Item 1. Financial Statements
Item 1. Financial Statements.
Index to Financial Statements
Documents
Page
HASHDEX NASDAQ CRYPTO INDEX US ETF
Statement of Assets and Liabilities at March 31, 2025 (Unaudited)
F-1
Schedule of Investments at March 31, 2025 (Unaudited)
F-2
Statement of Operations for the period January 21, 2025 through March 31, 2025 (Unaudited)
F-3
Statement of Changes in Net Assets for the period January 21, 2025 through March 31, 2025 (Unaudited)
F-4
Notes to Financial Statements (Unaudited)
F-5
1
Hashdex
Nasdaq Crypto Index US ETF
Statement
of Assets and Liabilities
March 31, 2025*
(Unaudited)
ASSETS
Investments in Crypto Assets, at fair value (cost $ 92,461,662 )
$ 88,716,178
Cash
24,952
Other receivable
1,140
Total Assets
88,742,270
LIABILITIES
Management fee payable
11,628
Total Liabilities
11,628
NET ASSETS
$ 88,730,642
Shares Issued and Outstanding, no par value, unlimited amount authorized
4,250,000
Net Asset Value per Share
$ 20.88
* No comparative statement shown/provided as it is the Trust’s
first fiscal year of operations.
The accompanying notes are an integral
part of these financial statements.
F- 1
Hashdex Nasdaq Crypto
Index US ETF
SCHEDULE OF INVESTMENTS
March 31, 2025*
(Unaudited)
Description: Assets
Fair Value
Percentage of
Net Assets
Quantity
Crypto Assets
Bitcoin
$ 78,674,883
88.67 %
953
Ether
10,041,295
11.31
5,490
Total Crypto Assets (cost $ 92,461,662 )
88,716,178
99.98
Total Investments (cost $ 92,461,662 )
88,716,178
99.98
Other Assets in Excess of Liabilities
14,464
0.02
Total Net Assets
$ 88,730,642
100.00 %
* No comparative statement shown/provided
as it is the Trust’s first fiscal year of operations.
The accompanying notes are an integral part of these financial statements.
F- 2
Hashdex
Nasdaq Crypto Index US ETF
Statement
of Operations
For the period January 21,
2025 (initial seed creation date) through March 31,
2025*
(Unaudited)
INVESTMENT INCOME
Income:
Interest income
$ -
Total
Income
-
Expenses:
Management fees
23,257
Other
50
Total Expenses
23,307
Less waiver
( 11,629 )
Net Expenses
11,678
Net Investment Loss
( 11,678 )
REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS)
Net realized loss
( 195,902 )
Net change in unrealized depreciation
( 3,745,484 )
Net realized and change in unrealized loss
( 3,941,386 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
$ ( 3,953,064 )
* No comparative statement shown/provided
as it is the Trust’s first fiscal year of operations.
The accompanying notes are an integral
part of these financial statements.
F- 3
Hashdex
Nasdaq Crypto Index US ETF
Statements
of Changes in Net Assets
For the period January 21,
2025 (initial seed creation
date) through March 31,
2025*
(Unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS
Net investment loss
$ ( 11,678 )
Net realized loss
( 195,902 )
Net change in unrealized depreciation
( 3,745,484 )
Net increase (decrease) in net assets resulting from operations
( 3,953,064 )
CAPITAL SHARE TRANSACTIONS
Shares issued
93,993,691
Shares redeemed
( 1,309,985 )
Net increase in net assets from capital share transactions
92,683,706
Total increase in net assets
$ 88,730,642
NET ASSETS
Beginning of Period
$ -
End of Period
$ 88,730,642
* No comparative statement shown/provided
as it is the Trust’s first fiscal year of operations.
The accompanying notes are an integral
part of these financial statements.
F- 4
Hashdex
Nasdaq Crypto Index US ETF
NOTES
TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization
Hashdex Nasdaq Crypto Index US
ETF (the “Trust”) is a Delaware statutory trust organized on July 12, 2024. The Trust operates pursuant to the Trust Agreement
dated December 23, 2024. The Trust is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Securities
Act of 1933, as amended (together with the rules and regulations adopted thereunder, as amended, the “1933 Act”). The Trust
was formed and is managed and controlled by the Sponsor. The sponsor of the Trust is Hashdex Asset Management Ltd. (the “Sponsor”).
CSC Delaware Trust Company is the trustee of the Trust (the “Trustee”).
The Trust is designed to provide
investors with price exposure to certain crypto assets, namely, those included in the Nasdaq Crypto US Settlement Price™ Index (NCIUSS)
(the “Index”). NCIUSS is a daily closing value of the Nasdaq Crypto US™ Index (NCIUS), which is designed to measure
the performance of a material portion of the overall crypto asset market. The Trust issues shares representing units of fractional undivided
beneficial interests (“Shares”) that trade on The Nasdaq Stock Market, LLC (the “Exchange”) under the symbol “NCIQ”.
The Trust commenced operations on February 14, 2025. Shares can be purchased and sold by investors through their broker-dealer. Under
its current investment objective, the Trust is limited to holding only two components: bitcoin and ether. Purchasing Shares of the Trust
is subject to the risks of crypto assets and crypto asset markets as well as the additional risks of investing in the Trust.
The Trust’s investment objective
is to align the daily changes in the Shares’ net asset value (“NAV”) with the daily price changes of the Index, minus
operational expenses and liabilities, by investing in the index constituents (“Index Constituents”), which are only bitcoin
and ether, in the same proportions of the Index. Because the Trust’s investment objective is to track the price of the Index, changes
in the price of the Shares may vary from changes in the Index Constituents’ prices.
An investment in the Trust is
subject to the risks of an investment in bitcoin and in ether, both of which are subject to a high degree of price variability, as well
as to the risks of crypto asset markets more generally. An investment in the Trust may be riskier than other exchange-traded products
that do not directly hold crypto assets, or financial instruments related to crypto, and may not be suitable for all investors. In addition,
the Index Constituents may experience pronounced and swift price changes. Accordingly, there is a potential for change in the price of
Shares between the time an investor places an order to purchase or sell with its broker-dealer and the time of the actual purchase or
sale resulting from the price volatility of Index Constituents.
The Index will be reconstituted
and rebalanced quarterly, on the first Business Day in March, June, September, and December to align the weightings of the Index Constituents
with the index methodology published by Nasdaq.
The statement of assets and liabilities
and schedule of investments on March 31, 2025, and the statements of operations and changes in net assets for the period ended March 31,
2025, have been prepared on behalf of the Trust and are unaudited. In the opinion of management of the Sponsor of the Trust, all adjustments
(which include normal recurring adjustments) necessary to present fairly the financial position and results of operations for the period
ended March 31, 2025, and for all interim periods presented have been made. In addition, interim period results are not necessarily indicative
of results for a full-year period.
The fiscal year of the Trust is
December 31st.
F- 5
2. Significant Accounting Policies
The following is a summary of significant
accounting policies consistently followed by the Trust in the preparation of these financial statements.
Basis of Presentation
The accompanying financial statements
have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and
are stated in U.S. Dollars. The Trust is an investment company and accordingly follows the investment company accounting and reporting
guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic
946, Financial Services — Investment Companies .
Use of Estimates
The preparation of the financial statements
in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of income and expenses
during the reported period. Actual results could differ from those estimates.
Cash
Cash includes non-interest bearing non-restricted
cash with one institution and is subject to credit risk to the extent its balance exceeds the federally insured limits. At March 31, 2025,
the Trust’s balance did not exceed the federally insured limits.
Investment Transactions and Investment Income
For financial statement purposes, the
Trust records investment transactions on the trade date of the investment purchase or sale. Gains and losses realized on sales of investments
are determined by the specific identification method. Investments made by the Trust intend to be limited to investments in Index Constituents
and cash and cash equivalents. Interest income is recorded on an accrual basis.
Federal Income Taxes
The Trust expects to be treated as a
partnership for U.S. federal income tax purposes. The Trust is not subject to federal income taxes; each partner reports his/her allocable
share of income, gain, loss, deductions or credits on his/her own income tax return. In accordance with GAAP, the Trust is required to
determine whether a tax position is more likely than not to be sustained upon examination by the applicable taxing authority, including
resolution of any tax related appeals or litigation processes, based on the technical merits of the position. The Trust files an income
tax return in the U.S. federal jurisdiction and may file income tax returns in various U.S. states. The tax benefit recognized is measured
as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. De-recognition
of a tax benefit previously recognized results in the Trust recording a tax liability that reduces net assets. However, the Trust’s
conclusions regarding this policy may be subject to review and adjustment at a later date based on factors including, but not limited
to, on-going analysis of and changes to tax laws, regulations and interpretations thereof. the Trust recognizes interest accrued related
to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed. No interest expense
or penalties have been recognized as of and for the period ended March 31, 2025.
F- 6
Valuation of Crypto Assets
In determining the value of the Trust’s
holdings, the Trust will value the Index Constituents held by the Trust at fair value. Fair value is the price that would be received
to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date.
The Trust identifies and determines the
Trust’s principal market (or in the absence of a principal market, the most advantageous market) for crypto assets consistent with
the application of fair value measurement framework in FASB ASC 820-10 “Fair Value Measurement”. The principal market is the
market with the greatest volume and level of activity that can be accessed.
The Trust’s valuation procedures
provide for the designation of the Sponsor to determine the valuation sources and policies to prepare the Trust’s financial statements
in accordance with GAAP. The Trust obtains relevant volume and level of activity information and based on initial analysis will select
an exchange market as the Trust’s principal market. The NAV and NAV per Share will be calculated using the fair value of bitcoin
and ether based on the price provided by this exchange market, as of 4:00 p.m. New York time on the measurement date for GAAP purposes.
The Trust will update its principal market analysis periodically and as needed to the extent that events have occurred, or activities
have changed in a manner that could change the Trust’s determination of the principal market.
The Trust utilizes various inputs to
determine the fair value of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuations methods.
The three levels of inputs are:
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, interest rates, prepayment speeds,
credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs
for the asset or liability, to the extent relevant observable inputs are not available; representing the Trust’s own assumptions
about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The following table summarizes the valuation
of investments at March 31, 2025* using the fair value hierarchy:
Level 1
Level 2
Level 3
Total
Crypto Assets
$ 88,716,178
$ -
$ -
$ 88,716,178
Total
$ 88,716,178
$ -
$ -
$ 88,716,178
* No comparative schedule shown/provided as it is the Trust’s
first fiscal year of operations.
F- 7
There were no transfers between Level
1 and other Levels for the period ended March 31, 2025.
The cost basis of the investment of cryptocurrencies
recorded by the Trust for financial reporting purposes is the fair value of such cryptocurrency at the time of purchase. The cost basis
recorded by the Trust may differ from proceeds collected by the Authorized Participant from the sale of the corresponding Shares to investors.
Calculation of NAV and NAV per Share
The Sponsor or its delegate shall calculate
the Trust’s NAV each Business Day as of the earlier of the close of the Nasdaq or 4:00 p.m. New York time. As such, the NAV is calculated
based on the value of the index price at 4:00 p.m. The assets of the Trust consist of bitcoin, ether, cash and cash equivalents. The Sponsor
has the exclusive authority to determine the Trust’s NAV, which it has delegated to the Administrator.
The Trust’s NAV per Share is calculated
by taking the current fair value of its total assets, subtracting any liabilities, and dividing that total by the number of Shares.
Segment Reporting
The Chief Financial Officer of the Sponsor
acts as the Trust’s Chief Operating Decision Maker (“CODM”) and is responsible for assessing performance and allocating
resources with respect to the Trust. The CODM has concluded that the Trust operates as a single operating segment since the Trust has
a single investment strategy as disclosed in its prospectus, against which the CODM assesses performance. The financial information provided
to and reviewed by the CODM is presented within the Trust’s financial statements.
3. Trust Expenses and Other Agreements
Sponsor
The Trust pays the Sponsor a
Management Fee, monthly in arrears, in an amount equal to 0.50 % per annum of the daily NAV of the Trust. The Management Fee is paid in
consideration of the Sponsor’s services related to the management of the Trust’s business and affairs. The Management Fee
is paid directly by the Trust to the Sponsor. The Management Fee accrues daily and is payable monthly in cash. The Trust intends to sell
its holdings in ether and bitcoin to pay the Management fee.
The Sponsor has agreed to temporarily
reduce its Management Fee to 0.25 % per annum through December 31, 2025. After December 31, 2025, the standard 0.50 % annual Management
Fee rate will apply.
In addition to the Trust’s
Management Fee, the Trust pays all of its respective brokerage commissions, including applicable exchange fees and give-up fees, and other
transaction related fees and expenses charged in connection with trading activities. The Trust also pays all fees and commissions related
to any crypto transaction fees for on-chain transfers of assets. The Sponsor pays all other routine operational, administrative and other
ordinary expenses of the Trust, including but not limited to, fees and expenses of the administrator, custodians, marketing agent, transfer
agent, trustees, licensors, accounting and audit fees and expenses, tax preparation expenses, legal fees, ongoing SEC registration fees,
individual Schedule K-1 preparation and mailing fees, and report preparation and mailing expenses. The Trust pays all of its non-recurring
and unusual fees and expenses, if any, as determined by the Sponsor. Non-recurring and unusual fees and expenses are unexpected or unusual
in nature, such as legal claims and liabilities and litigation costs or indemnification or other unanticipated expenses. Extraordinary
fees and expenses also include material expenses which are not currently anticipated obligations of the Trust. Routine operational, administrative
and other ordinary expenses are not deemed extraordinary expenses. In the event the Trust’s cash balance is insufficient to pay
all fees and expenses, including the Management Fee, the Trust may need to sell crypto assets from time to time to pay for fees and expenses.
F- 8
Initial costs and expenses related
to the initial offer and sale of Shares were borne by the Sponsor.
Unusual or extraordinary expenses
paid by Sponsor are not subject to any caps or limits. The Trust may be required to indemnify the Sponsor, and the Trust and/or the Sponsor
may be required to indemnify the Trustee, marketing agent, administrator, custodians, and the transfer agent under certain unusual or
extraordinary circumstances. Any indemnification paid by the Trust and/or Sponsor generally would cover losses incurred by an indemnified
party for (1) expenses incurred by a party when rendering services to the Trust or the Sponsor, (2) expenses arising from a breach of
obligations or non-compliance with laws, or (3) expenses arising out of the formation, operation or termination of the Trust.
Administrator, Custodians and Transfer
Agent
U.S. Bancorp Fund Services, LLC,
doing business as U.S. Bank Global Fund Services (the “Administrator”) serves as administrator, transfer agent and accounting
agent of the Trust pursuant to a Fund Servicing Agreement. U.S. Bank N.A. (the “Cash Custodian”), an affiliate of the Administrator,
serves as the Trust’s cash custodian pursuant to a Custody Agreement. Coinbase Custody Trust Company, LLC and BitGo Trust Company,
Inc (the “Custodians”) keeps custody of all of the Trust’s bitcoin and ether, on behalf of the Trust.
Marketing Agent
The Trust employs Paralel Distributors
LLC as the marketing agent for the Trust. The marketing agent is not entitled to compensation or reimbursement of expenses from the Trust,
with any such remuneration to be paid by the Sponsor, out of the management fee it receives for its services to the Trust. The term of
the agreement is three years, with provisions for automatic renewal and termination options available to both parties.
4. Capital Share Transactions
The Trust creates and redeems Shares
on a continuous basis but only in baskets of 10,000 Shares. Only authorized participants, which are registered broker-dealers who have
entered into written agreements with the Sponsor and/or the Trust, can place orders to receive baskets in exchange for cash.
The Sponsor and the Trust engage in crypto
asset transactions for converting cash into bitcoin and ether (in association with purchase orders) and bitcoin and ether into cash (in
association with redemption orders). The Administrator calculates the cost to purchase (or sell in the case of a redemption order) the
amount of the Index Constituents represented by the baskets being created (or redeemed). The amount of Index Constituents is equal to
the combined NAV of the number of Shares included in the baskets being created (or redeemed) determined as of 4:00 p.m. New York time
on the day the order to create or redeem baskets is properly received.
Only authorized participants may place
orders to create and redeem baskets through the transfer agent. The transfer agent coordinates with the Trust’s custodians in order to
facilitate settlement of the Shares and the Index Constituents.
Capital share transactions in the
Trust were as follows:
For the period January 21,
2025
(initial seed creation
date) through March 31,
2025*
(Unaudited)
Shares issued
4,310,000
Shares redeemed
( 60,000 )
Net increase
4,250,000
* No comparative schedule shown/provided as it is the Trust’s
first fiscal year of operations.
F- 9
5. Related Parties
The Sponsor is considered to be a related
party to the Trust. The Trust’s operations are supported by its Sponsor. The Sponsor provided the initial capital of $ 250,000 for the
initial sale of 10,000 shares to the Sponsor. Subsequently, the initial capital of 10,000 shares and $ 250,000 was redeemed on February
13, 2025.
As of March 31, 2025, the Trust has a
liability to the Sponsor of $ 11,629 for the February and March Management Fee.
The Hashdex Nasdaq Crypto Index Fund
(NCI), a Fund managed by the Sponsor, holds 4,000,000 shares.
The Sponsor arranged for the creation
of the Trust and is responsible for the ongoing registration of the Shares for its public offering in the United States and the listing
of Shares on the Exchange.
6. Indemnification
The Sponsor will not be liable to the
Trust, the Trustee or any Shareholder for any action taken or for refraining from taking any action in good faith, or for errors in judgment
or for depreciation or loss incurred by reason of the sale of any bitcoin or other assets of the Trust. However, the preceding liability
exclusion will not protect the Sponsor against any liability resulting from its own gross negligence, bad faith, or willful misconduct.
The Sponsor and each of its shareholders,
members, directors, officers, employees, affiliates, and subsidiaries will be indemnified by the Trust and held harmless against any losses,
liabilities or expenses incurred in the performance of its duties under the Declaration of Trust without gross negligence, bad faith,
or willful misconduct. The Sponsor may rely in good faith on any paper, order, notice, list, affidavit, receipt, evaluation, opinion,
endorsement, assignment, draft, or any other document of any kind prima facie properly executed and submitted to it by the Trustee, the
Trustee’s counsel or by any other person for any matters arising under the Declaration of Trust. The Sponsor shall in no event be
deemed to have assumed or incurred any liability, duty, or obligation to any Shareholder or to the Trustee other than as expressly provided
for in the Declaration of Trust. Such indemnity includes payment from the Trust of the costs and expenses incurred in defending against
any indemnified claim or liability under the Declaration of Trust.
The Trustee will not be liable or accountable
to the Trust or any other person or under any agreement to which the Trust or any series of the Trust is a party, except for the Trustee’s
breach of its obligations pursuant to the Declaration of Trust or its own willful misconduct, bad faith or gross negligence. The Trustee
and each of the Trustee’s officers, affiliates, directors, employees, and agents will be indemnified by the Trust from and against
any losses, claims, taxes, damages, reasonable expenses, and liabilities incurred with respect to the creation, operation or termination
of the Trust, the execution, delivery or performance of the Declaration of Trust or the transactions contemplated thereby; provided that
the indemnified party acted without willful misconduct, bad faith or gross negligence.
7. Commitments and Contingent Liabilities
In the normal course of business, the
Trust may enter into contracts that contain a variety of general indemnification clauses. The Trust’s maximum exposure under these
arrangements is unknown as this would involve future claims that may be made against the Trust which have not yet occurred and cannot
be predicted with any certainty. However, the Sponsor believes the risk of loss under these arrangements to be remote.
F- 10
8. Concentration Risk
Substantially all of the Trust’s
assets are holdings of bitcoin, which creates a concentration risk associated with fluctuations in the price of bitcoin. Accordingly,
a decline in the price of bitcoin will have an adverse effect on the value of the Shares of the Trust. Factors that may have
the effect of causing a decline in the price of bitcoin include negative perception of digital assets; a lack of stability and standardized
regulation in the digital asset markets; the closure or temporary shutdown of digital asset platforms due to fraud, business failure,
security breaches or government mandated regulation; and a loss of investor confidence.
9. Financial Highlights*
For the period January 21,
2025 (initial seed
creation date) through March 31,
2025*
(Unaudited)
Net Asset Value Per Share Performance (for a Share outstanding throughout the period presented), Beginning of Period
$ 25.00
Net investment loss (1)
$ ( 0.01 )
Net Realized and Unrealized Gain (Loss)
$ ( 4.11 )
Net Increase (Decrease) in Net Assets from Operations
$ ( 4.12 )
Net Asset Value Per Share Performance (for a Share outstanding throughout the period presented), End of Period
$ 20.88
Market Value Per Share, at March 31, 2025 (2)
$ 20.89
Total Return at Net Asset Value (3)
( 16.48 )%
Total Return at Market Value (3)
( 16.44 )%
Ratios to Average Net Assets: (4)(5)
Gross Expense ratio
0.50 %
Net Expense ratio
0.25 %
Net Investment Loss
( 0.25 )%
* No comparative schedule shown/provided as it is the Trust’s
first fiscal year of operations.
(1) Net investment loss per share represents net investment loss
divided by the daily average shares of beneficial interest outstanding during the period.
(2) Market values are determined at the close of the applicable
primary listing exchange, which may be later than when the Trust’s net asset value is calculated.
(3) Percentages are not annualized for the period ended March 31,
2025.
(4) Percentages are annualized.
(5) Includes activity for the period February 14, 2025 (effective
date) through March 31, 2025.
10. Subsequent Events
The
Sponsor has evaluated subsequent events through the date the financial statements were issued and has determined that there are no material
events that would require disclosure in the financial statements .
F- 11
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.