SPDR GOLD TRUST
10-Qs and 10-Ks
PROXIES
|
|
Filed on June 19, 2014 |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 10-Q
|
x
|
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2010 | |
|
o
|
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: 001-32356
SPDR
®
GOLD TRUST
SPONSORED BY WORLD GOLD TRUST
SERVICES, LLC
(Exact Name of Registrant as
Specified in Its Charter)
| New York | 81-6124035 | |
|
(State or Other Jurisdiction of
Incorporation or Organization) |
(I.R.S. Employer
Identification No.) |
c/o World
Gold Trust Services, LLC
424 Madison Avenue, 3rd
Floor
New York, New York
10017
(Address of Principal Executive
Offices)
(212) 317-3800
(Registrant’s Telephone
Number, Including Area Code)
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
x
No
o
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if
any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-T during the
preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Yes
x
No
o
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of
“large accelerated filer,” “accelerated
filer” and “smaller reporting company” in Rule
12b-2
of the
Exchange Act. (Check one):
| Large accelerated filer x | Accelerated filer o | Non-accelerated filer o | Smaller reporting company o |
(Do not check if a smaller
reporting company)
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).
Yes
o
No
x
As of May 7, 2010 the Registrant had
390,400,000 Shares outstanding.
SPDR
®
GOLD TRUST
INDEX
i
Table of Contents
SPDR
®
GOLD TRUST
PART I -
FINANCIAL INFORMATION:
| Item 1. | Financial Statements (Unaudited) |
Unaudited
Condensed Statements of Financial Condition
at March 31, 2010 and September 30, 2009
at March 31, 2010 and September 30, 2009
|
Mar-31,
|
Sep-30,
|
|||||||
| (Amounts in 000’s of US$ except for share data) | 2010 | 2009 (1) | ||||||
|
ASSETS
|
||||||||
|
Investment in Gold, at
cost
(2)
|
$ | 30,103,537 | $ | 28,463,669 | ||||
|
Gold Receivable
|
185,653 | 39,068 | ||||||
|
Total Assets
|
$ | 30,289,190 | $ | 28,502,737 | ||||
| LIABILITIES | ||||||||
|
Accounts payable to related parties
|
$ | 12,556 | $ | 10,672 | ||||
|
Accounts payable
|
434 | 1,085 | ||||||
|
Accrued expenses
|
3,048 | 400 | ||||||
|
Total Liabilities
|
16,038 | 12,157 | ||||||
|
Redeemable Shares:
|
||||||||
|
Shares at redemption value to
investors
(3)
|
40,504,446 | 35,054,043 | ||||||
|
Shareholders’ Deficit
|
(10,231,294 | ) | (6,563,463 | ) | ||||
|
Total Liabilities, Redeemable Shares &
Shareholders’ Deficit
|
$ | 30,289,190 | $ | 28,502,737 | ||||
| (1) | Derived from audited statement of condition as of September 30, 2009. | |
| (2) | The market value of Investment in Gold at March 31, 2010 is $40,334,831 and at September 30, 2009, is $35,027,132. | |
| (3) | Authorized share capital is unlimited and the par value of the Shares is $0.00. Shares issued and outstanding at March 31, 2010 was 370,900,000 and at September 30, 2009 was 358,900,000. |
See notes to the unaudited condensed financial statements
1
Table of Contents
SPDR
®
GOLD TRUST
Unaudited
Condensed Statements of Operations
For the three months ended March 31, 2010 and 2009 and the six months ended March 31, 2010 and 2009
For the three months ended March 31, 2010 and 2009 and the six months ended March 31, 2010 and 2009
|
Three Months
|
Three Months
|
Six Months
|
Six Months
|
|||||||||||||
|
Ended
|
Ended
|
Ended
|
Ended
|
|||||||||||||
|
Mar-31,
|
Mar-31,
|
Mar-31,
|
Mar-31,
|
|||||||||||||
| (Amounts in 000’s of US$, except for share and per share data) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
|
REVENUES
|
||||||||||||||||
|
Proceeds from sales of gold
|
$ | 37,685 | $ | 23,869 | $ | 74,973 | $ | 42,721 | ||||||||
|
Cost of gold sold to pay expenses
|
(27,664 | ) | (20,102 | ) | (55,012 | ) | (37,708 | ) | ||||||||
|
Gain on gold sold to pay expenses
|
10,021 | 3,767 | 19,961 | 5,013 | ||||||||||||
|
Gain on gold distributed for the redemption of Shares
|
315,102 | 1,508 | 560,554 | 76,621 | ||||||||||||
|
Total Gain on gold
|
325,123 | 5,275 | 580,515 | 81,634 | ||||||||||||
|
EXPENSES
|
||||||||||||||||
|
Custody fees
|
6,452 | 4,494 | 12,996 | 7,839 | ||||||||||||
|
Trustee fees
|
493 | 493 | 997 | 997 | ||||||||||||
|
Sponsor fees
|
14,606 | 10,112 | 29,439 | 17,045 | ||||||||||||
|
Marketing agent fees
|
14,606 | 10,112 | 29,439 | 17,045 | ||||||||||||
|
Other expenses
|
2,959 | 2,071 | 5,983 | 3,911 | ||||||||||||
|
Total expenses
|
39,116 | 27,282 | 78,854 | 46,837 | ||||||||||||
|
Net Gain/(Loss) from Operations
|
$ | 286,007 | $ | (22,007 | ) | $ | 501,661 | $ | 34,797 | |||||||
|
Net Gain/(Loss) per Share
|
$ | 0.78 | $ | (0.07 | ) | $ | 1.37 | $ | 0.13 | |||||||
|
Weighted average number of Shares (000’s)
|
365,749 | 309,078 | 365,863 | 278,009 | ||||||||||||
See notes to the unaudited condensed financial statements
2
Table of Contents
SPDR
®
GOLD TRUST
Unaudited
Condensed Statements of Cash Flows
For the three months ended March 31, 2010 and 2009 and the six months ended March 31, 2010 and 2009
For the three months ended March 31, 2010 and 2009 and the six months ended March 31, 2010 and 2009
|
Three Months
|
Three Months
|
Six Months
|
Six Months
|
|||||||||||||
|
Ended
|
Ended
|
Ended
|
Ended
|
|||||||||||||
|
Mar-31,
|
Mar-31,
|
Mar-31,
|
Mar-31,
|
|||||||||||||
| (Amounts in 000’s of US$) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
|
INCREASE / DECREASE IN CASH FROM OPERATIONS:
|
||||||||||||||||
|
Cash proceeds received from sales of gold
|
$ | 37,685 | $ | 23,869 | $ | 74,973 | $ | 42,721 | ||||||||
|
Cash expenses paid
|
(37,685 | ) | (23,869 | ) | (74,973 | ) | (42,721 | ) | ||||||||
|
(Decrease) / Increase in cash resulting from operations
|
— | — | — | — | ||||||||||||
|
Cash and cash equivalents at beginning of period
|
— | — | — | — | ||||||||||||
|
Cash and cash equivalents at end of period
|
$ | — | $ | — | $ | — | $ | — | ||||||||
|
SUPPLEMENTAL DISCLOSURE OF
NON-CASH FINANCING ACTIVITIES: |
||||||||||||||||
|
Value of gold received for creation of shares — net
of gold receivable
|
$ | 904,330 | $ | 10,235,748 | $ | 3,197,937 | $ | 12,021,545 | ||||||||
|
Value of gold distributed for redemption of Shares
|
$ | 882,666 | $ | 7,823 | $ | 1,540,794 | $ | 928,233 | ||||||||
|
Three Months
|
Three Months
|
Six Months
|
Six Months
|
|||||||||||||
|
Ended
|
Ended
|
Ended
|
Ended
|
|||||||||||||
|
Mar-31,
|
Mar-31,
|
Mar-31
|
Mar-31,
|
|||||||||||||
| (Amount in 000’s of US$) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
|
RECONCILIATION OF NET GAIN/(LOSS) FROM OPERATIONS TO NET CASH
PROVIDED BY OPERATING ACTIVITIES
|
||||||||||||||||
|
Net Gain/(Loss) from Operations
|
$ | 286,007 | $ | (22,007 | ) | $ | 501,661 | $ | 34,797 | |||||||
|
Adjustments to reconcile net gain to net cash provided by
operating activities
|
||||||||||||||||
|
Increase in investment in gold
|
(25,125 | ) | (10,344,571 | ) | (1,639,868 | ) | (11,953,378 | ) | ||||||||
|
(Increase)/Decrease in gold receivable
|
(153,197 | ) | 64,095 | (146,585 | ) | 825,121 | ||||||||||
|
Increase in liabilities
|
1,431 | 3,412 | 3,881 | 4,115 | ||||||||||||
|
Increase/(decrease) in redeemable Shares
|
||||||||||||||||
|
Creations
|
1,088,652 | 10,308,401 | 3,382,259 | 12,094,198 | ||||||||||||
|
Redemptions
|
(1,197,768 | ) | (9,330 | ) | (2,101,348 | ) | (1,004,853 | ) | ||||||||
|
Net cash provided by operating activities
|
$ | — | $ | — | $ | — | $ | — | ||||||||
See notes to the unaudited condensed financial statements
3
Table of Contents
SPDR
®
GOLD TRUST
Unaudited
Condensed Statement of Changes in Shareholders’
Deficit
For the six months ended March 31, 2010
|
Six Months
|
||||
|
Ended
|
||||
| (Amounts in 000’s of US$) | Mar-31, 2010 | |||
|
Shareholders’ Deficit - Opening Balance
|
$ | (6,563,463 | ) | |
|
Net Gain for the period
|
501,661 | |||
|
Adjustment of Redeemable Shares to redemption value
|
(4,169,492 | ) | ||
|
Shareholders’ Deficit - Closing balance
|
$ | (10,231,294 | ) | |
See notes to the unaudited condensed financial statements
4
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 1. | Organization |
The
SPDR
®
Gold Trust (the “Trust”) is an investment trust formed
on November 12, 2004 (“Date of Inception”) under
New York law pursuant to a trust indenture. The fiscal year end
for the Trust is September 30th. The Trust holds gold and
issues shares (“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 redemption of Baskets. The investment objective of the
Trust is for the Shares to reflect the performance of the price
of gold bullion, less the Trust’s expenses.
The condensed statements of condition at March 31, 2010 and
September 30, 2009, the condensed statements of operations
and of cash flows for the three and six months ended
March 31, 2010 and 2009 and the condensed statement of
changes in shareholders’ deficit for the six months ended
March 31, 2010 have been prepared on behalf of the Trust
without audit. In the opinion of management of the sponsor of
the Trust, World Gold Trust Services, LLC (the
“Sponsor”), all adjustments (which include normal
recurring adjustments) necessary to present fairly the financial
position, results of operations and cash flows as of and for the
three months ended March 31, 2010 and for all periods
presented have been made.
Certain information and footnote disclosures normally included
in financial statements prepared in accordance with accounting
principles generally accepted in the United States of America
have been condensed or omitted. These condensed financial
statements should be read in conjunction with the financial
statements and notes thereto included in the Trust’s Annual
Report on
Form 10-K
for the fiscal year ended September 30, 2009. The results
of operations for the three and six months ended March 31,
2010 are not necessarily indicative of the operating results for
the full year.
| 2. | Significant accounting policies |
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 |
Gold is held by HSBC Bank USA, N.A. (the “Custodian”),
on behalf of the Trust, and is valued, for financial statement
purposes, at the lower of cost or market. The cost of gold is
determined according to the average cost method and the market
value is based on the price of gold set by the London gold fix
(“London Fix”) used to determine the Net Asset Value
(“NAV”) of the Trust. Realized gains and losses on
sales of gold, or gold distributed for the redemption of Shares,
are calculated on a trade date basis using average cost.
The table below summarizes the impact of unrealized gains or
losses on the Trust’s gold holdings as of March 31,
2010 and September 30, 2009:
|
Mar-31,
|
Sep-30,
|
|||||||
| (Amounts in 000’s of US$) | 2010 | 2009 | ||||||
|
Investment in gold - average cost
|
$ | 30,103,537 | $ | 28,463,669 | ||||
|
Unrealized gain on investment in gold
|
10,231,294 | 6,563,463 | ||||||
|
Investment in gold - market value
|
$ | 40,334,831 | $ | 35,027,132 | ||||
The Trust recognizes the diminution in value of the investment
in gold which arises from market declines on an interim basis.
Increases in the value of the same investment in gold through
market price recoveries in later interim periods of the same
fiscal year are recognized in the later interim period.
Increases in value recognized on an interim basis may not exceed
the previously recognized diminution in value.
5
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 2. | Significant accounting policies (continued) |
2.2. Gold
receivable
Gold receivable represents the quantity of gold covered by
contractually binding orders for the creation of Shares where
the gold has not yet been transferred to the Trust’s
account. Generally, ownership of the gold is transferred within
three days of the trade date. As of March 31, 2010 there
was $185,653,480 gold receivable and as of September 30,
2009 there was $39,068,311 gold receivable.
2.3. Creations
and Redemptions of Shares
The Trust creates and redeems Shares from time to time, but only
in one or more Baskets (a Basket equals a block of
100,000 Shares). The Trust issues Shares in Baskets to
certain authorized participants (“Authorized
Participants”) on an ongoing basis. The creation and
redemption of Baskets is only made in exchange for the delivery
to the Trust or the distribution by the Trust of the amount of
gold and any cash represented by the Baskets being created or
redeemed, the amount of which will be based on the combined net
asset value of the number of Shares included in the Baskets
being created or redeemed determined on the day the order to
create or redeem Baskets is properly received.
As the Shares of the Trust are redeemable in Baskets at the
option of the Authorized Participants, the Trust has classified
the Shares as Redeemable Shares on the Statement of Financial
Condition. The Trust records the redemption value, which
represents its maximum obligation, as Redeemable Shares with the
difference from cost as an offsetting amount to
Shareholders’ Equity. Changes in the Shares for the six
months ended March 31, 2010 and for the year ended
September 30, 2009, are as follows:
|
Six Months Ended
|
Year Ended
|
|||||||
|
Mar-31,
|
Sep-30,
|
|||||||
| (All amounts are in 000’s) | 2010 | 2009 | ||||||
|
Number of Redeemable Shares:
|
||||||||
|
Opening Balance
|
358,900 | 246,500 | ||||||
|
Creations
|
31,100 | 159,000 | ||||||
|
Redemptions
|
(19,100 | ) | (46,600 | ) | ||||
|
Closing Balance
|
370,900 | 358,900 | ||||||
|
Six Months Ended
|
Year Ended
|
|||||||
|
Mar-31,
|
Sep-30,
|
|||||||
| (Amounts in 000’s of US$ except per Share) | 2010 | 2009 | ||||||
|
Redeemable Shares:
|
||||||||
|
Opening Balance
|
$ | 35,054,043 | $ | 21,471,084 | ||||
|
Creations
|
3,382,259 | 14,408,547 | ||||||
|
Redemptions
|
(2,101,348 | ) | (4,081,786 | ) | ||||
|
Adjustment to redemption value
|
4,169,492 | 3,256,198 | ||||||
|
Closing Balance
|
$ | 40,504,446 | $ | 35,054,043 | ||||
|
Redemption Value per Redeemable Share at Period End
|
$ | 109.21 | $ | 97.67 | ||||
2.4. Revenue
Recognition Policy
BNY Mellon Asset Servicing, a division of The Bank of New York
Mellon (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. When selling gold to
pay expenses, the Trustee will endeavor to sell the smallest
amount of gold needed to pay expenses in order to minimize the
Trust’s holdings of assets other than gold. Unless
otherwise directed by
6
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 2. | Significant accounting policies (continued) |
the Sponsor, when selling gold, the Trustee will endeavor to
sell at the price established by the London Fix at 3 p.m.
London time (“London PM Fix”). 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
London gold price fix (either AM or PM) 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.
2.5. Income
Taxes
The Trust is classified as a “grantor trust” for US
federal income tax purposes. As a result, the Trust itself will
not be subject to US 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 of the
Trust 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 March 31, 2010.
| 3. | Investment in Gold |
The following represents the changes in ounces of gold and the
respective values for the six months ended March 31, 2010
and for the year ended September 30, 2009:
|
Six Months Ended
|
Year Ended
|
|||||||
|
Mar-31,
|
Sep-30,
|
|||||||
| (Ounces of gold are in 000’s and value of gold is in 000’s of US$) | 2010 | 2009 | ||||||
|
Ounces of Gold:
|
||||||||
|
Opening Balance
|
35,176.6 | 23,268.2 | ||||||
|
Creations (
excluding gold receivable at March 31,
2010 - 166.4, and at September 30, 2009 -
39.2
)
|
2,920.6 | 16,607.2 | ||||||
|
Redemptions
|
(1,871.7 | ) | (4,578.9 | ) | ||||
|
Sales of gold
|
(67.0 | ) | (119.9 | ) | ||||
|
Closing Balance
|
36,158.5 | 35,176.6 | ||||||
|
Investment in Gold (lower of cost or market):
|
||||||||
|
Opening Balance
|
$ | 28,463,669 | $ | 16,878,554 | ||||
|
Creations (
excluding gold receivable at March 31,
2010 - $185,653, and at September 30, 2009 -
$39,068
)
|
3,235,674 | 15,266,663 | ||||||
|
Redemptions
|
(1,540,794 | ) | (3,588,054 | ) | ||||
|
Sales of gold
|
(55,012 | ) | (93,494 | ) | ||||
|
Closing Balance
|
$ | 30,103,537 | $ | 28,463,669 | ||||
| 4. | Related Parties - Sponsor, Trustee, Custodian and Marketing Agent Fees |
Fees are paid to the Sponsor as compensation for services
performed under the Trust Indenture and for services
performed in connection with maintaining the Trust’s
website and marketing the Shares. The Sponsor’s fee is
payable monthly in arrears and is accrued daily at an annual
rate equal to 0.15% of the adjusted net asset value
(“ANAV”) of the Trust, subject to reduction as
described below. The Sponsor will receive reimbursement from the
Trust for all of its disbursements and expenses incurred in
connection with the Trust.
Fees are paid to the Trustee, as compensation for services
performed under the Trust Indenture. The Trustee’s fee
is payable monthly in arrears and is accrued daily at an annual
rate equal to 0.02% of the ANAV of the
7
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 4. | Related Parties - Sponsor, Trustee, Custodian and Marketing Agent Fees (continued) |
Trust, subject to a minimum fee of $500,000 and a maximum fee of
$2 million per year. The Trustee’s fee is subject to
modification as determined by the Trustee and the Sponsor in
good faith to account for significant changes in the
Trust’s administration or the Trustee’s duties. The
Trustee will charge the Trust for its expenses and disbursements
incurred in connection with the Trust (including the expenses of
the Custodian paid by the Trustee), exclusive of fees of agents
for services to be performed by the Trustee, and for any
extraordinary services performed by the Trustee for the Trust.
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.
Fees are paid to the Custodian under the Allocated Bullion
Account Agreement (as amended, the “Allocated Bullion
Account Agreement”) as compensation for its custody
services. Under the Allocated Bullion Account Agreement, the
Custodian’s fee is computed at an annual rate equal to
0.10% of the average daily aggregate value of the first
4.5 million ounces of gold held in the Trust’s
allocated gold account (“Trust Allocated
Account”) and the Trust’s unallocated gold account
(“Trust Unallocated Account”) and 0.06% of the
average daily aggregate value of all gold held in the
Trust Allocated Account and the Trust Unallocated
Account in excess of 4.5 million ounces. The Custodian does
not receive a fee under the Unallocated Bullion Account
Agreement.
The Custodian and its affiliates 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.
Fees are paid to the marketing agent for the Trust, State Street
Global Markets, LLC (the “Marketing Agent”), by the
Trustee from the assets of the Trust as compensation for
services performed pursuant to the agreement between the Sponsor
and the Marketing Agent (as amended, the “Marketing Agent
Agreement”). The Marketing Agent’s fee is payable
monthly in arrears and is accrued daily at an annual rate equal
to 0.15% of the ANAV of the Trust, subject to reduction as
described below.
The Marketing Agent and its affiliates 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.
Until the earlier of November 11, 2011, or until the
termination of the Marketing Agent Agreement, if at the end of
any month during such period the estimated ordinary expenses of
the Trust exceed an amount equal to 0.40% per year of the daily
ANAV of the Trust for such month, the fees payable to the
Sponsor and the Marketing Agent from the assets of the Trust for
such month will be reduced by the amount of such excess in equal
shares up to the amount of their fees. Investors should be aware
that if the gross value of the Trust’s assets is less than
approximately $700 million, the ordinary expenses of the
Trust will be accrued at a rate greater than 0.40% per year of
the daily ANAV of the Trust, even after the Sponsor and the
Marketing Agent have completely reduced their combined fees of
0.30% per year of the daily ANAV of the Trust. This amount is
based on the estimated ordinary expenses of the Trust and may be
higher if the Trust’s actual ordinary expenses exceed those
estimates. Additionally, if the Trust incurs unforeseen expenses
that cause the total ordinary expenses of the Trust to exceed
0.70% per year of the daily ANAV of the Trust, the ordinary
expenses will accrue at a rate greater than 0.40% per year of
the daily ANAV of the Trust, even after the Sponsor and the
Marketing Agent have completely reduced their combined fees of
0.30% per year of the daily ANAV of the Trust.
Upon the earlier of November 11, 2011, or the termination
of the Marketing Agent Agreement, the fee reduction will expire
and the estimated ordinary expenses of the Trust which are
payable from the assets of
8
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 4. | Related Parties - Sponsor, Trustee, Custodian and Marketing Agent Fees (continued) |
the Trust each month may be more than they would have been
during the period when the fee reduction was in effect, thus
reducing the NAV of the Trust more rapidly than if the fee
reduction was in effect and adversely affecting the value of the
Shares.
For the three and six months ended March 31, 2010, the fees
payable to the Sponsor and the Marketing Agent were each reduced
by $63,032 and $132,146 respectively. For the three and six
months ended March 31, 2009, the comparable reduction in
fees was $119,285 and $519,424 respectively.
Amounts
Payable to Related Parties
|
Mar-31,
|
Sep-30,
|
|||||||
| (Amounts in 000’s of US$) | 2010 | 2009 | ||||||
|
Payable to Custodian
|
$ | (2,234 | ) | $ | (1,882 | ) | ||
|
Payable to Trustee
|
(170 | ) | (164 | ) | ||||
|
Payable to Sponsor
|
(5,076 | ) | (4,313 | ) | ||||
|
Payable to Marketing Agent
|
(5,076 | ) | (4,313 | ) | ||||
|
Accounts Payable to related parties
|
$ | (12,556 | ) | $ | (10,672 | ) | ||
| 5. | Concentration of Risk |
The Trust’s sole business activity is the investment in
gold. 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 such as China, Australia, South
Africa and the United States (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, the
Sponsor believes 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
affect on the Trust’s financial position and results of
operations.
| 6. | Indemnification |
The Sponsor and its shareholders, members, directors, officers,
employees, affiliates and subsidiaries are indemnified from the
Trust and held harmless against certain losses, liabilities or
expenses incurred in the performance of its duties under the
Trust Indenture without gross negligence, bad faith,
willful misconduct, willful malfeasance or reckless disregard of
the indemnified party’s obligations and duties under the
Trust Indenture. Such indemnity includes payment from the
Trust of the costs and expenses incurred in defending against
any claim or liability under the Trust Indenture. Under the
Trust Indenture, the Sponsor may be able to seek
indemnification from the Trust for payments it makes in
connection with the Sponsor’s activities under the
Trust Indenture to the extent its conduct does not
disqualify it from receiving such indemnification under the
terms of the Trust Indenture. The Sponsor will also be
indemnified from the Trust and held harmless against any loss,
liability or expense arising under the distribution agreement
between the Sponsor and the Purchaser, dated November 16,
2004 (the “Distribution Agreement”), the Marketing
Agent Agreement or any agreement entered into with an Authorized
Participant which provides the procedures for the creation and
redemption of Baskets and for the delivery of gold and any cash
required for creations and redemptions insofar as such loss,
liability or expense arises from any untrue statement or alleged
untrue statement of a material fact contained in any written
statement provided to the Sponsor by the Trustee. Any amounts
payable to the Sponsor are secured by a lien on the Trust.
9
Table of Contents
SPDR
®
GOLD TRUST
Notes to
the Unaudited Condensed Financial Statements
| 6. | Indemnification (continued) |
The Sponsor has agreed to indemnify certain parties against
certain liabilities and to contribute to payments that such
parties may be required to make in respect of those liabilities.
The Trustee has agreed to reimburse such parties, solely from
and to the extent of the Trust’s assets, for
indemnification and contribution amounts due from the Sponsor in
respect of such liabilities to the extent the Sponsor has not
paid such amounts when due. The Sponsor has agreed that, to the
extent the Trustee pays any amount in respect of the
reimbursement obligations described in the preceding sentence,
the Trustee, for the benefit of the Trust, will be subrogated to
and will succeed to the rights of the party so reimbursed
against the Sponsor.
| 7. | Subsequent Events |
The Company has evaluated events subsequent to the
March 31, 2010 quarter end through to the date of filing of
this
Form 10-Q.
During this period, no material disclosable subsequent events
were identified.
10
Table of Contents
| 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 included in Item 1 of
Part I of this Quarterly Report. The discussion and
analysis which follows may contain trend analysis and other
forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934 which
reflect our current views with respect to future events and
financial results. Words such as “anticipate,”
“expect,” “intend,” “plan,”
“believe,” “seek,” “outlook” and
“estimate” as well as similar words and phrases
signify forward-looking statements.
SPDR
®
Gold Trust’s forward-looking statements are not
guarantees of future results and conditions and important
factors, risks and uncertainties may cause our actual results to
differ materially from those expressed in our forward-looking
statements.
Trust Overview
SPDR
®
Gold Trust is an investment trust that was formed on
November 12, 2004. The Trust issues baskets of Shares, or
Baskets, in exchange for deposits of gold and distributes gold
in connection with the redemption of Baskets. The investment
objective of the Trust is for the Shares to reflect the
performance of the price of gold bullion, less the expenses of
the Trust’s operations. The Shares are designed to provide
investors with a cost effective and convenient way to invest in
gold.
Investing in the Shares does not insulate the investor from
certain risks, including price volatility. The following chart
illustrates the movement in the price of the Shares and NAV of
the Shares against the corresponding gold price
(per 1/10
of an oz. of gold):
Share
& gold price v. NAV from Date of Inception to
March 31, 2010
The cumulative effect of the Trust’s expenses since the
Date of Inception is reflected in the divergence of the price of
the Shares and NAV of the Shares from the gold price over time.
11
Table of Contents
Valuation
of Gold, Definition of NAV and ANAV
As of the London PM Fix on each day that the NYSE Arca is open
for regular trading or, if there is no London PM Fix on such day
or the London PM Fix has not been announced by 12:00 PM New
York time on such day, as of 12:00 PM New York time on such
day (the “Valuation Time”), the Trustee, values the
gold held by the Trust and determines both the ANAV and the NAV
of the Trust.
At the Valuation Time, the Trustee values the Trust’s gold
on the basis of that day’s London PM Fix or, if no London
PM Fix is made on such day or has not been announced by the
Valuation Time, the next most recent London gold price fix (AM
or PM) determined prior to the Valuation Time will be used,
unless the Trustee, in consultation with the Sponsor, determines
that such price is inappropriate as a basis for valuation. In
the event the Trustee and the Sponsor determine that the London
PM Fix or last prior London gold price fix (AM or PM) is not an
appropriate basis for valuation of the Trust’s gold, they
will identify an alternative basis for such valuation to be
employed by the Trustee.
Once the value of the gold has been determined, the Trustee
subtracts all estimated accrued but unpaid fees (other than the
fees to be computed by reference to the value of the ANAV of the
Trust or custody fees computed by reference to the value of gold
held in the Trust), 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
ANAV of the Trust. The ANAV of the Trust is used to compute the
fees of the Trustee, the Sponsor, and the Marketing Agent.
To determine the Trust’s NAV, the Trustee subtracts from
the ANAV of the Trust the amount of estimated accrued but unpaid
fees computed by reference to the value of the ANAV of the Trust
and computed by reference to the value of the gold held in the
Trust (i.e., the fees of the Trustee, the Sponsor, the Marketing
Agent and the Custodian). The Trustee determines the NAV per
Share by dividing the NAV of the Trust by the number of Shares
outstanding as of the close of trading on the NYSE Arca.
Gold acquired, or disposed of, by the Trust is recorded at
average cost. The table below summarizes the impact of
unrealized gains or losses on the Trust’s gold holdings at
March 31, 2010 and September 30, 2009:
|
Mar-31,
|
Sep-30,
|
|||||||
| (Amounts in 000’s of US$) | 2010 | 2009 | ||||||
|
Investment in gold - average cost
|
$ | 30,103,537 | $ | 28,463,669 | ||||
|
Unrealized gain on investment in gold
|
10,231,294 | 6,563,463 | ||||||
|
Investment in gold - market value
|
$ | 40,334,831 | $ | 35,027,132 | ||||
Critical
Accounting Policy
Valuation
of Gold
Gold is held by the Custodian on behalf of the Trust and is
valued, for financial statement purposes, at the lower of cost
or market. The cost of gold is determined according to the
average cost method and the market value is based on the London
Fix used to determine the NAV of the Trust. Realized gains and
losses on sales of gold, or gold distributed for the redemption
of Shares, are calculated on a trade date basis using average
cost.
Review of
Financial Results
Financial
Highlights
|
Three Months
|
Three Months
|
Six Months
|
Six Months
|
|||||||||||||
|
(All amounts in the following table and four paragraphs,
|
Ended
|
Ended
|
Ended
|
Ended
|
||||||||||||
| except per share, are in 000’s of US$) | Mar-31, 2010 | Mar-31, 2009 | Mar-31, 2010 | Mar-31, 2009 | ||||||||||||
|
Total Gain on gold
|
$ | 325,123 | $ | 5,275 | $ | 580,515 | $ | 81,634 | ||||||||
|
Net Gain/(Loss) from operations
|
$ | 286,007 | $ | (22,007 | ) | $ | 501,661 | $ | 34,797 | |||||||
|
Net Gain/(Loss) per Share
|
$ | 0.78 | $ | (0.07 | ) | $ | 1.37 | $ | 0.13 | |||||||
|
Net cash flows from operating activities
|
$ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
12
Table of Contents
The Trust’s total gain on gold for the three months ended
March 31, 2010 of $325,123,000 is made up of a gain of
$10,021,000 on the sale of gold to pay expenses plus a gain of
$315,102,000 on gold distributed on the redemption of Shares.
The Trust’s total gain on gold for the three months ended
March 31, 2009 of $5,275,000 was made up of a gain of
$3,767,000 on the sale of gold to pay expenses plus a gain of
$1,508,000 on gold distributed on the redemption of Shares.
The Trust’s total gain on gold for the six months ended
March 31, 2010 of $580,515,000 is made up of a gain of
$19,961,000 on the sale of gold to pay expenses plus a gain of
$560,554,000 on gold distributed on the redemption of Shares.
The Trust’s total gain on gold for the six months ended
March 31, 2009 of $81,634,000 was made up of a gain of
$5,013,000 on the sale of gold to pay expenses plus a gain of
$76,621,000 on gold distributed on the redemption of Shares.
Selected
Supplemental Data - For the six months ended March 31,
2010 and for the year ended September 30, 2009.
|
Six Months
|
Year
|
|||||||
|
Ended
|
Ended
|
|||||||
|
Mar-31,
|
Sep-30,
|
|||||||
| (All amounts, except per ounce and per share, are in 000’s) | 2010 | 2009 | ||||||
|
Ounces of Gold:
|
||||||||
|
Opening Balance
|
35,176.6 | 23,268.2 | ||||||
|
Creations
(excluding gold receivable at March 31,
2010 – 166.4 and at September 30,
2009 – 39.2)
|
2,920.6 | 16,607.2 | ||||||
|
Redemptions
|
(1,871.7 | ) | (4,578.9 | ) | ||||
|
Sales of gold
|
(67.0 | ) | (119.9 | ) | ||||
|
Closing Balance
|
36,158.5 | 35,176.6 | ||||||
|
Period end Gold price per ounce - London Fix
|
$ | 1,115.50 | $ | 995.75 | ||||
|
Market value of gold holdings excluding gold receivable
|
$ | 40,334,831 | $ | 35,027,132 | ||||
|
Number of Shares:
|
||||||||
|
Opening Balance
|
358,900 | 246,500 | ||||||
|
Creations
|
31,100 | 159,000 | ||||||
|
Redemptions
|
(19,100 | ) | (46,600 | ) | ||||
|
Closing Balance
|
370,900 | 358,900 | ||||||
|
Net Asset Value per share:
|
||||||||
|
Creations
|
$ | 108.75 | $ | 90.62 | ||||
|
Redemptions
|
$ | 110.02 | $ | 87.59 | ||||
|
Shares at redemption value to investors at Period End
|
$ | 40,504,446 | $ | 35,054,043 | ||||
|
Redemption Value per Redeemable Share at Period End
|
$ | 109.21 | $ | 97.67 | ||||
|
Change in Redemption Value through Period End
|
15.5 | % | 63.3 | % | ||||
|
% Difference between Net Asset Value per share and market
value of ounces represented by each share
|
(0.040 | )% | (0.035 | )% | ||||
Results
of Operations
In the six months ended March 31, 2010,
31,100,000 Shares (311 Baskets) were created in exchange
for 3,047,842 ounces of gold including 166,431 ounces of gold
receivable; 19,100,000 Shares (191 Baskets) were redeemed
in exchange for 1,871,747 ounces of gold and 67,012 ounces of
gold were sold to pay expenses.
13
Table of Contents
As at March 31, 2010, the amount of gold owned by the Trust
was 36,324,952 ounces with a market value of $40,520,483,790
(cost – $30,289,189,919), including gold receivable of
166,431 ounces with a market value of $185,653,480 based on the
London PM Fix on March 31, 2010.
As at March 31, 2010, the Custodian held 36,158,521 ounces
in its vault (36,158,483 ounces of allocated gold in the form of
London Good Delivery gold bars and 38 ounces of unallocated
gold), excluding gold receivables, with a market value of
$40,334,830,509 (cost – $30,103,536,538).
Subcustodians held nil ounces of gold in their vaults on behalf
of the Trust and 166,431 ounces of gold was receivable by the
Trust in connection with the creation of Baskets (which gold was
received by the Custodian in the normal course of business).
As at September 30, 2009, the amount of gold owned by the
Trust was 35,215,868 ounces, with a market value of
$35,066,200,848 (cost – $28,502,737,382), including
gold receivable of 39,235 ounces with a market value of
$39,068,311, based on the London PM Fix on September 30,
2009 (in accordance with the Trust Indenture).
As at September 30, 2009, the Custodian held 35,176,633
ounces in its vault (35,176,460 ounces of allocated gold in the
form of London Good Delivery gold bars and 173 ounces of
unallocated gold), excluding gold receivable, with a market
value of $35,027,132,537 (cost — $28,463,669,071).
Subcustodians held nil ounces of gold in their vaults on behalf
of the Trust and 39,235 ounces of gold was receivable by the
Trust in connection with the creation of Baskets (which gold was
received by the Custodian in the normal course of business).
Cash flow
from operations
The Trust had no net cash flow resulting from operations in the
six months ended March 31, 2010, and 2009. Cash received in
respect of gold sold to pay expenses in the six months ended
March 31, 2010 and 2009 was the same as those expenses,
resulting in zero cash balances at March 31, 2010 and 2009.
Cash
Resources and Liquidity
At March 31, 2010 the Trust did not have any cash balances.
When selling gold to pay expenses, the Trustee endeavors to sell
the exact amount of gold needed to pay expenses in order to
minimize the Trust’s holdings of assets other than gold. As
a consequence, we expect that the Trust will not record any cash
flow from its operations and that its cash balance will be zero
at the end of each reporting period.
Analysis
of Movements in the Price of Gold
As movements in the price of gold are expected to directly
affect the price of the Trust’s Shares, investors should
understand what the recent movements in the price of gold have
been. Investors, however, should also be aware that past
movements in the gold price are not indicators of future
movements. This section identifies recent trends in the
movements of the gold price and discusses some of the important
events that have influenced these movements.
14
Table of Contents
The following chart provides historical background on the price
of gold. The chart illustrates movements in the price of gold in
US dollars per ounce over the period from April 1, 2005 to
March 31, 2010, and is based on the London PM Fix.
Daily
gold price - April 1, 2005 to March 31, 2010
The average, high, low and
end-of-period
gold prices for the three and twelve month periods over the
prior three years and for the period from the Date of Inception
through March 31, 2010, based on the London PM Fix, were:
|
Last
|
||||||||||||||||||||||||||||
|
End of
|
business
|
|||||||||||||||||||||||||||
| Period | Average | High | Date | Low | Date | period | day (1) | |||||||||||||||||||||
|
Three months to June 30, 2007
|
$ | 666.84 | $ | 691.40 | Apr 20, 2007 | $ | 642.10 | Jun 27, 2007 | $ | 650.50 | Jun 29, 2007 | |||||||||||||||||
|
Three months to September 30, 2007
|
$ | 680.13 | $ | 743.00 | Sep 28, 2007 | $ | 648.75 | Jul 06, 2007 | $ | 743.00 | Sep 28, 2007 | |||||||||||||||||
|
Three months to December 31, 2007
|
$ | 787.41 | $ | 841.10 | Nov 08, 2007 | $ | 725.50 | Oct 04, 2007 | $ | 836.50 | Dec 31, 2007 (2 | ) | ||||||||||||||||
|
Three months to March 31, 2008
|
$ | 924.83 | $ | 1,011.25 | Mar 17, 2008 | $ | 846.75 | Jan 02, 2008 | $ | 933.50 | Mar 31, 2008 | |||||||||||||||||
|
Three months to June 30, 2008
|
$ | 896.29 | $ | 946.00 | Apr 17, 2008 | $ | 853.00 | May 01, 2008 | $ | 930.25 | Jun 30, 2008 | |||||||||||||||||
|
Three months to September 30, 2008
|
$ | 871.60 | $ | 986.00 | Jul 15, 2008 | $ | 740.75 | Sep 11, 2008 | $ | 884.50 | Sep 30, 2008 | |||||||||||||||||
|
Three months to December 31, 2008
|
$ | 796.52 | $ | 903.50 | Oct 08, 2008 | $ | 712.50 | Oct 24, 2008 | $ | 865.00 | Dec 31, 2008 (2 | ) | ||||||||||||||||
|
Three months to March 31, 2009
|
$ | 908.41 | $ | 989.00 | Feb 20, 2009 | $ | 810.00 | Jan 15, 2009 | $ | 916.50 | Mar 31, 2009 | |||||||||||||||||
|
Three months to June 30, 2009
|
$ | 922.18 | $ | 981.75 | Jun 01, 2009 | $ | 870.25 | Apr 06, 2009 | $ | 934.50 | Jun 30, 2009 | |||||||||||||||||
|
Three months to September 30, 2009
|
$ | 960.00 | $ | 1,018.50 | Sep 17, 2009 | $ | 908.50 | Jul 13,2009 | $ | 995.75 | Sep 30, 2009 | |||||||||||||||||
|
Three months to December 31, 2009
|
$ | 1,099.77 | $ | 1,212.50 | Dec 02, 2009 | $ | 1,003.50 | Oct 02, 2009 | $ | 1,104.00 | Dec 31, 2009 (2 | ) | ||||||||||||||||
|
Three months to March 31, 2010
|
$ | 1,109.12 | $ | 1,153.00 | Jan 11, 2010 | $ | 1,058.00 | Feb 05, 2010 | $ | 1,115.50 | Mar 31, 2010 | |||||||||||||||||
|
Twelve months ended March 31, 2008
|
$ | 764.70 | $ | 1,011.25 | Mar 17, 2008 | $ | 642.10 | Jun 27, 2007 | $ | 933.50 | Mar 31, 2008 | |||||||||||||||||
|
Twelve months ended March 31, 2009
|
$ | 867.95 | $ | 989.00 | Feb 20, 2009 | $ | 712.50 | Oct 24, 2008 | $ | 916.50 | Mar 31, 2009 | |||||||||||||||||
|
Twelve months ended March 31, 2010
|
$ | 1,023.37 | $ | 1,212.50 | Dec 02, 2009 | $ | 870.25 | Apr 06, 2009 | $ | 1,115.50 | Mar 31, 2010 | |||||||||||||||||
|
November 12, 2004 to March 31, 2010
|
$ | 729.74 | $ | 1,212.50 | Dec 02, 2009 | $ | 411.10 | Feb 08, 2005 | $ | 1,115.50 | Mar 31, 2010 | |||||||||||||||||
| (1) | The end of period gold price is the London PM Fix on the last business day of the period. This is in accordance with the Trust Indenture and the basis used for calculating the Net Asset Value of the Trust. | |
| (2) | There was no London PM Fix on the last business day of December 2007, 2008 and 2009. The London AM Fix on such business days was, $836.50, $865.00 and $1,104.00 respectively. The Net Asset Value of the Trust on December 31, 2007, 2008 and 2009 was calculated using the London AM Fix, in accordance with the Trust Indenture. |
15
Table of Contents
The upward price trend that began in 2001 has continued for much
of the period since the Date of Inception, except for a period
of several months during which the gold price corrected between
May and October 2006. After reaching a peak of $725.00 at the
London PM Fix on May 12, 2006, gold corrected down to a low
of $560.75 at the London PM Fix on October 6, 2006. The
reason most often cited for the correction was a concern among
investors that monetary authorities, especially in the U.S.,
would move to counter the threat of rising inflation by
aggressively raising interest rates. These concerns quickly
ebbed, however, and as the dollar continued to fall, the gold
price rallied from the October 2006 low. In any event, beginning
in August 2007, the U.S. authorities began to reduce interest
rates in response to the subprime mortgage crisis. The continued
reduction in the fed funds rate helped to drive gold to a fresh
high of $1,011.25 on March 17, 2008. As the subprime
mortgage problems escalated into a global financial crisis, gold
traded in a range from the mid-$900s down to the low-$700s. The
higher prices have tended to coincide with investor buying on
fresh news of distress for companies in the financial sector,
and the lows appear to have been triggered by selling from
investors in the search for liquidity. The gold price broke out
of this range in the third quarter of 2009, once again breaching
the symbolic $1,000/oz level during the next to the last week of
the quarter. The rally continued in the fourth quarter of 2009,
reaching a new high of $1,212.50 per ounce at the London PM fix
on December 2, 2009. The major drivers appear to have been
increased investment inflows and a shift in behavior in central
bank reserve management as western central banks slowed gold
sales and developing nations increased their gold reserves.
Increased investment inflows have been supported by an increase
in inflation concerns, a rise in demand for gold as a store of
value, and increased demand for gold as a dollar hedge. The
average price for the six months ended March 31, 2010, was
$1,104.41.
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
The Trust Indenture does not authorize the Trustee to
borrow for payment of the Trust’s ordinary expenses. The
Trust does not engage in transactions in foreign currencies
which could expose the Trust or holders of Shares to any foreign
currency related market risk. The Trust does not invest in any
derivative financial instruments or long-term debt instruments.
| Item 4. | Controls and Procedures |
Disclosure controls and procedures.
Under the
supervision and with the participation of the Sponsor, World
Gold Trust Services, LLC, including its chief executive
officer and chief financial officer, we carried out an
evaluation of the effectiveness of the design and operation of
the Trust’s disclosure controls and procedures. Based upon
that evaluation, our chief executive officer and chief financial
officer concluded that the disclosure controls and procedures
were effective as of the end of the period covered by this
quarterly report.
Internal control over financial
reporting.
There has been no change in the
internal control of the Trust over financial reporting that
occurred during our most recent fiscal quarter that has
materially affected or is reasonably likely to materially
affect, the internal control over financial reporting.
16
Table of Contents
PART II -
OTHER INFORMATION:
| Item 1. | Legal Proceedings |
Not applicable.
| Item 1A. | Risk Factors |
In addition to the other information set forth below, you should
carefully consider the factors discussed in Part I,
Item 1A. “Risk Factors” in our Annual Report on
Form 10-K
for the year ended September 30, 2009, which could
materially affect our business, financial condition or future
results. The risks described in our Annual Report on
Form 10-K
are not the only risks facing the Trust. Additional risks and
uncertainties not currently known to us or that we currently
deem to be immaterial also may materially adversely affect our
business, financial condition
and/or
operating results.
The value
of the Shares relates directly to the value of the gold held by
the Trust and fluctuations in the price of gold could materially
adversely affect an investment in the Shares.
The Shares are designed to mirror as closely as possible the
price of gold and the value of the Shares relates directly to
the value of the gold held by the Trust, less the Trust’s
liabilities (including estimated accrued but unpaid expenses).
The price of gold has fluctuated widely over the past several
years. Several factors may affect the price of gold, including:
| • | 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 such as China, Australia, South Africa and the United States; | |
| • | Global or regional political, economic or financial events and situations; | |
| • | Investors’ expectations with respect to the rate of inflation; | |
| • | Currency exchange rates; | |
| • | Interest rates; and | |
| • | Investment and trading activities of hedge funds and commodity funds. |
The Shares have experienced significant price fluctuations. If
gold markets continue to be subject to sharp fluctuations, this
may result in potential losses if you need to sell your Shares
at a time when the price of gold is lower than it was when you
made your investment. Even if you are able to hold Shares for
the long-term, you may never experience a profit, since gold
markets have historically experienced extended periods of flat
or declining prices, in addition to sharp fluctuations.
In addition, investors should be aware that 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.
The sale of gold by the Trust to pay expenses reduces the
amount of gold represented by each Share on an ongoing basis
irrespective of whether the trading price of the Shares rises or
falls in response to changes in the price of gold.
Each outstanding Share represents a fractional, undivided
interest in the gold held by the Trust. As the Trust does not
generate any income and as the Trust regularly sells gold to pay
for its ongoing expenses, the amount of gold represented by each
Share has gradually declined over time. This is also true with
respect to Shares that are issued in exchange for additional
deposits of gold into the Trust, as the amount of gold required
to create Shares proportionately reflects the amount of gold
represented by the Shares outstanding at the time of creation.
Assuming a constant gold price, the trading price of the Shares
is expected to gradually decline relative to the price of gold
as the amount of gold represented by the Shares gradually
declines.
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Investors should be aware that the gradual decline in the amount
of gold represented by the Shares will occur regardless of
whether the trading price of the Shares rises or falls in
response to changes in the price of gold.
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
As of the date of the formation of the Trust on
November 12, 2004, the NAV of the Trust, which represents
the value of the gold deposited into the Trust, was $13,081,500,
and the NAV per Share was $43.60. Since formation and through
March 31, 2010, 5,727 Baskets (572,700,000 Shares)
have been created and 2,018 Baskets
(201,800,000 Shares) have been redeemed. As of May 7,
2010, 390,400,000 Shares were outstanding and the estimated
NAV per Share as determined by the Trustee for May 7,
2010 was $117.65.
| Item 3. | Defaults Upon Senior Securities |
None.
| Item 4. | Submission of Matters to a Vote of Security Holders |
None.
| Item 5. | Other Information |
None.
| Item 6. | Exhibits |
The exhibits listed on the accompanying Exhibit Index, and
such Exhibit Index, are filed or incorporated by reference
as a part of this report.
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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* indicated
thereunto duly authorized.
WORLD GOLD TRUST SERVICES, LLC
Sponsor of the Equity Gold Trust
(Registrant)
/s/ Jason
Toussaint
Jason Toussaint
Managing Director
(principal executive officer)
/s/ Graham
Richardson
Graham Richardson
Chief Financial Officer and Treasurer
(principal financial officer and
principal accounting officer)
Date: May 10, 2010
| * | The Registrant is a trust and the persons are signing in their capacities as officers of World Gold Trust Services, LLC, the Sponsor of the Registrant. |
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EXHIBIT INDEX
Pursuant to Item 601 of Regulation S-K
Pursuant to Item 601 of Regulation S-K
| Exhibit No. | Description of Exhibit | |
|
31.1
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010. | |
|
31.2
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010. | |
|
32.1
|
Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010. | |
|
32.2
|
Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010. |
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TABLE OF CONTENTS
Part I - Financial Information:printItem 1. Financial Statements (unaudited)printItem 2. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 3. Quantitative and Qualitative Disclosures About Market RiskprintItem 4. Controls and ProceduresprintPart II - Other Information:printItem 1. Legal ProceedingsprintItem 1A. Risk FactorsprintItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsprintItem 3. Defaults Upon Senior SecuritiesprintItem 4. Submission Of Matters To A Vote Of Security HoldersprintItem 5. Other InformationprintItem 6. Exhibitsprint