SEC Company Response from GraniteShares Gold Trust (BAR) (CIK 0001690437) (BAR) — Apr 7, 2022
GraniteShares Gold Trust (BAR) (CIK 0001690437)
Date: April 7, 2022 · CIK: 0001690437 · Accession: 0001493152-22-009379
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-263774
Letter
Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance Office of Finance Re: GraniteShares Gold Trust Registration Statement on Form S-3 Filed March 22, 2022 File No. 333-263774
Dear Ms. Livingston:
On behalf of GraniteShares Gold Trust (the “Trust”), we are writing in response to the letter from the staff (the “Staff”) of the Division of Corporation Finance, Office of Finance, of the U.S. Securities and Exchange Commission (the “Commission”), dated March 31, 2022 (the “Comment Letter”), relating to the Trust’s Registration Statement on Form S-3, submitted to the Commission on March 22, 2022. A response to the comment in the Comment Letter is set forth in this letter, and the Trust is concurrently submitting an amended Registration Statement on Form S-3 (the “Amended Registration Statement”).
Please note that, for the Staff’s convenience, we have recited the Staff’s comment and provided the Trust’s response to such comment immediately thereafter.
Form S-3 filed March 22. 2022
Prospectus Summary, page 2
1. Please prominently discuss here and in the Description of the Gold Industry on page 16 the impact of current geopolitical events on the gold market and the Trust. Please place this discussion in context by quantifying the relative contribution of Russia and Ukraine in the gold market. If you do not expect the impact to be material, please discuss why.
Response: In response to the Staff’s comment, the Trust has included disclosure regarding the impact of current geopolitical events on the gold market and the Trust on pages 3 and 17 of the Amended Registration Statement. Such disclosures include quantification of the contribution of Russia in the gold market. The Trust does not believe quantification of the contribution of Ukraine to be material because of Ukraine’s relatively small contribution in the gold market. The added disclosures also add context by quantifying the impacts of current geopolitical events on the gold market with respect to gold prices, the price of the Trust’s shares, and the change in trading volume of the Trust’s shares.
In response to the Staff’s comment, the Trust has also included an additional Summary Risk Factor regarding the potential effects of war and other geopolitical events on the Trust on page 4 of the Amended Registration Statement and updated the corresponding risk factor caption on page 15.
We appreciate the Staff’s comment and request the Staff contact Naveen Pogula of Thompson Hine, LLP, counsel to the Trust, at (404) 541-2913 or the Trust at (646) 876-5096 with any questions or comments regarding this letter.
Very
truly yours,
/s/
Thompson Hine LLP
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CORRESP
1
filename1.htm
April 07, 2022
Via
EDGAR Transmission
Ms.
Jessica Livingston
United States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Finance
100
F Street, N.E.
Washington,
D.C. 20549
Re:
GraniteShares
Gold Trust
Registration
Statement on Form S-3
Filed
March 22, 2022
File
No. 333-263774
Dear
Ms. Livingston:
On
behalf of GraniteShares Gold Trust (the “Trust”), we are writing in response to the letter from the staff (the
“Staff”) of the Division of Corporation Finance, Office of Finance, of the U.S. Securities and Exchange Commission
(the “Commission”), dated March 31, 2022 (the “Comment Letter”), relating to the
Trust’s Registration Statement on Form S-3, submitted to the Commission on March 22, 2022. A response to the comment in the Comment
Letter is set forth in this letter, and the Trust is concurrently submitting an amended Registration Statement on Form S-3 (the “Amended
Registration Statement”).
Please
note that, for the Staff’s convenience, we have recited the Staff’s comment and provided the Trust’s response to such
comment immediately thereafter.
Form
S-3 filed March 22. 2022
Prospectus
Summary, page 2
1.
Please
prominently discuss here and in the Description of the Gold Industry on page 16 the impact of current geopolitical events on the
gold market and the Trust. Please place this discussion in context by quantifying the relative contribution of Russia and Ukraine
in the gold market. If you do not expect the impact to be material, please discuss why.
Response:
In
response to the Staff’s comment, the Trust has included disclosure regarding the impact of current geopolitical events on the
gold market and the Trust on pages 3 and 17 of the Amended Registration Statement. Such disclosures include quantification
of the contribution of Russia in the gold market. The Trust does not believe quantification of the contribution of Ukraine to be
material because of Ukraine’s relatively small contribution in the gold market. The added disclosures also add context by quantifying
the impacts of current geopolitical events on the gold market with respect to gold prices, the price of the Trust’s shares,
and the change in trading volume of the Trust’s shares.
In
response to the Staff’s comment, the Trust has also included an additional Summary Risk Factor regarding the potential effects
of war and other geopolitical events on the Trust on page 4 of the Amended Registration Statement and updated the corresponding
risk factor caption on page 15.
We
appreciate the Staff’s comment and request the Staff contact Naveen Pogula of Thompson Hine, LLP, counsel to the Trust, at (404)
541-2913 or the Trust at (646) 876-5096 with any questions or comments regarding this letter.
Very
truly yours,
/s/
Thompson Hine LLP
THOMPSON HINE LLP
cc:
Sandra
Hunter Berkheimer, U.S. Securities and Exchange Commission
Benoit
Autier, GraniteShares Gold Trust
Naveen
Pogula, Thompson Hine LLP