VanEck Merk Gold ETF 10-Q

Item 1. Financial Statements (Unaudited) VanEck Merk Gold Trust Statements of Assets and Liabilities October 31, 2020 January 31, 2020 (unaudited) Assets Investments in gold bullion (cost $ 339,545,608 and $ 159,340,051 , respectively) $ 416,830,640 $ 198,479,752 Total assets 416,830,640 198,479,752 Liabilities Sponsor’s fee payable - 9 Total liabilities - 9 Net assets $ 416,830,640 $ 198,479,743 Net assets consists of: Paid-in-capital $ 340,377,281 $ 165,051,803 Accumulated earnings 76,453,359 33,427,940 $ 416,830,640 $ 198,479,743 Shares issued and outstanding (no par value) 22,719,117 12,817,945 Net asset value per share $ 18.35 $ 15.48 See notes to unaudited financial statements. 1 VanEck Merk Gold Trust Statements of Operations For the Three Months Ended October 31, 2020 For the Three Months Ended October 31, 2019 For the Nine Months Ended October 31, 2020 For the Nine Months Ended October 31, 2019 (unaudited) (unaudited) (unaudited) (unaudited) Expenses Sponsor’s fees $ 252,814 $ 173,817 $ 746,046 $ 474,492 Total expenses 252,814 173,817 746,046 474,492 Net investment loss ( 252,814 ) ( 173,817 ) ( 746,046 ) ( 474,492 ) Net realized and unrealized gain (loss) Net realized gain from gold bullion distributed for redemptions 993,857 -- 5,626,134 96,601 Net change in unrealized appreciation (depreciation) on investment in gold bullion ( 18,495,904 ) 9,375,531 38,145,331 20,817,073 Net realized and unrealized gain (loss) from operations ( 17,502,047 ) 9,375,531 43,771,465 20,913,674 Net increase (decrease) in net assets resulting from operations $ ( 17,754,861 ) $ 9,201,714 $ 43,025,419 $ 20,439,182 See notes to unaudited financial statements. 2 VanEck Merk Gold Trust Statements of Changes in Net Assets For the Three Months Ended October 31, 2020 For the Three Months Ended October 31, 2019 For the Nine Months Ended October 31, 2020 For the Nine Months Ended October 31, 2019 (unaudited) (unaudited) (unaudited) (unaudited) Net assets, beginning of period $ 369,590,556 $ 160,696,297 $ 198,479,743 $ 154,177,917 Creations 70,059,440 4,625,012 203,183,605 4,925,689 Redemptions ( 5,064,495 ) -- ( 27,858,127 ) ( 5,019,765 ) Net investment loss ( 252,814 ) ( 173,817 ) ( 746,046 ) ( 474,492 ) Net realized gain from gold bullion distributed for redemptions 993,857 -- 5,626,134 96,601 Net change in unrealized appreciation (depreciation) on investment in gold bullion ( 18,495,904 ) 9,375,531 38,145,331 20,817,073 Net assets, end of period $ 416,830,640 $ 174,523,023 $ 416,830,640 $ 174,523,023 See notes to unaudited financial statements. 3 VanEck Merk Gold Trust Financial Highlights Per Share Performance (for a share outstanding throughout each period) For the Three Months Ended October 31, 2020 For the Three Months Ended October 31, 2019 For the Nine Months Ended October 31, 2020 For the Nine Months Ended October 31, 2019 (unaudited) (unaudited) (unaudited) (unaudited) Net asset value per share, beginning of period $ 19.17 $ 13.98 $ 15.48 $ 12.99 Net investment loss (a) ( 0.01 ) ( 0.02 ) ( 0.04 ) ( 0.04 ) Net realized and unrealized gain (loss) on investment in gold bullion ( 0.81 ) 0.82 2.91 1.83 Net change in net assets from operations ( 0.82 ) 0.80 2.87 1.79 Net asset value per share, end of period $ 18.35 $ 14.78 $ 18.35 $ 14.78 Total return, at net asset value (b) ( 4.28 )% 5.72 % 18.54 % 13.78 % Ratio to average net assets (c) Net investment loss ( 0.25 )% ( 0.40 )% ( 0.33 )% ( 0.40 )% Net expenses 0.25 % 0.40 % 0.33 % 0.40 % (a) Calculated using average shares outstanding (b) Not annualized (c) Annualized See notes to unaudited financial statements. 4 VanEck Merk Gold Trust Schedules of Investment October 31, 2020 (unaudited) Fine Ounces Cost Value % of Net Assets Gold bullion 221,500 $ 339,545,608 $ 416,830,640 100.00 % Total investments 221,500 $ 339,545,608 $ 416,830,640 100.00 % Liabilities in excess of other assets - 0.00 % (a) Net assets $ 416,830,640 100.00 % January 31, 2020 Fine Ounces Cost Value % of Net Assets Gold bullion 125,287 $ 159,340,051 $ 198,479,752 100.00 % Total investments 125,287 $ 159,340,051 $ 198,479,752 100.00 % Liabilities in excess of other assets ( 9 ) 0.00 % (a) Net assets $ 198,479,743 100.00 % (a) Amount is less than 0.005% See notes to unaudited financial statements. 5 VanEck Merk Gold Trust Notes to Unaudited Financial Statements 1. ORGANIZATION The VanEck Merk Gold Trust (the “Trust”; known as the Merk Gold Trust prior to October 26, 2015 and then as the Van Eck Merk Gold Trust prior to April 28, 2016) is an investment trust formed on May 6, 2014 under New York law pursuant to a depositary trust agreement. After consideration of Financial Accounting Standards Topic 946, Merk Investments LLC (the “Sponsor”) has concluded the Trust meets the fundamental characteristics of an investment company. In addition, while the Trust does not currently possess all of the typical characteristics of an investment company, it believes its activities are consistent with those of an investment company and will therefore apply the guidance in Financial Accounting Standards Topic 946, including disclosure of the financial support contractually required to be provided by an investment company to any of its investees. The Sponsor is responsible for, among other things, overseeing the performance of The Bank of New York Mellon (the “Trustee”) and the Trust’s principal service providers, including the preparation of financial statements. The Trustee is responsible for the day-to-day administration of the Trust. Virtu Financial, also known as the Lead Market Maker, was the Initial Purchaser and contributed 1,000 Ounces of Gold in exchange for 100,000 shares on May 6, 2014. At contribution, the value of the gold deposited with the Trust was based on the price of an Ounce of Gold of $ 1,306.25 . The Initial Purchaser is not affiliated with the Sponsor or the Trustee. The Trust’s primary objective is to provide investors with an opportunity to invest in gold through the shares and be able to take delivery of physical gold bullion and gold coins (physical gold) in exchange for their shares. The Trust’s secondary objective is for the shares to reflect the performance of the price of gold less the expenses of the Trust’s operations. The Trust is not actively managed. The fiscal year end of the Trust is January 31st. 2. SIGNIFICANT ACCOUNTING POLICIES In preparing financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”), management makes estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amount of revenue and expenses reported during the period. Actual results could differ from these estimates. The accompanying audited and unaudited financial statements were prepared in accordance with GAAP and with the instructions for the Form 10-Q and the rules and regulations of the United States Securities and Exchange Commission. In the opinion of the Trust’s management, all adjustments (which consists of normal recurring adjustments) necessary to present fairly the financial position and the results of operations, as presented, have been made. The following is a summary of significant accounting policies followed by the Trust. 2.1. Valuation of Gold Financial Accounting Standards Board Accounting Standards Codification 820, “Fair Value Measurements and Disclosures” (“ASC 820”), provides a single definition of fair value, a hierarchy for measuring fair value and expanded disclosures about fair value adjustments. Various inputs are used in determining the fair value of the Trust’s assets or liabilities. These inputs are categorized into three broad levels. Level 1 includes unadjusted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market based inputs (including prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include management’s own assumptions in determining the fair value of investments. The Trust does not hold any derivative instruments, and its assets only consist of allocated gold bullion and gold receivable; representing gold covered by contractually binding orders for the creation of shares where the gold has not yet been transferred to the Trust’s account and, from time to time, cash, which is used to pay expenses. 6 VanEck Merk Gold Trust Notes to Unaudited Financial Statements (continued) The following table summarizes the inputs used as of October 31, 2020 in determining the Trust’s investments at fair value for purposes of ASC 820: Level 1 Level 2 Level 3 Investment in gold $ 416,830,640 $ — $ — Total $ 416,830,640 $ — $ — The following table summarizes the inputs used as of January 31, 2020 in determining the Trust’s investments at fair value for purposes of ASC 820: Level 1 Level 2 Level 3 Investment in gold $ 198,479,752 $ — $ — Total $ 198,479,752 $ — $ — London Gold Delivery Bars are held by JPMorgan Chase Bank, N.A. (the “Custodian”), on behalf of the Trust, at the London, United Kingdom vaulting premises. All gold is valued based on its Fine Ounce content, calculated by multiplying the weight of gold by its purity; the same methodology is applied independent of the type of gold held by the Trust; similarly, the value of up to 430 Fine Ounces of unallocated gold the Trust may hold is calculated by multiplying the number of Fine Ounces with the price of gold determined by the Trustee as follows. The Trustee determines the net asset value (the “NAV”) of the Trust on each day that NYSE Arca is open for regular trading, as promptly as practical after 4:00 PM New York time. The NAV of the Trust is the aggregate value of the Trust’s assets less its estimated accrued but unpaid liabilities (which include accrued expenses). The Trustee computes the NAV per Share by dividing the net assets of the Trust by the number of the shares outstanding on the date the computation is made. In determining the Trust’s NAV, the Trustee values the gold held by the Trust based on the afternoon session of the twice daily fix of the price of a Fine Ounce of gold which starts at 3:00 PM London, England time and is performed in London by the ICE Benchmark Administration as an independent third-party administrator (the “LBMA PM Gold Price”). The Trustee also determines the NAV per Share. If on a day when the Trust’s NAV is being calculated the LBMA PM Gold Price for that day is not available, the Trustee will value the gold held by the Trust based on that day’s morning session of the twice daily fix of the price of a Fine Ounce of gold, which starts at 10:30 AM London, England time and is performed in London by the ICE Benchmark Administration as an independent third-party administrator (the “LBMA AM Gold Price”). If no fix is available for the day, the Trustee will value the Trust’s gold based on the most recently announced LBMA AM Gold Price or LBMA PM Gold Price. Prior to March 20, 2015, the Trustee utilized the daily fix of the price of a Fine Ounce of gold as performed by the five members of the London gold fix, which has now been replaced by the ICE Benchmark Administration as an independent third-party administrator. 2.2. Expenses The Trustee issues shares to pay the Sponsor’s fee; the Sponsor pays the Trust’s ordinary expenses. The NAV of the Trust is used to compute the Sponsor’s fee, and the Trustee subtracts from the NAV of the Trust the amount of accrued Sponsor’s fee. To the extent the Trust issues additional shares to pay the Sponsor’s fee or sells gold to cover expenses or liabilities, the amount of gold represented by each share will decrease. New deposits of gold, received in exchange for new shares issued by the Trust, would not reverse this trend. 7 VanEck Merk Gold Trust Notes to Unaudited Financial Statements (continued) 2.3. Creations and Redemptions of Shares Shares are issued and redeemed by the Trust in blocks of 50,000 shares called “Baskets” in exchange for gold from certain registered broker-dealers or other securities market participants (“Authorized Participants”). Investors that are not Authorized Participants may also take delivery of physical gold in exchange for their shares (“Delivery Applicants”). Authorized Participants The Trust issues and redeems Baskets only to Authorized Participants. The creation and redemption of Baskets will only be made in exchange for the delivery to the Trust or the distribution by the Trust of the amount of gold represented by the Baskets being created or redeemed, the amount of which will be based on the combined Fine Ounces represented by the number of shares included in the Baskets being created or redeemed determined on the day the order to create or redeem Baskets is properly received. Orders to create and redeem Baskets may be placed only by Authorized Participants. An Authorized Participant must: (1) be a registered broker-dealer or other securities market participant, such as a bank or other financial institution, which, but for an exclusion from registration, would be required to register as a broker-dealer to engage in securities transactions, (2) be a participant in DTC, and (3) must have an agreement with the Custodian establishing an unallocated account in London or have an existing unallocated account meeting the standards described herein. To become an Authorized Participant, a person must enter into an Authorized Participant Agreement with the Sponsor and the Trustee. The Authorized Participant Agreement provides the procedures for the creation and redemption of Baskets and for the delivery of the gold required for such creations and redemptions. The Authorized Participant Agreement and the related procedures attached thereto may be amended by the Trustee and the Sponsor, without the consent of any investor or Authorized Participant. A transaction fee of $ 500 will be assessed on all creation and redemption transactions. Multiple Baskets may be created on the same day, provided each Basket meets the requirements described below and that the Custodian is able to allocate gold to the Trust Allocated Account such that the Trust Unallocated Account holds no more than 430 Fine Ounces of gold at the close of a business day. Authorized Participants who make deposits with the Trust in exchange for Baskets will receive no fees, commissions or other form of compensation or inducement of any kind from either the Sponsor or the Trust, and no such person has any obligation or responsibility to the Sponsor or the Trust to effect any sale or resale of shares. Delivery Applicants In exchange for its shares and payment of a processing fee, a Delivery Applicant will be entitled to one or more bars or coins of physical gold having approximately the total Fine Ounces represented by the shares on the day on which the Delivery Applicant’s broker-dealer submits his or her shares to the Trust in exchange for physical gold. As it is unlikely that the total Fine Ounces of physical gold will exactly correspond to the Fine Ounces represented by a specific number of shares, a Delivery Applicant will likely receive some cash representing the net sale proceeds of any excess Fine Ounces (the “Cash Proceeds”). To minimize the Cash Proceeds of any exchange, the delivery application requires that the number of shares submitted closely correspond in Fine Ounces to the Fine Ounces of physical gold that is held or that is to be acquired by the Trust for which the delivery is sought. Share submissions are processed in the order approved. Changes in the shares for the nine-month period ended October 31, 2020 are as follows: Shares Amount Shares, beginning of period at February 1, 2020 12,817,945 $ 165,051,803 Shares issued 11,542,696 203,183,605 Shares redeemed ( 1,641,524 ) ( 27,858,127 ) Shares, end of period at October 31, 2020 22,719,117 $ 340,377,281 8 VanEck Merk Gold Trust Notes to Unaudited Financial Statements (continued) Changes in the shares for the year ended January 31, 2020 are as follows: Shares Amount Shares, beginning of period at February 1, 2019 11,873,295 $ 150,490,404 Shares issued 1,347,199 19,581,163 Shares redeemed ( 402,549 ) ( 5,019,764 ) Shares, end of period at January 31, 2020 12,817,945 $ 165,051,803 2.4. Income Taxes The Trust is treated as a “grantor trust” for U.S. federal tax purposes. As a result, the Trust itself is not subject to U.S. federal income tax. Instead, the Trust’s income and expenses “flow through” to the shareholders and the Trustee reports the Trust’s income, gains, losses and deductions to the Internal Revenue Service on that basis. The Sponsor has evaluated whether or not there are uncertain tax positions that require financial statement recognition and has determined that no reserves for uncertain tax positions are required as of October 31, 2020. 2.5. Revenue Recognition Policy A gain or loss is recognized based on the difference between the selling price and the average cost method of the gold sold on a trade date basis. 3. INVESTMENT IN GOLD The following represents the changes in Ounces of gold and the respective fair value at October 31, 2020: Ounces Fair Value Beginning balance as of February 1, 2020 125,287 $ 198,479,752 Gold bullion contributed 112,238 202,437,531 Gold bullion distributed ( 16,025 ) ( 27,858,108 ) Realized gain (loss) from gold distributed from in-kind — 5,626,134 Change in unrealized appreciation (depreciation) — 38,145,331 Ending balance as of October 31, 2020 221,500 $ 416,830,640 The following represents the changes in Ounces of gold and the respective fair value at January 31, 2020: Ounces Fair Value Beginning balance as of February 1, 2019 116,515 $ 154,177,919 Gold bullion contributed 12,719 18,920,998 Gold bullion distributed ( 3,947 ) ( 5,019,758 ) Realized gain (loss) from gold distributed from in-kind — 96,601 Change in unrealized appreciation (depreciation) — 30,303,992 Ending balance as of January 31, 2020 125,287 $ 198,479,752 9 VanEck Merk Gold Trust Notes to Unaudited Financial Statements (continued) 4. RELATED PARTIES—SPONSOR, TRUSTEE, CUSTODIAN AND MARKETING FEES Fees paid are to the Sponsor as compensation for services performed under the Trust Agreement. Effective July 24, 2020, the Sponsor’s fee is payable at an annualized rate of 0.25% of the Trust’s NAV, accrued on a daily basis computed on the prior Business Day’s NAV and paid monthly in arrears. Prior to July 24, 2020, the Sponsor’s fee accrued at an annualized rate of 0.40% of the Trust’s NAV. The Sponsor has agreed to assume the following administrative and marketing expenses incurred by the Trust: the Trustee’s monthly fee and out-of-pocket expenses; the Custodian’s fee; the marketing support fees and expenses (including the fees and expenses of Foreside Fund Services, LLC); expenses reimbursable under the Custody Agreement; the precious metals dealer’s fees and expenses reimbursable under its agreement with the Sponsor; exchange listing fees; Securities and Exchange Commission registration fees; printing and mailing costs; maintenance expenses for the Trust’s website; audit fees; and up to $ 100,000 per annum in legal expenses. Affiliates of the Trustee, as well as affiliates of the Custodian may from time to time act as Authorized Participants to purchase or sell gold or shares for their own account, as agent for their customers and for accounts over which they exercise investment discretion. On October 22, 2015, the Sponsor, for the benefit of the Trust, entered into a Marketing Agent Agreement (as amended to date, the “Marketing Agreement”) with Van Eck Securities Corporation (“VanEck” or “Marketing Agent”). Pursuant to the Marketing Agreement, VanEck provides assistance in the marketing of the shares. The obligations created by the Marketing Agreement are obligations of the Sponsor of the Trust and any fees payable under the Marketing Agreement to VanEck are payable from the Sponsor’s fee (as calculated and defined in the Trust Agreement). The Trust will not incur additional financial or other performance obligations pursuant to the Marketing Agreement. 5. SHAREHOLDER OWNERSHIP Merk Hard Currency Fund owned a market value of $ 2,982,496 ( 162,800 shares) which equates to 0.72 % ownership in the Trust as of October 31, 2020. 6. CONCENTRATION OF RISK The Trust’s sole business activity is the investment in gold bullion. Several factors could affect the price of gold: (i) global gold supply and demand, which is influenced by such factors as forward selling by gold producers, purchases made by gold producers to unwind gold hedge positions, central bank purchases and sales, and production and cost levels in major gold-producing countries; (ii) investors’ expectations with respect to the rate of inflation; (iii) currency exchange rates; (iv) interest rates; (v) investment and trading activities of hedge funds and commodity funds; and (vi) global or regional political, economic or financial events and situations. In addition, there is no assurance that gold will maintain its long-term value in terms of purchasing power in the future. In the event that the price of gold declines, the Sponsor expects the value of an investment in the shares to decline proportionately. Each of these events could have a material adverse effect on the Trust’s financial position and results of operations. 10 VanEck Merk Gold Trust Notes to Unaudited Financial Statements (continued) 7. UNCERTAINTY REGARDING THE EFFECT OF COVID-19 The price of the Shares could be adversely affected by the effects of COVID-19 In December 2019, a novel strain of coronavirus, COVID-19, was reported to have surfaced in Wuhan, Hubei Province, China. In January 2020, this coronavirus spread to other countries, including the United States and Europe. The World Health Organization has classified the outbreak as a pandemic as it continues to spread. Efforts to contain the spread of this coronavirus have intensified. To date, this coronavirus has not had a significant impact on the Trust. Although we currently expect that any disruptive impact of coronavirus on the Trust will be temporary, this situation continues to evolve and therefore we cannot predict the extent to which the coronavirus will directly or indirectly affect the price of the Shares. There were some signs of increased demand for physical gold in March 2020 and as a result the precious metals dealer increased coin and bar premiums; the Sponsor has updated available coins and Processing Fees on merkgold.com/fees as information has become available. 8. INDEMNIFICATION Under the Trust’s organizational documents, each of the Trustee (and its directors, employees and agents) and the Sponsor (and its members, managers, directors, officers, employees, affiliates) is indemnified against any liability, cost or expense it incurs without gross negligence, bad faith or willful misconduct 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. However, based on industry experience, management believes the risk of loss is remote. 9. SUBSEQUENT EVENTS Management has evaluated the events and transactions that have occurred through the date the financial statements were issued and noted no items requiring adjustment of the financial statements or additional disclosures. * * * This report is submitted for the general information of the shareholders. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus, which includes information regarding the Trust’s risks, objectives, fees and expenses and other information. 11