- Nova Labs settles SEC charges for $200K, avoiding securities classification for Helium tokens.
- SEC dismisses claims of misrepresentation, clearing legal hurdles for Helium.
- Settlement provides clarity for decentralized infrastructure projects navigating U.S. regulations.
Helium, the company behind the decentralized wireless network and Nova Labs, have agreed to a $200,000 settlement with the U.S. Securities and Exchange Commission (SEC) to settle civil charges of securities fraud. Nova Labs was charged after the SEC accused it in 2025 of misleading institutional investors during a funding round conducted between late 2021 and early 2022. This round resulted in a $200 million increase in the company’s valuation, which was $1 billion.
The SEC’s complaint alleged that Nova Labs exaggerated its business relationships with big companies like Nestle, Salesforce, and Lime. According to the regulator, Nova Labs had been fooling investors by presenting these companies as active users of the company’s technology.
Allegations of Misrepresentation During Fundraising
Nevertheless, the SEC stated that it only interacted with the named companies before the Helium network’s launch in 2019 and that the interactions were narrow in focus. For instance, Nestle once invested in testing hardware components in its water delivery division in 2018 before Nova Labs started to delve into the blockchain realm. It was allegedly connected to two brief product demonstrations to a small group of employees in early 2019.
Further, the SEC mentioned that Nestle and Lime had issued cease and desist orders to Nova Labs to stop referencing them in promotional or investment materials. These developments were the basis for the SEC’s allegations that Nova Labs had deceived investors by exaggerating the commercial adoption of its technology.
Dismissal of Securities Allegations Against Helium Tokens
Under the settlement, the SEC also agreed to drop two other claims that found the Helium Network Token (HNT), Helium Mobile Token (MOBILE), and Helium IoT Token (IOT) were unregistered securities. The SEC dismissed these claims with prejudice, which means they will not be able to bring the same charges again.
This is a major development in the legal territory for the Helium ecosystem and other dapps on decentralized infrastructure networks. However, according to terms of the settlement agreement filed in the Southern District of New York, Nova Labs had not admitted to the allegations. That came after former SEC Chair Gary Gensler resigned in January 2025.
Nova Labs laid out the outcome in an official blog post, saying that the resolution determines the tokens and the hardware distribution model as not being securities as they are viewed under current regulatory interpretations. The ruling gives the growth of the Helium network and other such decentralized physical infrastructure (DePIN) initiatives legal clarity, the company said.
Nova Labs’ Response and Future Plans
The $200,000 penalty settled the SEC’s fraud and securities registration claims, but Nova Labs did not make any public comment about the fine in its statement. However, it focused on the dismissal of classifying the securities, considering it as a legal landmark for the Helium project.
Nova Labs Chief Legal Officer Sarah Aberg stated that the company has always made Helium Network data public and the settlement is the closing of a long regulatory chapter. The company is also hopeful of pushing forward its mission to expand decentralized wireless infrastructure without regulatory uncertainty.
Helium can now move back to focusing on delivering low cost, accessible and community powered connectivity. The resolution could also also be a reference point for other blockchain based infrastructure projects that are trying to navigate evolving US securities regulations.
