Correspondence 0001999371-24-003322 from Hashdex Commodities Trust (DEFI)
Hashdex Commodities Trust
Date: March 8, 2024 · CIK: 0001985840 · Accession: 0001999371-24-003322
AI Filing Summary & Sentiment
File numbers found in text: 333-276254
Referenced dates: March 8, 2024
Letter
Via EDGAR Division of Corporation Finance Office of Crypto Assets Re: Tidal Commodities Trust I (File No. 333-276254) Hashdex Bitcoin ETF Comment Response
Dear Ladies and Gentlemen:
On behalf of our client, Tidal Commodities Trust I, a Delaware statutory trust (the “Registrant”), which will operate, as a separate series of the Registrant, the Hashdex Bitcoin ETF (the “Fund”), we are filing this correspondence to provide the Registrant’s response to a comment of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) presented in the Staff’s comment letter dated March 8, 2024 (“Comment Letter”), addressing Pre-Effective Amendment No. 5 to the Registration Statement that was filed by the Registrant on March 5, 2024 (File No. 333-276254) (the “Registration Statement”).
The Staff’s comment from the Comment Letter is repeated below in italics and followed by the Registrant’s response.
Amendment No. 5 to Registration Statement on Form S-1
General
1. Refer to your response to comment 1 in our January 17, 2024 comment letter. While we do not have any further comments at this time regarding your response, please confirm your understanding that our decision not to issue additional comments should not be interpreted to mean that we either agree or disagree with your response, including any conclusions you have made, positions you have taken and practices you have engaged in or may engage in with respect to this matter.
RESPONSE:
On behalf of the Registrant, we confirm the Registrant’s understanding that the Staff’s decision not to issue additional comments concerning the Registration Statement should not be interpreted to mean that the Staff and the Commission either agree or disagree with the Registrant’s responses to prior Staff comments, including any conclusions the Registrant has made, positions the Registrant has taken and practices the Registrant has engaged in or may engage in with respect to this matter.
* * * *
The Registrant and the Sponsor acknowledge that they are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the Staff.
If you have any questions regarding the matters discussed above, please do not hesitate to contact me at (212) 536-3988, or in my absence, Brian Doyle-Wenger at (615) 780-6718.
Sincerely,
/s/ Peter J. Shea
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CORRESP
1
filename1.htm
March 8, 2024
Peter J. Shea
Peter.Shea@klgates.com
T +1 212 536 3988
F +1 212 536 3901
Via
EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Crypto Assets
100 F Street, N.E.
Washington, DC 20549
Re:
Tidal Commodities Trust I (File No. 333-276254)
Hashdex Bitcoin ETF
Comment Response
Dear Ladies and Gentlemen:
On behalf of our client,
Tidal Commodities Trust I, a Delaware statutory trust (the “Registrant”), which will operate, as a separate series
of the Registrant, the Hashdex Bitcoin ETF (the “Fund”), we are filing this correspondence to provide the Registrant’s
response to a comment of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
presented in the Staff’s comment letter dated March 8, 2024 (“Comment Letter”), addressing Pre-Effective Amendment
No. 5 to the Registration Statement that was filed by the Registrant on March 5, 2024 (File No. 333-276254) (the “Registration
Statement”).
The Staff’s comment
from the Comment Letter is repeated below in italics and followed by the Registrant’s response.
Amendment No. 5 to Registration Statement on Form
S-1
General
1. Refer to your response to comment 1 in our January 17, 2024 comment letter. While we do not have any
further comments at this time regarding your response, please confirm your understanding that our decision not to issue additional comments
should not be interpreted to mean that we either agree or disagree with your response, including any conclusions you have made, positions
you have taken and practices you have engaged in or may engage in with respect to this matter.
RESPONSE:
On behalf of the Registrant, we
confirm the Registrant’s understanding that the Staff’s decision not to issue additional comments concerning the Registration
Statement should not be interpreted to mean that the Staff and the Commission either agree or disagree with the Registrant’s responses
to prior Staff comments, including any conclusions the Registrant has made, positions the Registrant has taken and practices the Registrant
has engaged in or may engage in with respect to this matter.
* * * *
The Registrant and the
Sponsor acknowledge that they are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments,
action or absence of action by the Staff.
If you have any questions
regarding the matters discussed above, please do not hesitate to contact me at (212) 536-3988, or in my absence, Brian Doyle-Wenger at
(615) 780-6718.
Sincerely,
/s/ Peter J. Shea
Peter J. Shea
cc:
Ms. Sandra Hunter Berkheimer, Division of Corporation Finance
Mr. Justin Dobbie, Division of Corporation Finance
Ms. Sonia Bednarowski, Division of Corporation Finance
Mr. Eric Envall, Division of Corporation Finance
Ms. Michelle Miller, Division of Corporation Finance
Ms. Kate Tillan, Division of Corporation Finance
Mr. Guillermo Trias, Tidal Financial Group
Mr. Daniel Carlson, Tidal Financial Group
Mr. Michael Pellegrino, Tidal Financial Group
Mr. Brian Doyle-Wenger, K&L Gates LLP
2