style="font: 10pt Times New Roman, Times, Serif">
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
10-Q
☒ |
|
or
☐ |
|
Commission
File Number:
001-34412
abrdn
Silver ETF Trust
(Exact
name of registrant as specified in its charter)
New York | 26-4586763 | |
| (I.R.S. Employer Identification No.) | |
c/o abrdn ETFs Sponsor LLC | ||
|
|
(
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) |
| ||
abrdn Physical Silver Shares ETF | SIVR | 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 May 5, 2022 abrdn Silver ETF Trust had
abrdn Physical Silver Shares ETF outstanding.
abrdn
Silver ETF Trust
FORM
10-Q
FOR
THE QUARTER ENDED MARCH 31, 2022
INDEX
abrdn
Silver ETF Trust
PART
I. FINANCIAL INFORMATION
Item
1. Financial Statements
Statements
of Assets and Liabilities
At
March 31, 2022 (Unaudited) and December 31, 2021
March 31, 2022 | December 31, 2021 | |||||||
(Amounts in 000's of US$, except for Share and per Share data) | ||||||||
ASSETS | ||||||||
Investment in silver (cost: March 31, 2022: $ 1,033,684 ; December 31, 2021: $ 895,562 ) | $ | 1,206,577 | $ | 995,405 | ||||
Total assets | 1,206,577 | 995,405 | ||||||
LIABILITIES | ||||||||
Fees payable to Sponsor | 291 | 253 | ||||||
Total liabilities | 291 | 253 | ||||||
NET ASSETS (1) | $ | 1,206,286 | $ | 995,152 |
(1) | Authorized share capital is with par value per Share. Shares issued and outstanding at March 31, 2022 were and at December 31, 2021 were . Net asset values per Share at March 31, 2022 and December 31, 2021 were $ and $ , respectively. |
See
Notes to the Financial Statements
1
abrdn
Silver ETF Trust
Schedules
of Investments
At
March 31, 2022 (Unaudited) and December 31, 2021
March 31, 2022 | ||||||||||||||||
Description | oz | Cost | Fair Value | % of Net Assets | ||||||||||||
Investment in silver (in 000's of US$, except for oz and percentage data) | ||||||||||||||||
Silver | 48,622,886.3 | $ | 1,033,684 | $ | 1,206,577 | 100.02 | % | |||||||||
Total investment in silver | 48,622,886.3 | $ | 1,033,684 | $ | 1,206,577 | 100.02 | % | |||||||||
Less liabilities | ( 291 | ) | ( 0.02 | )% | ||||||||||||
Net Assets | $ | 1,206,286 | 100.00 | % |
December 31, 2021 | ||||||||||||||||
Description | oz | Cost | Fair Value | % of Net Assets | ||||||||||||
Investment in silver (in 000's of US$, except for oz and percentage data) | ||||||||||||||||
Silver | 43,119,101.1 | $ | 895,562 | $ | 995,405 | 100.03 | % | |||||||||
Total investment in silver | 43,119,101.1 | $ | 895,562 | $ | 995,405 | 100.03 | % | |||||||||
Less liabilities | ( 253 | ) | ( 0.03 | )% | ||||||||||||
Net Assets | $ | 995,152 | 100.00 | % |
See
Notes to the Financial Statements
2
abrdn
Silver ETF Trust
Statements
of Operations (Unaudited)
For
the three months ended March 31, 2022 and 2021
Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | |||||||
(Amounts in 000's of US$, except for Share and per Share data) | ||||||||
EXPENSES | ||||||||
Sponsor's Fee | $ | 1,168 | $ | 1,022 | ||||
Less: Waiver | ( 390 | ) | ( 341 | ) | ||||
Total expenses | 778 | 681 | ||||||
Net investment loss | ( 778 | ) | ( 681 | ) | ||||
REALIZED AND UNREALIZED GAINS / (LOSSES) | ||||||||
Realized gain on silver transferred to pay expenses | 77 | 184 | ||||||
Realized gain on silver distributed for the redemption of Shares | 13,011 | |||||||
Change in unrealized gain / (loss) on investment in silver | 73,050 | ( 105,220 | ) | |||||
Total gain / (loss) on investment in silver | 73,127 | ( 92,025 | ) | |||||
Change in net assets from operations | $ | 72,349 | $ | ( 92,706 | ) | |||
Net increase / (decrease) in net assets per Share | $ | 1.58 | $ | ( 2.50 | ) | |||
Weighted average number of Shares | 45,887,222 | 37,134,444 |
See
Notes to the Financial Statements
3
abrdn
Silver ETF Trust
Statements
of Changes in Net Assets (Unaudited)
For
the three months ended March 31, 2022 and 2021
Three Months Ended March 31, 2022 | ||||||||
(Amounts in 000's of US$, except for Share data) | Shares | Amount | ||||||
Opening balance at January 1, 2022 | 44,750,000 | $ | 995,152 | |||||
Net investment loss | ( 778 | ) | ||||||
Realized gain on investment in silver | 77 | |||||||
Change in unrealized gain on investment in silver | 73,050 | |||||||
Creations | 5,750,000 | 138,785 | ||||||
Closing balance at March 31, 2022 | 50,500,000 | $ | 1,206,286 |
Three Months Ended March 31, 2021 | ||||||||
(Amounts in 000's of US$, except for Share data) | Shares | Amount | ||||||
Opening balance at January 1, 2021 | 33,750,000 | $ | 863,664 | |||||
Net investment loss | ( 681 | ) | ||||||
Realized gain on investment in silver | 13,195 | |||||||
Change in unrealized (loss) on investment in silver | ( 105,220 | ) | ||||||
Creations | 6,200,000 | 160,444 | ||||||
Redemptions | ( 1,700,000 | ) | ( 45,079 | ) | ||||
Closing balance at March 31, 2021 | 38,250,000 | $ | 886,323 |
See
Notes to the Financial Statements
4
abrdn
Silver ETF Trust
Financial
Highlights (Unaudited)
For
the three months ended March 31, 2022 and 2021
Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | |||||||
Per Share Performance (for a Share outstanding throughout the entire period) | ||||||||
Net asset value per Share at beginning of period | $ | 22.24 | $ | 25.59 | ||||
Income from investment operations: | ||||||||
Net investment loss | ( 0.02 | ) | ( 0.02 | ) | ||||
Total realized and unrealized gains or losses on investment in silver | 1.67 | ( 2.40 | ) | |||||
Change in net assets from operations | 1.65 | ( 2.42 | ) | |||||
Net asset value per Share at end of period | $ | 23.89 | $ | 23.17 | ||||
Weighted average number of Shares | 45,887,222 | 37,134,444 | ||||||
Expense ratio (1)(2) | 0.30 | % | 0.30 | % | ||||
Net investment loss ratio (1)(2) | ( 0.30 | )% | ( 0.30 | )% | ||||
Total return, net asset value (3) | 7.42 | % | ( 9.46 | )% | ||||
(1) | Annualized for periods less than one year. |
(2) | The expense ratio is calculated net of the voluntary waiver (refer to Note 2.7). The Gross Expense Ratio is 0.45 %. |
(3) | Total return is not annualized. |
See
Notes to the Financial Statements
5
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
1.
Organization
The abrdn
Silver ETF Trust (known as Aberdeen Standard Silver ETF Trust prior to March 31, 2022) (the “Trust”) is a common
law trust formed on July 20, 2009 (the "Date of Inception") under New York law pursuant to a depositary trust
agreement (the “Trust Agreement”) executed by abrdn ETFs Sponsor LLC (known as Aberdeen Standard Investments ETFs
Sponsor LLC prior to March 1, 2022) (the “Sponsor”) and The Bank of New York Mellon as Trustee (the “Trustee”).
The Trust holds silver bullion and issues abrdn Physical Silver Shares ETF (known as Aberdeen Standard Physical
Silver Shares ETF prior to March 31, 2022) (“Shares”) in minimum blocks of
Shares (also referred to as
“Baskets”) in exchange for deposits of silver and distributes silver 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. (known as Aberdeen
Standard Investments Inc. prior to January 1, 2022). abrdn Inc. is a wholly-owned indirect subsidiary of abrdn (formerly known
as Standard Life Aberdeen) 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 silver, less the Trust’s
expenses and liabilities. The Trust is designed to provide an individual owner of beneficial interests in the Shares (a “Shareholder”)
an opportunity to participate in the silver 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 months ended March 31, 2022 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, 2021. The results of operations for the three months ended March 31, 2022 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 Silver
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.
6
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
The
Trust’s silver is held by JPMorgan Chase Bank, N.A. (the “Custodian”). The Trust's silver may also be held by
another firm selected by the Custodian to hold the Trust's silver in the Trust's allocated account in the firm's vault premises
on a segregated basis and whose appointment has been approved by the Sponsor. At March 31, 2022, approximately
95.82
% of
the Trust's silver was held by a sub-custodian.
The
Trust's silver is recorded at fair value. The cost of silver is determined according to the average cost method and the fair value
is based on the London Bullion Market Association ("LBMA") Silver Price. Realized gains and losses on transfers
of silver, or silver distributed for the redemption of Shares, are calculated on a trade date basis as the difference between
the fair value and average cost of silver transferred.
The
ICE Benchmark Administration (“IBA”) conducts an electronic, over-the-counter silver auction in London, England to
establish a fixing price for an ounce of silver once each trading day, which is disseminated by major market vendors (the “LBMA
Silver Price”). The LBMA Silver Price is established by the LBMA-authorized bullion banks and market makers participating
in the auction.
Once
the value of silver 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 silver and all other assets held by the Trust.
The
Trust recognizes changes in fair value of the investment in silver as changes in unrealized gains or losses on investment
in silver through the Statement of Operations.
The
per Share amount of silver exchanged for a purchase or redemption is calculated daily by the Trustee using the LBMA Silver
Price to calculate the silver amount in respect of any liabilities for which covering silver sales have not yet been
made, and represents the per Share amount of silver 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.
7
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
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 silver 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$) | March 31, 2022 | December 31, 2021 | ||||||
Level 1 | ||||||||
Investment in silver | $ | 1,206,577 | $ | 995,405 | ||||
There were no transfers between levels during the three months ended March 31, 2022 or the year ended December 31, 2021. | ||||||||
2.3.
Silver
Receivable and Payable
Silver receivable
or payable represents the quantity of silver covered by contractually binding orders for the creation or redemption of Shares
respectively, where the silver has not yet been transferred to or from the Trust’s account. Generally, ownership of
silver is transferred within two business days of the trade date. At March 31, 2022, the Trust had
no
silver receivable or
payable for the creation or redemption of Shares. At December 31, 2021, the Trust had
no
silver receivable or payable
for the creation or redemption 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
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 silver 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 silver required for such creations and redemptions. An Authorized Participant
Unallocated Account is an unallocated silver account established with the Custodian or a silver bullion clearing bank
by an Authorized Participant.
8
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
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 silver 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. The typical settlement
period for Shares is 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 silver is exchanged in settlement of a redemption, it is considered
a sale of silver for financial statement purposes.
The
amount of silver 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 silver to be
delivered or distributed by the Trust. In order to ensure that the correct amount of silver is available at all times to
back the Shares, the Sponsor accepts an adjustment to its management fees 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 silver.
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 March 31, 2022 or December 31, 2021.
9
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
2.6.
Investment
in Silver
Changes
in ounces of silver and their respective values for the three months ended March 31, 2022 and 2021 are set
out below:
|
| |||||||
(Amounts in 000’s of US$, except for ounces data) | ||||||||
Ounces of silver | ||||||||
Opening balance | 43,119,101.1 | 32,617,862.0 | ||||||
Creations | 5,535,699.4 | 5,989,089.7 | ||||||
Redemptions | ( 1,641,982.4 | ) | ||||||
Transfers of silver to pay expenses | ( 31,914.2 | ) | ( 25,386.9 | ) | ||||
Closing balance | 48,622,886.3 | 36,939,582.4 | ||||||
Investment in silver | ||||||||
Opening balance | $ | 995,405 | $ | 863,884 | ||||
Creations | 138,785 | 160,444 | ||||||
Redemptions | ( 45,079 | ) | ||||||
Realized gain on silver distributed for the redemption of Shares | 13,011 | |||||||
Transfers of silver to pay expenses | ( 740 | ) | ( 674 | ) | ||||
Realized gain on silver transferred to pay expenses | 77 | 184 | ||||||
Change in unrealized gain / (loss) on investment in silver | 73,050 | ( 105,220 | ) | |||||
Closing balance | $ | 1,206,577 | $ | 886,550 |
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 silver to
the Sponsor.
The
Trust will transfer silver to the Sponsor to pay the Sponsor’s Fee that accrues daily at an annualized rate equal to
0.45
%
of the adjusted daily net asset value (“ANAV”) of the Trust, paid monthly in arrears. Presently, the Sponsor is
continuing to voluntarily waive a portion of its fee and reduce the Sponsor’s Fee to
0.30
%
(which it has done since the Date of Inception).
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 $
100,000
per annum in legal expenses.
For
the three months ended March 31, 2022 and 2021, the Sponsor's Fee, net of fees waived by the Sponsor, was $
778,583
and $
681,313
,
respectively.
At
March 31, 2022 and at December 31, 2021, the fees payable to the Sponsor were $
291,013
and $
252,819
, respectively.
As
a result of the waiver, the Sponsor's Fee waived for the three months March 31, 2022 and 2021 was $
389,290
and $
340,657
, 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 silver as necessary to pay these expenses. When selling silver to pay expenses, the Trustee will
endeavor to sell the smallest amounts of silver needed to pay these expenses in order to minimize the Trust’s holdings
of assets other than silver. Other than the Sponsor’s Fee, the Trust had
no
expenses during the three months ended March
31, 2022 and 2021.
Unless
otherwise directed by the Sponsor, when selling silver the Trustee will endeavor to sell at the price established by the
LBMA. 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 silver only if the sale transaction
is made at the next LBMA Silver Price or such other publicly available price that the Sponsor deems fair, in each case as set
following the sale order. A gain or loss is recognized based on the difference between the selling price and the average cost
of the silver sold. Neither the Trustee nor the Sponsor is liable for depreciation or loss incurred by reason of any sale.
10
abrdn
Silver ETF Trust
Notes
to the Financial Statements (Unaudited)
Realized
gains and losses result from the transfer of silver 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 silver 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,
no material subsequent events requiring adjustment to or disclosure in the financial statements were identified.
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 silver 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 silver, and substantially all the Trust’s assets are holdings
of silver, which creates a concentration of risk associated with fluctuations in the price of silver. Several factors could
affect the price of silver, including: (i) global silver supply and demand, which is influenced by factors such as forward selling
by silver producers, purchases made by silver producers to unwind silver hedge positions, central bank purchases and sales, and
production and cost levels in major global silver-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 silver will maintain its long-term value in terms of purchasing power in the future. In the event that the
price of silver 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.
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.
11
abrdn
Silver 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 July 20, 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 silver and is expected to issue Baskets in exchange for deposits of silver and to distribute silver
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 silver,
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 silver.
The
Trust issues and redeems Shares only with Authorized Participants in exchange for silver and only in aggregations of 50,000
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 “SIVR”.
Valuation
of Silver 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 silver held by the Trust and determine both the ANAV and the
NAV of the Trust.
At
the Evaluation Time, the Trustee values the Trust’s silver on the basis of that day’s LBMA Silver Price (the daily
price of an ounce of silver as set at approximately 12:00 noon London, England time by LBMA-authorized bullion banks or market
makers in an electronic, over-the-counter auction conducted by the ICE Benchmark Administration (“IBA”) and disseminated
by major market vendors, or, if no LBMA Silver Price is made on such day or has not been announced by the Evaluation Time, the
next most recent LBMA Silver Price determined prior to the Evaluation Time is used, unless the Sponsor determines that such price
is inappropriate as a basis for evaluation. In the event the Sponsor determines that the LBMA Silver Price or such other publicly
available price as the Sponsor may deem fairly represents the commercial value of the Trust’s silver is not an appropriate
basis for evaluation of the Trust’s silver, it shall identify an alternative basis for such evaluation to be employed by
the Trustee.
Once
the value of the silver 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 silver 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.
12
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 the 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 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).
The
Trustee's estimation of accrued but unpaid fees, expenses and liabilities is 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 silver 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
March 31, 2022
The
Trust’s NAV increased from $995,151,629 at December 31, 2021 to $1,206,285,910 at March 31, 2022, a 21.22% increase for
the quarter. The increase in the Trust’s NAV resulted from an increase in outstanding Shares, which rose from 44,750,000
Shares at December 31, 2021 to 50,500,000 Shares at March 31, 2022, as a result of 5,750,000 Shares (115 Baskets) being created
and no Shares being redeemed during the quarter. There was an increase in the price per ounce of silver, which rose 7.49% from
$23.09 at December 31, 2021 to $24.82 at March 31, 2022.
The
NAV per Share increased 7.42% from $22.24 at December 31, 2021 to $23.89 at March 30, 2022. The Trust’s NAV per Share rose
slightly less than the price per ounce of silver on a percentage basis due to the Sponsor’s Fee, net of waiver, which was
$778,582 for the quarter, or 0.30% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $25.20 at March 9, 2022 was the highest during the quarter, compared with a low of $21.42 at January 7, 2022.
The
increase in net assets from operations for the quarter ended March 31, 2022 was $72,348,829 resulting from a realized gain
of $77,125 on the transfer of silver to pay expenses and a change in unrealized gain on investment in silver of $73,050,286, offset
by the Sponsor’s Fee, net of waiver of $778,582. Other than the Sponsor’s Fee, the Trust had no expenses during the
quarter ended March 31, 2022.
The
Quarter Ended
March 31, 2021
The
Trust’s NAV increased from $863,664,235 at December 31, 2020 to $886,323,207 at March 31, 2021, a 2.62% increase for the
quarter. The increase in the Trust’s NAV resulted primarily from an increase in outstanding Shares, which rose from 33,750,000
Shares at December 31, 2020 to 38,250,000 Shares at March 31, 2021, as a result of 6,200,000 Shares (124 Baskets) being created
and 1,700,000 Shares (34 Baskets) being redeemed. There was a decrease in the price per ounce of silver, which dropped 9.40% from
$26.49 at December 31, 2020 to $24.00 at March 31, 2021.
The
NAV per Share decreased 9.46% from $25.59 at December 31, 2020 to $23.17 at March 31, 2021. The Trust’s NAV per Share decreased
slightly more than the price per ounce of silver on a percentage basis due to the Sponsor’s Fee, net of waiver, which was
$681,313 for the quarter, or 0.30% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $28.58 at February 1, 2021 was the highest during the quarter, compared with a low of $23.17 at March 31, 2021.
The
decrease in net assets from operations for the quarter ended March 31, 2021 was $92,706,485 resulting from a realized gain of
$184,148 on the transfer of silver to pay expenses and a realized gain of $13,010,676 on silver distributed for the redemption
of Shares, offset by a change in unrealized loss on investment in silver of $105,219,996 and the Sponsor’s Fee of $681,313.
Other than the Sponsor’s Fee, the Trust had no expenses during the quarter ended March 31, 2021.
13
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 silver as necessary to
pay the Trust’s expenses not otherwise assumed by the Sponsor. The Trustee will not sell silver to pay the Sponsor’s
Fee but will pay the Sponsor’s Fee through in-kind transfers of silver to the Sponsor. At March 31, 2022, 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 March 31, 2022, 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 March
31, 2022 that have materially affected, or are reasonably likely to materially affect, the Trust’s or Sponsor’s internal
control over financial reporting.
14
PART
II. OTHER INFORMATION
Item
1. Legal Proceedings
None.
Item
1A. Risk Factors
Except
for the risk factor set forth below, 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, 2021.
Risks Related to Silver
On March 7, 2022, in response to Russia’s invasion of Ukraine, LBMA suspended five Russian silver refiners. New productions by such
refiners will no longer be accepted as “Good Delivery” by the London Bullion market until further notice. The bars these refiners
previously produced will still be considered Good Delivery, consistent with past suspensions of refiners by the LBMA. Fewer suppliers
to the LBMA may lead to a lower supply of Good Delivery silver and further volatility in the price of silver.
General
Risks
Armed
conflict can result in significant disruptions to the commodities markets and could adversely affect the price of the Shares.
On February
24, 2022, Russia commenced an invasion of Ukraine. In response to such conflict or for other reasons, governments have imposed and may
impose additional economic sanctions against Russia, certain other countries, entities and/or individuals. Economic sanctions and other
similar governmental actions could, among other things, prevent or prohibit certain entities or individuals from participating in the
bullion and commodities markets or otherwise impact the functioning of those markets. Such actions could affect the value of silver held
by the Fund. Sanctions could also result in countermeasures or retaliatory actions, which may impact the value of silver. Although it
is not possible to predict the impact that any sanctions and retaliatory actions may have on the Fund, such events could significantly
impact the value of the Fund's shares.
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 March 31, 2022:
115
Baskets were created.
0
Baskets were redeemed.
Period |
| Total Shares Redeemed | Average ounces of silver per Share | |||
January 2022 | — | — | — | |||
February 2022 | — | — | — | |||
March 2022 | — | — | — | |||
— | — | — |
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
applicable.
Item
5. Other Information
None.
15
Item
6. Exhibits
101 | The following financial statements from the Trust’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 , 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 March 31, 2022, formatted in Inline XBRL (included as Exhibit 101). |
16
abrdn
Silver 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: May 9, 2022 | /s/ Steven Dunn | ||
Steven Dunn * | |||
President and Chief Executive Officer | |||
(Principal Executive Officer) | |||
Date: May 9, 2022 | /s/ Andrea Melia | ||
Andrea Melia * | |||
Chief Financial Officer and Treasurer | |||
(Principal Financial Officer and Principal Accounting Officer) | |||
* | 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. | ||
17
The above information was disclosed in a filing to the SEC. To see the filing, click here.
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