bTokens (Backed Finance, winding down)

Research, firm shelf, model-client eligibility, and advisor selection are recorded separately. The scheduled date is the outside bound; new evidence can reopen the file sooner.

bTokens are the product Backed Finance sold before xStocks, and they are being shut. Each one is a tracker certificate, a debt note, issued by Backed Assets (JE) Limited of Jersey, the same company that issues xStocks. The note follows an ETF or a share one for one; the largest by value track the iShares Core S&P 500 fund (bCSPX, about $24 million) and a short US Treasury fund (bIB01, about $19 million). The holder owns a claim on collateral that a Swiss bank holds for that product and that a security agent can seize if the issuer fails. The holder owns no part of the fund or the company. The line has no future. Backed, now part of Kraken, said in March 2026 that bTokens ”will be gradually wound down by the end of 2026” and asked holders to swap into xStocks. The base prospectus of 8 May 2026 carries forward the public offer of xStocks only: its list of continued products starts at number 18, AAPLx, and none of the seventeen bTokens appears. The terms that govern the notes still in issue are the old final terms, the latest dated July 2025. For a US advisor the answer is no on access alone. The terms bar US persons, the issuer sells directly only to qualified professional investors, and the minimum is CHF 5,000. A holder who bought on chain can redeem only after the issuer’s own KYC. On chain, 2-of-3 multisigs own each contract and can upgrade it, and a single private key controls the sanctions list that can stop any address from sending or receiving.

Research triggers: events that reopen the assessment or shelf decision
• Backed reverses the wind-down and brings bTokens into a current prospectus
• Redemption or the xStocks swap closes before the end of 2026, or the issuer calls a product
• An implementation upgrade adds a freeze or a burn of another holder’s tokens, or the sanctions list blocks a holder
• The custodian or security agent changes, or the collateral for any product falls short

The research file

Who issues bTokens, and why they are filed apart from xStocks

The first bTokens were issued in 2023 by Backed Assets GmbH of Zug under a base prospectus of 9 May 2022; the January 2023 final terms for bCSPX name that company. On 23 February 2024 the Jersey regulator recorded its merger into Backed Assets (JE) Limited, and later final terms name the Jersey company. Backed Finance AG owns the issuer and acts as Tokenizer, the party that mints and burns. Payward, Kraken’s parent, bought Backed Finance in December 2025.

Backed’s own blog post says ”bTokens and xStocks share the same issuer, prospectus, collateral structure, and investor protections.” The issuer is the same. The prospectus is not, any longer. Section 8 of the 8 May 2026 base prospectus lists ”products, which are continued to be offered” and begins at number 18, AAPLx; numbers 1 to 17 are the bTokens (bCSPX is product 1, bIB01 product 5), and a search of the prospectus and its first supplement finds none of their names or ISINs. The terms also differ. A bToken is priced in Swiss francs with a CHF 5,000 minimum and no management fee; an xStock is priced in dollars with a $5,000 minimum and a management fee of up to 0.25% a year. bTokens live on nine EVM chains, two of them also on Solana, through their own contracts; xStocks run on eleven networks. The two lines are one issuer running two programs, so the Register files them apart.

What a holder owns

A bToken is an open-ended tracker certificate under Swiss law, issued as a ledger-based security under article 973d of the Swiss Code of Obligations. The token ledger is the record: the final terms say ”The entitlement to the securitized Securities exclusively results from the Securities Ledger.” When an investor subscribes, the issuer buys the ETF or share through its broker, Maerki Baumann & Co. or InCore Bank, and books it as collateral for that product alone. The holder has ”a sole claim to the Collateral allocated to the specific Product they are holding” and no claim on other products or on the issuer’s other assets. Security Agent Services AG holds a Swiss-law pledge over the collateral for the holders and can enforce it if the issuer defaults.

That is a secured debt claim, not ownership. The terms say holders ”are not entitled to any rights or claims to the Underlying,” with no vote and no dividend; the ETFs these notes track accumulate their income, and the stock notes fold dividends into the price. Under the SEC staff’s January 2026 statement, a third party’s note that references a security is the synthetic model. The note is not insured, and a holder depends on the custodian, the security agent and the issuer’s solvency.

Who may hold, what it costs, and how a holder gets out

The issuer sells new notes itself ”exclusively to Qualified Professional Investors.” Retail investors ”may subscribe via issuance only through an Authorized Participant.” In Switzerland the notes may go to professional investors only. US persons are barred outright. The minimum subscription is CHF 5,000, about $6,076 at the ECB rates of 23 September 2026, and each subscription or redemption carries investor fees of up to 0.5% with a floor of CHF 100. Nothing in the terms stops a retail buyer outside the barred countries from holding a note bought on a secondary market.

Redemption is for cash. A holder who has passed the issuer’s KYC places a Redemption Order at any time and is paid, less fees, by the fifth business day. The issuer may also call any product on 30 business days’ notice. During the wind-down Backed lets onboarded clients swap into the matching xStock: equities one for one, bCSPX into SPYx, and the four bond funds into TBLLx at a ratio the issuer sets. A holder with no issuer account can only sell on a decentralized venue such as CoW Swap. As trading thins toward the end of 2026, that exit narrows.

Control on chain

We read bCSPX on Ethereum, Polygon, Arbitrum, Avalanche and BNB Chain, and bIB01 on Base, on 23 September 2026. Each is an upgradeable proxy. On Ethereum the owner is a 2-of-3 Safe (0x22f2dfe8…), which can mint, pause, and change the contract through the proxy admin; separate minter and pauser multisigs hold day-to-day roles. Every transfer checks a sanctions list (0x40c57923…), and that list’s owner is a single key (0xdf900dc8…): one signature can stop any address from sending or receiving. That is a freeze. The deployed burn takes tokens only from the caller, which matches the terms: the Tokenizer may burn ”only with regard to ledger-based securities held by itself.” But the terms also say ”A future update of the smart contract functionality may introduce a freezing function and/or extend the burning function,” and the owner multisig can make that upgrade.

On Avalanche and BNB Chain the implementation has no verified source, so we could not confirm the freeze or the burn there; the pause and the upgrade are confirmed. Our reader has no endpoint for Gnosis, Fantom, Sonic, or the Solana copy of bTSLA, and the file leaves those out. Backed’s token API lists all seventeen bTokens as still trading except bMSFT.

Against xStocks and the other US-stock notes

bTokens, xStocks, Ondo Global Markets and Robinhood’s stock tokens are all notes from an offshore issuer that tracks a US share or fund, and all bar US persons. bTokens are the oldest and the smallest, about $65 million across thirteen tokens that CoinGecko lists, and the only line its own issuer is closing. The one feature that sets them apart, collateral held at Swiss banks rather than a US broker, matters less than the shrinking exit. A holder who cannot pass Backed’s KYC should expect fewer and wider quotes each month to December 2026.

Sources

The claims above trace to these. Where a number could not be independently verified, the thesis says so.

• Backed Assets (JE) Limited, Final Terms for Product Nr. 5, Backed IB01 $ Treasury Bond 0-1yr (bIB01), 11 July 2025, with the Terms and Conditions · primary · accessed 2026-09-23
  Supports: tracker certificate, collateral claim, no claim on the underlying, Qualified Professional Investors direct; retail through Authorized Participants, CHF 5,000 minimum, no management fee, investor fees, US persons barred, ledger is the record, burn limited to own holdings; future freeze, redemption T+5; issuer call, Maerki Baumann, InCore Bank, Security Agent Services AG
• Backed Assets GmbH, Final Terms dated 17 January 2023, bCSPX (MFSA filing) · primary · accessed 2026-09-23
  Supports: original issuer Backed Assets GmbH, Maerki Baumann custodian
• Backed Assets (JE) Limited, Base Prospectus dated 8 May 2026 · primary · accessed 2026-09-23
  Supports: merger with Backed Assets GmbH, 23 February 2024, continued products start at No. 18; no bToken
• Backed: The Future Is xStocks: Upgrading bTokens · primary · accessed 2026-09-23
  Supports: wind-down by end of 2026, swap and redemption paths, ETF mapping, same issuer claim
• Backed token API · primary · accessed 2026-09-23
  Supports: addresses and ISINs, bMSFT trading halted
• Backed token implementation on Ethereum (Sourcify exact match) · primary · accessed 2026-09-23
  Supports: sanctions list, pause, self-only burn, upgradeable
• SEC Divisions of Corporation Finance, Investment Management, and Trading and Markets: Statement on Tokenized Securities, January 28, 2026 · primary · accessed 2026-09-23
  Supports: synthetic model: a third party’s linked security
• Bloomberg: Kraken acquires Backed Finance · secondary · accessed 2026-09-23
  Supports: Payward acquisition, December 2025

Inherited controls

The research above describes the protocol layer. Every position also inherits the asset it holds and the chain it settles on. The most administered layer sets the position’s effective control grade; that is a control description, not a quality or suitability score.