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Tokenized real-world assets

Tessera T-Tokens (T-SpaceX, T-Kalshi, T-OpenAI)

Not approved The evidence weighs against it

Review open since 2026-10-03: Open item: Re-read the tessera-pre-ipo eligibility file: its issuer documents changed. A draft revision dated 2026-10-03 is under audit and would change the assessment. The verdict stands until the review closes.

Verdict
Not approved
The evidence weighs against it
Who can freeze it
Governed, no freeze
Withdrawals
Repayment waits on a ”Liquidity Event,” which the terms define as divestment by the issuer ”of all interests” in the investment for cash or stablecoins.
Reviewed
2026-09-23
Researched memo

Summary

Ketju does not approve Tessera T-Tokens: Tessera’s terms bar US persons, and each token is an unsecured loan to a Panama company that repays only if it sells its private-company exposure. The buyer lends stablecoins to a Panama company that Tessera Works Foundation owns, one company per token. That company buys some form of exposure to SpaceX, Kalshi or OpenAI. It owes the lenders only what it receives when it sells all of that exposure. The terms say the holder has recourse ”only to those Liquidity Event Proceeds” and no property interest in the exposure itself. The loans have no maturity, so if the company never lists or is never sold, the issuer never repays. When proceeds arrive, the holder has a 90-day window to claim. A holder who misses it loses the claim, and the issuer keeps the money. The three loan series total about $1.57 million of principal. Tessera does not publish what each issuer holds: shares, a forward contract, or a tracking instrument. Tessera also does not name the Cayman fund that the docs say holds it, or the auditor, and it has not published the Singapore legal opinion. The SpaceX series sat in the Kalshi issuer until a novation dated 27 August 2026, made effective from 1 August. Outside the US, the holder takes the credit of a single-purpose Panama company. One key can freeze any wallet, Tessera charges a 0.2% fee on every transfer, and the claim lapses if the holder misses the window.

Research

How it works

The terms, last revised 28 August 2026, name the operator as Tessera Works Foundation, a Panama foundation (folio 25063391). They say it ”does not itself borrow any Stablecoin Loans … or issue any Stablecoin Loan Tokens.” Each token has its own borrower: SPX Tessera Issuer Inc. for T-SpaceX, KLSH Tessera Issuer Inc. for T-Kalshi, OPAI Tessera Issuer Inc. for T-OpenAI, each a Panama company with its own folio number on the Disclosures page. A buyer at launch lends USDC or USDT to the issuer and gets tokens back. A later buyer on a DEX takes over that lender’s position.

The debt is limited recourse. The issuer’s obligations ”are limited to the Liquidity Event Proceeds actually received by it.” A clause bars the issuer from spending those proceeds on anything but repayment, but it ”does not confer on any User any legal, beneficial or other proprietary interest” in the proceeds, the investment, or any asset of the issuer. The docs add that the loan ”is unsecured and is not collateralised by the underlying shares.” A holder is an unsecured creditor of a single-purpose company, with no lien on what that company bought.

Size and holdings

The docs and each mint’s metadata describe a second layer. Every issuer lends on to its own segregated portfolio in a Cayman Islands segregated portfolio company. That portfolio acquires ”direct shares,” ”contracts for shares” or ”similar instruments tracking company value.” The terms, which prevail over the docs, never mention the Cayman company and say the issuer itself makes the private equity investment. Neither document names the Cayman company, says which of the three forms each portfolio holds, or shows that SpaceX, Kalshi or OpenAI consented to any transfer. OpenAI’s published policy lists ”tokenized interests in OpenAI equity or an SPV holding OpenAI equity” among the deals it does not approve. It says an unapproved transfer ”is void”; a forward contract with an employee who holds shares is a different asset from a share, and the holder cannot tell which one the issuer holds.

The proof of reserve counts assets. Chainlink feeds report units of exposure against token supply, from an auditor attestation refreshed ”approximately monthly.” Tessera does not name the auditor or publish the statements. On 23 September 2026 supply stood at 1,190 T-SpaceX, 1,558 T-Kalshi and 685 T-OpenAI. Set against the principal the Disclosures page reports (500,990, 552,500 and 518,171 USDC), each token stands for roughly $420, $355 and $757 of principal, although section 1.4 of the terms says lenders receive tokens one for one against stablecoins lent. The docs also say Tessera reinvests the proceeds of token sales ”to source additional high-demand private assets,” so money a buyer pays at an auction need not reach the portfolio behind that buyer’s token.

Withdrawals

Repayment waits on a ”Liquidity Event,” which the terms define as divestment by the issuer ”of all interests” in the investment for cash or stablecoins. An IPO alone does not trigger repayment. The lock-up must pass, and the issuer must sell everything and receive the money. Tessera then announces a Redemption Start Date, no more than 90 days after receipt. Holders burn tokens for a pro rata share of the proceeds in USDC or USDT, ”as the relevant Issuer may determine in its sole discretion.” The window closes at 10 pm Panama time on the 90th day. After that the issuer ”shall be deemed fully and irrevocably discharged,” and the unclaimed money ”is retained by the relevant Issuer.” The holder must act to redeem. A holder who keeps tokens in cold storage and misses the notice loses the claim.

SpaceX listed on Nasdaq on 12 June 2026. The Disclosures page says T-SpaceX ”has entered its redemption event cycle”, but the issuer had received no proceeds by 28 August, so Tessera has set no date. Kalshi and OpenAI are private, and nothing obliges either to list or sell. Until then a holder can sell only on a Solana DEX, mainly Meteora, where every sale pays the 0.2% transfer fee. Tessera reported $424.7 million of cumulative trading across the three markets by 13 August 2026, more than 250 times the principal lent.

Eligibility

The terms exclude the United States and US persons, China, Russia, Iran, North Korea and nine other named countries, every FATF-listed jurisdiction, and any place where Tessera would need a licence. The homepage contradicts the terms: it promises ”no geographic restrictions,” no KYC, and ”invest with as little as $1.” The tokens trade on permissionless pools, so nothing on chain enforces the exclusion. The buyer carries the burden: the buyer warrants eligibility and waives, under section 5.3, ”all rights, claims and/or causes of action” against Tessera and the issuers. Disputes go to SIAC arbitration in Singapore, with no class actions.

Who controls it

On chain, the three mints are Token-2022 tokens with a transfer fee and on-chain metadata. They have no transfer hook, permanent delegate or pause. We found a freeze authority on all three, 7n2PNcDX…, a plain single-key wallet. Tessera’s own list of authorities omits it. The docs say every privileged role sits in the Fireblocks wallet EXvTtxur…, which holds the mint authority, the metadata update authority and the power to change the transfer fee. The terms reserve Tessera’s right to blacklist any address used to access Tessera. Neither key can take tokens from a holder. A freeze or an unannounced mint, however, would affect every holder at once. Tessera can also replace the issuer: section 11.7 lets Tessera substitute any issuer by notice, and the SpaceX series has already moved once.

Comparison

Republic sells Cayman notes through Bitget. Republic’s notes and Tessera’s loans both pay on a private company’s sale or listing, and neither gives the holder any share. Republic’s notes have a named issuer, a distributor that onboards every buyer, and a calculation agent. Tessera has a permissionless pool and a foundation’s shell subsidiaries in their place. PreStocks, which Ketju does not cover, name no issuer at all. Tessera sits between them. Tessera names and registers the borrower, but it does not show what the borrower owns, who audits it, or whether the company behind the ticker recognises it.

Sources

Each claim above comes from one of these sources. Where Ketju could not verify a number, the memo states that.

The asset and the chain

This memo covers the protocol. A position also holds an asset and settles on a chain. Whichever of the three holds the most power over the position decides who can freeze it. These tables describe control and do not judge quality.

ChainVerdictFreezeWhat it can do
SolanaApproved with limits Governed, no freeze no admin key can seize funds, but stake is concentrating and the Nakamoto coefficient is below 25.
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