As Grayscale Investments Files Registration Statements on Form 10 For Three Additional Products
SEC Registration Statements on Form 10 for Grayscale® Bitcoin Cash Trust, Grayscale® Ethereum Classic Trust, and Grayscale® Litecoin Trust are now filed
New York, July 12, 2021 (GLOBE NEWSWIRE) — Grayscale Investments®, the world’s largest digital currency asset manager and manager of Grayscale® Digital Large Cap Fund (OTCQX: GDLC) (the Fund), today announced that the Registration Statement on Form 10 that it filed with the Securities and Exchange Commission (SEC) on behalf of the Fund has become effective. The Fund is Grayscale’s first diversified digital currency investment fund to become an SEC reporting company with its shares registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended (Exchange Act).*
Grayscale also announced today that it has publicly filed three additional Registration Statements on Form 10 with the SEC on behalf of Grayscale® Bitcoin Cash Trust*, Grayscale® Ethereum Classic Trust*, and Grayscale® Litecoin Trust*.The company already has two SEC reporting products: Grayscale® Bitcoin Trust and Grayscale® Ethereum Trust.
“Grayscale aims to provide the investment community with a higher level of disclosure and reporting on top of the already stringent obligations to which our products adhere,” said Craig Salm, Vice President of Legal at Grayscale Investments. “We hold our products to a higher standard because this is what investors want and what we believe they deserve. Events such as the Fund becoming our third SEC reporting company, and the additional Form 10 filings, signal that there is continued investor interest in gaining exposure to the growing digital currency ecosystem within existing regulatory frameworks, and that regulators continue to engage with market participants in the asset class.”
This is another milestone reinforcing Grayscale’s commitment to move its digital currency investment products forward through the product development pipeline described in an April 2021 blog post about Grayscale’s roadmap to launching digital currency ETFs.
Grayscale Digital Large Cap Fund will now file its reports and financial statements as 10-Qs and 10-Ks with the SEC, along with current reports on Form 8-K, in addition to complying with all other obligations under the Exchange Act. Additionally, accredited investors who purchased shares in the Fund’s private placement will have an earlier liquidity opportunity, as the statutory holding period of private placement shares will be reduced from 12 months to 6 months under Rule 144 of the Securities Act of 1933, as amended (Securities Act).**
The Fund is an investment product that allows investors to more effectively implement strategic and tactical asset allocations that incorporate digital assets by using the Fund’s shares. As of the end of the day on July 9, 2021, the Fund Components were a basket of 67.49% Bitcoin (BTC), 25.35% Ethereum (ETH), 4.30% Cardano (ADA), 1.03% Bitcoin Cash (BCH), 0.96% Litecoin (LTC), and 0.87% Chainlink (LINK), and each share represented 0.00044894 Bitcoin (BTC), 0.00262915 Ethereum (ETH), 0.71030670 Cardano (ADA), 0.00046134 Bitcoin Cash (BCH), 0.00160667 Litecoin (LTC), and 0.01052450 Chainlink (LINK).
The new Form 10 filings are voluntary and are subject to SEC review. If any of the Registration Statements originally filed today become effective, it would designate the applicable product as an SEC reporting company and register its shares pursuant to Section 12(g) of the Exchange Act.*** This follows Grayscale® Bitcoin Trust and Grayscale® Ethereum Trust, which became the first two digital currency investment vehicles to become SEC reporting companies. This also comes as the Form 10 that Grayscale filed with the SEC on behalf of Grayscale® Digital Large Cap Fund becomes effective today.
If any of the Registration Statements originally filed today become effective, accredited investors who purchased shares in the applicable product’s private placement would have an earlier liquidity opportunity, as the holding period for the applicable private placement shares would be reduced from 12 months to 6 months under Rule 144 of the Securities Act.**
The products are investment products that allow investors to more effectively implement strategic and tactical asset allocations that incorporate digital assets by using the products’ shares. The Trusts currently publish quarterly and annual reports as well as audited financial statements pursuant to the OTC Markets Alternative Reporting Standard (ARS). Should any of the Registration Statements become effective, the applicable product would file these reports and financial statements as 10-Qs and 10-Ks with the SEC, along with current reports on Form 8-K, in addition to complying with all other obligations under the Exchange Act.
For more information, please refer to the Form 10 filing and Information Statement for Grayscale Bitcoin Cash Trust, the Form 10 filing and Information Statement for Grayscale Ethereum Classic Trust, and the Form 10 filing and Information Statement for Grayscale Litecoin Trust, as well as the FAQ page.
*The applicable product offers a private placement to accredited investors. To date, the product has not met its investment objective and the shares quoted on OTCQX have not reflected the value of digital assets held by the product, less the product’s expenses and other liabilities, but instead have traded at both premiums and discounts to such value, with variations that have at times been substantial.
**The holding period reduction goes into effect after the applicable product has been a reporting company for at least 90 days and has satisfied the other requirements under Rule 144 of the Securities Act.
***This voluntary filing should not be confused as an effort to classify the applicable product as an exchange traded fund (ETF). The structure of the applicable product will not change and it will continue to not operate a redemption program nor trade on a national securities exchange.
This press release is not an offer to sell or the solicitation of an offer to buy any security in any jurisdiction where such an offer or solicitation would be illegal, nor shall there be any sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
About Grayscale Investments®
Founded in 2013, Grayscale Investments is the world’s largest digital currency asset manager, with more than $29.6B in assets under management as of July 9, 2021. Through its family of investment products, Grayscale provides access and exposure to the digital currency asset class in the form of a security without the challenges of buying, storing, and safekeeping digital currencies directly. With a proven track record and unrivaled experience, Grayscale’s products operate within existing regulatory frameworks, creating secure and compliant exposure for investors. Grayscale products are distributed by Genesis Global Trading, Inc. (Member FINRA/SIPC, MSRB Registered). For more information, please visit grayscale.com and follow @Grayscale.
