Notes
to the Financial Statements (Unaudited)
1.
Organization
GraniteShares
Gold Trust (the “Trust”) is an investment trust formed on August 24, 2017 under New York law pursuant to a trust indenture.
The Sponsor of the Trust, GraniteShares LLC (the “Sponsor”), is responsible for, among other things, overseeing the
performance of The Bank of New York Mellon (the “Trustee”) and the Trust’s principal service providers, including
the preparation of financial statements. The Trustee is responsible for the day-to-day administration of the Trust.
The
objective of the Trust is for the value of the Shares to reflect, at any given time, the value of the assets owned by the Trust
at that time less the Trust’s accrued expenses and liabilities as of that time. The Shares are intended to constitute a
simple and cost-effective means of making an investment similar to an investment in gold.
On
February 26, 2019, the Trust announced a 10-for-1 Share split for all shareholders of record as of March 7, 2019. The ticker symbol
for the Trust did not change, and the Trust continues to trade on the NYSE Arca. The split was applied retroactively for all periods
presented, increasing the number of Shares outstanding for the Trust, and resulted in a proportionate decrease in the price per
Share and per Share information of the Trust. Therefore, the split did not change the aggregate net asset value of a shareholder’s
investment at the time of the split.
The
fiscal year end for the Trust is June 30.
Undefined
capitalized terms shall have the meaning as set forth in the Trust’s registration statement.
2.
Significant accounting policies
The
Sponsor has determined that the Trust falls within the scope of Financial Accounting Standards Board (“FASB”) Accounting
Standards Codification (“ASC”) 946, Financial Services—Investment Companies, and has concluded that for reporting
purposes, the Trust is classified as an Investment Company. The Trust is not registered as an investment company under the Investment
Company Act of 1940 and is not required to register under such act.
The
preparation of financial statements in accordance with accounting principles generally accepted in the United States of America
requires those responsible for preparing financial statements to make estimates and assumptions that affect the reported amounts
and disclosures. Actual results could differ from those estimates.
The
following is a summary of significant accounting policies followed by the Trust.
2.1
Valuation of Gold
The
Trust follows the provisions of ASC 820, Fair Value Measurements (“ASC 820”). ASC 820 provides guidance for determining
fair value and requires increased disclosure regarding the inputs to valuation techniques used to measure fair value. ASC 820
defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
Gold
is held by ICBC Standard Bank Plc (the “Custodian”), on behalf of the Trust, at the Custodian’s London, United
Kingdom vaulting premises. The cost of gold is determined according to the average cost method and the fair value is based on
the London Bullion Market Association (“LBMA”) PM Gold Price. If there is no LBMA Gold Price PM on any day, the Trustee
is authorized to use the most recently announced LBMA Gold Price AM unless the Trustee, in consultation with the Sponsor, determines
that such price is inappropriate as a basis for evaluation.
The
LBMA PM Gold Price is set using the afternoon session of the ICE Benchmark Administration equilibrium auction, an electronic,
tradable and auditable over-the-counter auction market with the ability to participate in US Dollars, Euros or British Pounds
for LBMA authorized participating gold bullion banks or market makers that establishes a reference gold price for that day’s
trading.
The
per Share amount of gold exchanged for a purchase or redemption is calculated daily by the Trustee, using the LBMA PM Gold Price
to calculate the gold amount in respect of any liabilities for which covering gold sales have not yet been made, and represents
the per Share amount of gold held by the Trust, after giving effect to its liabilities, to cover expenses and liabilities and
any losses that may have occurred.
ASC
820 establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. The three levels of inputs
are as follows:
Level
1: Unadjusted quoted prices in active markets for identical assets or liabilities that the Trust has the ability to access.
Level
2: Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability either directly
or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments
and similar data.
Level
3: Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing
the Trust’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability,
and that would be based on the best information available.
The
Trustee categorizes the Trust’s investment in gold as a level 1 asset within the ASC 820 hierarchy.
2.2
Expenses, realized gains and losses
The
Trust’s only ordinary recurring fee is expected to be the fee paid to the Sponsor, which will accrue daily at an annualized
rate equal to % of the adjusted daily net asset value of the Trust, paid monthly in arrears. Prior to October 5, 2018 the
annualized rate equaled 0.20%.
The
Sponsor has agreed to assume administrative and marketing expenses incurred by the Trust, including the Trustee’s monthly
fee and out of pocket expenses, the Custodian’s fee and the reimbursement of the Custodian’s expenses, exchange listing
fees, United States Securities and Exchange Commission (the “SEC”) registration fees, printing and mailing costs,
audit fees and certain legal expenses.
As
of September 30, 2020, the fees payable to the Sponsor were $. As of June 30, 2020, the fees payable to the Sponsor were
$.
With
respect to expenses not otherwise assumed by the Sponsor, the Trustee will, at the direction of the Sponsor or in its own discretion,
sell the Trust’s gold as necessary to pay these expenses. When selling gold to pay expenses, the Trustee will endeavor to
sell the smallest amounts of gold needed to pay these expenses in order to minimize the Trust’s holdings of assets other
than gold. Other than the Sponsor’s Fee, the Trust had no expenses during the three months ended September 30, 2020 and
2019.
Unless
otherwise directed by the Sponsor, when selling gold the Trustee will endeavor to sell at the price established by the LBMA PM
Gold Price. The Trustee will place orders with dealers (which may include the Custodian) through which the Trustee expects to
receive the most favorable price and execution of orders. The Custodian may be the purchaser of such gold only if the sale transaction
is made at the next LBMA PM Gold Price or such other publicly available price that the Sponsor deems fair, in each case as set
following the sale order. A gain or loss is recognized based on the difference between the selling price and the cost of the gold
sold. Neither the Trustee nor the Sponsor is liable for depreciation or loss incurred by reason of any sale.
Realized
gains and losses result from the transfer of gold for Share redemptions and / or to pay expenses and are recognized on a trade
date basis as the difference between the fair value and cost of gold transferred. Gain or loss on sales of gold bullion is calculated
on a trade date basis using the average cost method.
2.3.
Gold Receivable and Payable
Gold
receivable or payable represents the quantity of gold covered by contractually binding orders for the creation or redemption of
Shares respectively, where the gold has not yet been transferred to or from the Trust’s account. Generally, ownership of
the gold is transferred within two business days of the trade date.
2.4
Creations and Redemptions of Shares
The
Trust issues and redeems in one or more blocks of 50,000 Shares (a block of 50,000 Shares is called a “Basket”) only
to Authorized Participants. The creation and redemption of Baskets will only be made in exchange for the delivery to the Trust
or the distribution by the Trust of the amount of gold represented by the Baskets being created or redeemed, the amount of which
will be based on the combined Fine Ounces represented by the number of shares included in the Baskets being created or redeemed
determined on the day the order to create or redeem Baskets is properly received.
Orders
to create and redeem Baskets may be placed only by Authorized Participants. An Authorized Participant must: (1) be a registered
broker-dealer or other securities market participant, such as a bank or other financial institution, which, but for an exclusion
from registration, would be required to register as a broker-dealer to engage in securities transactions, (2) be a participant
in DTC, and (3) must have an agreement with the Custodian establishing an unallocated account in London or have an existing unallocated
account meeting the standards described herein. To become an Authorized Participant, a person must enter into an Authorized Participant
Agreement with the Sponsor and the Trustee. The Authorized Participant Agreement provides the procedures for the creation and
redemption of Baskets and for the delivery of the gold required for such creations and redemptions. The Authorized Participant
Agreement and the related procedures attached thereto may be amended by the Trustee and the Sponsor, without the consent of any
investor or Authorized Participant. A transaction fee of $500 will be assessed on all creation and redemption transactions. Multiple
Baskets may be created on the same day, provided each Basket meets the requirements described below and that the Custodian is
able to allocate gold to the Trust Allocated Account such that the Trust Unallocated Account holds no more than 430 Fine Ounces
of gold at the close of a business day.
Authorized
Participants who make deposits with the Trust in exchange for Baskets will receive no fees, commissions or other form of compensation
or inducement of any kind from either the Sponsor or the Trust, and no such person has any obligation or responsibility to the
Sponsor or the Trust to effect any sale or resale of shares.
2.5
Income Taxes
The
Trust is classified as a “grantor trust” for United States federal income tax purposes. As a result, the Trust itself
will not be subject to United States federal income tax. Instead, the Trust’s income and expenses will “flow through”
to the Shareholders, and the Trustee will report the Trust’s income, gains, losses and deductions to the Internal Revenue
Service on that basis.
The
Sponsor has evaluated whether or not there are uncertain tax positions that require financial statement recognition and has determined
that no reserves for uncertain tax positions are required as of September 30, 2020 and June 30, 2020.
The
Sponsor evaluates tax positions taken or expected to be taken in the course of preparing the Trust’s tax returns to determine
whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions
not deemed to meet that threshold would be recorded as an expense in the current year. The Trust is required to analyze all open
tax years. Open tax years are those years that are open for examination by the relevant income taxing authority. As of September
30, 2020, the 2020, 2019 and 2018 tax years remain open for examination.
2.6
Emerging Growth Company qualification
The
Trust is an “emerging growth company” as defined in the JOBS Act, and as such, is permitted to meet reduced public
company reporting requirements.
3.
Investment in gold
Changes
in ounces of gold and their respective values for the three months ended September 30, 2020.
Schedule of Investment in Gold
Amounts in 000’s of US$, except for ounces data
|
|
Ounces
|
|
|
Fair Value
|
|
Opening balance as of June 30, 2020
|
|
|
589,025.927
|
|
|
|
1,041,457
|
|
Gold bullion contributed
|
|
|
99,967.157
|
|
|
|
193,369
|
|
Gold bullion distributed
|
|
|
(4,237.473
|
)
|
|
|
(6,338
|
)
|
Change in unrealized appreciation (depreciation)
|
|
|
–
|
|
|
|
(63,577
|
)
|
Ending balance as of September 30, 2020
|
|
|
684,755.611
|
|
|
|
1,292,065
|
|
Changes
in ounces of gold and their respective values for the year ended June 30, 2020.
Amounts in 000’s of US$, except for ounces data
|
|
Ounces
|
|
|
Fair Value
|
|
Opening balance as of June 30, 2019
|
|
|
387,215.425
|
|
|
|
545,586
|
|
Gold bullion contributed
|
|
|
233,902.465
|
|
|
|
384,945
|
|
Gold bullion distributed
|
|
|
(32,091.963
|
)
|
|
|
(41,977
|
)
|
Change in unrealized appreciation (depreciation)
|
|
|
–
|
|
|
|
152,903
|
|
Ending balance as of June 30, 2020
|
|
|
589,025.927
|
|
|
|
1,041,457
|
|
4.
Related parties – Sponsor and Trustee
A
fee is paid to the Sponsor as compensation for services performed under the Trust Agreement. In exchange for the Sponsor’s
fee, the Sponsor has agreed to assume the following administrative and marketing expenses incurred by the Trust: the Trustee’s
fee and out-of-pocket expenses, the custodian’s fee and reimbursement of the custodian expenses, NYSE Arca listing fees,
SEC registration fees, printing and mailing costs, audit fees and expenses, and up to $100,000 per annum in legal fees and expenses.
The Sponsor’s fee is payable at an annualized rate of % of the Trust’s Net Asset Value, accrued on a daily basis
computed on the prior Business Day’s Net Asset Value and paid monthly in arrears. Prior to October 5, 2018, the Sponsor’s
fee was payable at an annualized rate of 0.20%.
The
Sponsor, from time to time, may temporarily waive all or a portion of the Sponsor’s Fee at its discretion for a stated period
of time. Presently, the Sponsor does not intend to waive any part of its fee.
Affiliates
of the Trustee may from time to time act as Authorized Participants or purchase or sell gold or Shares for their own account,
as agent for their customers and for accounts over which they exercise investment discretion.
5.
Concentration of risk
In
accordance with Statement of Position No. 94-6, Disclosure of Certain Significant Risks and Uncertainties, the Trust’s sole
business activity is the investment in gold bullion. Several factors could affect the price of gold: (i) global gold supply and
demand, which is influenced by such factors as forward selling by gold producers, purchases made by gold producers to unwind gold
hedge positions, central bank purchases and sales, and production and cost levels in major gold-producing countries; (ii) investors’
expectations with respect to the rate of inflation; (iii) currency exchange rates; (iv) interest rates; (v) investment and trading
activities of hedge funds and commodity funds; and (vi) global or regional political, economic or financial events and situations.
In addition, there is no assurance that gold will maintain its long-term value in terms of purchasing power in the future. In
the event that the price of gold declines, the Sponsor expects the value of an investment in the Shares to decline proportionately.
Each of these events could have a material effect on the Trust’s financial position and results of operations.
6.
Indemnification
Under
the Trust’s organizational documents, each of the Trustee (and its directors, officers, employees, shareholders, agents
and affiliates) and the Sponsor (and its members, managers, directors, officers, employees, agents and affiliates) is indemnified
against any liability, loss or expense it incurs without (i) gross negligence, bad faith, willful misconduct or willful misfeasance
on its part in connection with the performance of its obligations under the Trust Agreement or any such other agreement or any
actions taken in accordance with the provisions of the Trust Agreement or any such other agreement and (ii) reckless disregard
on its part of its obligations and duties under the Trust Agreement or any such other agreement. Such indemnity shall also include
payment from the Trust of the reasonable costs and expenses incurred by the indemnified party in investigating or defending itself
against any such loss, liability or expense or any claim therefore. In addition, the Sponsor may, in its sole discretion, undertake
any action that it may deem necessary or desirable in respect of the Trust Agreement and in such event, the reasonable legal expenses
and costs and other disbursements of any such actions shall be expenses and costs of the Trust and the Sponsor shall be entitled
to reimbursement by the Trust. The Trust’s maximum exposure under these arrangements is unknown as this would involve future
claims that may be made against the Trust that have not yet occurred.
7.
Subsequent events
Management
has evaluated the events and transactions that have occurred through the date the financial statements were issued and noted no
items requiring adjustment of the financial statements or additional disclosures.