UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form 10-Q
☒
QUARTERLY REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly
Period Ended March 31, 2022
or
☐
TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition
Period from _______________to_______________
Commission File Number: 001-34590
abrdn Platinum ETF Trust
(Exact name of registrant as specified in
its charter)
New York
26-4732885
(State or other jurisdiction
of incorporation or
organization)
(I.R.S. Employer Identification No.)
c/o abrdn ETFs Sponsor LLC
712
Fifth Avenue , 49th Floor
New York , NY
(Address of principal executive
offices)
10019
(Zip Code)
( 844 ) 383-7289
(Registrant’s telephone number,
including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each
exchange on which
registered
abrdn Physical Platinum Shares ETF
PPLT
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 Platinum ETF Trust had 12,700,000
abrdn Physical Platinum Shares ETF outstanding.
abrdn Platinum ETF Trust
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2022
INDEX
PART I. FINANCIAL INFORMATION
Item 1.
Financial Statements
1
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
12
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
14
Item 4.
Controls and Procedures
14
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings
15
Item 1A.
Risk Factors
15
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
15
Item 3.
Defaults Upon Senior Securities
15
Item 4.
Mine Safety Disclosures
15
Item 5.
Other Information
15
Item 6.
Exhibits
16
SIGNATURES
17
abrdn
Platinum 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 platinum (cost: March 31, 2022: $ 1,157,487 ; December 31, 2021: $ 1,145,807 )
$ 1,174,131
$ 1,138,264
Total
assets
1,174,131
1,138,264
LIABILITIES
Fees
payable to Sponsor
588
596
Platinum
payable
—
4,461
Total
liabilities
588
5,057
NET
ASSETS (1)
$ 1,173,543
$ 1,133,207
(1)
Authorized
share capital is unlimited with no par value per Share. Shares issued and outstanding at March 31, 2022 were 12,850,000 and
at December 31, 2021 were 12,700,000 . Net asset values per Share at March 31, 2022 and December 31, 2021 were $ 91.33 and $ 89.23 ,
respectively.
See
Notes to the Financial Statements
1
abrdn
Platinum 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 platinum (in 000's of US$, except for oz and percentage data)
Platinum
1,194,436.5
$ 1,157,487
$ 1,174,131
100.05 %
Total investment in platinum
1,194,436.5
$ 1,157,487
$ 1,174,131
100.05 %
Less liabilities
( 588 )
( 0.05 )%
Net Assets
$ 1,173,543
100.00 %
December 31, 2021
Description
oz
Cost
Fair Value
% of Net Assets
Investment in platinum (in 000's of US$, except for oz and percentage data)
Platinum
1,186,927.7
$ 1,145,807
$ 1,138,264
100.45 %
Total investment in platinum
1,186,927.7
$ 1,145,807
$ 1,138,264
100.45 %
Less liabilities
( 5,057 )
( 0.45 )%
Net Assets
$ 1,133,207
100.00 %
See
Notes to the Financial Statements
2
abrdn
Platinum 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
$ 1,743
$ 2,188
Total expenses
1,743
2,188
Net investment loss
( 1,743 )
( 2,188 )
REALIZED AND UNREALIZED GAINS / (LOSSES)
Realized gain on platinum transferred to pay expenses
56
311
Realized gain on platinum distributed for the redemption of Shares
2,890
9,757
Change in unrealized gain on investment in platinum
24,158
135,421
Total gain on investment in platinum
27,104
145,489
Change in net assets from operations
$ 25,361
$ 143,301
Net increase / (decrease) in net assets per Share
$ 2.02
$ 10.53
Weighted average number of Shares
12,556,667
13,603,889
See
Notes to the Financial Statements
3
abrdn
Platinum 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
12,700,000
$ 1,133,207
Net investment loss
( 1,743 )
Realized gain on investment in platinum
2,946
Change in unrealized gain on investment in platinum
24,158
Creations
650,000
62,761
Redemptions
( 500,000 )
( 47,786 )
Closing balance at March 31, 2022
12,850,000
$ 1,173,543
Three Months Ended March 31, 2021
(Amounts in 000's of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2021
13,300,000
$ 1,329,607
Net investment loss
( 2,188 )
Realized gain on investment in platinum
10,068
Change in unrealized gain on investment in platinum
135,421
Creations
900,000
97,223
Redemptions
( 400,000 )
( 45,543 )
Closing balance at March 31, 2021
13,800,000
$ 1,524,588
See
Notes to the Financial Statements
4
abrdn
Platinum 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
$ 89.23
$ 99.97
Income from investment operations:
Net investment loss
( 0.14 )
( 0.16 )
Total realized and unrealized gains or losses on investment in platinum
2.24
10.67
Change in net assets from operations
2.10
10.51
Net asset value per Share
at end of period
$ 91.33
$ 110.48
Weighted average number of Shares
12,556,667
13,603,889
Expense ratio (1)
0.60 %
0.60 %
Net investment loss ratio (1)
( 0.60 )%
( 0.60 )%
Total return, net asset value (2)
2.35 %
10.51 %
(1)
Annualized
for periods less than one year.
(2)
Total return
is not annualized.
See
Notes to the Financial Statements
5
abrdn Platinum ETF Trust
Notes to the Financial Statements (Unaudited)
1. Organization
The abrdn Platinum ETF Trust (known
as Aberdeen Standard Platinum ETF Trust prior to March 31, 2022) (the “Trust”) is a common law trust formed on December
30, 2009 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 platinum bullion and issues abrdn
Physical Platinum Shares ETF (known as Aberdeen Standard Physical Platinum Shares ETF prior to March 31, 2022) (“Shares”)
in minimum blocks of 50,000 Shares (also referred to as “Baskets”) in exchange for deposits of platinum and
distributes platinum 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 platinum, 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 platinum 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 Platinum
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 Platinum ETF Trust
Notes to the Financial Statements (Unaudited)
The Trust's platinum is held by JPMorgan Chase Bank, N.A.
(the “Custodian”), on behalf of the Trust, at its London, England vaulting premises. The Trust's platinum may also
be held by UBS AG, or any other firm selected by the Custodian to hold the Trust’s platinum 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 2.44 % of the Trust’s platinum was held by one or more sub-custodians.
The Trust's platinum is recorded at fair value. The cost of
platinum is determined according to the average cost method and the fair value is based on the afternoon session of the twice daily
fix of an ounce of platinum administered by the London Metal Exchange (“LME”). Realized gains and losses on transfers
of platinum, or platinum distributed for the redemption of Shares, are calculated on a trade date basis as the difference between
the fair value and average cost of platinum transferred.
The LME is responsible for the administration of the electronic
platinum price fixing system (“LMEbullion”) that replicates electronically the manual London platinum fix processes
previously employed by the London Platinum and Palladium Fixing Company Ltd (“LPPFCL”), as well as providing electronic
market clearing processes for platinum bullion transactions at the fixed prices established by the LME pricing mechanism. LMEbullion,
like the previous London platinum fix processes, establishes and publishes fixed prices for troy ounces of platinum twice each
London trading day during fixing sessions beginning at 9:45 a.m. London time (the “LME AM Fix”) and 2:00 p.m. London
time (the “LME PM Fix”).
Once the value of platinum 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 platinum
and all other assets held by the Trust.
The Trust recognizes changes in fair value of the investment
in platinum as changes in unrealized gains or losses on investment in platinum through the Statement of Operations.
The per Share amount of platinum exchanged for a purchase
or redemption is calculated daily by the Trustee using the LME PM Fix to calculate the platinum amount in respect of any liabilities
for which covering platinum sales have not yet been made, and represents the per Share amount of platinum 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 Platinum 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 platinum 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 platinum
$ 1,174,131
$ 1,138,264
There were no transfers between levels during the three months ended March 31, 2022 or the year ended December 31, 2021.
2.3. Platinum Receivable and Payable
Platinum receivable or payable represents the quantity
of platinum covered by contractually binding orders for the creation or redemption of Shares respectively, where the platinum
has not yet been transferred to or from the Trust’s account. Generally, ownership of platinum is transferred within two business
days of the trade date. At March 31, 2022, the Trust had no platinum receivable or payable for the creation or redemption
of Shares. At December 31, 2021, the Trust had no platinum receivable for the creation of Shares and $ 4,461,443 of
platinum payable for the redemption of Shares.
2.4. Creations and Redemptions
of Shares
The Trust expects to create and redeem Shares from time to time,
but only in one or more Baskets (a Basket equals a block of 50,000 Shares). The Trust issues Shares in Baskets to Authorized
Participants on an ongoing basis. Individual investors cannot purchase or redeem Shares in direct transactions with the Trust.
An Authorized Participant is a person who (1) is a registered broker-dealer or other securities market participant such as a bank
or other financial institution which is not required to register as a broker-dealer to engage in securities transactions; (2) is
a participant in The Depository Trust Company; (3) has entered into an Authorized Participant Agreement with the Trustee and the
Sponsor; and (4) has established an Authorized Participant Unallocated Account with the Trust’s Custodian or other platinum
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 platinum required
for such creations and redemptions. An Authorized Participant Unallocated Account is an unallocated platinum account, either
loco London or loco Zurich, established with the Custodian or a platinum bullion clearing bank by an Authorized Participant.
8
abrdn Platinum 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 platinum 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 platinum is exchanged in settlement of a redemption, it is considered a sale of platinum for financial statement
purposes.
The amount of platinum 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 platinum to be delivered or distributed by the Trust. In order to ensure that
the correct amount of platinum 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 platinum.
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 Platinum ETF Trust
Notes to the Financial Statements (Unaudited)
2.6. Investment in Platinum
Changes in ounces of platinum and their respective values
for the three months ended March 31, 2022 and 2021 are set out below:
Three Months
Ended
March 31, 2022
Three Months
Ended
March 31, 2021
(Amounts in 000’s of US$, except for ounces data)
Ounces of platinum
Opening balance
1,186,927.7
1,245,573.6
Creations
60,405.6
84,189.9
Redemptions
( 51,142.0 )
( 37,415.3 )
Transfers of platinum to pay expenses
( 1,754.8 )
( 1,854.1 )
Closing balance
1,194,436.5
1,290,494.1
Investment in platinum
Opening balance
$ 1,138,264
$ 1,330,272
Creations
62,761
97,223
Redemptions
( 52,247 )
( 45,543 )
Realized gain on platinum distributed for the redemption of Shares
2,890
9,757
Transfers of platinum to pay expenses
( 1,751 )
( 2,077 )
Realized gain on platinum transferred to pay expenses
56
311
Change in unrealized gain on investment in platinum
24,158
135,421
Closing balance
$ 1,174,131
$ 1,525,364
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 platinum
to the Sponsor.
The Trust will transfer platinum to the Sponsor to pay
the Sponsor’s Fee that accrues daily at an annualized rate equal to 0.60 % of the adjusted daily net asset value (“ANAV”)
of the Trust, paid monthly in arrears.
The Sponsor has agreed to assume administrative and marketing
expenses incurred by the Trust, including the Trustee’s monthly fee and out of pocket expenses, the Custodian’s fee
and the reimbursement of the Custodian’s expenses, exchange listing fees, United States Securities and Exchange Commission
(the “SEC”) registration fees, printing and mailing costs, audit fees and up to $ 100,000 per annum in legal expenses.
For the three months ended March 31, 2022 and 2021, the Sponsor's
Fee was $ 1,743,092 and $ 2,187,594 , respectively.
At March 31, 2022 and at December 31, 2021, the fees
payable to the Sponsor were $ 588,295 and $ 595,693 , 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 platinum as necessary to
pay these expenses. When selling platinum to pay expenses, the Trustee will endeavor to sell the smallest amounts of platinum
needed to pay these expenses in order to minimize the Trust’s holdings of assets other than platinum. 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 platinum
the Trustee will endeavor to sell at the price established by the LME PM Fix. The Trustee will place orders with dealers (which
may include the Custodian) through which the Trustee expects to receive the most favorable price and execution of orders. The Custodian
may be the purchaser of such platinum only if the sale transaction is made at the next LME PM Fix 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 platinum sold. Neither the Trustee nor the Sponsor is liable for depreciation
or loss incurred by reason of any sale.
Realized gains and losses result from the transfer of platinum
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 platinum transferred.
10
abrdn Platinum ETF Trust
Notes to the Financial Statements (Unaudited)
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 platinum 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 platinum,
and substantially all the Trust’s assets are holdings of platinum, which creates a concentration of risk associated
with fluctuations in the price of platinum. Several factors could affect the price of platinum, including: (i) global platinum
supply and demand, which is influenced by factors such as production and cost levels in major platinum producing countries, recycling,
autocatalyst demand, industrial demand, jewelry demand and investment demand; (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 platinum will maintain its long-term value in terms of purchasing power in the future. In the event that
the price of platinum 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
Platinum 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 December 30, 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 platinum and is expected to issue Baskets in exchange for deposits of platinum and to distribute platinum
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 platinum,
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 platinum.
The
Trust issues and redeems Shares only with Authorized Participants in exchange for platinum 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 “PPLT”.
Valuation
of Platinum 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 platinum held by the Trust and determines the NAV of the Trust.
At
the Evaluation Time, the Trustee values the Trust’s platinum on the basis of that day’s LME PM Fix or, if no LME PM
Fix is made on such day, the next most recent LME PM Fix determined prior to the Evaluation Time will be used, unless the Sponsor
determines that such price is inappropriate as a basis for evaluation. In the event the Sponsor determines that the LME PM Fix
or such other publicly available price as the Sponsor may deem fairly represents the commercial value of the Trust’s platinum
is not an appropriate basis for evaluation of the Trust’s platinum, it shall identify an alternative basis for such evaluation
to be employed by the Trustee. Neither the Trustee nor the Sponsor shall be liable to any person for the determination that the
LME PM Fix or such other publicly available price is not appropriate as a basis for evaluation of the Trust’s platinum or
for any determination as to the alternative basis for such evaluation provided that such determination is made in good faith.
Once
the value of the platinum 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 platinum 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 accrued fees so computed
for such day and the resulting figure is the NAV of the Trust. The Trustee also determines the NAV per Share by dividing the NAV
of the Trust by the number of the Shares outstanding as of the close of trading on the NYSE Arca (which includes the net number
of any Shares created or redeemed on such evaluation day).
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 platinum 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 $1,133,206,525 at December 31, 2021 to $1,173,542,796 at March 31, 2022, a 3.56% increase for
the quarter. The increase in the Trust’s NAV resulted from an increase in the price per ounce of platinum, which rose 2.50%
from $959.00 at December 31, 2021 to $983.00 at March 31, 2022. There was an increase in outstanding Shares, which increased from
12,700,000 Shares at December 31, 2021 to 12,850,000 Shares at March 31, 2022, as a result of 650,000 Shares (13 Baskets) being
created and 500,000 Shares (10 Baskets) being redeemed during the quarter.
The
NAV per Share increased 2.35% from to $89.23 at December 31, 2021 to $91.33 at March 31, 2022. The Trust’s NAV per Share
increased slightly less than the price per ounce of platinum on a percentage basis due to the Sponsor’s Fee, which was $1,743,092
for the quarter, or 0.60% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $106.98 at March 8, 2022 was the highest during the quarter, compared with a low of $86.61 at January 10, 2022.
The
increase in net assets from operations for the quarter ended March 31, 2022 was $25,361,273, resulting from a realized gain of
$56,437 on the transfer of platinum to pay expenses, a realized gain of $2,890,066 on platinum distributed for the redemption
of Shares, and an increase in unrealized gain on investment in platinum of $24,157,861, offset by the Sponsor’s Fee of $1,743,092.
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 $1,329,606,858 at December 31, 2020 to $1,524,587,878 at March 31, 2021, a 14.66% increase
for the quarter. The increase in the Trust’s NAV resulted primarily from an increase in outstanding Shares, which rose
from 13,300,000 Shares at December 31, 2020 to 13,800,000 Shares at March 31, 2021, as a result of 900,000 Shares (18
Baskets) being created and 400,000 Shares (8 Baskets) being redeemed, as well as an increase in the price per ounce of
platinum, which rose 10.67% from $1,068.00 at December 31, 2020 to $1,182.00 at March 31, 2021.
The
NAV per Share increased 10.51% from $99.97 at December 31, 2020 to $110.48 at March 31, 2021. The Trust’s NAV per Share
rose slightly less than the price per ounce of platinum on a percentage basis due to the Sponsor’s Fee, which was $2,187,594
for the quarter, or 0.60% of the Trust’s ANAV on an annualized basis.
The
NAV per Share of $121.03 at February 19, 2021 was the highest during the quarter, compared with a low of $95.09 at January
11, 2021.
The
increase in net assets from operations for the quarter ended March 31, 2021 was $143,301,089, resulting from a realized gain
of $311,115 on the transfer of platinum to pay expenses, a realized gain of $9,756,873 on platinum distributed for the
redemption of Shares, and a change in unrealized gain on investment in platinum of $135,420,695, offset by the
Sponsor’s Fee of $2,187,594. 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 platinum as necessary
to pay the Trust’s expenses not otherwise assumed by the Sponsor. The Trustee will not sell platinum to pay the Sponsor’s
Fee but will pay the Sponsor’s Fee through in-kind transfers of platinum 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 Platinum
On April 8, 2022, in response to Russia’s invasion of Ukraine, LPPM suspended two government-owned Russian platinum and palladium
refiners. New productions by such refiners will no longer be accepted as “Good Delivery” by the LPPM until further notice.
The bars and sponges these refiners previously produced will still be considered Good Delivery, consistent with past suspensions of refiners
by the LPPM. Fewer suppliers to the LPPM may lead to a lower supply of Good Delivery platinum and further volatility in the price of platinum.
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 platinum
held by the Fund. Sanctions could also result in countermeasures or retaliatory actions, which may impact the value of platinum. Although
it is not possible to predict the impact that any sanctions and retaliatory actions may have on the Fund, such events could significantly
harm 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:
13
Baskets were created.
10
Baskets were redeemed.
Period
Total Baskets
Redeemed
Total Shares
Redeemed
Average ounces of
platinum per Share
January 2022
4
200,000
0.093
February 2022
3
150,000
0.093
March 2022
3
150,000
0.093
10
500,000
0.093
Item
3. Defaults Upon Senior Securities
None.
Item
4. Mine Safety Disclosures
Not
applicable.
Item
5. Other Information
None.
15
Item
6. Exhibits
31.1
Chief Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Chief Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Chief Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
Chief Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101
The
following financial statements from the Trust’s Quarterly Report on Form 10-Q for the quarter ended 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
Platinum 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
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.