UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
10-Q
☒ |
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Quarterly Period Ended September 30, 2024 |
or
☐ |
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Transition Period from____________________to___________________ |
Commission File Number: 001-34441
abrdn
Gold ETF Trust
(Exact name of registrant as specified in
its charter)
New York |
|
26-4587209 |
(State
or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
c/o abrdn ETFs Sponsor LLC 1900
Market Street, Suite 200
Philadelphia,
PA |
|
19103 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(844)
383-7289
(Registrant’s telephone number,
including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each
exchange on which registered |
abrdn Physical Gold Shares ETF |
|
SGOL |
|
NYSE Arca |
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated
filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange
Act.
Large Accelerated
Filer |
☒ |
|
Accelerated
Filer |
☐ |
Non-Accelerated Filer |
☐ |
|
Smaller Reporting Company |
☐ |
|
|
|
Emerging Growth Company |
☐ |
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒
No
As
of November 7, 2024, abrdn Gold ETF Trust had 150,900,000 abrdn Physical Gold Shares ETF outstanding.
abrdn Gold ETF Trust
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2024
INDEX
abrdn
Gold ETF Trust
PART
I. FINANCIAL INFORMATION
Item
1. Financial Statements
Statements
of Assets and Liabilities
At
September 30, 2024 (Unaudited) and December 31, 2023
| |
September 30, 2024 | | |
December 31, 2023 | |
(Amounts in 000’s of US$, except for Share and per Share data) | |
| | | |
| | |
ASSETS | |
| | | |
| | |
Investment in gold (cost: September 30, 2024: $2,399,846; December 31, 2023: $2,207,626) | |
$ | 3,732,989 | | |
$ | 2,826,667 | |
Gold receivable | |
| 5,024 | | |
| — | |
Total assets | |
| 3,738,013 | | |
| 2,826,667 | |
| |
| | | |
| | |
LIABILITIES | |
| | | |
| | |
Fees payable to Sponsor | |
| 514 | | |
| 409 | |
Total liabilities | |
| 514 | | |
| 409 | |
| |
| | | |
| | |
NET ASSETS(1) | |
$ | 3,737,499 | | |
$ | 2,826,258 | |
See
Notes to the Financial Statements
abrdn
Gold ETF Trust
Schedules
of Investments
At
September 30, 2024 (Unaudited) and December 31, 2023
| |
September 30, 2024 | |
Description | |
oz | | |
Cost | | |
Fair Value | | |
% of Net Assets | |
Investment in gold (in 000’s of US$, except for oz and percentage data) |
Gold | |
| 1,419,414.6 | | |
$ | 2,399,846 | | |
$ | 3,732,989 | | |
| 99.88 | % |
Total investment in gold | |
| 1,419,414.6 | | |
$ | 2,399,846 | | |
$ | 3,732,989 | | |
| 99.88 | % |
Other assets less liabilities | |
| | | |
| | | |
| 4,510 | | |
| 0.12 | % |
Net Assets | |
| | | |
| | | |
$ | 3,737,499 | | |
| 100.00 | % |
| |
December 31, 2023 | |
Description | |
oz | | |
Cost | | |
Fair Value | | |
% of Net Assets | |
Investment in gold (in 000’s of US$, except for oz and percentage data) |
Gold | |
| 1,360,020.7 | | |
$ | 2,207,626 | | |
$ | 2,826,667 | | |
| 100.01 | % |
Total investment in gold | |
| 1,360,020.7 | | |
$ | 2,207,626 | | |
$ | 2,826,667 | | |
| 100.01 | % |
Less liabilities | |
| | | |
| | | |
| (409 | ) | |
| (0.01 | )% |
Net Assets | |
| | | |
| | | |
$ | 2,826,258 | | |
| 100.00 | % |
See
Notes to the Financial Statements
abrdn
Gold ETF Trust
Statements
of Operations (Unaudited)
For
the three and nine months ended September 30, 2024 and 2023
| |
Three Months
Ended September 30, 2024 | | |
Three Months
Ended September 30, 2023 | | |
Nine Months
Ended September 30, 2024 | | |
Nine Months
Ended September 30, 2023 | |
(Amounts in 000’s of US$, except for Share and
per Share data) | |
| | | |
| | | |
| | | |
| | |
EXPENSES | |
| | | |
| | | |
| | | |
| | |
Total expenses | |
| 1,475 | | |
| 1,151 | | |
| 3,975 | | |
| 3,375 | |
| |
| | | |
| | | |
| | | |
| | |
Net investment loss | |
| (1,475 | ) | |
| (1,151 | ) | |
| (3,975 | ) | |
| (3,375 | ) |
| |
| | | |
| | | |
| | | |
| | |
REALIZED AND UNREALIZED GAINS / (LOSSES) | |
| | | |
| | | |
| | | |
| | |
Realized gain on gold transferred to pay expenses | |
| 432 | | |
| 190 | | |
| 1,042 | | |
| 547 | |
Realized gain on gold distributed for the redemption of Shares | |
| 5,234 | | |
| 11,594 | | |
| 30,948 | | |
| 33,199 | |
Change in unrealized gain / (loss) on investment in gold | |
| 406,988 | | |
| (69,008 | ) | |
| 714,102 | | |
| 32,775 | |
Change in unrealized gain / (loss) on unsettled creations or redemptions | |
| — | | |
| 6 | | |
| — | | |
| 6 | |
Total gain/(loss) on investment in gold | |
| 412,654 | | |
| (57,218 | ) | |
| 746,092 | | |
| 66,527 | |
| |
| | | |
| | | |
| | | |
| | |
Change in net assets from operations | |
$ | 411,179 | | |
$ | (58,369 | ) | |
$ | 742,117 | | |
$ | 63,152 | |
| |
| | | |
| | | |
| | | |
| | |
Net increase / (decrease) in net assets per Share | |
$ | 2.84 | | |
$ | (0.40 | ) | |
$ | 5.24 | | |
$ | 0.44 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted average number of Shares | |
| 144,607,609 | | |
| 145,738,043 | | |
| 141,594,891 | | |
| 143,830,769 | |
See
Notes to the Financial Statements
abrdn
Gold ETF Trust
Statements
of Changes in Net Assets (Unaudited)
For
the three and nine months ended September 30, 2024 and 2023
| |
Three Months
Ended
September
30, 2024 | | |
Three Months
Ended
September
30, 2023 | |
(Amounts in 000’s of US$, except for Share data) | |
Shares | | |
Amount | | |
Shares | | |
Amount | |
Opening balance | |
| 141,100,000 | | |
$ | 3,142,436 | | |
| 148,500,000 | | |
$ | 2,717,858 | |
Net investment loss | |
| | | |
| (1,475 | ) | |
| | | |
| (1,151 | ) |
Realized gain on investment in gold | |
| | | |
| 5,666 | | |
| | | |
| 11,784 | |
Change in unrealized gain/(loss) on investment in gold | |
| | | |
| 406,988 | | |
| | | |
| (69,008 | ) |
Change in unrealized gain/(loss) on unsettled creations or redemptions | |
| | | |
| — | | |
| | | |
| 6 | |
Creations | |
| 8,400,000 | | |
| 200,235 | | |
| — | | |
| — | |
Redemptions | |
| (700,000 | ) | |
| (16,351 | ) | |
| (4,200,000 | ) | |
| (77,268 | ) |
Closing balance | |
| 148,800,000 | | |
$ | 3,737,499 | | |
| 144,300,000 | | |
$ | 2,582,221 | |
| |
Nine Months
Ended
September 30, 2024 | | |
Nine Months
Ended
September 30, 2023 | |
(Amounts in 000’s of US$, except for Share data) | |
Shares | | |
Amount | | |
Shares | | |
Amount | |
Opening balance | |
| 142,200,000 | | |
$ | 2,826,258 | | |
| 140,600,000 | | |
$ | 2,442,783 | |
Net investment loss | |
| | | |
| (3,975 | ) | |
| | | |
| (3,375 | ) |
Realized gain on investment in gold | |
| | | |
| 31,990 | | |
| | | |
| 33,746 | |
Change in unrealized gain on investment in gold | |
| | | |
| 714,102 | | |
| | | |
| 32,775 | |
Change in unrealized gain on investment on unsettled creations or redemptions | |
| | | |
| — | | |
| | | |
| 6 | |
Creations | |
| 13,200,000 | | |
| 302,940 | | |
| 15,300,000 | | |
| 287,986 | |
Redemptions | |
| (6,600,000 | ) | |
| (133,816 | ) | |
| (11,600,000 | ) | |
| (211,700 | ) |
Closing balance | |
| 148,800,000 | | |
$ | 3,737,499 | | |
| 144,300,000 | | |
$ | 2,582,221 | |
See
Notes to the Financial Statements
abrdn
Gold ETF Trust
Financial
Highlights (Unaudited)
For
the three and nine months ended September 30, 2024 and 2023
| |
Three Months
Ended September 30, 2024 | | |
Three Months
Ended September 30, 2023 | | |
Nine Months
Ended September 30, 2024 | | |
Nine Months
Ended September 30, 2023 | |
Per Share Performance (for a Share outstanding throughout the entire period) | |
| | | |
| | | |
| | | |
| | |
Net asset value per Share at beginning of period | |
$ | 22.27 | | |
$ | 18.30 | | |
$ | 19.88 | | |
$ | 17.37 | |
Income from investment operations: | |
| | | |
| | | |
| | | |
| | |
Net investment loss | |
| (0.01 | ) | |
| (0.01 | ) | |
| (0.03 | ) | |
| (0.02 | ) |
Total realized and unrealized gains or losses on investment in gold | |
| 2.86 | | |
| (0.40 | ) | |
| 5.27 | | |
| 0.54 | |
| |
| | | |
| | | |
| | | |
| | |
Net asset value per Share at end of period | |
$ | 25.12 | | |
$ | 17.89 | | |
$ | 25.12 | | |
$ | 17.89 | |
| |
| | | |
| | | |
| | | |
| | |
Weighted average number of Shares | |
| 144,607,609 | | |
| 145,738,043 | | |
| 141,594,891 | | |
| 143,830,769 | |
| |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Net investment loss ratio(1) | |
| (0.17 | )% | |
| (0.17 | )% | |
| (0.17 | )% | |
| (0.17 | )% |
| |
| | | |
| | | |
| | | |
| | |
Total return, net asset value(2) | |
| 12.80 | % | |
| (2.24 | )% | |
| 26.36 | % | |
| 2.99 | % |
See
Notes to the Financial Statements
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
1. Organization
The abrdn Gold ETF Trust (the
“Trust”) is a common law trust formed on September 1, 2009 under New York law pursuant to a depositary trust
agreement (the “Trust Agreement”) executed by abrdn ETFs Sponsor LLC (the “Sponsor”) and The Bank
of New York Mellon as Trustee (the “Trustee”). The Trust holds gold and issues abrdn Physical
Gold Shares ETF (“Shares”) in minimum blocks of 100,000 Shares (also referred to as “Baskets”) in
exchange for deposits of gold and distributes gold in connection with the redemption of Baskets. Shares represent
units of fractional undivided beneficial interest in and ownership of the Trust which are issued by the Trust. The Sponsor is a
Delaware limited liability company and a wholly-owned subsidiary of abrdn Inc., which is a wholly-owned indirect subsidiary of
abrdn plc. The Trust is governed by the Trust Agreement.
The investment objective of the Trust is
for the Shares to reflect the performance of the price of physical gold, less the Trust’s
expenses. The Trust is designed to provide an individual owner of beneficial interests in the Shares (a “Shareholder”)
an opportunity to participate in the gold market through an investment in securities. The fiscal year end for the Trust is
December 31.
The accompanying financial statements were prepared in accordance
with the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial
information and with the instructions for Form 10-Q. In the opinion of the Trust’s management, all adjustments (which consist of
normal recurring adjustments) necessary to present fairly the financial position and results of operations as of and for the three
and nine months ended September 30, 2024, and for all periods presented have been made.
These financial statements should be read in conjunction with
the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The results of operations for the three and
nine months ended September 30, 2024 are not necessarily indicative of the operating results for the full year.
2. Significant Accounting Policies
The preparation of financial statements in accordance with U.S.
GAAP 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. Basis of Accounting
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.
2.2. Valuation of Gold
The Trust follows the provisions of ASC 820, Fair Value Measurement
(“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.
Effective May 23, 2024, the Trustee, at the direction of the
Sponsor, entered into an Allocated Account Agreement and Unallocated Account Agreement with ICBC Standard Bank Plc (“ICBC”),
providing for the custody of the Trust’s gold. Effective August 8, 2024, JPMorgan Chase Bank N.A. no longer serves as a custodian of the Trust’s gold. At September 30, 2024, all of the Trust’s gold was held at ICBC.
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
The Trust’s gold is recorded at fair value. 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”)
Gold Price PM. Realized gains and losses on transfers of gold, or gold distributed for the redemption of Shares, are calculated
on a trade date basis as the difference between the fair value and average cost of gold transferred.
The LBMA Gold Price PM is set using the afternoon session
of the ICE Benchmark Administration (“IBA”) 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.
Once the value of gold has been determined, the net
asset value (the “NAV”) is computed by the Trustee by deducting all accrued fees, expenses and other liabilities of
the Trust, including the remuneration due to the Sponsor (the “Sponsor’s Fee”), from the fair value of the gold
and all other assets held by the Trust.
The Trust recognizes changes in fair value of the investment
in gold as changes in unrealized gains or losses on investment in gold through the Statement of Operations.
The per Share amount of gold exchanged for a purchase or
redemption is calculated daily by the Trustee using the LBMA Gold Price PM 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.
Fair Value Hierarchy
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.
To the extent that valuation is based on models or inputs that
are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree
of judgment exercised in determining fair value is greatest for instruments categorized in level 3.
The inputs used to measure fair value may fall into different
levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which
the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair
value measurement in its entirety.
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
The Trust’s investment in gold is classified as a
level 1 asset, as its value is calculated using unadjusted quoted prices from primary market sources.
The categorization of the Trust’s assets is as shown below:
(Amounts in 000’s of US$) | |
September
30, 2024 | | |
December
31, 2023 | |
Level 1 | |
| | | |
| | |
Investment in gold | |
$ | 3,732,989 | | |
$ | 2,826,667 | |
There
were no transfers between levels during the nine months ended September 30, 2024 or the year ended December 31, 2023.
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 gold is transferred within one business day of
the trade date. At September 30, 2024, the Trust had $5,023,509 of gold receivable for the creation of Shares and no
gold payable for the redemption of Shares. At December 31, 2023, the Trust had no gold receivable or payable for
the creation or redemption of Shares.
2.4. Creations and Redemptions
of Shares
The Trust expects to create and redeem Shares from time to time,
but only in one or more Baskets (a Basket equals a block of 100,000 Shares). The Trust issues Shares in Baskets to Authorized
Participants on an ongoing basis. Individual investors cannot purchase or redeem Shares in direct transactions with the Trust.
An Authorized Participant is a person who (1) is a registered broker-dealer or other securities market participant such as a bank
or other financial institution which is not required to register as a broker-dealer to engage in securities transactions; (2) is
a participant in The Depository Trust Company; (3) has entered into an Authorized Participant Agreement with the Trustee and the
Sponsor; and (4) has established an Authorized Participant Unallocated Account with the Trust’s Custodian or other gold
bullion clearing bank. An Authorized Participant Agreement is an agreement entered into by each Authorized Participant, the Sponsor
and the Trustee which provides the procedures for the creation and redemption of Baskets and for the delivery of the gold required
for such creations and redemptions. An Authorized Participant Unallocated Account is an unallocated gold account established with the Custodian or a gold bullion clearing bank by an Authorized Participant.
The creation and redemption of Baskets is only 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 is based on the combined NAV of 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.
Authorized Participants may, on any business day, place an order
with the Trustee to create or redeem one or more Baskets. Effective May 28, 2024, the settlement period for Shares is one business
day. Prior to May 28, 2024, the standard settlement period for Shares was two business days. In the event of a trade date at period
end, where a settlement is pending, a respective account receivable and/or payable will be recorded. When gold is exchanged
in settlement of a redemption, it is considered a sale of gold for financial statement purposes.
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
The amount of gold represented by the Baskets created or
redeemed can only be settled to the nearest 1/1000th of an ounce. As a result, the value attributed to the creation or redemption
of Shares may differ from the value of gold to be delivered or distributed by the Trust. In order to ensure that the
correct amount of gold is available at all times to back the Shares, the Sponsor accepts an adjustment to its Sponsor
Fee in the event of any shortfall or excess on each transaction. For each transaction, this amount is not more than 1/1000th
of an ounce of gold.
As the Shares of the Trust are subject to redemption at the
option of Authorized Participants, the Trust has classified the outstanding Shares as Net Assets. Changes in the number of Shares
outstanding are presented in the Statement of Changes in Net Assets.
2.5. Income Taxes
The Trust is classified as a “grantor trust” for
U.S. federal income tax purposes. As a result, the Trust itself will not be subject to U.S. federal income tax. Instead, the Trust’s
income and expenses will “flow through” to the Shareholders, and the Trustee will report the Trust’s proceeds,
income, deductions, gains, and losses 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, 2024 or December 31, 2023.
2.6. Investment in Gold
Changes in ounces of gold and their respective values for
the three and nine months ended September 30, 2024 and 2023 are set out below:
| |
Three Months
Ended September 30, 2024 | | |
Three Months
Ended September 30, 2023 | |
(Amounts in 000’s of US$, except for ounces data) | |
| | | |
| | |
Ounces of gold | |
| | | |
| | |
Opening balance | |
| 1,348,352.3 | | |
| 1,421,487.7 | |
Creations | |
| 78,330.1 | | |
| — | |
Redemptions | |
| (6,686.7 | ) | |
| (38,278.6 | ) |
Transfers of gold to pay expenses | |
| (581.1 | ) | |
| (604.6 | ) |
Closing balance | |
| 1,419,414.6 | | |
| 1,382,604.5 | |
| |
| | | |
| | |
Investment in gold | |
| | | |
| | |
Opening balance | |
$ | 3,142,874 | | |
$ | 2,718,240 | |
Creations | |
| 195,211 | | |
| — | |
Redemptions | |
| (16,351 | ) | |
| (73,689 | ) |
Realized gain on gold distributed for the redemption of Shares | |
| 5,234 | | |
| 11,594 | |
Transfers of gold to pay expenses | |
| (1,399 | ) | |
| (1,171 | ) |
Realized gain on gold transferred to pay expenses | |
| 432 | | |
| 190 | |
Change in unrealized gain / (loss) on investment in gold | |
| 406,988 | | |
| (69,008 | ) |
Change in unrealized gain / (loss) on unsettled creations or redemptions | |
| — | | |
| 6 | |
Closing balance | |
$ | 3,732,989 | | |
$ | 2,586,162 | |
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
| |
Nine Months Ended September 30, 2024 | | |
Nine Months Ended September 30, 2023 | |
(Amounts in 000’s of US$, except for ounces data) | |
| | | |
| | |
Ounces of gold | |
| | | |
| | |
Opening balance | |
| 1,360,020.7 | | |
| 1,338,383.1 | |
Creations | |
| 124,211.0 | | |
| 155,120.2 | |
Redemptions | |
| (63,094.9 | ) | |
| (109,149.1 | ) |
Transfers of gold to pay expenses | |
| (1,722.2 | ) | |
| (1,749.7 | ) |
Closing balance | |
| 1,419,414.6 | | |
| 1,382,604.5 | |
| |
| | | |
| | |
Investment in gold | |
| | | |
| | |
Opening balance | |
$ | 2,826,667 | | |
$ | 2,427,492 | |
Creations | |
| 297,916 | | |
| 303,623 | |
Redemptions | |
| (133,816 | ) | |
| (208,121 | ) |
Realized gain on gold distributed for the redemption of Shares | |
| 30,948 | | |
| 33,199 | |
Transfers of gold to pay expenses | |
| (3,870 | ) | |
| (3,359 | ) |
Realized gain on gold transferred to pay expenses | |
| 1,042 | | |
| 547 | |
Change in unrealized gain on investment in gold | |
| 714,102 | | |
| 32,775 | |
Change in unrealized gain on unsettled creations or redemptions | |
| — | | |
| 6 | |
Closing balance | |
$ | 3,732,989 | | |
$ | 2,586,162 | |
2.7. Expenses
/ Realized Gains / Losses
The primary expense of the Trust is the Sponsor’s Fee, which is paid by the Trust through in-kind transfers of gold to the
Sponsor.
The Trust will transfer gold to the Sponsor to pay the
Sponsor’s Fee that accrues daily at an annualized rate equal to of the adjusted daily net asset value (“ANAV”)
of the Trust, paid monthly in arrears.
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 up to per annum in legal expenses.
For the three months ended September 30, 2024 and
2023, the Sponsor's Fee was and , respectively. For the nine months ended September 30, 2024 and
2023, the Sponsor's Fee was and , respectively.
At September 30, 2024 and at December 31, 2023, the fees
payable to the Sponsor were and , respectively.
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
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 and nine months ended September 30, 2024 and 2023.
Unless otherwise directed by the Sponsor, when selling gold
the Trustee will endeavor to sell at the price established by the LBMA Gold Price PM. 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 Gold Price PM 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 average 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
average cost of gold transferred.
2.8. Subsequent Events
In accordance with the
provisions set forth in FASB ASC 855-10, Subsequent Events, the Trust’s management has evaluated the possibility of
subsequent events impacting the Trust’s financial statements through the filing date. During this period, the following
material subsequent events were identified.
Effective November 12, 2024, immediately following the filing of this report, Brian Kordeck resigned as Treasurer and Chief Financial
Officer of the Sponsor. Mr. Kordeck had served as Principal Financial Officer of the Registrant. Effective November 12, 2024, Sharon Ferrari
was appointed Treasurer and Chief Financial Officer of the Sponsor. Ms. Ferrari will serve as Principal Financial Officer of the Registrant.
3. Related Parties
The Sponsor and the Trustee are considered to be related parties
to the Trust. The Trustee and the Custodian and their affiliates may from time to time act as Authorized Participants and purchase
or sell Shares for their own account, as agent for their customers and for accounts over which they exercise investment discretion.
In addition, the Trustee and the Custodian and their affiliates may from time to time purchase or sell gold directly, for
their own account, as agent for their customers and for accounts over which they exercise investment discretion. The Trustee’s
and Custodian’s fees are paid by the Sponsor and are not separate expenses of the Trust.
4. Concentration of Risk
The Trust’s sole business activity is the investment in gold,
and substantially all the Trust’s assets are holdings of gold, which creates a concentration of risk associated with
fluctuations in the price of gold. Several factors could affect the price of gold, including: (i) global gold supply and demand,
which is influenced by factors such 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 global 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.
abrdn Gold ETF Trust
Notes to the Financial Statements (Unaudited)
5. Indemnification
Under the Trust’s organizational documents, the Trustee
(and its directors, employees and agents) and the Sponsor (and its members, managers, directors, officers, employees and affiliates)
are indemnified by the Trust against any liability, cost or expense it incurs without gross negligence, bad faith, willful misconduct
or willful malfeasance on its part and without reckless disregard on its part of its obligations and duties under the Trust’s
organizational documents. 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.
abrdn
Gold ETF Trust
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
This
information should be read in conjunction with the financial statements and notes to the financial statements included in Item
1 of Part 1 of this Form 10-Q. The discussion and analysis that follows may contain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended,
and within the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements may relate to the
Trust’s financial condition, operations, future performance and business. These statements can be identified by the use
of the words “may”, “should”, “expect”, “plan”, “anticipate”, “believe”,
“estimate”, “predict”, “potential” or similar words and phrases. These statements are based
upon certain assumptions and analyses the Sponsor has made based on its perception of historical trends, current conditions and
expected future developments. Neither the Trust nor the Sponsor is under a duty to update any of the forward-looking statements,
to conform such statements to actual results or to reflect a change in management’s expectations or predictions.
Introduction
The
Trust is a common law trust, formed under the laws of the state of New York on September 1, 2009. The Trust is not managed
like a corporation or an active investment vehicle. It does not have any officers, directors, or employees and is administered
by the Trustee pursuant to the Trust Agreement. 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. It does not hold or trade in commodity futures contracts, nor is it
a commodity pool, or subject to regulation as a commodity pool operator or a commodity trading adviser in connection with issuing
Shares.
The
Trust holds gold and is expected to issue Baskets in exchange for deposits of gold and to distribute gold in connection
with redemptions of Baskets. Shares issued by the Trust represent units of undivided beneficial interest in and ownership of the
Trust. The investment objective of the Trust is for the Shares to reflect the performance of the price of physical gold,
less the Trust’s expenses. The Sponsor believes that, for many investors, the Shares will represent a cost effective
investment relative to traditional means of investing in gold.
The
Trust issues and redeems Shares only with Authorized Participants in exchange for gold and only in aggregations of 100,000
Shares or integral multiples thereof. A list of current Authorized Participants is available from the Sponsor or the Trustee.
Shares
of the Trust trade on the New York Stock Exchange (the “NYSE”) Arca under the symbol “SGOL”.
Valuation
of Gold and Computation of Net Asset Value
On
each day that the NYSE Arca is open for regular trading, as promptly as practicable after 4:00 p.m. New York time on such day
(the “Evaluation Time”), the Trustee evaluates the gold held by the Trust and determines the NAV of the Trust.
At
the Evaluation Time, the Trustee values the Trust’s gold on the basis of that day’s LBMA Gold Price PM (the USD price
of a troy ounce of gold as determined by ICE Benchmark Administration, the third party administrator of the London gold price
selected by the LBMA, or any successor administrator of the London gold price, at or about 3:00 p.m. London time, on each London
business day and disseminated electronically by IBA to selected major market data vendors, such as Refinitiv and Bloomberg). If
no LBMA Gold Price PM is made on such day or has not been announced by the Evaluation Time, such day's LBMA Gold Price AM (the
price of a troy ounce of gold as determined by ICE Benchmark Administration, the third party administrator of the London gold
price selected by the LBMA, or any successor administrator of the London gold price, at or about 10:30 a.m. London time on each
London business day and disseminated electronically by IBA to selected major market data vendors, such as Refinitiv and Bloomberg)
will be used, unless the Sponsor determines that such price is inappropriate as a basis for evaluation. In the event the Sponsor
determines that the LBMA Gold Price PM, the LBMA Gold Price AM or such other publicly available price as the Sponsor may deem
fairly represents the commercial value of the Trust’s gold is not an appropriate basis for evaluation of the Trust’s
gold, it shall identify an alternative basis for such evaluation to be employed by the Trustee. Neither the Trustee nor the Sponsor
shall be liable to any person for the determination that the LBMA Gold Price PM, the LBMA Gold Price AM or such other publicly
available price is not appropriate as a basis for evaluation of the Trust’s gold or for any determination as to the alternative
basis for such evaluation provided that such determination is made in good faith.
Once
the value of the gold has been determined, the Trustee subtracts all estimated accrued but unpaid fees (other than the fees
accruing for such day on which the valuation takes place that are computed by reference to the value of the Trust or its assets),
expenses and other liabilities of the Trust from the total value of the gold and all other assets of the Trust (other than
any amounts credited to the Trust’s reserve account, if established). The resulting figure is the adjusted net asset value
(the “ANAV”) of the Trust. The ANAV of the Trust is used to compute the Sponsor’s Fee.
All
fees accruing for the day on which the valuation takes place that are computed by reference to the value of the Trust or its assets
are calculated using the ANAV calculated for such day. The Trustee subtracts from the ANAV the amount of accrued fees so computed
for such day and the resulting figure is the NAV of the Trust. The Trustee also determines the NAV per Share by dividing the NAV
of the Trust by the number of the Shares outstanding as of the close of trading on the NYSE Arca (which includes the net number
of any Shares created or redeemed on such evaluation day).
Any
estimate of the accrued but unpaid fees, expenses and liabilities of the Trust for purposes of computing the NAV of the Trust
and ANAV made by the Trustee in good faith shall be conclusive upon all persons interested in the Trust and no revision or correction
in any computation made under the Trust Agreement will be required by reason of any difference in amounts estimated from those
actually paid.
The
NAV of the Trust is obtained by subtracting the Trust’s liabilities on any day from the value of the gold owned and receivable
by the Trust on that day; the NAV per Share is obtained by dividing the NAV of the Trust on a given day by the number of Shares
outstanding on that day.
The
Quarter Ended September 30, 2024
The
Trust’s NAV increased from $3,142,436,160 at June 30, 2024 to $3,737,499,398 at September 30, 2024, an 18.94% increase for
the quarter. The change in the Trust’s NAV resulted from an increase in the price per ounce of gold, which rose 12.83% from
$2,330.90 at June 30, 2024 to $2,629.95 at September 30, 2024, and an increase in outstanding Shares, which rose from 141,100,000
at June 30, 2024 to 148,800,000 at September 30, 2024 as a result of 8,400,000 Shares (84 Baskets) being created and 700,000 Shares
(7 Baskets) being redeemed during the quarter.
The
NAV per Share increased 12.80% from $22.27 at June 30, 2024 to $25.12 at September 30, 2024. The Trust’s NAV per Share increased
slightly less than the price per ounce of gold on a percentage basis due to the Sponsor’s Fee, which was $1,475,220
for the quarter, or 0.17% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $25.44 at September 26, 2024 was the highest during the quarter, compared with a low of $22.25 at July 1, 2024.
The
increase in net assets from operations for the quarter ended September 30, 2024 was $411,179,285 resulting from a realized gain
of $431,735 on the transfer of gold to pay expenses, a realized gain of $5,234,144 on gold distributed for the redemption of Shares,
and a change in unrealized gain on investment in gold of $406,988,626, offset by the Sponsor’s Fee of $1,475,220.
Other than the Sponsor’s Fee, the Trust had no expenses during the quarter ended September 30, 2024.
The
Nine Months Ended September 30, 2024
The
Trust’s NAV increased from $2,826,258,485 at December 31, 2023 to $3,737,499,398 at September 30, 2024, an 32.24% increase
for the period. The change in the Trust’s NAV resulted from an increase in the price per ounce of gold, which rose 26.54%
from $2,078.40 at December 31, 2023 to $2,629.95 at September 30, 2024, and an increase in outstanding Shares, which rose from
142,200,000 at December 31, 2023 to 148,800,000 at September 30, 2024 as a result of 13,200,000 Shares (132 Baskets) being created
and 6,600,000 Shares (66 Baskets) being redeemed during the period.
The
NAV per Share increased 26.36% from $19.88 at December 31, 2023 to $25.12 at September 30, 2024. The Trust’s NAV per Share
increased slightly less than the price per ounce of gold on a percentage basis due to the Sponsor’s Fee, which was $3,975,629
for the period, or 0.17% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $25.44 at September 26, 2024 was the highest during the period, compared with a low of $18.98 at February 14,
2024.
The
increase in net assets from operations for the period ended September 30, 2024 was $742,116,835, resulting from a realized gain
of $1,041,828 on the transfer of gold to pay expenses, a realized gain of $30,948,473 on gold distributed for the redemption of
Shares and a change in unrealized gain on investment in gold of $714,102,163, offset by the Sponsor’s Fee of $3,975,629.
Other than the Sponsor’s Fee, the Trust had no expenses during the period ended September 30, 2024.
Liquidity
& Capital Resources
The
Trust is not aware of any trends, demands, commitments, events or uncertainties that are reasonably likely to result in material
changes to its liquidity needs. In exchange for the Sponsor’s Fee, the Sponsor has agreed to assume most of the expenses
incurred by the Trust. As a result, the only ordinary expense of the Trust during the period covered by this report was the Sponsor’s
Fee.
The
Trustee will, at the direction of the Sponsor or in its own discretion, sell the Trust’s gold as necessary to
pay the Trust’s expenses not otherwise assumed by the Sponsor. The Trustee will not sell gold to pay the Sponsor’s
Fee but will pay the Sponsor’s Fee through in-kind transfers of gold to the Sponsor. At September 30, 2024, the
Trust did not have any cash balances.
Off-Balance
Sheet Arrangements
The
Trust has no off-balance sheet arrangements.
Critical
Accounting Policies
The
financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United
States of America. The preparation of these financial statements relies on estimates and assumptions that impact the Trust’s
financial position and results of operations. These estimates and assumptions affect the Trust’s application of accounting
policies. Refer to Note 2 to the Financial Statements for further information on accounting policies.
Item
3. Quantitative and Qualitative Disclosures About Market Risk
Not
applicable.
Item
4. Controls and Procedures
The
Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its
reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized
and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and
communicated to the Chief Executive Officer and Chief Financial Officer of the Sponsor, and to the audit committee, as appropriate,
to allow timely decisions regarding required disclosure.
Under
the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer of the Sponsor, the
Sponsor conducted an evaluation of the Trust’s disclosure controls and procedures, as defined under Exchange Act Rules 13a-15(e)
and 15d-15(e). Based on this evaluation, the Chief Executive Officer and the Chief Financial Officer of the Sponsor concluded
that, as of September 30, 2024, the Trust’s disclosure controls and procedures were effective.
There
have been no changes in the Trust’s or Sponsor’s internal control over financial reporting during the quarter ended September
30, 2024 that have materially affected, or are reasonably likely to materially affect, the Trust’s or Sponsor’s internal
control over financial reporting.
PART
II. OTHER INFORMATION
Item
1. Legal Proceedings
None.
Item
1A. Risk Factors
There
have been no material changes to the risk factors previously disclosed in the Trust’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2023.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
Item
2(a). None.
Item
2(b). Not applicable.
Item
2(c). For the three months ended September 30, 2024:
84
Baskets were created.
7
Baskets were redeemed.
Period | |
Total
Baskets
Redeemed
| |
Total
Shares
Redeemed | |
Average ounces of
gold per Share |
|
July 2024 | |
| 3 | |
| 300,000 | |
| 0.0096 | |
August 2024 | |
| — | |
| — | |
| — | |
September 2024 | |
| 4 | |
| 400,000 | |
| 0.0096 | |
| |
| 7 | |
| 700,000 | |
| 0.0096 | |
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
applicable.
Item
5. Other Information
No
officers or directors of the Trust have adopted, modified or terminated trading plans under either a Rule 10b5-1 or non-Rule 10b5-1
trading arrangement for the three months ended September 30, 2024.
Item
6. Exhibits
|
|
31.1 |
Chief
Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 |
Chief
Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1 |
Chief
Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002. |
32.2 |
Chief
Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002. |
101 |
The following
financial statements from the Trust’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted
in Inline XBRL: (i) Statements of Assets and Liabilities, (ii) Statements of Operations, (iii) Statements of Changes in Net
Assets, and (iv) Notes to the Financial Statements. |
101.SCH |
Inline
XBRL Taxonomy Extension Schema Document |
101.CAL |
Inline
XBRL Taxonomy Extension Calculation Document |
101.DEF |
Inline
XBRL Taxonomy Extension Definitions Document |
101.LAB |
Inline
XBRL Taxonomy Extension Labels Document |
101.PRE |
Inline
XBRL Taxonomy Extension Presentation Document |
104 |
The
cover page from the Trust’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in
Inline XBRL (included as Exhibit 101). |
abrdn
Gold ETF Trust
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned in the capacities thereunto duly authorized.
|
abrdn
ETFs Sponsor LLC |
|
|
Date:
November 12, 2024 |
/s/
Steven Dunn * |
|
Steven
Dunn ** |
|
President
and Chief Executive Officer |
|
(Principal
Executive Officer) |
|
|
Date:
November 12, 2024 |
/s/
Brian Kordeck * |
|
Brian
Kordeck ** |
|
Chief
Financial Officer and Treasurer |
|
(Principal
Financial Officer and Principal Accounting Officer) |
|
|
* |
The
originally executed copy of this Certification will be maintained at the Sponsor’s offices and will be made available
for inspection upon request.
|
** |
The
Registrant is a trust and the persons are signing in their capacities as officers of abrdn ETFs Sponsor LLC, the Sponsor of
the Registrant. |
|
|
|
|
1. I have reviewed this Report on Form 10-Q of
abrdn Gold ETF Trust;
2. Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements,
and other financial information included in this report, fairly present in all material respects the financial condition, results of operations
and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer
and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant
and have:
(a) Designed such disclosure controls and procedures,
or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to
the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) Designed such internal control over financial
reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s
disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the
registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the
registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer
and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors
and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material
weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the
registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves
management or other employees who have a significant role in the registrant’s internal control over financial reporting.
1. I have reviewed this Report on Form 10-Q of
abrdn Gold ETF Trust;
2. Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements,
and other financial information included in this report, fairly present in all material respects the financial condition, results of operations
and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer
and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant
and have:
(a) Designed such disclosure controls and procedures,
or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to
the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
(b) Designed such internal control over financial
reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s
disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the
registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the
registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially
affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer
and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors
and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material
weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the
registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves
management or other employees who have a significant role in the registrant’s internal control over financial reporting.
In connection with the Quarterly Report of abrdn
Gold ETF Trust (the “Registrant”) on Form 10-Q for the quarter ended September 30, 2024 as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements
of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Report fairly
presents, in all material respects, the financial condition and results of operations of the Registrant.
In connection with the Quarterly Report of abrdn
Gold ETF Trust (the “Registrant”) on Form 10-Q for the quarter ended September 30, 2024 as filed with the Securities and Exchange
Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements
of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Report fairly
presents, in all material respects, the financial condition and results of operations of the Registrant.
Significant Accounting Policies (Policies)
|
9 Months Ended |
Sep. 30, 2024 |
Accounting Policies [Abstract] |
|
Basis of Accounting |
2.1. Basis of Accounting
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.
|
Valuation of Gold |
2.2. Valuation of Gold
The Trust follows the provisions of ASC 820, Fair Value Measurement
(“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.
Effective May 23, 2024, the Trustee, at the direction of the
Sponsor, entered into an Allocated Account Agreement and Unallocated Account Agreement with ICBC Standard Bank Plc (“ICBC”),
providing for the custody of the Trust’s gold. Effective August 8, 2024, JPMorgan Chase Bank N.A. no longer serves as a custodian of the Trust’s gold. At September 30, 2024, all of the Trust’s gold was held at ICBC.
The Trust’s gold is recorded at fair value. 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”)
Gold Price PM. Realized gains and losses on transfers of gold, or gold distributed for the redemption of Shares, are calculated
on a trade date basis as the difference between the fair value and average cost of gold transferred.
The LBMA Gold Price PM is set using the afternoon session
of the ICE Benchmark Administration (“IBA”) 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.
Once the value of gold has been determined, the net
asset value (the “NAV”) is computed by the Trustee by deducting all accrued fees, expenses and other liabilities of
the Trust, including the remuneration due to the Sponsor (the “Sponsor’s Fee”), from the fair value of the gold
and all other assets held by the Trust.
The Trust recognizes changes in fair value of the investment
in gold as changes in unrealized gains or losses on investment in gold through the Statement of Operations.
The per Share amount of gold exchanged for a purchase or
redemption is calculated daily by the Trustee using the LBMA Gold Price PM 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.
Fair Value Hierarchy
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.
To the extent that valuation is based on models or inputs that
are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree
of judgment exercised in determining fair value is greatest for instruments categorized in level 3.
The inputs used to measure fair value may fall into different
levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which
the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair
value measurement in its entirety.
The Trust’s investment in gold is classified as a
level 1 asset, as its value is calculated using unadjusted quoted prices from primary market sources.
The categorization of the Trust’s assets is as shown below:
(Amounts in 000’s of US$) | |
September
30, 2024 | | |
December
31, 2023 | |
Level 1 | |
| | | |
| | |
Investment in gold | |
$ | 3,732,989 | | |
$ | 2,826,667 | |
There
were no transfers between levels during the nine months ended September 30, 2024 or the year ended December 31, 2023.
|
Gold Receivable and Payable |
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 gold is transferred within one business day of
the trade date. At September 30, 2024, the Trust had $5,023,509 of gold receivable for the creation of Shares and no
gold payable for the redemption of Shares. At December 31, 2023, the Trust had no gold receivable or payable for
the creation or redemption of Shares.
|
Creations and Redemptions of Shares |
2.4. Creations and Redemptions
of Shares
The Trust expects to create and redeem Shares from time to time,
but only in one or more Baskets (a Basket equals a block of 100,000 Shares). The Trust issues Shares in Baskets to Authorized
Participants on an ongoing basis. Individual investors cannot purchase or redeem Shares in direct transactions with the Trust.
An Authorized Participant is a person who (1) is a registered broker-dealer or other securities market participant such as a bank
or other financial institution which is not required to register as a broker-dealer to engage in securities transactions; (2) is
a participant in The Depository Trust Company; (3) has entered into an Authorized Participant Agreement with the Trustee and the
Sponsor; and (4) has established an Authorized Participant Unallocated Account with the Trust’s Custodian or other gold
bullion clearing bank. An Authorized Participant Agreement is an agreement entered into by each Authorized Participant, the Sponsor
and the Trustee which provides the procedures for the creation and redemption of Baskets and for the delivery of the gold required
for such creations and redemptions. An Authorized Participant Unallocated Account is an unallocated gold account established with the Custodian or a gold bullion clearing bank by an Authorized Participant.
The creation and redemption of Baskets is only 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 is based on the combined NAV of 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.
Authorized Participants may, on any business day, place an order
with the Trustee to create or redeem one or more Baskets. Effective May 28, 2024, the settlement period for Shares is one business
day. Prior to May 28, 2024, the standard settlement period for Shares was two business days. In the event of a trade date at period
end, where a settlement is pending, a respective account receivable and/or payable will be recorded. When gold is exchanged
in settlement of a redemption, it is considered a sale of gold for financial statement purposes.
The amount of gold represented by the Baskets created or
redeemed can only be settled to the nearest 1/1000th of an ounce. As a result, the value attributed to the creation or redemption
of Shares may differ from the value of gold to be delivered or distributed by the Trust. In order to ensure that the
correct amount of gold is available at all times to back the Shares, the Sponsor accepts an adjustment to its Sponsor
Fee in the event of any shortfall or excess on each transaction. For each transaction, this amount is not more than 1/1000th
of an ounce of gold.
As the Shares of the Trust are subject to redemption at the
option of Authorized Participants, the Trust has classified the outstanding Shares as Net Assets. Changes in the number of Shares
outstanding are presented in the Statement of Changes in Net Assets.
|
Income Taxes |
2.5. Income Taxes
The Trust is classified as a “grantor trust” for
U.S. federal income tax purposes. As a result, the Trust itself will not be subject to U.S. federal income tax. Instead, the Trust’s
income and expenses will “flow through” to the Shareholders, and the Trustee will report the Trust’s proceeds,
income, deductions, gains, and losses 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, 2024 or December 31, 2023.
|
Investment in Gold |
2.6. Investment in Gold
Changes in ounces of gold and their respective values for
the three and nine months ended September 30, 2024 and 2023 are set out below:
| |
Three Months
Ended September 30, 2024 | | |
Three Months
Ended September 30, 2023 | |
(Amounts in 000’s of US$, except for ounces data) | |
| | | |
| | |
Ounces of gold | |
| | | |
| | |
Opening balance | |
| 1,348,352.3 | | |
| 1,421,487.7 | |
Creations | |
| 78,330.1 | | |
| — | |
Redemptions | |
| (6,686.7 | ) | |
| (38,278.6 | ) |
Transfers of gold to pay expenses | |
| (581.1 | ) | |
| (604.6 | ) |
Closing balance | |
| 1,419,414.6 | | |
| 1,382,604.5 | |
| |
| | | |
| | |
Investment in gold | |
| | | |
| | |
Opening balance | |
$ | 3,142,874 | | |
$ | 2,718,240 | |
Creations | |
| 195,211 | | |
| — | |
Redemptions | |
| (16,351 | ) | |
| (73,689 | ) |
Realized gain on gold distributed for the redemption of Shares | |
| 5,234 | | |
| 11,594 | |
Transfers of gold to pay expenses | |
| (1,399 | ) | |
| (1,171 | ) |
Realized gain on gold transferred to pay expenses | |
| 432 | | |
| 190 | |
Change in unrealized gain / (loss) on investment in gold | |
| 406,988 | | |
| (69,008 | ) |
Change in unrealized gain / (loss) on unsettled creations or redemptions | |
| — | | |
| 6 | |
Closing balance | |
$ | 3,732,989 | | |
$ | 2,586,162 | |
| |
Nine Months Ended September 30, 2024 | | |
Nine Months Ended September 30, 2023 | |
(Amounts in 000’s of US$, except for ounces data) | |
| | | |
| | |
Ounces of gold | |
| | | |
| | |
Opening balance | |
| 1,360,020.7 | | |
| 1,338,383.1 | |
Creations | |
| 124,211.0 | | |
| 155,120.2 | |
Redemptions | |
| (63,094.9 | ) | |
| (109,149.1 | ) |
Transfers of gold to pay expenses | |
| (1,722.2 | ) | |
| (1,749.7 | ) |
Closing balance | |
| 1,419,414.6 | | |
| 1,382,604.5 | |
| |
| | | |
| | |
Investment in gold | |
| | | |
| | |
Opening balance | |
$ | 2,826,667 | | |
$ | 2,427,492 | |
Creations | |
| 297,916 | | |
| 303,623 | |
Redemptions | |
| (133,816 | ) | |
| (208,121 | ) |
Realized gain on gold distributed for the redemption of Shares | |
| 30,948 | | |
| 33,199 | |
Transfers of gold to pay expenses | |
| (3,870 | ) | |
| (3,359 | ) |
Realized gain on gold transferred to pay expenses | |
| 1,042 | | |
| 547 | |
Change in unrealized gain on investment in gold | |
| 714,102 | | |
| 32,775 | |
Change in unrealized gain on unsettled creations or redemptions | |
| — | | |
| 6 | |
Closing balance | |
$ | 3,732,989 | | |
$ | 2,586,162 | |
|
Expenses / Realized Gains / Losses |
2.7. Expenses
/ Realized Gains / Losses
The primary expense of the Trust is the Sponsor’s Fee, which is paid by the Trust through in-kind transfers of gold to the
Sponsor.
The Trust will transfer gold to the Sponsor to pay the
Sponsor’s Fee that accrues daily at an annualized rate equal to of the adjusted daily net asset value (“ANAV”)
of the Trust, paid monthly in arrears.
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 up to per annum in legal expenses.
For the three months ended September 30, 2024 and
2023, the Sponsor's Fee was and , respectively. For the nine months ended September 30, 2024 and
2023, the Sponsor's Fee was and , respectively.
At September 30, 2024 and at December 31, 2023, the fees
payable to the Sponsor were and , respectively.
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 and nine months ended September 30, 2024 and 2023.
Unless otherwise directed by the Sponsor, when selling gold
the Trustee will endeavor to sell at the price established by the LBMA Gold Price PM. 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 Gold Price PM 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 average 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
average cost of gold transferred.
|
Subsequent Events |
2.8. Subsequent Events
In accordance with the
provisions set forth in FASB ASC 855-10, Subsequent Events, the Trust’s management has evaluated the possibility of
subsequent events impacting the Trust’s financial statements through the filing date. During this period, the following
material subsequent events were identified.
Effective November 12, 2024, immediately following the filing of this report, Brian Kordeck resigned as Treasurer and Chief Financial
Officer of the Sponsor. Mr. Kordeck had served as Principal Financial Officer of the Registrant. Effective November 12, 2024, Sharon Ferrari
was appointed Treasurer and Chief Financial Officer of the Sponsor. Ms. Ferrari will serve as Principal Financial Officer of the Registrant.
|