICE.
When ICE purchased NYSE Euronext for $11 billion in November 2013, Farley was installed as chief operating officer of the New York Stock Exchange under CEO Duncan Niederauer. Niederauer retired six months later, and Farley replaced him with the title of president. Farley excelled as NYSE’s president, networking with CEOs, institutional investors and Wall Street titans and was a often seen at events like the World Economic Forum in Davos.
One thing that caught Farley’s eye in his time at the Big Board was crypto. On his watch, the exchange created a bitcoin index and made a private-equity investment in what was then a bitcoin wallet called Coinbase. The NYSE was one of at least 10 investors in a $75 million investment round, and ICE cashed out its stake for more than $1.2 billion in 2021.
In the spring of 2018, Farley was swept up by SPAC fever and decided to strike out on his own. He believed his SPAC would be different: If investors chose to cash out once a target was identified, as they sometimes do, his company would have a buyer lined up for the shares. Farley tapped his contact list for help on that front, he told Axios at the time: “So I made one phone call to Dan Loeb, who I’d gotten to know over the years, and asked him to provide a $400 million backstop as a partner and to provide expertise. He said yes, and here we are.”
With Loeb’s Third Point venture capital firm on board, the new Far Point Acquisition SPAC set out to raise $400 million with which to buy a fintech. Its preliminary prospectus pointed out that Farley’s background was key to a successful deal: “We believe that Mr. Farley’s extensive relationships that he developed as the leader of NYSE Group as well as his extensive experience in the Fintech sector and financial markets will allow us to identify and complete an attractive business combination.”
The road was bumpy because of the Covid-19 pandemic, but the SPAC eventually worked out. In August 2020, Far Point invested in the Swiss company Global Blue, which provides services to retailers that deal with foreign tourists, notably refunds of sales and value-added taxes for visitors to stores that operate outside duty-free zones such as airports. The SPAC and allied investors provided about $1 billion to acquire about 58 percent of Global Blue, and Farley wound up as chairman, with Global Blue CEO Jacques Stern retaining his role. After a string of losses that coincided with the pandemic, the company has been profitable in three of the past four quarters, according to YCharts, and sales in the three months through September were $123.2 million, down from $141.5 million in the third 2019 quarter but up from a mere $14.5 million as the pandemic depressed business in Q3 2020.
This gave Farley hands-on experience in leading a SPAC transaction to fruition, but he still did not have a company to run. A year after the deal closed, he was back with a new SPAC, the similarly named Far Peak Acquisition, and a new target, Bullish.
While FTX’s brand name may be of questionable value to Bullish or anyone else, the once high-flying crypto exchange has a valuable customer database estimated to be as large as 9 million. Its other assets include a trove of cryptos, which have rebounded sharply along with crypto markets. According to a recent Forbes analysis, FTX’s digital assets including solana and bitcoin, as well as other holdings, should account for most if not all of the $15 billion it owes to small customers.
One asset that had not previously shown much life since the FTX bankruptcy was its own FTT so-called loyalty token, of which the bankruptcy estate now holds about 260 million, according to data from Arkham Intelligence and Nansen. After reaching a record above $84 in September 2021 with a market value of more than $9.3 billion, FTT slid to about $25 in the days before the exchange unraveled and then plunged below $1 to close out 2022. It was still near that level in mid-August. Since the report that Bullish and other companies were looking at FTX’s assets, however, the price has jumped to almost $5, adding about $1 billion to the fallen exchange’s value.
The idea that FTX might be revived by Farley, was given a qualified blessing by, of all people, Gary Gensler. “If Tom or anybody else wanted to be in this field, I would say, ‘Do it within the law,’” the SEC chairman was quoted by CNBC as saying on November 8. “Build the trust of investors in what you’re doing and ensure that you’re doing the proper disclosures—and also that you’re not commingling all these functions, trading against your customers. Or using their crypto assets for your own purposes.”