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I don't understand what the scam is.

The structure is opaque which indicates there might be some scam but how would one know what it is?



Nebula advertises itself: "Nebula is creator-owned and operated" (implying the creators who publish). A lot of people subscribe in order to support creators, as a sort of alternative to Patreon.

This is not the case. It is owned and operated by the founders and some investors.

If someone donates believing they're supporting Extra Credits, Practical Engineering, or a similar channel, they're likely being misled about how much they're contributing to it. Indeed, they may believe they're supporting a creators' co-op, which they're clearly not. If Nebula sinks, the support is what they expected. If it swims, it's going to be a lot less.

I consider this to be tantamount of fraud. That's as much a statement about myself as about Nebula. My standards for what constitutes fraud are much lower than e.g. the FTC's. However, I (again, personally) believe that if the FTC shared my standards, the economy would be more efficient and the world would be a better place. That is a personal opinion, but researched, and based on the work of David Landes (a well-regarded economist at Harvard, who had nice work about the role of social capital in economic growth).


The accusations of it being a scam are speculative for sure, but they come from a relatable place: the inability to understand why creators would agree to take on "shadow equity" while a small handful of creators get actual real equity.

It sounds like a few creators can sell the equity that is built by many creators at any time, but that all the other creators can only realize their equity if and when the company exits.

If someone bought tickets to a steam ship that stipulated that in the event of an imminent iceberg collision, they can only get on the life-boats after a small group of people ransacked the ship and left on the first life-boat, I might assume that they'd been scammed to. But perhaps they were just desperate or didn't think icebergs were a risk. Regardless, I just know I wouldn't buy that ticket.


I can't really figure out how the stakes of your analogy are supposed to map to the Nebula situation. Nebula is a source of income. If it implodes, everyone still goes home.

And who would be buying shares if the company is sinking so badly? How does the ransacking work in the analogy, and does it even make a difference?

The part that sounds scary is that they're on the "first" life boat and everyone has to wait until "after" they're done ransacking, and that part doesn't sound like it maps to the real world at all.

But backing up to the more general sense, shadow equity is a reasonable way to do the profit sharing but you have to have real equity somewhere. Accepting that there are two tiers makes sense to me. And the reason it's a "small handful" with the realer equity is because those people either built the company or paid lots of money to the people that built the company, that's pretty fair.


It'd be pretty fair without the false advertising.

With the false advertising, it's pretty darned unfair.


I don't think the specific detail I called fair is very relevant to outsiders.


>a few creators can sell the equity that is built by many creators at any time, but that all the other creators can only realize their equity if and when the company exits.

That's misleading because an exit (i.e., a sale or an IPO) is usually the only way that owners of real equity in a startup can cash out.




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