Your legal experts must be ignorant of U.S. Securities & Exchange law or simply incompetent.
A screenshot from the legal document you shared:

https://imgur.com/a/eoSkS

They confirm that BPL offers a 5% pre-tax net profit share to investors, and then go on to say that it does not constitute a security?  Just...wow.  Blockpool is receiving legal opinion on U.S. Securities law from a U.K. firm who can't spell "SEC" correctly.  Nice.