Item 1. Financial Statements
Item
1. Financial Statements.
Index
Documents
Page
Statements
of Financial Condition, Schedule of Investments, Statements of Operations, Statements of Changes in Shareholders’ Equity, and
Statements of Cash Flows:
-1x Short VIX Futures ETF
F-8
2x Long VIX Futures ETF
F-10
VS Trust
F-12
Notes to Financial Statements
F-12
- 1 -
VS
Trust
Statements
of Assets and Liabilities
September
30, 2023 (Unaudited) and December 31, 2022
-1x
Short VIX
Futures ETF
2x
Long VIX
Futures ETF
-1x Short VIX
Futures ETF
2x
Long VIX
Futures ETF
September 30,
2023
September 30,
2023
December 31,
2022
December 31,
2022
(Unaudited)
(Unaudited)
ASSETS
Cash
$ -
$ -
$ 504,600
$ -
Investments
in securities, at value*
7,673,680
24,356,501
-
8,250,285
Interest
receivable
40,015
112,405
12,909
50,483
Prepaid
expenses and other assets
24,989
42,198
10,295
15,666
Receivable
for shares sold
-
6,935,800
-
1,931,028
Deposit
at Broker for Futures
104,412,396
55,293,437
48,144,554
114,821,272
Variation
margin receivable
-
1,945,302
-
830,840
Other
receivable
-
2,081
571
579
Total
Assets
$ 112,151,080
$ 88,687,724
$ 48,672,929
$ 125,900,153
LIABILITIES
Payables
Variation
margin payable
$ 1,327,607
$ -
$ 187,030
$ -
Due
to Other
-
6
-
-
Fund shares redeemed
-
-
1,903,018
-
Payable
to Sponsor
111,877
125,640
54,374
176,838
Administrative,
accounting and custodian fees payable
17,968
25,664
15,869
19,957
Professional
fees payable
203,733
279,945
125,274
203,411
Licensing
and registration fees payable
33,799
53,324
8,761
11,181
Total
Liabilities
1,694,984
484,579
2,294,326
411,387
NET
ASSETS
$ 110,456,096
$ 88,203,145
$ 46,378,603
$ 125,488,766
NET
ASSETS CONSIST OF:
Paid-in
capital
$ 43,701,765
$ 374,688,877
$ 29,386,125
$ 203,182,472
Total
distributable earnings (accumulated deficit)
66,754,331
( 286,485,732 )
16,992,478
( 77,693,706 )
Net
Assets
$ 110,456,096
$ 88,203,145
$ 46,378,603
$ 125,488,766
Net
Asset Value (unlimited shares authorized):
Class
I (unlimited shares authorized):
Net
Assets
$ 110,456,096
$ 88,203,145
$ 46,378,603
$ 125,488,766
Shares
Outstanding^
3,940,000
25,420,000
3,170,000
21,450,000
Net
Asset Value, Offering and Redemption Price per Share
$ 28.03
$ 3.47
$ 14.63
$ 5.85
Market
Value per Share (Note 2)
$ 27.88
$ 3.49
$ 14.66
$ 5.82
*
Investments in securities, at cost
7,673,680
24,356,501
-
8,250,285
^ No Par Value
See
accompanying notes to financial statements.
F- 1
VS
Trust
Statements
of Operations
For
the Three Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x Short VIX
Futures ETF
2x
Long VIX
Futures ETF
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
September 30,
2023
September 30,
2023
September 30,
2022
September 30,
2022
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INVESTMENT
INCOME
Income:
Interest
income
$ 86,183
$ 257,541
$ 43,411
$ 126,917
Other
Income
-
-
-
7
Total
Income
86,183
257,541
43,411
126,924
Expenses:
Management
fees
293,542
365,111
146,457
464,768
Administrative,
accounting and custodian fees
27,917
28,148
15,332
25,723
Professional
fees
81,552
81,188
80,462
81,792
Licensing
and registration fees
7,688
13,740
27,963
34,070
Broker
interest expense
-
-
4,038
16,295
Total
Expenses
410,699
488,187
274,252
622,648
Net
Investment loss
( 324,516 )
( 230,646 )
( 230,841 )
( 495,724 )
REALIZED
AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FUTURES CONTRACTS
Net
realized gain (loss) on:
Futures
15,738,591
( 42,049,000 )
8,077,788
( 22,686,413 )
Net
change in unrealized appreciation (depreciation) of:
Futures
( 12,928,171 )
30,931,703
( 6,278,300 )
20,574,735
Net
realized and unrealized gain (loss) on investments and futures contracts
2,810,420
( 11,117,297 )
1,799,488
( 2,111,678 )
NET
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$ 2,485,904
$ ( 11,347,943 )
$ 1,568,647
$ ( 2,607,402 )
See
accompanying notes to financial statements.
F- 2
VS
Trust
Statements
of Operations
For
the Nine Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
Nine Months
Ended
Nine Months
Ended
For the
Period Ended
For the
Period Ended
September 30,
2023
September 30,
2023
September 30,
2022 ^
September 30,
2022 ^
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INVESTMENT
INCOME
Income:
Interest
income
$
207,714
$
691,812
$
62,395
$
143,699
Other
Income
-
-
61
160
Total
Income
207,714
691,812
62,455
143,859
Expenses:
Management
fees
688,455
1,284,769
310,019
575,991
Administrative,
accounting and custodian fees
74,725
90,847
39,233
49,590
Professional
fees
240,644
242,137
96,221
97,514
Licensing
and registration fees
57,822
58,561
68,358
74,437
Broker
interest expense
8,613
320
24,038
24,438
Total
Expenses
1,070,259
1,676,634
537,868
821,971
Net
Investment loss
( 862,545
)
( 984,822
)
( 475,413
)
( 678,112
)
REALIZED
AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FUTURES CONTRACTS
Net
realized gain (loss) on:
Futures
58,190,096
( 228,151,397
)
3,500,659
( 15,158,418
)
Net
change in unrealized appreciation (depreciation) of:
Futures
( 7,565,698
)
20,344,189
( 5,577,769
)
20,593,993
Net
realized and unrealized gain (loss) on investments and futures contracts
50,624,398
( 207,807,208
)
( 2,077,111
)
5,435,575
NET
INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$
49,761,853
$
( 208,792,030
)
$
( 2,552,524
)
$
4,757,463
^ The
Fund commenced operations on March 28, 2022.
See
accompanying notes to financial statements.
F- 3
VS
Trust
Statement
of Changes in Net Assets
For
the Three Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x
Short VIX
Futures ETF
2x
Long VIX
Futures ETF
-1x
Short VIX
Futures ETF
2x
Long VIX
Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
September 30,
2023
September 30,
2023
September 30,
2022
September 30,
2022
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INCREASE
(DECREASE) IN NET ASSETS:
OPERATIONS
Net
investment loss
$ ( 324,516 )
$ ( 230,646 )
$ ( 230,841 )
$ ( 495,724 )
Net
realized gain (loss) on investments and futures contracts
15,738,591
( 42,049,000 )
8,077,788
( 22,686,413 )
Net
change in unrealized appreciation (depreciation) of investments and futures contracts
( 12,928,171 )
30,931,703
( 6,278,300 )
20,574,735
Net
increase (decrease) in net assets resulting from operations
2,485,904
( 11,347,943 )
1,568,647
( 2,607,402 )
CAPITAL
SHARE TRANSACTIONS
Shares sold
68,508,308
91,271,140
37,128,501
148,158,278
Shares
redeemed
( 32,840,529 )
( 77,058,854 )
( 29,971,993 )
( 112,204,673 )
Net
increase (decrease) in net assets from capital share transactions
35,667,779
14,212,286
7,156,508
35,953,605
Total
increase (decrease) in net assets
38,153,683
2,864,343
8,725,155
33,346,203
NET
ASSETS
Beginning
of Period
72,302,413
85,338,802
46,889,371
60,436,455
End
of Period
$ 110,456,096
$ 88,203,145
$ 55,614,526
$ 93,782,658
See
accompanying notes to financial statements.
F- 4
VS
Trust
Statement
of Changes in Net Assets
For
the Nine Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
Nine Months
Ended
Nine Months
Ended
For the
Period Ended
For the
Period Ended
September 30,
2023
September 30,
2023
September 30,
2022 ^
September 30,
2022 ^
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
INCREASE
(DECREASE) IN NET ASSETS:
OPERATIONS
Net
investment loss
$ ( 862,545 )
$ ( 984,822 )
$ ( 475,413 )
$ ( 678,112 )
Net
realized gain (loss) on investments and futures contracts
58,190,096
( 228,151,397 )
3,500,659
( 15,158,418 )
Net
change in unrealized appreciation (depreciation) of investments and futures contracts
( 7,565,698 )
20,344,189
( 5,577,769 )
20,593,993
Net
increase (decrease) in net assets resulting from operations
49,761,853
( 208,792,030 )
( 2,552,524 )
4,757,463
CAPITAL
SHARE TRANSACTIONS
Shares sold
187,008,767
369,331,697
169,115,707
252,892,858
Shares
redeemed
( 172,693,127 )
( 197,825,288 )
( 110,948,657 )
( 163,867,663 )
Net
increase (decrease) in net assets from capital share transactions
14,315,640
171,506,409
58,167,050
89,025,195
Total
increase (decrease) in net assets
64,077,493
( 37,285,621 )
55,614,526
93,782,658
NET
ASSETS
Beginning
of Period
46,378,603
125,488,766
-
-
End
of Period
$ 110,456,096
$ 88,203,145
$ 55,614,526
$ 93,782,658
^ The
Fund commenced operations on March 28, 2022.
See
accompanying notes to financial statements.
F- 5
VS
Trust
Statements
of Cash Flows
For
the Three Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
-1x Short VIX
Futures ETF
2x Long VIX
Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
September 30,
2023
September 30,
2023
September 30,
2022
September 30,
2022
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
CASH
FLOW FROM OPERATING ACTIVITIES
Net
increase (decrease) in net assets resulting from operations
$ 2,485,904
$ ( 11,347,943 )
$ 1,568,647
$ ( 2,607,402 )
Adjustments
to reconcile net income (loss) to net cash provided by (used in) operating activities
Purchase
of investments
( 113,633,779 )
( 133,007,714 )
( 73,580,457 )
( 189,402,007 )
Proceeds
from sales or maturities of investments held
105,960,099
118,168,760
65,379,064
175,315,240
Decrease
(Increase) in Deposits at broker for futures contracts
( 35,708,583 )
28,009,343
3,665,556
( 16,108,875 )
Decrease
(Increase) in Variation margin receivable
1,242,108
( 1,945,302 )
-
( 1,274,983 )
Decrease
(Increase) in interest receivable
( 26,812 )
( 47,053 )
( 13,363 )
( 57,469 )
Decrease
(Increase) in other receivables
253
( 1,521 )
( 1,333 )
-
Decrease
(Increase) in Prepaid expenses and other assets
9,391
( 16,431 )
-
-
Decrease
(Increase) in Due from Other
-
-
-
( 4,743,330 )
Increase
(Decrease) in Due to Custodian
( 1,023,713 )
( 2,874,781 )
575,655
264,682
Increase
(Decrease) in Due to Other
-
6
-
-
Increase
(Decrease) in Variation margin payable
1,327,607
( 3,406,049 )
191,690
-
Increase
(Decrease) in Payable to Sponsor
41,257
( 13,210 )
( 17,753 )
107,134
Increase
(Decrease) in Administrative, accounting and custodian fees payable
3,262
7,567
16,555
27,319
Increase
(Decrease) in Professional fees payable
34,701
33,913
55,336
56,798
Increase
(Decrease) in Licensing and registration fees payable
10,872
14,275
14,922
21,029
Net
cash provided by (used in) operating activities
( 39,277,433 )
( 6,426,140 )
( 2,145,481 )
( 38,401,864 )
CASH
FLOW FROM FINANCING ACTIVITIES
Proceeds
from shares sold, net of cost from shares purchased
72,117,962
85,350,046
32,683,591
150,498,756
Cost
of shares redeemed
( 32,840,529 )
( 78,923,906 )
( 34,077,640 )
( 112,204,673 )
Net
cash provided by (used in) financing activities
39,277,433
6,426,140
( 1,394,049 )
38,294,083
NET
INCREASE (DECREASE) IN CASH
-
-
( 3,539,530 )
( 107,781 )
Beginning
of Period
-
-
3,539,530
107,781
End
of Period
$ -
$ -
$ -
$ -
See
accompanying notes to financial statements.
F- 6
VS
Trust
Statements
of Cash Flows
For
the Nine Months Ended September 30, 2023 and September 30, 2022 (Unaudited)
-1x
Short VIX
Futures ETF
2x
Long VIX
Futures ETF
-1x
Short VIX
Futures ETF
2x
Long VIX
Futures ETF
Nine Months
Ended
Nine Months
Ended
For the
Period Ended
For the
Period Ended
September 30,
2023
September 30,
2023
September 30,
2022 ^
September 30,
2022 ^
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
CASH
FLOW FROM OPERATING ACTIVITIES
Net
increase (decrease) in net assets resulting from operations
$ 49,761,853
$ ( 208,792,030 )
$ ( 2,552,524 )
$ 4,757,463
Adjustments
to reconcile net income (loss) to net cash provided by (used in) operating activities
Purchase of investments
( 340,725,312 )
( 442,361,238 )
( 160,823,700 )
( 250,370,760 )
Proceeds
from sales or maturities of investments held
333,051,632
426,255,022
144,330,975
219,134,233
Decrease
(Increase) in Deposits at broker for futures contracts
( 56,267,842 )
59,527,835
( 36,207,427 )
( 56,663,638 )
Decrease
(Increase) in Variation margin receivable
-
( 1,114,462 )
-
( 2,708,079 )
Decrease
(Increase) in interest receivable
( 27,106 )
( 61,922 )
( 22,965 )
( 69,844 )
Decrease
(Increase) in other receivables
571
( 1,502 )
-
-
Decrease
(Increase) in Prepaid expenses and other assets
( 14,694 )
( 26,532 )
-
-
Decrease
(Increase) in Due from Other
-
-
-
( 3,727,069 )
Increase
(Decrease) in Due to Custodian
-
6
575,655
264,682
Increase
(Decrease) in Due to Other
-
-
-
-
Increase
(Decrease) in Variation margin payable
1,140,577
-
774,721
-
Increase
(Decrease) in Payable to Sponsor
57,503
( 51,198 )
44,372
177,469
Increase
(Decrease) in Administrative, accounting and custodian fees payable
2,099
5,707
38,976
49,916
Increase
(Decrease) in Professional fees payable
78,459
76,534
70,547
71,973
Increase
(Decrease) in Licensing and registration fees payable
25,038
42,143
50,564
58,460
Net
cash provided by (used in) operating activities
( 12,917,222 )
( 166,501,637 )
( 53,722,139 )
( 89,025,193 )
CASH
FLOW FROM FINANCING ACTIVITIES
Proceeds
from shares sold, net of cost from shares purchased
187,008,767
364,326,925
164,670,796
252,892,856
Cost
of shares redeemed
( 174,596,145 )
( 197,825,288 )
( 110,948,657 )
( 163,867,663 )
Net
cash provided by (used in) financing activities
12,412,622
166,501,637
53,722,139
89,025,193
NET
INCREASE (DECREASE) IN CASH
( 504,600 )
-
-
-
Beginning
of Period
504,600
-
-
-
End
of Period
$ -
$ -
$ -
$ -
^ The
Fund commenced operations on March 28, 2022.
See
accompanying notes to financial statements.
F- 7
-1x
Short VIX Futures ETF
Schedule
of Investments
September
30, 2023 (Unaudited)
Shares
Fair
Value
SHORT TERM INVESTMENT - 6.95%
Money Market Fund - 6.95%
7,673,680
First American Government Obligations Fund, 5.01 % (a)
$ 7,673,680
TOTAL SHORT TERM INVESTMENT (Cost $ 7,673,680 )
$ 7,673,680
TOTAL INVESTMENTS (Cost $7,673,680) 6.95 %
$ 7,673,680
Other Assets in Excess of Liabilities - 93.05 % (b)
102,782,416
TOTAL NET ASSETS - 100.0 %
$ 110,456,096
Percentages are stated as a percent of net assets.
(a) Represents annualized seven-day yield at September 30, 2023.
(b) $104,412,396 of cash is pledged as collateral for futures contracts.
-1x
Short VIX Futures ETF
Short
Futures Contracts
September
30, 2023 (Unaudited)
Contracts
Unrealized
Appreciation/
(Depreciation)
( 2,472 )
CBOE VIX Futures
$ ( 460,721 )
Expiring November 2023
(Underlying Face Amount at Market Value $44,891,520)
( 3,709 )
CBOE VIX Futures
( 5,948,871 )
Expiring
October 2023 (Underlying Face Amount at Market Value $65,538,030)
$ ( 6,409,592 )
See
accompanying notes to financial statements.
F- 8
-1x
Short VIX Futures ETF
Schedule
of Investments
December
31, 2022
Cash - 1.1 % (a)
$ 504,600
Other assets in excess of liabilities - 98.9 % (a)
45,874,003
TOTAL NET ASSETS - 100 %
$ 46,378,603
(a) $48,144,554 of cash os pledged as collateral for futures contracts
-1x
Short VIX Futures ETF
Short
Futures Contracts
December
31, 2022
Contracts
Unrealized
Appreciation/
(Depreciation)
( 1,150 )
CBOE VIX Futures
$ 1,058,570
Expiring January 2023
(Underlying Face Amount at Market Value $26,634,000)
( 804 )
CBOE VIX Futures
97,536
Expiring
February 2023 (Underlying Face Amount at Market Value $19,754,280)
$ 1,156,106
See
accompanying notes to financial statements.
F- 9
2x
Long VIX Futures ETF
Schedule
of Investments
September
30, 2023 (Unaudited)
Shares
Fair
Value
SHORT TERM INVESTMENT - 27.61%
Money Market Fund - 27.61%
24,356,501
First American Government Obligations Fund, 5.00 % (a)
$ 24,356,501
TOTAL SHORT TERM INVESTMENT (Cost $ 24,356,501 )
24,356,501
TOTAL INVESTMENTS (Cost $24,356,501) 27.61 %
24,356,501
Other Assets in Excess of Liabilities - 72.39 % (b)
63,846,644
TOTAL NET ASSETS - 100.0 %
$ 88,203,145
Percentages
are stated as a percent of net assets.
(a) Represents annualized seven-day yield at September 30, 2023.
(b) $55,293,437 of cash is pledged as collateral for futures contracts.
2x
Long VIX Futures ETF
Long
Futures Contracts
September
30, 2023 (Unaudited)
Contracts
Unrealized
Appreciation/
(Depreciation)
3,945
CBOE VIX Futures
$ 674,595
Expiring November 2023
(Underlying Face Amount at Market Value $71,641,200)
5,918
CBOE VIX Futures
10,466,072
Expiring October
2023 (Underlying Face Amount at Market Value $104,571,060)
$ 11,140,667
See
accompanying notes to financial statements.
F- 10
2x
Long VIX Futures ETF
Schedule
of Investments
December
31, 2022
Shares
Fair
Value
SHORT TERM INVESTMENT - 6.57%
Money Market Fund - 6.57%
8,250,285
First American
Government Obligations Fund, 4.105% (a)
$ 8,250,285
TOTAL SHORT TERM INVESTMENT
(Cost $8,250,285)
$ 8,250,285
TOTAL INVESTMENTS(Cost $8,250,285) - 6.57 %
$ 8,250,285
Other Assets in Excess of Liabilities - 93.43% (b)
117,238,481
TOTAL NET ASSETS - 100.0 %
$ 125,488,766
Percentages
are stated as a percent of net assets.
(a) Represents annualized seven-day yield at December 31, 2022
(b) $114,821,272 of cash is pledged as collateral for futures contracts.
2x
Long VIX Futures ETF
Long
Futures Contracts
December
31, 2022
Contracts
Unrealized
Appreciation/
(Depreciation)
6,221
CBOE VIX Futures
$ ( 8,416,975 )
Expiring January 2023
(Underlying Face Amount at Market Value $144,078,360)
4,355
CBOE VIX Futures
( 786,547 )
Expiring
February 2023 (Underlying Face Amount at Market Value $107,002,350)
$ ( 9,203,522 )
See
accompanying notes to financial statements.
F- 11
VS
Trust
NOTES
TO FINANCIAL STATEMENTS
September
30, 2023
(unaudited)
NOTE
1 – ORGANIZATION
VS
Trust (the “Trust”) is a Delaware statutory trust formed on October 24, 2019 and is currently organized into separate series
(each, a “Fund” and collectively, the “Funds”). As of September 30, 2023, the following two series of the Trust
have commenced investment operations: -1x Short VIX Futures ETF (“SVIX”) and 2x Long VIX Futures ETF (“UVIX”).
Each of the Funds listed above issues common units of beneficial interest (“Shares”), which represent units of fractional
undivided beneficial interest in and ownership of only that Fund. The Shares of each Fund are listed on the Cboe BZX Exchange (“Cboe
BZX”).
The
Funds’ inception of operation was March 28, 2022. Neither the Trust nor the Funds had any operations prior to March 28, 2022, other
than matters relating to its organization and the registration of each series under the Securities Act of 1933.
Each
Fund’s investment exposure to VIX futures contracts will cause each to be deemed a commodity pool, thereby subjecting each
Fund to regulation under the Commodity Exchange Act of 1934 (“CEA”) and Commodity Futures Trading Commission
(“CFTC”) rules. The Sponsor is registered as a Commodity Pool Operator (“CPO”) and the Fund will be operated
in accordance with applicable CFTC rules. Registration as a CPO imposes additional compliance obligations on the Sponsor and the Funds
related to additional laws, regulations and enforcement policies, which could increase compliance costs and may affect the operations
and financial performance of the Funds.
Volatility
Shares LLC (the “Sponsor”) is the sponsor of the Trust and the Funds. The Sponsor also will serve as the Trust’s commodity
pool operator. The Funds are commodity pools, as defined under the Commodity Exchange Act (the “CEA”), and the applicable
regulations of the CFTC and are operated by the Sponsor, which is registered as a commodity pool operator with the CFTC. The Trust
is not an investment company registered under the Investment Company Act of 1940.
NOTE
2 – SIGNIFICANT ACCOUNTING POLICIES
Each
Fund is an investment company, as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification
(“ASC”) Topic 946 “Financial Services — Investment Companies.” As such, the Funds follow the investment
company accounting and reporting guidance. The following is a summary of significant accounting policies followed by each Fund, as applicable,
in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United
States of America (“GAAP”).
The
accompanying unaudited financial statements were prepared in accordance with GAAP for interim financial information and with the instructions
for Form 10-Q and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management,
all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period
financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period.
Emerging
growth company
The
Trust is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012. It will remain
an emerging growth company until the earlier of (1) the beginning of the first fiscal year following the fifth anniversary of its
initial public offering, (2) the beginning of the first fiscal year after annual gross revenue is $ 1.07 billion (subject to
adjustment for inflation) or more, (3) the date on which the Fund has, during the previous three-year period, issued more than
$ 1.0 billion in non-convertible debt securities and (4) as of the end of any fiscal year in which the market value of
common equity held by non-affiliates exceeded $ 700 million as of the end of the second quarter of that fiscal year.
For
as long as the Trust remains an “emerging growth company,” it may take advantage of certain exemptions from the various reporting
requirements that are applicable to public companies that are not “emerging growth companies” including, but not limited
to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced
disclosure obligations regarding executive compensation and financial statements in our periodic reports and proxy statements, and exemptions
from the requirements of holding a nonbinding advisory vote to approve executive compensation and shareholder approval of any golden
parachute payments not previously approved. The Trust will take advantage of these reporting exemptions until it is no longer an “emerging
growth company.”
F- 12
Use
of Estimates & Indemnifications
The
preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
In
the normal course of business, the Trust enters into contracts that contain a variety of representations which provide general indemnifications.
The Trust’s maximum exposure under these arrangements cannot be known; however, the Trust expects any risk of loss to be remote.
Basis
of Presentation
Pursuant
to rules and regulations of the SEC, these financial statements are presented for the Trust as a whole, as the SEC registrant, and for
each Fund individually. The debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect
to a particular Fund shall be enforceable only against the assets of such Fund and not against the assets of the Trust generally or any
other Fund. Accordingly, the assets of each Fund of the Trust include only those funds and other assets that are paid to, held by or
distributed to the Trust for the purchase of Shares in that Fund.
The
cash amount shown in the Statements of Cash Flows is the amount reported as cash in the Statements of Financial Condition dated September
30, 2023 and December 31, 2022 and represents cash, but does not include short-term investments.
Final
Net Asset Value for Fiscal Period
The
cut-off times and the times of the calculation of the Funds’ final net asset value for creation and redemption of fund Shares for
the three months ended September 30, 2023 were typically as follows. All times are Eastern Standard Time:
Create/Redeem
NAV
Calculation
NAV
Fund
Cut-off*(EST)
Time
(EST)
Calculation
Date
-1x Short VIX Futures ETF
and
2:00 p.m.
4:00 p.m.
September 30, 2023
2x Long VIX Futures ETF
2:00 p.m.
4:00 p.m.
September 30, 2023
* Although
the Funds’ shares may continue to trade on secondary markets subsequent to the calculation
of the final NAV, these times represent the final opportunity to transact in creation or
redemption units for the three months ended September 30, 2023.
Market
value per Share is determined at the close of Cboe BZX and may be later than when the Funds’ NAV per Share is calculated.
For
financial reporting purposes, the Funds value transactions based upon the final closing price in their primary markets. Accordingly,
the investment valuations in these financial statements may differ from those used in the calculation of certain of the Funds’
final creation/redemption NAV for the three months ended September 30, 2023.
Investment
Valuation
Short-term
investments are valued at amortized cost which approximates fair value for daily NAV purposes. For financial reporting purposes, short-term
investments are valued at their market price using information provided by a third-party pricing service or market quotations. In each
of these situations, valuations are typically categorized as Level I in the fair value hierarchy.
Derivatives
(e.g., futures contracts, options, swap agreements) are generally valued using independent sources and/or agreements with counterparties
or other procedures as determined by the Sponsor. Futures contracts are generally valued at the last settled price on the applicable
exchange on which that future trades. For financial reporting purposes, all futures contracts are generally valued at the last settled
price. Futures contracts valuations are typically categorized as Level I in the fair value hierarchy. Swap agreement valuations are typically
categorized as Level II in the fair value hierarchy. The Sponsor may in its sole discretion choose to determine a fair value price as
the basis for determining the market value of such position. Such fair value prices would generally be determined based on available
inputs about the current value of the underlying financial instrument or commodity and would be based on principles that the Sponsor
deems fair and equitable so long as such principles are consistent with industry standards. The Sponsor may fair value an asset of a
Fund pursuant to the policies the Sponsor has adopted. Depending on the source and relevant significance of valuation inputs, these instruments
may be classified as Level II or Level III in the fair value hierarchy.
F- 13
Fair
value pricing may require subjective determinations about the value of an investment. While the Funds’ policies are intended to
result in a calculation of its respective Fund’s NAV that fairly reflects investment values as of the time of pricing, such Fund
cannot ensure that fair values determined by the Sponsor or persons acting at their direction would accurately reflect the price that
a Fund could obtain for an investment if it were to dispose of that investment as of the time of pricing (for instance, in a forced or
distressed sale). The prices used by such Fund may differ from the value that would be realized if the investments were sold and the
differences could be material to the financial statements.
Fair
Value of Financial Instruments
The
Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure
fair value. The disclosure requirements establish a fair value hierarchy that distinguishes between: (1) market participant assumptions
developed based on market data obtained from sources independent of the Funds (observable inputs); and (2) the Funds’ own assumptions
about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs).
The three levels defined by the disclosure requirements hierarchy are as follows:
Level
I – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability
to access at the measurement date.
Level
II – Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or
indirectly. Level II assets include the following: quoted prices for similar assets or liabilities in active markets, quoted prices for
identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the
asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means
(market-corroborated inputs).
Level
III – Unobservable pricing input at the measurement date for the asset or liability. Unobservable inputs shall be used to measure
fair value to the extent that observable inputs are not available.
In
some instances, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. The level in the fair
value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest input level that is significant
to the fair value measurement in its entirety.
Fair
value measurements also require additional disclosure when the volume and level of activity for the asset or liability have significantly
decreased, as well as when circumstances indicate that a transaction is not orderly.
The
following table summarizes the valuation of investments at September 30, 2023 (unaudited) and December 31, 2022 using the fair value
hierarchy:
September
30, 2023 (Unaudited)
December
31, 2022
Fund
Level
1 -
Money
Market
Fund
Level
2 -
Futures
Contracts*
Total
September 30,
2023
Level
1 -
Money
Market
Fund
Level
2 -
Futures
Contracts*
Total
December 31,
2022
-1x Short VIX Futures ETF
$ 7,673,680
$ ( 6,409,592 )
$ 1,264,088
$ -
$ 1,156,106
$ 1,156,106
2x Long VIX Futures
ETF
$ 24,356,501
11,140,667
35,497,168
8,250,285
( 9,203,522 )
( 953,237 )
Total
Trust
$ 32,030,181
$ 4,731,075
$ 36,761,256
$ 8,250,285
$ ( 8,047,416 )
$ 202,869
* Includes cumulative appreciation (depreciation) of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.
The
inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those securities.
Investment
Transactions and Related Income
Investment
transactions are recorded on the trade date. All such transactions are recorded on the identified cost basis and marked to market daily.
Unrealized appreciation (depreciation) on open contracts are reflected in the Statements of Financial Condition and changes in the unrealized
appreciation (depreciation) between periods are reflected in the Statements of Operations.
Interest
income is recognized on an accrual basis and includes, where applicable, the amortization of premium or discount, and is reflected as
Interest Income in the Statement of Operations.
F- 14
Brokerage
Commissions and Futures Account Fees
Each
Fund pays its respective brokerage commissions, including applicable exchange fees, National Futures Association (“NFA”)
fees, give-up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities
for each Fund’s investment in U.S. Commodity Futures Trading Commission (“CFTC”) regulated investments. The effects
of trading spreads, financing costs/fees associated with Financial Instruments, and costs relating to the purchase of U.S. Treasury securities
or similar high credit quality short-term fixed-income would also be borne by the Funds. Brokerage commissions on futures contracts are
recognized on a half-turn basis (e.g., the first half is recognized when the contract is purchased (opened) and the second half is recognized
when the transaction is closed). ). The Sponsor is currently paying brokerage commissions on VIX futures contracts for the Funds that
exceed variable create/redeem fees collected by more than 0.29 % and 0.19 %, for SVIX and UVIX, respectively, of each Fund’s
average net assets annually.
Federal
Income Tax
Each
Fund is registered as a series of a Delaware statutory trust and is treated as a partnership for U.S. federal income tax purposes. Accordingly,
no Fund expects to incur U.S. federal income tax liability; rather, each beneficial owner of a Fund’s Shares is required to take
into account its allocable share of its Fund’s income, gain, loss, deductions and other items for its Fund’s taxable year
ending with or within the beneficial owner’s taxable year.
Management
of the Funds has reviewed all open tax years and major jurisdictions (i.e., the last four tax year ends and the interim tax period since
then, as applicable) and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income
tax positions taken or expected to be taken in future tax returns. The Funds are also not aware of any tax positions for which it is
reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. On an ongoing
basis, management monitors its tax positions taken under the interpretation to determine if adjustments to conclusions are necessary
based on factors including, but not limited to, on-going analysis of tax law, regulation, and interpretations thereof.
NOTE
3 – INVESTMENTS
Short-Term
Investments
The
Funds may purchase U.S. Treasury Bills, agency securities, and other high-credit quality short-term fixed income or similar securities
with original maturities of one year or less. A portion of these investments may be posted as collateral in connection with swap agreements,
futures, and/or forward contracts.
Accounting
for Derivative Instruments
In
seeking to achieve each Fund’s investment objective, the Sponsor uses a mathematical approach to investing. Using this approach,
the Sponsor determines the type, quantity and mix of investment positions, including derivative positions, which the Sponsor believes
in combination, should produce returns consistent with a Fund’s objective.
All
open derivative positions at period end are reflected on each respective Fund’s Schedule of Investments. Certain Funds utilized
a varying level of derivative instruments in conjunction with investment securities in seeking to meet their investment objectives during
the period. While the volume of open positions may vary on a daily basis as each Fund transacts derivatives contracts in order to achieve
the appropriate exposure to meet its investment objective, the volume of these open positions relative to the net assets of each respective
Fund at the date of this report is generally representative of open positions throughout the reporting period.
Following
is a description of the derivative instruments used by the Funds during the reporting period, including the primary underlying risk exposures
related to each instrument type.
Futures
Contracts
The
Funds may enter into futures contracts to gain exposure to changes in the value of, or as a substitute for investing directly in (or
shorting), an underlying benchmark. A futures contract obligates the seller to deliver (and the purchaser to accept) the future delivery
of a specified quantity and type of asset at a specified time and place. The contractual obligations of a buyer or seller may generally
be satisfied by taking or making physical delivery of the underlying commodity, if applicable, or by making an offsetting sale or purchase
of an identical futures contract on the same or linked exchange before the designated date of delivery, or by cash settlement at expiration
of contract.
Upon
entering into a futures contract, each Fund is required to deposit and maintain as collateral at least such initial margin as required
by the exchange on which the transaction is affected. The initial margin is segregated as cash and/or securities balances with brokers
for futures contracts, as disclosed in the Statements of Financial Condition, and is restricted as to its use. The Funds that enter into
futures contracts maintain collateral at the broker in the form of cash and/or securities. Pursuant to the futures contract, each Fund
generally agrees to receive from or pay to the broker(s) an amount of cash equal to the daily fluctuation in value of the futures contract.
Such receipts or payments are known as variation margin and are recorded by each Fund as unrealized gains or losses. Each Fund will realize
a gain or loss upon closing of a futures transaction.
F- 15
Futures
contracts involve, to varying degrees, elements of market risk (specifically exchange rate sensitivity, commodity price risk or equity
market volatility risk) and exposure to loss in excess of the amount of variation margin. The face or contract amounts reflect the extent
of the total exposure each Fund has in the particular classes of instruments. Additional risks associated with the use of futures contracts
are imperfect correlation between movements in the price of the futures contracts and the market value of the underlying Index or commodity
and the possibility of an illiquid market for a futures contract. With futures contracts, there is minimal but some counterparty risk
to the Funds since futures contracts are exchange-traded and the credit risk resides with the Funds’ clearing broker or clearinghouse
itself. Many futures exchanges and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single
trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit
or trading may be suspended for specified times during the trading day. Futures contracts prices could move to the limit for several
consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting
a Fund to substantial losses. If trading is not possible, or if a Fund determines not to close a futures position in anticipation of
adverse price movements, the Fund will be required to make daily cash payments of variation margin. The risk the Fund will be unable
to close out a futures position will be minimized by entering into such transactions on a national exchange with an active and liquid
secondary market.
Option
Contracts
An
option is a contract that gives the buyer the right, but not the obligation, to buy or sell a specified quantity of a commodity or other
instrument at a specific (or strike) price within a specified period of time, regardless of the market price of that instrument. There
are two types of options: calls and puts. A call option conveys to the option buyer the right to purchase a particular futures contract
at a stated price at any time during the life of the option. A put option conveys to the option buyer the right to sell a particular
futures contract at a stated price at any time during the life of the option. Options written by a Fund may be wholly or partially covered
(meaning that the Fund holds an offsetting position) or uncovered. In the case of the purchase of an option, the risk of loss of an investor’s
entire investment (i.e., the premium paid plus transaction charges) reflects the nature of an option as a wasting asset that may become
worthless when the option expires. Where an option is written or granted (i.e., sold) uncovered, the seller may be liable to pay substantial
additional margin, and the risk of loss is unlimited, as the seller will be obligated to deliver, or take delivery of, an asset at a
predetermined price which may, upon exercise of the option, be significantly different from the market value.
When
a Fund writes a call or put, an amount equal to the premium received is recorded and subsequently marked to market to reflect the current
value of the option written. Premiums received from writing options which expire are treated as realized gains. Premiums received from
writing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying futures, swap
or security transaction to determine the realized gain (loss).
When
a Fund purchases an option, the Fund pays a premium which is included as an asset on the Statement of Financial Condition and subsequently
marked to market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated as realized
losses. The risk associated with purchasing put and call options is limited to the premium paid. Premiums paid for purchasing options
which are exercised or closed are added to the amounts paid or offset against the proceeds on the underlying investment transaction to
determine the realized gain (loss) when the underlying transaction is executed.
Certain
options transactions may subject the writer (seller) to unlimited risk of loss in the event of an increase in the price of the contract
to be purchased or delivered. The value of a Fund’s options transactions, if any, will be affected by, among other things, changes
in the value of a Fund’s underlying benchmark relative to the strike price, changes in interest rates, changes in the actual and
implied volatility of the Fund’s underlying benchmark, and the remaining time until the options expire, or any combination thereof.
The value of the options should not be expected to increase or decrease at the same rate as the level of the Fund’s underlying
benchmark, which may contribute to tracking error. Options may be less liquid than certain other securities. A Fund’s ability to
trade options will be dependent on the willingness of counterparties to trade such options with the Fund. In a less liquid market for
options, a Fund may have difficulty closing out certain option positions at desired times and prices. A Fund may experience substantial
downside from specific option positions and certain option positions may expire worthless. Over-the-counter options generally are not
assignable except by agreement between the parties concerned, and no party or purchaser has any obligation to permit such assignments.
The over-the-counter market for options is relatively illiquid, particularly for relatively small transactions. The use of options transactions
exposes a Fund to liquidity risk and counterparty credit risk, and in certain circumstances may expose the Fund to unlimited risk of
loss. The Funds may buy and sell options on futures contracts, which may present even greater volatility and risk of loss.
Swap
Agreements
The
Funds may enter into swap agreements for purposes of pursuing their investment objectives or as a substitute for investing directly in
(or shorting) an underlying Index or to create an economic hedge against a position. Swap agreements are two-party contracts that have
traditionally been entered into primarily with institutional investors in over-the-counter (“OTC”) markets for a specified
period, ranging from a day to more than one year. However, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank
Act”) provides for significant reforms of the OTC derivative markets, including a requirement to execute certain swap transactions
on a CFTC-regulated market and/or to clear such transactions through a CFTC-regulated central clearing organization. In a standard swap
transaction, two parties agree to exchange the returns earned or realized on a particular predetermined investment, instrument or Index
in exchange for a fixed or floating rate of return in respect of a predetermined notional amount. Transaction or commission costs are
reflected in the benchmark level at which the transaction is entered into. The gross returns to be exchanged are calculated with respect
to a notional amount and the benchmark returns to which the swap is linked. Swap agreements do not involve the delivery of underlying
instruments.
F- 16
Generally,
swap agreements entered into by the Funds calculate and settle the obligations of the parties to the agreement on a “net basis”
with a single payment. Consequently, each Fund’s current obligations (or rights) under a swap agreement will generally be equal
only to the net amount to be paid or received under the agreement based on the relative values of such obligations (or rights) (the “net
amount”). In a typical swap agreement entered into by UVIX, the would be entitled to settlement payments in the event the level
of the benchmark increases and would be required to make payments to the swap counterparties in the event the level of the benchmark
decreases, adjusted for any transaction costs or trading spreads on the notional amount the Funds may pay. In a typical swap agreement
entered into by SVIX, the Fund would be required to make payments to the swap counterparties in the event the level of the benchmark
increases and would be entitled to settlement payments in the event the level of the benchmark decreases, adjusted for any transaction
costs or trading spreads on the notional amount the Funds may pay.
The
net amount of the excess, if any, of each Fund’s obligations over its entitlements with respect to each OTC swap agreement is accrued
on a daily basis and an amount of cash and/or securities having an aggregate value at least equal to such accrued excess is maintained
for the benefit of the counterparty in a segregated account by the Funds’ Custodian. The net amount of the excess, if any, of each
Fund’s entitlements over its obligations with respect to each OTC swap agreement is accrued on a daily basis and an amount of cash
and/or securities having an aggregate value at least equal to such accrued excess is maintained for the benefit of the Fund in a segregated
account by a third party custodian. Until a swap agreement is settled in cash, the gain or loss on the notional amount less any transaction
costs or trading spreads payable by each Fund on the notional amount are recorded as “unrealized appreciation or depreciation on
swap agreements” and, when cash is exchanged, the gain or loss realized is recorded as “realized gains or losses on swap
agreements.” Swap agreements are generally valued at the last settled price of the benchmark referenced asset.
Swap
agreements contain various conditions, events of default, termination events, covenants and representations. The triggering of certain
events or the default on certain terms of the agreement could allow a party to terminate a transaction under the agreement and request
immediate payment in an amount equal to the net positions owed to the party under the agreement. This could cause a Fund to have to enter
into a new transaction with the same counterparty, enter into a transaction with a different counterparty or seek to achieve its investment
objective through any number of different investments or investment techniques.
Swap
agreements involve, to varying degrees, elements of market risk and exposure to loss in excess of the unrealized gain/loss reflected.
The notional amounts reflect the extent of the total investment exposure each Fund has under the swap agreement, which may exceed the
NAV of each Fund. Additional risks associated with the use of swap agreements are imperfect correlations between movements in the notional
amount and the price of the underlying reference Index and the inability of counterparties to perform. Each Fund bears the risk of loss
of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty.
A Fund will typically enter into swap agreements only with major global financial institutions. The creditworthiness of each of the firms
that is a party to a swap agreement is monitored by the Sponsor. The Sponsor may use various techniques to minimize credit risk including
early termination and payment, using different counterparties, limiting the net amount due from any individual counterparty and generally
requiring collateral to be posted by the counterparty in an amount approximately equal to that owed to the Funds. Outstanding swap agreements
contractually terminate within one month but may be terminated without penalty by either party at any time. Upon termination, the Fund
is obligated to pay or receive the “unrealized appreciation or depreciation” amount.
The
Funds, as applicable, collateralize swap agreements by segregating or designating cash and/or certain securities as indicated on the
Statements of Financial Condition or Schedules of Investments. As noted above, collateral posted in connection with OTC derivative transactions
is held for the benefit of the counterparty in a segregated tri-party account at the Custodian to protect the counterparty against non-payment
by the Funds. The collateral held in this account is restricted as to its use. In the event of a default by the counterparty, the Funds
will seek withdrawal of this collateral from the segregated account and may incur certain costs in exercising its right with respect
to the collateral. If a counterparty becomes bankrupt or otherwise fails to perform its obligations due to financial difficulties, the
Funds may experience significant delays in obtaining any recovery in a bankruptcy or other reorganizational proceeding. The Funds may
obtain only limited recovery or may obtain no recovery in such circumstances.
The
Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought
to mitigate these risks in connection with OTC swaps by generally requiring that the counterparties for each Fund agree to post collateral
for the benefit of the Fund, marked to market daily, in an amount approximately equal to what the counterparty owes the Fund, subject
to certain minimum thresholds. In the event of a bankruptcy of a counterparty, such Fund will have direct access to the collateral received
from the counterparty, generally as of the day prior to the bankruptcy, because there is a one day time lag between the Fund’s
request for collateral and the delivery of such collateral. To the extent any such collateral is insufficient, the Funds will be exposed
to counterparty risk as described above, including the possible delays in recovering amounts as a result of bankruptcy proceedings.
F- 17
The
counterparty/credit risk for cleared derivative transactions is generally lower than for OTC derivatives since generally a clearing organization
becomes substituted for each counterparty to a cleared derivative contract and, in effect, guarantees the parties’ performance
under the contract as each party to a trade looks only to the clearing organization for performance of financial obligations. In addition,
cleared derivative transactions benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements
applicable to intermediaries.
Fair
Values of Derivative Instruments as of September 30, 2023 (Unaudited)
Asset
Derivatives
Liability
Derivatives
Derivatives
Not
Accounted for as
Hedging Instruments
Fund
Statements
of
Financial
Condition Location
Unrealized
Appreciation*
Statements
of
Financial
Condition Location
Unrealized
Depreciation*
VIX Futures
Contracts
-1x Short VIX Futures ETF
$
-
$
(6,409,592)
2x
Long VIX Futures ETF
11,140,667
-
Total
Trust
$
11,140,667
$
(6,409,592
* Includes cumulative appreciation (depreciation) of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Financial Condition in receivable/payable on open futures.
Fair
Values of Derivative Instruments as of December 31, 2022
Asset
Derivatives
Liability
Derivatives
Derivatives
Not
Accounted for as
Hedging Instruments
Fund
Statements
of
Financial
Condition Location
Unrealized
Appreciation*
Statements
of
Financial
Condition Location
Unrealized
Depreciation*
VIX Futures
Contracts
-1x Short VIX Futures ETF
$
1,156,106
$
-
2x
Long VIX Futures ETF
-
(9,203,522
)
Total
Trust
$
1,156,106
$
(9,203,522
)
*
Includes cumulative appreciation
(depreciation) of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported
within the Statements of Financial Condition in receivable/payable on open futures.
F- 18
The
Effect of Derivative Instruments on the Statement of Operations
For
the Three Months Ended September 30, 2023 (Unaudited) and September 30, 2022 (Unaudited)
Derivatives
Not
Accounted for as Hedging Instruments
Location
of Gain (Loss) on Derivatives Recognized in Income
Fund
Realized
Gain
(Loss) on
Derivatives Recognized
in Income
September 30,
2023
Change
in
Unrealized
Appreciation
(Depreciation)
on Derivatives
Recognized
in Income
September 30,
2023*
Realized Gain
(Loss) on
Derivatives
Recognized
in Income
September 30,
2022
Change
in
Unrealized
Appreciation
(Depreciation)
on Derivatives
Recognized
in Income
Sepetember 30,
2022*
VIX
Futures Contracts
Net realized gain (loss)
on futures contracts/changes in unrealized appreciation (depreciation) on futures contracts
-1x Short VIX
Futures ETF
$
15,738,591
$
( 12,928,171
)
$
8,077,788
$
( 6,278,300
)
2x Long VIX Futures ETF
( 42,049,000
)
30,931,703
( 22,686,413
)
20,574,735
Total Trust
$
( 26,310,409
)
$
18,003,532
$
( 14,608,625
)
$
14,296,435
*
Includes cumulative appreciation (depreciation) of
futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements
of Financial Condition in receivable/payable on open futures.
The
Effect of Derivative Instruments on the Statement of Operations
For
the Nine Months Ended September 30, 2023 (Unaudited) and September 30, 2022^ (Unaudited)
Derivatives
Not
Accounted for as Hedging Instruments
Location
of Gain (Loss) on Derivatives Recognized in Income
Fund
Realized
Gain
(Loss) on
Derivatives
Recognized
in Income
September 30,
2023
Change
in
Unrealized
Appreciation
(Depreciation)
on Derivatives
Recognized in
Income
September 30,
2023*
Realized Gain
(Loss) on
Derivatives
Recognized
in Income
September 30,
2022
Change
in
Unrealized
Appreciation
(Depreciation)
on Derivatives
Recognized
in Income
September 30,
2022*
VIX
Futures Contracts
Net realized gain (loss)
on futures contracts/changes in unrealized appreciation (depreciation) on futures contracts
-1x Short VIX
Futures ETF
$
58,190,096
$
( 7,565,698
)
$
3,500,659
$
( 5,577,769
)
2x Long VIX Futures ETF
( 228,151,397
)
20,344,189
( 15,158,418
)
20,593,993
Total Trust
$
( 169,961,301
)
$
12,778,491
$
( 11,657,759
)
$
15,016,224
*
Includes cumulative appreciation (depreciation) of
futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements
of Financial Condition in receivable/payable on open futures.
^ The
Fund commenced operations on March 28, 2022.
F- 19
Offsetting
Assets and Liabilities
Each
Fund is subject to master netting agreements or similar arrangements that allow for amounts owed between each Fund and the counterparty
to be netted upon an early termination. The party that has the larger payable pays the excess of the larger amount over the smaller amount
to the other party. The master netting agreements or similar arrangements do not apply to amounts owed to/from different counterparties.
As described above, the Funds utilize derivative instruments to achieve their investment objective during the year. The amounts shown
in the Statements of Financial Condition do not take into consideration the effects of legally enforceable master netting agreements
or similar arrangements.
For
financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements
in the Statements of Financial Condition. The following table presents each Fund’s derivatives by investment type and by counterparty
net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of
September 30, 2023 and December 31, 2022.
Fair
Values of Derivative Instruments as of September 30, 2023 (Unaudited)
Assets
Liabilities
Fund
Gross
Amounts of
Recognized
Assets
presented
in the
Statements
of Financial
Condition
Gross
Amounts
Offset
in the
Statements
of Financial
Condition
Net
Amounts
of Assets
presented
in the
Statements
of Financial
Condition
Gross
Amounts of
Recognized
Liabilities
presented
in the
Statements
of Financial
Condition
Gross
Amounts
Offset
in the
Statements
of Financial
Condition
Net
Amounts
of Liabilities
presented
in the
Statements
of Financial
Condition
-1x Short VIX Futures ETF
$ -
$ -
$ -
$ 1,327,607
$ -
$ 1,327,607
2x Long VIX Futures ETF
1,945,302
-
1,945,302
-
-
-
Fair
Values of Derivative Instruments as of December 31, 2022
Assets
Liabilities
Fund
Gross
Amounts of
Recognized
Assets
presented
in the
Statements
of Financial
Condition
Gross
Amounts
Offset
in the
Statements
of Financial
Condition
Net
Amounts
of Assets
presented
in the
Statements
of Financial
Condition
Gross
Amounts of
Recognized
Liabilities
presented
in the
Statements
of Financial
Condition
Gross
Amounts
Offset
in the
Statements
of Financial
Condition
Net
Amounts
of Liabilities
presented
in the
Statements
of Financial
Condition
-1x Short VIX Futures ETF
$ -
$ -
$ -
$ 187,030
$ -
$ 187,030
2x Long VIX Futures ETF
830,840
-
830,840
-
-
-
Asset
(Liability) amounts shown in the table below represent amounts owed to (by) the Funds for the derivative-related investments at September
30, 2023 and December 31, 2022. These amounts may be collateralized by cash or financial instruments, segregated for the benefit of the
Funds or the counterparties, depending on whether the related contracts are in an appreciated or depreciated position at period end.
Amounts shown in the column labeled “Net Amount” represent the uncollateralized portions of these amounts at period end.
These amounts may be un-collateralized due to timing differences related to market movements or due to minimum thresholds for collateral
movement, as further described above under the caption “Accounting for Derivative Instruments”.
F- 20
Gross
Amounts Not Offset in the Statements of Financial Condition as of September 30, 2023 (Unaudited)
Fund
Amounts
of
Recognized
Assets /
(Liabilities)
presented
in the
Statements
of Financial
Condition
Financial
Instruments
for the Benefit
of (the Funds) / the
Counterparties
Cash
Collateral for
the Benefit of
(the Funds) / the
Counterparties
Net
Amount
-1x Short VIX Futures ETF
$ ( 1,327,607 )
$ -
$ -
$ ( 1,327,607 )
2x Long VIX Futures ETF
1,945,302
-
-
1,945,302
Gross
Amounts Not Offset in the Statements of Financial Condition as of December 31, 2022
Fund
Amounts
of
Recognized
Assets /
(Liabilities)
presented
in the
Statements
of Financial
Condition
Financial
Instruments
for the Benefit
of (the Funds) / the
Counterparties
Cash
Collateral for
the Benefit of
(the Funds) / the
Counterparties
Net
Amount
-1x Short VIX Futures ETF
$ ( 187,030 )
$ -
$ -
$ ( 187,030 )
2x Long VIX Futures ETF
830,840
-
-
830,840
NOTE
4 – AGREEMENTS
SVIX
pays the Sponsor a management fee (the “Management Fee”), monthly in arrears, in an amount equal to 1.35 % per annum
of its average daily net assets. UVIX pays the Sponsor a Management Fee, monthly in arrears, in an amount equal to 1.65 % per annum
of its average daily net assets. “Average daily net assets” is calculated by dividing the month-end net assets of each Fund
by the number of calendar days in such month.
No
other Management Fee is paid by the Funds. The Management Fee is paid in consideration of the Sponsor’s trading advisory services
and the other services provided to the Fund that the Sponsor pays directly.
Pursuant
to the Sponsor Agreement between Sponsor and the Trust, on behalf of the Funds, the Sponsor oversees and pays Penserra Capital Management,
LLC. (“Commodity Sub-Adviser”) for its services as Commodity Sub-Adviser. The Commodity Sub-Adviser is paid by the Sponsor
an annual sub-advisory fee of 0.20 % based on each Fund’s average daily net assets (total assets of the Fund, minus the sum of its
accrued liabilities). The Funds do not directly pay the Commodity Sub-Adviser.
Non-Recurring
Fees and Expenses
Each
Fund pays all its non-recurring and unusual fees and expenses, if any, as determined by the Sponsor. Non-recurring and unusual fees and
expenses are fees and expenses that are unexpected or unusual in nature, such as legal claims and liabilities, litigation costs or indemnification
or other material expenses which are not currently anticipated obligations of the Funds.
The
Administrator, Transfer Agent and Custodian
U.S. Bancorp
Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), an indirect subsidiary of U.S. Bancorp,
serves as the Fund’s fund accountant, administrator and transfer agent pursuant to certain fund accounting servicing, fund administration
servicing and transfer agent servicing agreements. U.S. Bank National Association, a subsidiary of U.S. Bancorp and parent
company of Fund Services, intends to serve as the Fund’s custodian pursuant to a custody agreement.
F- 21
The
Marketing Agent
Foreside
Fund Services, LLC (the “Marketing Agent”) serves as the Marketing Agent of the Funds. Its principal duties are: (i) to
work with the Transfer Agent to review and approve orders placed by Authorized Participants and transmitted to the Transfer Agent; (ii) maintain
copies of confirmations of Creation Unit creation and redemption order acceptances; (iii) maintain telephonic, facsimile and/or
access to direct computer communications links with the Transfer Agent; and (iv) review and approve, prior to use, all Trust marketing
materials for compliance with applicable SEC and FINRA advertising rules.
The
Marketing Agent retains all marketing materials separately for the Funds, at their offices located at Three Canal Plaza, Suite 100 Portland,
Maine 04101.
As
compensation for the services it provides, the Marketing Agent receives a fee from the Funds.
NOTE
5 – OFFERING COSTS
Offering
costs will be amortized by the Funds over a twelve month period on a straight-line basis beginning once the fund commences operations.
The Sponsor will not charge its Management Fee in the first year of operations of a Fund in an amount equal to the offering costs. Normal
and expected expenses incurred in connection with the continuous offering of Shares of a Fund after the commencement of its trading operations
will be paid by the Sponsor.
NOTE
6 – CREATION AND REDEMPTION OF CREATION UNITS
Each
Fund issues and redeems shares from time to time, but only in one or more Creation Units. A Creation Unit is a block of at least 10,000
Shares of a Fund. Creation Units may be created or redeemed only by Authorized Participants.
Except
when aggregated in Creation Units, the Shares are not redeemable securities. Retail investors, therefore, generally will not be able
to purchase or redeem Shares directly from or with a Fund. Rather, most retail investors will purchase or sell Shares in the secondary
market with the assistance of a broker. Thus, some of the information contained in these Notes to Financial Statements—such as
references to the Transaction Fees imposed on purchases and redemptions is not relevant to retail investors.
Transaction
Fees on Creation and Redemption Transactions
The
manner by which Creation Units are purchased or redeemed is governed by the terms of the Authorized Participant Agreement and Authorized
Participant Procedures Handbook. By placing a purchase order, an Authorized Participant agrees to: (1) deposit cash with the Custodian;
and (2) if permitted by the Sponsor in its sole discretion, enter into or arrange for an exchange of futures contract for related position
or block trade with the relevant fund whereby the Authorized Participant would also transfer to such Fund a number and type of exchange-traded
futures contracts at or near the closing settlement price for such contracts on the purchase order date.
Authorized
Participants may pay a fee up to 0.20 % of the value of each order they place with each order to create or redeem a Creation Unit in order
to compensate the Administrator, the Custodian and the Transfer Agent of each Fund and its Shares, for services in processing the creation
and redemption of Creation Units and to offset the costs of increasing or decreasing derivative positions, unless the transaction fee
is waived or otherwise adjusted by the Sponsor. The Sponsor provides such Authorized Participant with prompt notice in advance of any
such waiver or adjustment of the transaction fee. Authorized Participants may sell the Shares included in the Creation Units they purchase
from the Funds to other investors in the secondary market.
Transaction
fees for the three months ended September 30, 2023 and September 30, 2022 were as follows:
Fund
Three
Months
Ended
September 30,
2023
(Unaudited)
Three
Months
Ended
September 30,
2022
(Unaudited)
-1x Short VIX Futures ETF
$ 30,396
$ 20,124
2x Long VIX Futures
ETF
50,484
78,086
Total
Trust
$ 80,880
$ 98,210
F- 22
Transaction
fees for the nine months ended September 30, 2023 and September 30, 2022 were as follows:
Fund
Nine
Months
Ended
September 30,
2023
(Unaudited)
Period
Ended
September 30,
2022^
(Unaudited)
-1x Short VIX Futures ETF
$ 107,878
$ 83,994
2x Long VIX Futures
ETF
170,097
124,991
Total
Trust
$ 277,975
$ 208,985
^ The
Fund commenced operations on March 28, 2022.
NOTE
7 – FINANCIAL HIGHLIGHTS
Selected
data is for a Share outstanding throughout the Three Months Ended September 30, 2023 (Unaudited) and September 30, 2022 (Unaudited):
-1x
Short VIX Futures ETF
2x
Long VIX Futures ETF
-1x
Short VIX Futures ETF
2x
Long VIX Futures ETF
Quarter Ended
Quarter Ended
Quarter Ended
Quarter Ended
September 30,
2023
September 30,
2023
September 30,
2022
September 30,
2022
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Net
Asset Value, Beginning of Period
$ 28.13
$ 4.44
$ 10.40
$ 85.60
Net
investment loss (1)
( 0.11 )
( 0.01 )
( 0.06 )
( 2.38 )
Net
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (2)
0.01
( 0.96 )
( 0.00 )
( 13.87 )
Net
Increase (Decrease) in Net Asset Value Resulting from Operations
( 0.10 )
( 0.97 )
( 0.06 )
( 16.25 )
Net
Asset Value, End of Period
$ 28.03
$ 3.47
$ 10.34
$ 69.35
Market
Value Per Share, at September 30, 2023 and September 30, 2022
$ 27.88
$ 3.49
$ 10.52
$ 67.00
Total
Return at Net Asset Value (4)
- 0.36 %
- 21.85 %
- 0.58 %
- 18.97 %
Total
Return at Market Value (4)
- 0.68 %
- 21.75 %
- 0.87 %
- 18.21 %
Ratios
to Average Net Assets: (5)
Expense
ratio (6)
1.89 %
2.21 %
2.34 %
2.35 %
Net
Investment Loss
- 1.49 %
- 1.04 %
- 2.06 %
- 1.93 %
(1) Net investment loss per share represents net investment loss divided by the daily average shares of beneficial interest outstanding during the period.
(2) Due to timing of capital share transactions, per share amounts may not compare with amounts appearing elsewhere within these Financial Statements.
(3) Market values are determined at the close of the applicable primary listing exchange, which may be later than when the Funds’ net asset value is calculated.
(4) Percentages are not annualized for the period ended September 30, 2023 and September 30, 2022
(5) Percentages are annualized.
(6) The expense ratio would be 1.89 % and 2.21 % respectively, for the three months ended September 30, 2023, and 2.23 % and 2.27 % for the three months ended September 30, 2022 if brokerage commissions and futures and futures account fees were excluded.
See
accompanying notes to financial statements.
F- 23
Selected
data is for a Share outstanding throughout the Nine Months Ended September 30, 2023 (Unaudited) and September 30, 2022 (Unaudited):
-1x
Short VIX Futures ETF
2x
Long VIX Futures ETF
-1x
Short VIX Futures ETF
2x
Long VIX Futures ETF
Nine Months
Ended
Nine Months
Ended
For the
Period Ended
For the
Period Ended
September 30,
2023
September 30,
2023
September 30,
2022 ^
September 30,
2022 ^
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Net
Asset Value, Beginning of Period
$ 14.63
$ 29.25
$ 15.00
$ 75.00
Net
investment loss (1)
( 0.27 )
( 0.07 )
( 0.12 )
( 0.60 )
Net
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (2)
13.67
( 25.71 )
( 4.54 )
( 5.05 )
Net
Increase (Decrease) in Net Asset Value Resulting from Operations
13.40
( 25.78 )
( 4.66 )
( 5.65 )
Net
Asset Value, End of Period
$ 28.03
$ 3.47
$ 10.34
$ 69.35
Market
Value Per Share, at September 30, 2023 and September 30, 2022
$ 27.88
$ 3.49
$ 10.52
$ 67.00
Total
Return at Net Asset Value (4)
91.59 %
- 88.14 %
- 31.07 %
- 7.53 %
Total
Return at Market Value (4)
90.18 %
- 88.01 %
- 29.87 %
- 10.67 %
Ratios
to Average Net Assets: (5)
Expense
ratio (6)
2.10 %
2.15 %
2.33 %
2.34 %
Net
Investment Loss
- 1.69 %
- 1.26 %
- 2.06 %
- 1.93 %
^ The Fund commenced operations on March 28, 2022.
(1) Net investment loss per share represents net investment loss divided by the daily average shares of beneficial interest outstanding during the period.
(2) Due to timing of capital share transactions, per share amounts may not compare with amounts appearing elsewhere within these Financial Statements.
(3) Market values are determined at the close of the applicable primary listing exchange, which may be later than when the Funds’ net asset value is calculated.
(4) Percentages are not annualized for the periods ended September 30, 2023 and September 30, 2022
(5) Percentages are annualized.
(6) The expense ratio would be 2.08 % and 2.15 % respectively, for the nine months ended September 30, 2023, and 2.23 % and 2.27 % for the period ended September 30, 2022, if brokerage commissions and futures and futures account fees were excluded.
See
accompanying notes to financial statements.
F- 24
NOTE
8 – RISK
Correlation
and Compounding Risk
The
Funds do not seek to achieve their stated investment objective over a period of time greater than a single day (as measured from NAV
calculation time to NAV calculation time). The return of a Fund for a period longer than a single day is the result of its return for
each day compounded over the period and usually will differ in amount and possibly even direction from the inverse (-1x) or two times
(2x) the return of the Fund’s benchmark for the period. A Fund will lose money if its benchmark performance is flat over time,
and it is possible for a Fund to lose money over time even if the performance of its benchmark increases in the case of UVIX (or decreases
in the case of SVIX), as a result of daily rebalancing, the benchmark’s volatility, compounding, and other factors. Compounding
is the cumulative effect of applying investment gains and losses and income to the principal amount invested over time. Gains or losses
experienced over a given period will increase or reduce the principal amount invested from which the subsequent period’s returns
are calculated. The effects of compounding will likely cause the performance of a Fund to differ from the Fund’s stated multiple
times the return of its benchmark for the same period. The effect of compounding becomes more pronounced as benchmark volatility and
holding period increase. The impact of compounding will impact each shareholder differently depending on the period of time an investment
in a Fund is held and the volatility of the benchmark during the holding period of an investment in the Fund. Longer holding periods,
higher benchmark volatility, inverse exposure and greater leverage each affect the impact of compounding on a Fund’s returns. Daily
compounding of a Fund’s investment returns can dramatically and adversely affect its longer-term performance during periods of
high volatility. Volatility may be at least as important to a Fund’s return for a period as the return of the Fund’s underlying
benchmark.
Each
Fund uses leverage and should produce daily returns that are more volatile than that of its benchmark. For example, the daily return
of UVIX should be approximately two times as volatile on a daily basis as is the return of a fund with an objective of matching the same
benchmark. The daily return of SVIX is designed to return the inverse (-1x) of the return that would be expected of a fund with an objective
of matching the same benchmark. The Funds are not appropriate for all investors and present significant risks not applicable to
other types of funds. The Funds use leverage and are riskier than similarly benchmarked exchange-traded funds that do not use
leverage. An investor should only consider an investment in a Fund if he or she understands the consequences of seeking daily leveraged
or daily inverse investment results. Shareholders who invest in the Funds should actively manage and monitor their investments, as frequently
as daily.
While
the Funds seek to meet their investment objectives, there is no guarantee they will do so. Factors that may affect a Fund’s ability
to meet its investment objective include: (1) the Sponsor’s ability to purchase and sell Financial Instruments in a manner that
correlates to a Fund’s objective; (2) an imperfect correlation between the performance of Financial Instruments held by a Fund
and the performance of the applicable benchmark; (3) bid-ask spreads on such Financial Instruments; (4) fees, expenses, transaction costs,
financing costs associated with the use of Financial Instruments and commission costs; (5) holding or trading instruments in a market
that has become illiquid or disrupted; (6) a Fund’s Share prices being rounded to the nearest cent and/or valuation methodology;
(7) changes to a benchmark Index that are not disseminated in advance; (8) the need to conform a Fund’s portfolio holdings to comply
with investment restrictions or policies or regulatory or tax law requirements; (9) early and unanticipated closings of the markets on
which the holdings of a Fund trade, resulting in the inability of the Fund to execute intended portfolio transactions; (10) accounting
standards; and (11) differences caused by a Fund obtaining exposure to only a representative sample of the components of a benchmark,
over weighting or under weighting certain components of a benchmark or obtaining exposure to assets that are not included in a benchmark.
F- 25
A
number of factors may affect a Fund’s ability to achieve a high degree of correlation with its benchmark, and there can be no guarantee
that a Fund will achieve a high degree of correlation. Failure to achieve a high degree of correlation may prevent a Fund from achieving
its investment objective. In order to achieve a high degree of correlation with their underlying benchmarks, the Funds seek to rebalance
their portfolios daily to keep exposure consistent with their investment objectives. Being materially under- or over-exposed to the benchmark
may prevent such Funds from achieving a high degree of correlation with such benchmark. Market disruptions or closure, large amounts
of assets into or out of the Funds, regulatory restrictions, extreme market volatility, and other factors will adversely affect such
Funds’ ability to adjust exposure to requisite levels. The target amount of portfolio exposure is impacted dynamically by the benchmarks’
movements during each day. Other things being equal, more significant movement in the value of its benchmark up or down will require
more significant adjustments to a Fund’s portfolio. Because of this, it is unlikely that the Funds will be perfectly exposed (i.e.,
--1x, -2x, as applicable) to its benchmark at the end of each day, and the likelihood of being materially under- or over-exposed is higher
on days when the benchmark levels are volatile near the close of the trading day.
Each
Fund seeks to rebalance its portfolio on a daily basis. The time and manner in which a Fund rebalances its portfolio may vary from day
to day depending upon market conditions and other circumstances at the discretion of the Sponsor. Unlike other funds that do not rebalance
their portfolios as frequently, each Fund may be subject to increased trading costs associated with daily portfolio rebalancing in order
to maintain appropriate exposure to the underlying benchmarks.
Counterparty
Risk
Each
Fund may use derivatives such as swap agreements and forward contracts (collectively referred to herein as “derivatives”)
in the manner described herein as a means to achieve their respective investment objectives. The use of derivatives by a Fund exposes
the Fund to counterparty risks.
Regulatory
Treatment
Derivatives
are generally traded in OTC markets and have only recently become subject to comprehensive regulation in the United States. Cash-settled
forwards are generally regulated as “swaps”, whereas physically settled forwards are generally not subject to regulation
(in the case of commodities other than currencies) or subject to the federal securities laws (in the case of securities). Title VII of
the Dodd-Frank Act (“Title VII”) created a regulatory regime for derivatives, with the CFTC responsible for the regulation
of swaps and the SEC responsible for the regulation of “security-based swaps.” The SEC requirements have largely yet to be
made effective, but the CFTC requirements are largely in place. The CFTC requirements have included rules for some of the types of transactions
in which the Funds will engage, including mandatory clearing and exchange trading, reporting, and margin for OTC swaps. Title VII also
created new categories of regulated market participants, such as “swap dealers,” “security-based swap dealers,”
“major swap participants,” and “major security-based swap participants” who are, or will be, subject to significant
new capital, registration, recordkeeping, reporting, disclosure, business conduct and other regulatory requirements. The regulatory requirements
under Title VII continue to be developed and there may be further modifications that could materially and adversely impact the Funds,
the markets in which a Fund trades and the counterparties with which the Fund engages in transactions.
As
noted, the CFTC rules may not apply to all of the swap agreements and forward contracts entered into by the Funds. Investors, therefore,
may not receive the protection of CFTC regulation or the statutory scheme of the Commodity Exchange Act (the “CEA”) in connection
with each Fund’s swap agreements or forward contracts. The lack of regulation in these markets could expose investors to significant
losses under certain circumstances, including in the event of trading abuses or financial failure by participants.
F- 26
Counterparty
Credit Risk
The
Funds will be subject to the credit risk of the counterparties to the derivatives. In the case of cleared derivatives, the Funds will
have credit risk to the clearing corporation in a similar manner as the Funds would for futures contracts. In the case of OTC derivatives,
the Funds will be subject to the credit risk of the counterparty to the transaction – typically a single bank or financial institution.
As a result, a Fund is subject to increased credit risk with respect to the amount it expects to receive from counterparties to OTC derivatives
entered into as part of that Fund’s principal investment strategy. If a counterparty becomes bankrupt or otherwise fails to perform
its obligations due to financial difficulties, a Fund could suffer significant losses on these contracts and the value of an investor’s
investment in a Fund may decline.
The
Funds have sought to mitigate these risks by generally requiring that the counterparties for each Fund agree to post collateral for the
benefit of the Fund, marked to market daily, subject to certain minimum thresholds. However, there are no limitations on the percentage
of assets each Fund may invest in swap agreements or forward contracts with a particular counterparty. To the extent any such collateral
is insufficient or there are delays in accessing the collateral, the Funds will be exposed to counterparty risk as described above, including
possible delays in recovering amounts as a result of bankruptcy proceedings. The Funds typically enter into transactions only with major
global financial institutions.
OTC
derivatives of the type that may be utilized by the Funds are generally less liquid than futures contracts because they are not traded
on an exchange, do not have uniform terms and conditions, and are generally entered into based upon the creditworthiness of the parties
and the availability of credit support, such as collateral, and in general, are not transferable without the consent of the counterparty.
These agreements contain various conditions, events of default, termination events, covenants and representations. The triggering of
certain events or the default on certain terms of the agreement could allow a party to terminate a transaction under the agreement and
request immediate payment in an amount equal to the net positions owed to the party under the agreement. For example, if the level of
the Fund’s benchmark has a dramatic intraday move that would cause a material decline in the Fund’s NAV, the terms of the
swap may permit the counterparty to immediately close out the transaction with the Fund. In that event, it may not be possible for the
Fund to enter into another swap or to invest in other Financial Instruments necessary to achieve the desired exposure consistent with
the Fund’s objective. This, in turn, may prevent the Fund from achieving its investment objective, particularly if the level of
the Fund’s benchmark reverses all or part of its intraday move by the end of the day.
In
addition, cleared derivatives benefit from daily marking-to-market and settlement, and segregation and minimum capital requirements applicable
to intermediaries. To the extent the Fund enters into cleared swap transactions, the Fund will deposit collateral with a FCM in cleared
swaps customer accounts, which are required by CFTC regulations to be separate from its proprietary collateral posted for cleared swaps
transactions. Cleared swap customer collateral is subject to regulations that closely parallel the regulations governing customer segregated
funds for futures transactions but provide certain additional protections to cleared swaps collateral in the event of a clearing broker
or clearing broker customer default. For example, in the event of a default of both the clearing broker and a customer of the clearing
broker, a clearing house is only permitted to access the cleared swaps collateral in the legally separate (but operationally comingled)
account of the defaulting cleared swap customer of the clearing broker, as opposed to the treatment of customer segregated funds, under
which the clearing house may access all of the commingled customer segregated funds of a defaulting clearing broker. Derivatives entered
into directly between two counterparties do not necessarily benefit from such protections, particularly if entered into with an entity
that is not registered as a “swap dealer” with the CFTC. This exposes the Funds to the risk that a counterparty will not
settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not
bona fide) or because of a credit or liquidity problem, thus causing the Funds to suffer a loss.
The
Sponsor regularly reviews the performance of its counterparties for, among other things, creditworthiness and execution quality. In addition,
the Sponsor periodically considers the addition of new counterparties and the counterparties used by a Fund may change at any time. Each
day, the Funds disclose their portfolio holdings as of the prior Business Day. Each Fund’s portfolio holdings identifies its counterparties,
as applicable. This portfolio holdings information may be accessed through the web on the Sponsor’s website at www.volatilityshares.com.
F- 27
Each
counterparty and/or any of its affiliates may be an Authorized Participant or shareholder of a Fund, subject to applicable law.
The
counterparty risk for cleared derivatives transactions is generally lower than for OTC derivatives. Once a transaction is cleared, the
clearing organization is substituted and is a Fund’s counterparty on the derivative. The clearing organization guarantees the performance
of the other side of the derivative. Nevertheless, some risk remains, as there is no assurance that the clearing organization, or its
members, will satisfy its obligations to a Fund.
Leverage
Risk
The
Funds may utilize leverage in seeking to achieve their respective investment objectives and will lose more money in market environments
adverse to their respective daily investment objectives than funds that do not employ leverage. The use of leveraged and/or inverse leveraged
positions increases the risk of total loss of an investor’s investment, even over periods as short as a single day.
For
example, because UVIX includes a two times (2x) multiplier, a single-day movement in the relevant benchmark approaching 50 % at any point
in the day could result in the total loss or almost total loss of an investor’s investment if that movement is contrary to the
investment objective of the Fund in which an investor has invested, even if such Fund’s benchmark subsequently moves in an opposite
direction, eliminating all or a portion of the movement. This would be the case with downward single-day or intraday movements in the
underlying benchmark of a Fund or upward single-day or intraday movements in the benchmark of a Fund, even if the underlying benchmark
maintains a level greater than zero at all times.
Liquidity
Risk
Financial
Instruments cannot always be liquidated at the desired price. It is difficult to execute a trade at a specific price when there is a
relatively small volume of buy and sell orders in a market. A market disruption can also make it difficult to liquidate a position or
find a swap or forward contract counterparty at a reasonable cost. Market illiquidity may cause losses for the Funds. The large size
of the positions which the Funds may acquire increases the risk of illiquidity by both making their positions more difficult to liquidate
and increasing the losses incurred while trying to do so. Any type of disruption or illiquidity will potentially be exacerbated due to
the fact that the Funds will typically invest in Financial Instruments related to one benchmark, which in many cases is highly concentrated.
“Contango”
and “Backwardation” Risk
The
Funds typically hold futures contracts. As the futures contracts near expiration, they are generally replaced by contracts that have
a later expiration. Thus, for example, a contract purchased and held in November 2019 may specify a January 2020 expiration. As that
contract nears expiration, it may be replaced by selling the January 2020 contract and purchasing the contract expiring in March 2020.
This process is referred to as “rolling.” Rolling may have a positive or negative impact on performance. For example, historically,
the prices of certain types of futures contracts have frequently been higher for contracts with shorter-term expirations than for contracts
with longer-term expirations, which is referred to as “backwardation.” In these circumstances, absent other factors, the
sale of the January 2020 contract would take place at a price that is higher than the price at which the March 2020 contract is purchased,
thereby creating a gain in connection with rolling. While certain types of futures contracts have historically exhibited consistent periods
of backwardation, backwardation will likely not exist in these markets at all times.
Since
the introduction of VIX futures contracts, there have frequently been periods where VIX futures prices reflect higher expected volatility
levels further out in time. This can result in a loss from “rolling” the VIX futures to maintain the constant weighted average
maturity of the applicable Fund benchmark. Losses from exchanging a lower priced VIX future for a higher priced longer-term future in
the rolling process could adversely affect the value of a Fund and, accordingly, decrease the return of a Fund.
F- 28
Natural
Disaster/Epidemic Risk
Natural
or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally,
and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly
disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market
losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result
in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply
chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty
and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and
reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling
market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Funds may have difficulty
achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies
and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and
third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation
rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause
substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions
and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy
in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur
cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to your
investment.
Risk
that Current Assumptions and Expectations Could Become Outdated As a Result of Global Economic Shocks
The
onset of the novel coronavirus (COVID-19) has caused significant shocks to global financial markets and economies, with many governments
taking extreme actions to slow and contain the spread of COVID-19. These actions have had, and likely will continue to have, a severe
economic impact on global economies as economic activity in some instances has essentially ceased. Financial markets across the globe
are experiencing severe distress at least equal to what was experienced during the global financial crisis in 2008. In March 2020, U.S.
equity markets entered a bear market in the fastest such move in the history of U.S. financial markets. Contemporaneous with the onset
of the COVID-19 pandemic in the US, oil experienced shocks to supply and demand, impacting the price and volatility of oil. The global
economic shocks being experienced as of the date hereof may cause the underlying assumptions and expectations of the Funds to become
outdated quickly or inaccurate, resulting in significant losses.
NOTE
9 – SUBSEQUENT EVENTS
Management
has evaluated the possibility of subsequent events existing in the Trust’s and the Funds’ financial statements through the
date the financial statements were issued. On September 22, 2023, the Trust announced a 1-for-10 reverse share split (a “Reverse
Split”) of the shares of beneficial interest of 2x Long VIX Futures ETF (ticker symbol: UVIX). The Reverse Split was effective
prior to market open on October 11, 2023, when the fund began trading at its post-split price. The Reverse Split increased the price
per share of the fund with a proportionate decrease in the number of shares outstanding. Therefore, the Reverse Split did not change
the aggregate net asset value of a shareholder’s investment at the time of the Reverse Split.
For
UVIX shareholders who held a quantity of shares that was not an exact multiple of the Reverse Split ratio (i.e., not a multiple of 10),
the Reverse Split resulted in the creation of a fractional share. Post-Reverse Split fractional shares were made available to be redeemed
for cash and sent to the shareholder’s broker of record. This redemption may have caused some shareholders to realize gains or
losses, which could have been a taxable event for those shareholders.
F- 29
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.