83_FR_2716 83 FR 2704 - Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing of a Proposed Rule Change To List and Trade Shares of the GraniteShares Bitcoin ETF and the GraniteShares Short Bitcoin ETF, a Series of the GraniteShares ETP Trust, Under Rule 14.11(f)(4), Trust Issued Receipts

83 FR 2704 - Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing of a Proposed Rule Change To List and Trade Shares of the GraniteShares Bitcoin ETF and the GraniteShares Short Bitcoin ETF, a Series of the GraniteShares ETP Trust, Under Rule 14.11(f)(4), Trust Issued Receipts

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 12 (January 18, 2018)

Page Range2704-2712
FR Document2018-00720

Federal Register, Volume 83 Issue 12 (Thursday, January 18, 2018)
[Federal Register Volume 83, Number 12 (Thursday, January 18, 2018)]
[Notices]
[Pages 2704-2712]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-00720]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82484; File No. SR-CboeBZX-2018-001]


Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of 
Filing of a Proposed Rule Change To List and Trade Shares of the 
GraniteShares Bitcoin ETF and the GraniteShares Short Bitcoin ETF, a 
Series of the GraniteShares ETP Trust, Under Rule 14.11(f)(4), Trust 
Issued Receipts

January 11, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on January 5, 2018, Cboe BZX Exchange, Inc. (the ``Exchange'' or 
``BZX'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange filed a proposal to list and trade shares of the 
GraniteShares Bitcoin ETF and the GraniteShares Short Bitcoin ETF (each 
a ``Fund'' and, collectively, the ``Funds''), a series of the 
GraniteShares ETP Trust (the ``Trust''), under Rule 14.11(f)(4) 
(``Trust Issued Receipts''). The shares of the Funds are referred to 
herein as the ``Shares.''
    The text of the proposed rule change is available at the Exchange's 
website at www.markets.cboe.com, at the principal office of the 
Exchange, and at the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of and basis for the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. The Exchange has prepared summaries, set forth in 
Sections A, B, and C below, of the most significant parts of such 
statements.

[[Page 2705]]

(A) Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to list and trade shares of the GraniteShares 
Bitcoin ETF (the ``Long Fund'') and the GraniteShares Short Bitcoin ETF 
(the ``Short Fund'') under Rule 14.11(f)(4), which governs the listing 
and trading of Trust Issued Receipts \3\ on the Exchange.\4\
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    \3\ Rule 14.11(f)(4) applies to Trust Issued Receipts that 
invest in ``Financial Instruments.'' The term ``Financial 
Instruments,'' as defined in Rule 14.11(f)(4)(A)(iv), means any 
combination of investments, including cash; securities; options on 
securities and indices; futures contracts; options on futures 
contracts; forward contracts; equity caps, collars and floors; and 
swap agreements.
    \4\ The Commission approved BZX Rule 14.11(f)(4) in Securities 
Exchange Act Release No. 68619 (January 10, 2013), 78 FR 3489 
(January 16, 2013) (SR-BATS-2012-044).
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    The Shares will be offered by the Trust, which was established as a 
Delaware statutory trust on November 7, 2016. The Trust will not be 
registered as an investment company under the Investment Company Act of 
1940 and is not required to register under such act.\5\ The Trust is 
registered as a commodity pool under the Commodity Exchange Act 
(``CEA'').\6\ The Shares of the Trust will be registered with the 
Commission by means of the Trust's registration statement on Form S-1 
(the ``Registration Statement'') under the Securities Act of 1933 (the 
``Securities Act''). The Registration Statement was filed on December 
15, 2017 and the Registration Statement will be effective as of the 
date of any offer and sale pursuant to the Registration Statement.\7\
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    \5\ 15 U.S.C. 80a-1.
    \6\ 17 U.S.C. 1.
    \7\ See Registration Statement on Form S-1, dated December 15, 
2017 (File No. 333-222109). The descriptions of the Trust and the 
Shares contained herein are based, in part, on information in the 
Registration Statement.
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    GraniteShares Advisors LLC (the ``Sponsor'') serves as the Trust's 
sponsor and commodity pool operator and is a member of the National 
Futures Association (the ``NFA''). As a member of the NFA, the Sponsor 
is subject to NFA standards relating to fair trade practices, financial 
condition, and consumer protection. Bank of New York Mellon serves as 
administrator, custodian, and transfer agent for the Funds. Foreside 
Fund Services, LLC (``Marketing Agent'') serves as the distributor for 
the Trust.
    The Funds are not actively managed by traditional methods (e.g., by 
effecting changes in the composition of a portfolio on the basis of 
judgments relating to economic, financial and market considerations 
with a view toward obtaining positive results under all market 
conditions) other than for cash management purposes and the rolling 
methodology employed by the Sponsor described below.
Bitcoin Futures Contracts
    Prior to listing a new commodity futures contract, a designated 
contract market must either submit a self-certification to the CFTC 
that the contract complies with the CEA and CFTC regulations or 
voluntarily submit the contract for CFTC approval. This process applies 
to all futures contracts and all commodities underlying the futures 
contracts, whether the new futures contracts are related to oil, gold, 
or any other commodity.\8\ On December 1, 2017, it was announced \9\ 
that both Cboe Futures Exchange, Inc. (``CFE'') and Chicago Mercantile 
Exchange, Inc. (``CME'') had self-certified with the CFTC new contracts 
for bitcoin \10\ futures products.\11\ While the CFE bitcoin futures 
contracts (``XBT Futures'' and the ``Benchmark Futures Contracts'') 
\12\ and the CME bitcoin futures contracts (``CME Futures'') \13\ will 
differ in certain of their implementation details, both contracts will 
generally trade and settle like any other cash-settled commodity 
futures contracts.\14\
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    \8\ Section 1a(9) of the CEA defines commodity to include, among 
other things, ``all services, rights, and interests in which 
contracts for future delivery are presently or in the future dealt 
in.'' The definition of commodity is broad. 7 U.S.C. 1a(9).
    \9\ See ``CFTC Statement on Self-Certification of Bitcoin 
Products by CME, CFE and Cantor Exchange,'' dated December 1, 2017, 
available at http://www.cftc.gov/PressRoom/PressReleases/pr7654-17.
    \10\ Bitcoin is a digital asset based on the decentralized, open 
source protocol of the peer-to-peer bitcoin computer network (the 
``Bitcoin Network''). No single entity owns or operates the Bitcoin 
Network; the infrastructure is collectively maintained by a 
decentralized user base. The Bitcoin Network is accessed through 
software, and software governs bitcoin's creation, movement, and 
ownership. The value of bitcoin is determined by the supply of and 
demand for bitcoin on websites that facilitate the transfer of 
bitcoin in exchange for government-issued currencies, and in private 
end-user-to-end-user transactions.
    \11\ Bitcoin is a commodity as defined in Section 1a(9) of the 
CEA. 7 U.S.C. 1a(9). See In re Coinflip, Inc., No. 15-29 (CFTC Sept. 
17, 2015), available at: http://www.cftc.gov/ucm/groups/public/@lrenforcementactions/documents/legalpleading/enfcoinfliprorder09172015.pdf.
    \12\ The XBT Futures are cash-settled futures contracts based on 
the auction price of bitcoin in U.S. dollars on the Gemini Exchange 
that will expire on a weekly, monthly and quarterly basis. XBT 
Futures are designed to reflect economic exposure related to the 
price of bitcoin. XBT Futures began trading on December 10, 2017.
    \13\ The CME Futures are also cash-settled futures contracts 
based on the CME CF Bitcoin Reference Rate, which is based on an 
aggregation of trade flow from several bitcoin spot exchanges, that 
will expire on a monthly and quarterly basis. CME Futures began 
trading on December 17, 2017.
    \14\ CFE and CME are registered with the CFTC and seek to 
provide a neutral, regulated marketplace for the trading of 
derivatives contracts for commodities, such as futures, options and 
certain swaps. Both the CFE and CME are both members of the 
Intermarket Surveillance Group (``ISG'').
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    As such, the Exchange is proposing to list and trade the Funds 
under Rule 14.11(f)(4), which governs the listing and trading of Trust 
Issued Receipts on the Exchange.
GraniteShares Bitcoin ETF
    The Long Fund seeks as its investment objective results (before 
fees and expenses) that, both for a single day \15\ and over time, 
match the performance of lead month Benchmark Futures Contracts. By 
being long Bitcoin Futures Contracts, as defined below, the Long Fund 
seeks to benefit from daily increases in the price of the Bitcoin 
Futures Contracts and will lose value when the price of the Bitcoin 
Futures Contracts decline.
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    \15\ A ``single day'' is measured from the time a Fund 
calculates its net asset value (``NAV'') to the time of the Fund's 
next NAV calculation. The NAV calculation time for the Funds will 
typically be 4:00 p.m. Eastern time.
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GraniteShares Short Bitcoin ETF
    The Short Fund seeks to provide investment results that, on a daily 
basis correspond (before fees and expenses) to the inverse (-1x) of the 
daily performance of the Benchmark Futures Contracts for a single day. 
By being short Bitcoin Futures Contracts, as defined below, the Short 
Fund seeks to benefit from daily decreases in the price of the Bitcoin 
Futures Contracts and will lose value when the price of the Bitcoin 
Futures Contracts increase.
Investment Strategies
    Each Fund will, under Normal Market Conditions,\16\ hold 
substantially all of its assets in the Benchmark Futures Contracts and 
cash and Cash Equivalents \17\ (which are used to

[[Page 2706]]

collateralize the Benchmark Futures Contracts) in order to achieve its 
investment objective. Although the Funds generally intend to invest 
substantially all of their respective assets in Benchmark Futures 
Contracts, the Funds may invest in other U.S. exchange-listed bitcoin 
futures contracts, as available, in addition to the Benchmark Futures 
Contracts (collectively, with Benchmark Futures Contracts, the 
``Bitcoin Futures Contracts''). In the event that position price, or 
accountability limits are reached with respect to Bitcoin Futures 
Contracts, each Fund may invest in U.S. listed swaps on bitcoin or the 
Benchmark Futures Contracts (``Listed Bitcoin Swaps''). In the event 
that position price or accountability limits are reached with respect 
to Listed Bitcoin Swaps, each Fund may invest in OTC swaps on bitcoin 
or the Benchmark Futures Contracts.
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    \16\ The term ``Normal Market Conditions'' includes, but is not 
limited to, the absence of trading halts in the applicable financial 
markets generally; operational issues causing dissemination of 
inaccurate market information or system failures; or force majeure 
type events such as natural or man-made disaster, act of God, armed 
conflict, act of terrorism, riot or labor disruption, or any similar 
intervening circumstance.
    \17\ ``Cash and Cash Equivalents'' means short-term instruments 
with maturities of less than three months, including: (i) U.S. 
Government securities, including bills, notes, and bonds differing 
as to maturity and rates of interest, which are either issued or 
guaranteed by the U.S. Treasury or by U.S. Government agencies or 
instrumentalities; (ii) certificates of deposit issued against funds 
deposited in a bank or savings and loan association; (iii) bankers 
acceptances, which are short-term credit instruments used to finance 
commercial transactions; (iv) repurchase agreements and reverse 
repurchase agreements; (v) bank time deposits, which are monies kept 
on deposit with banks or savings and loan associations for a stated 
period of time at a fixed rate of interest; (vi) commercial paper, 
which are short-term unsecured promissory notes; and (vii) money 
market funds.
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    Each Fund intends to enter into swap agreements only with major, 
global financial institutions that meet certain credit quality 
standards and monitoring policies. The Funds will each use various 
techniques to minimize credit risk, including posting collateral daily 
that is marked to market, using different counterparties, and limiting 
the net amount due from any individual counterparty.
    Bitcoin Futures Contracts are measures of the market's expectation 
of the price of bitcoin at certain points in the future, and as such 
will behave differently than current or spot bitcoin prices. The Funds 
are not linked to bitcoin and in many cases the Funds could 
significantly underperform or outperform the price of bitcoin.
    The Funds do not intend to hold Bitcoin Futures Contracts through 
expiration, but instead intend to either close or ``roll'' their 
respective positions. When the market for these contracts is such that 
the prices are higher in the more distant delivery months than in the 
nearer delivery months, the sale during the course of the ``rolling 
process'' of the more nearby contract would take place at a price that 
is lower than the price of the more nearby Bitcoin Futures Contracts 
would take place at a price that is lower than the price of the more 
distant Bitcoin Futures Contracts [sic]. This pattern of higher futures 
prices for longer expiration Bitcoin Futures Contracts is referred to 
as ``contango.'' Alternatively, when the market for certain Bitcoin 
Futures Contracts is such that the prices are higher in the nearer 
months than in the more distant months, the sale during the course of 
the ``rolling process'' of the more nearby Bitcoin Futures Contracts 
would take place at a price that is higher than the price of the more 
distant Bitcoin Futures Contracts. This pattern of higher future prices 
for shorter expiration Bitcoin Futures Contracts is referred to as 
``backwardation.'' The presence of contango in the relevant Bitcoin 
Futures Contracts at the time of rolling would be expected to adversely 
affect the long positions held by the Long Fund, and positively affect 
the short positions held by the Short Fund. Similarly, the presence of 
backwardation in Bitcoin Futures Contracts at the time of rolling such 
Bitcoin Futures Contracts would be expected to adversely affect the 
short positions held by the Short Fund and positively affect the long 
positions held by the Long Fund.
    Each Fund's investments will be consistent with its investment 
objective and will not be used to enhance leverage (although certain 
derivatives and other investments may result in leverage).\18\ Each 
Fund's investments will not be used to seek performance that is the 
multiple or inverse multiple (i.e. 2x or -2x) of the Index. Each Fund's 
use of derivative instruments will be collateralized.
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    \18\ The Funds will each include appropriate risk disclosure in 
its offering documents, including leveraging risk. Leveraging risk 
is the risk that certain transactions of a fund, including a fund's 
use of derivatives, may give rise to leverage, causing a fund to be 
more volatile than if it had not been leveraged.
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Policy Considerations
    The Exchange recognizes that certain policy concerns exist as it 
relates to any series of Trust Issued Receipts that are listed on the 
Exchange, but that these concerns, as well as certain other concerns 
raised by this proposal specifically, are mitigated as it relates to 
the Funds and their holdings for the reasons enumerated below.
    First, the Exchange believes that the policy concerns related to an 
underlying reference asset and its susceptibility to manipulation are 
mitigated as it relates to bitcoin because the very nature of the 
bitcoin ecosystem makes manipulation of bitcoin difficult. The 
geographically diverse and continuous nature of bitcoin trading makes 
it difficult and prohibitively costly to manipulate the price of 
bitcoin and, in many instances, that the bitcoin market is generally 
less susceptible to manipulation than the equity, fixed income, and 
commodity futures markets. There are a number of reasons this is the 
case, including that there is not inside information about revenue, 
earnings, corporate activities, or sources of supply; it is generally 
not possible to disseminate false or misleading information about 
bitcoin in order to manipulate; manipulation of the price on any single 
venue would require manipulation of the global bitcoin price in order 
to be effective; a substantial over-the-counter market provides 
liquidity and shock-absorbing capacity; bitcoin's 24/7/365 nature 
provides constant arbitrage opportunities across all trading venues; 
and it is unlikely that any one actor could obtain a dominant market 
share.
    Further, bitcoin is arguably less susceptible to manipulation than 
other commodities that underlie ETPs; there may be inside information 
relating to the supply of the physical commodity such as the discovery 
of new sources of supply or significant disruptions at mining 
facilities that supply the commodity that simply are inapplicable as it 
relates to bitcoin. Further, the Exchange believes that the 
fragmentation across bitcoin exchanges, the relatively slow speed of 
transactions, and the capital necessary to maintain a significant 
presence on each exchange make manipulation of bitcoin prices through 
continuous trading activity unlikely. Moreover, the linkage between the 
bitcoin markets and the presence of arbitrageurs in those markets means 
that the manipulation of the price of bitcoin price on any single venue 
would require manipulation of the global bitcoin price in order to be 
effective. Arbitrageurs must have funds distributed across multiple 
bitcoin exchanges in order to take advantage of temporary price 
dislocations, thereby making it unlikely that there will be strong 
concentration of funds on any particular bitcoin exchange. As a result, 
the potential for manipulation on a particular bitcoin exchange would 
require overcoming the liquidity supply of such arbitrageurs who are 
effectively eliminating any cross-market pricing differences. For all 
of these reasons, bitcoin is not particularly susceptible to 
manipulation, especially as compared to other approved ETP reference 
assets.
    Second, the Exchange believes that the policy concerns related to 
the susceptibility to manipulation of an underlying futures contract 
is, in addition to the arguments above, further mitigated by the 
significant liquidity that the Exchange expects to exist in the market 
for Bitcoin Futures Contracts. This belief is based on numerous 
conversations with market participants,

[[Page 2707]]

issuers, and discussions with personnel of CFE. This expected liquidity 
in the market for Bitcoin Futures Contracts combined with the CFE, CME, 
and Exchange surveillance procedures related to the Bitcoin Futures, 
the Shares, and CFTC oversight,\19\ along with the difficulty in 
manipulating the bitcoin market described above will mitigate the 
potential policy concerns and further prevent trading in the Shares 
from being susceptible to manipulation.
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    \19\ The CFTC issued a press release on December 1, 2017, noting 
the self-certifications from CFE and CME and highlighting the 
rigorous process that the CFTC had undertaken in its engagement with 
CFE and CME prior to the self-certification for the Bitcoin Futures 
Contracts. The press release focused on the ongoing surveillances 
that will occur on each listing exchange, including surveillance 
based on information sharing with the underlying cash bitcoin 
exchanges as well as the actions that the CFTC will undertake after 
the contracts are launched, including monitoring and analyzing the 
size and development of the market, positions and changes in 
positions over time, open interest, initial margin requirements, and 
variation margin payments, stress testing positions, conduct reviews 
of designated contract markets, derivatives clearing organizations, 
clearing firms, and individual traders involved in trading and 
clearing bitcoin futures. For more information, see http://www.cftc.gov/PressRoom/PressReleases/pr7654-17.
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Net Asset Value
    According to the Registration Statement, the net asset value 
(``NAV'') of the Shares of the Funds will be calculated by dividing the 
value of the net assets of the Fund (i.e., the value of its total 
assets less total liabilities) by the total number of Shares 
outstanding. Expenses and fees, including the management and 
administration fees, are accrued daily and taken into account for 
purposes of determining NAV. The NAV of each Fund is generally 
determined at 4:00 p.m. Eastern Time each business day when the 
Exchange is open for trading. If the Exchange or market on which the 
Fund's investments are primarily traded closes early, the NAV may be 
calculated prior to its normal calculation time. Creation/redemption 
transaction order time cutoffs (as further described below) would also 
be accelerated.
    Bitcoin Futures Contracts are generally valued at their settlement 
price as determined by the relevant exchange. Cash and Cash Equivalents 
will generally be valued at their market price using market quotations 
or information provided by a pricing service. Listed Bitcoin Swaps are 
generally valued at their settlement price as determined by the 
relevant swap execution facility. OTC swaps will be valued based on the 
then-current disseminated levels for the Bitcoin Futures Contracts or 
the applicable reference price for bitcoin applicable to the contract.
    For more information regarding the valuation of Fund investments in 
calculating a Fund's NAV, see the Registration Statement.
The Shares
    The Funds will issue and redeem Shares on a continuous basis at the 
NAV per Share only in large blocks of a specified number of Shares or 
multiples thereof (``Creation Units'') in transactions with authorized 
participants who have entered into agreements with the Distributor. The 
Adviser currently anticipates that a Creation Unit will consist of 
10,000 Shares, though this number may change from time to time, 
including prior to listing of the Shares. The exact number of Shares 
that will constitute a Creation Unit will be disclosed in the 
Registration Statement. Once created, Shares of the Funds may trade on 
the secondary market in amounts less than a Creation Unit.
    Although the Adviser anticipates that purchases and redemptions for 
Creation Units will generally be executed on an all-cash basis, the 
consideration for purchase of Creation Units of the Funds may consist 
of an in-kind deposit of a designated portfolio of assets (including 
any portion of such assets for which cash may be substituted) (i.e., 
the ``Deposit Assets''), and the ``Cash Component'' computed as 
described below. Together, the Deposit Assets and the Cash Component 
constitute the ``Fund Deposit,'' which represents the minimum initial 
and subsequent investment amount for a Creation Unit of the Fund. The 
specific terms surrounding the creation and redemption of shares are at 
the discretion of the Adviser.
    The Deposit Assets and Fund Securities (as defined below), as the 
case may be, in connection with a purchase or redemption of a Creation 
Unit, generally will correspond pro rata, to the extent practicable, to 
the assets held by the Funds.
    The Cash Component will be an amount equal to the difference 
between the NAV of the Shares (per Creation Unit) and the ``Deposit 
Amount,'' which will be an amount equal to the market value of the 
Deposit Assets, and serve to compensate for any differences between the 
NAV per Creation Unit and the Deposit Amount. The Funds generally offer 
Creation Units partially or entirely for cash. The Adviser will make 
available through the National Securities Clearing Corporation 
(``NSCC'') on each business day, prior to the opening of business on 
the Exchange, the list of names and the required number or par value of 
each Deposit Asset and the amount of the Cash Component to be included 
in the current Fund Deposit (based on information as of the end of the 
previous business day) for the Fund.
    The identity and number or par value of the Deposit Assets may 
change pursuant to changes in the composition of a Fund's portfolio as 
rebalancing and rolling adjustments and corporate action events occur 
from time to time. The composition of the Deposit Assets may also 
change in response to adjustments to the weighting or composition of 
the holdings of the Fund.
    The Fund reserves the right to permit or require the substitution 
of a ``cash in lieu'' amount to be added to the Cash Component to 
replace any Deposit Asset that may not be available in sufficient 
quantity for delivery or that may not be eligible for transfer through 
the Depository Trust Company (``DTC'') or the clearing process through 
the NSCC.\20\
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    \20\ The Adviser represents that, to the extent the Trust 
permits or requires a ``cash in lieu'' amount, such transactions 
will be effected in the same or equitable manner for all authorized 
participants.
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    Except as noted below, all creation orders must be placed for one 
or more Creation Units and must be received by the Distributor at a 
time specified by the Adviser. The Fund currently intends that such 
orders must be received in proper form no later than 2:00 p.m. Eastern 
Time on the date such order is placed in order for creation of Creation 
Units to be effected based on the NAV of Shares of each Fund as next 
determined on such date after receipt of the order in proper form. The 
``Settlement Date'' is generally the second business day after the 
transmittal date. On days when the Exchange or the futures markets 
close earlier than normal, the Funds may require orders to create or to 
redeem Creation Units to be placed earlier in the day.
    Fund Deposits must be delivered through either the Continuous Net 
Settlement facility of the NSCC, the Federal Reserve System (for cash 
and government securities), through DTC (for corporate securities), or 
through a central depository account, such as with Euroclear or DTC, 
maintained by each Fund's Custodian (a ``Central Depository Account''), 
in any case at the discretion of the Adviser, by an authorized 
participant. Any portion of a Fund Deposit that may not be delivered 
through the NSCC, Federal Reserve System or DTC must be delivered 
through a Central Depository Account.

[[Page 2708]]

    A standard creation transaction fee may be imposed to offset the 
transfer and other transaction costs associated with the issuance of 
Creation Units.
    Shares of the Funds may be redeemed only in Creation Units at their 
NAV next determined after receipt of a redemption request in proper 
form by the Distributor and only on a business day. The Adviser will 
make available through the NSCC, prior to the opening of business on 
the Exchange on each business day, the designated portfolio of assets 
(including any portion of such assets for which cash may be 
substituted) that will be applicable (subject to possible amendment or 
correction) to redemption requests received in proper form on that day 
(``Fund Securities''). The redemption proceeds for a Creation Unit 
generally will consist of a specified amount of cash less a redemption 
transaction fee. The Fund generally will redeem Creation Units entirely 
for cash.
    A standard redemption transaction fee may be imposed to offset 
transfer and other transaction costs that may be incurred by the Fund.
    Redemption requests for Creation Units of the Funds must be 
submitted to the Distributor by or through an authorized participant by 
a time specified by the Adviser. The Fund currently intends that such 
requests must be received no later than 3:30 p.m. Eastern Time on any 
business day, in order to receive that day's NAV. The authorized 
participant must transmit the request for redemption in the form 
required by the Funds to the Distributor in accordance with procedures 
set forth in the authorized participant agreement.
    Additional information regarding the Shares and the Funds, 
including investment strategies, risks, creation and redemption 
procedures, fees and expenses, portfolio holdings disclosure policies, 
distributions, taxes and reports to be distributed to beneficial owners 
of the Shares can be found in the Registration Statement or on the 
website for the Funds (www.GraniteShares.com), as applicable.
Availability of Information
    The Funds' website, which will be publicly available prior to the 
public offering of Shares, will include a form of the prospectus for 
each Fund that may be downloaded. The websites will include additional 
quantitative information updated on a daily basis, including, for the 
Fund: (1) The prior business day's reported NAV, the closing market 
price or the midpoint of the bid/ask spread at the time of calculation 
of such NAV (the ``Bid/Ask Price''),\21\ daily trading volume, and a 
calculation of the premium and discount of the closing market price or 
Bid/Ask Price against the NAV; and (2) data in chart format displaying 
the frequency distribution of discounts and premiums of the daily 
closing market price or Bid/Ask Price against the NAV, within 
appropriate ranges, for each of the four previous calendar quarters. 
Daily trading volume information will be available in the financial 
section of newspapers, through subscription services such as Bloomberg, 
Thomson Reuters, and International Data Corporation, which can be 
accessed by authorized participants and other investors, as well as 
through other electronic services, including major public websites. On 
each business day, before commencement of trading in Shares during 
Regular Trading Hours \22\ on the Exchange, each Fund will disclose on 
its website the identities and quantities of the portfolio Bitcoin 
Futures Contracts and other assets (the ``Disclosed Portfolio'') held 
by the Fund that will form the basis for the Fund's calculation of NAV 
at the end of the business day.\23\ The Disclosed Portfolio will 
include, as applicable: Ticker symbol or other identifier, a 
description of the holding, identity of the asset upon which the 
derivative is based, the quantity of each security or other asset held 
as measured by select metrics, maturity date, coupon rate, effective 
date, market value and percentage weight of the holding in the 
portfolio. The website and information will be publicly available at no 
charge.
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    \21\ The Bid/Ask Price of each Fund will be determined using the 
midpoint of the highest bid and the lowest offer on the Exchange as 
of the time of calculation of the Fund's NAV. The records relating 
to Bid/Ask Prices will be retained by the Funds and their service 
providers.
    \22\ Regular Trading Hours are 9:30 a.m. to 4:00 p.m. Eastern 
Time.
    \23\ Under accounting procedures to be followed by the Funds, 
trades made on the prior business day (``T'') will be booked and 
reflected in NAV on the current business day (``T+1''). Accordingly, 
each Fund will be able to disclose at the beginning of the business 
day the portfolio that will form the basis for the NAV calculation 
at the end of the business day.
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    In addition, for each Fund, an estimated value that reflects an 
estimated intraday value of the Fund's portfolio (the ``Intraday 
Indicative Value''), will be disseminated. Moreover, the Intraday 
Indicative Value will be based upon the current value for the 
components of the Disclosed Portfolio and will be updated and widely 
disseminated by one or more major market data vendors at least every 15 
seconds during the Exchange's Regular Trading Hours.\24\ In addition, 
the quotations of certain of each Fund's holdings may not be updated 
for purposes of calculating Intraday Indicative Value during U.S. 
trading hours where the market on which the underlying asset is traded 
settles prior to the end of the Exchange's Regular Trading Hours.
---------------------------------------------------------------------------

    \24\ Currently, it is the Exchange's understanding that several 
major market data vendors display and/or make widely available 
Intraday Indicative Values published via the Consolidated Tape 
Association (``CTA'') or other data feeds.
---------------------------------------------------------------------------

    The dissemination of the Intraday Indicative Value, together with 
the Disclosed Portfolio, will allow investors to determine the value of 
the underlying portfolio of each Fund on a daily basis and provide an 
estimate of that value throughout the trading day.
    Intraday price quotations on Cash Equivalents of the type held by 
the Funds are available from major broker-dealer firms and from third-
parties, which may provide prices free with a time delay, or ``live'' 
with a paid fee. For Bitcoin Futures Contracts and Listed Bitcoin 
Swaps, such intraday information is available directly from the 
applicable listing venue. Intraday price information is also available 
through subscription services, such as Bloomberg and Thomson Reuters, 
which can be accessed by authorized participants and other investors. 
Pricing information related to Cash Equivalents will be available 
through issuer websites and publicly available quotation services such 
as Bloomberg, Markit and Thomson Reuters.
    Information regarding market price and volume of the Shares will be 
continually available on a real-time basis throughout the day on 
brokers' computer screens and other electronic services. The previous 
day's closing price and trading volume information for the Shares will 
be generally available daily in the print and online financial press. 
Quotation and last sale information for the Shares will be available on 
the facilities of the CTA.
Initial and Continued Listing
    The Shares will be subject to BZX Rule 14.11(f)(4), which sets 
forth the initial and continued listing criteria applicable to Trust 
Issued Receipts that invest in Financial Instruments. The Exchange will 
obtain a representation that the Trust's NAV will be calculated daily 
and that these values and information about the assets of the Trust 
will be made available to all market participants at the same time. The 
Trust currently expects that there will be at least 20,000 Shares 
outstanding at the time of commencement of trading on the

[[Page 2709]]

Exchange. Upon termination of the Trust, the Shares will be removed 
from listing. The Trustee, Wilmington Trust Company, is a trust company 
having substantial capital and surplus and the experience and 
facilities for handling corporate trust business, as required under 
Rule 14.11(f)(2)(D)(iv)(a) and that no change will be made to the 
trustee without prior notice to and approval of the Exchange.
    As required in Rule 14.11(f)(4)(D), the Exchange notes that any 
registered market maker (``Market Maker'') in the Shares must file with 
the Exchange in a manner prescribed by the Exchange and keep current a 
list identifying all accounts for trading in an underlying commodity, 
related commodity futures or options on commodity futures, or any other 
related commodity derivatives, which the registered Market Maker may 
have or over which it may exercise investment discretion. No registered 
Market Maker shall trade in an underlying commodity, related commodity 
futures or options on commodity futures, or any other related commodity 
derivatives, in an account in which a registered Market Maker, directly 
or indirectly, controls trading activities, or has a direct interest in 
the profits or losses thereof, which has not been reported to the 
Exchange as required by this Rule. In addition to the existing 
obligations under Exchange rules regarding the production of books and 
records (see, e.g., Rule 4.2), the registered Market Maker in Trust 
Issued Receipts shall make available to the Exchange such books, 
records or other information pertaining to transactions by such entity 
or registered or non-registered employee affiliated with such entity 
for its or their own accounts for trading the underlying physical 
commodity, related commodity futures or options on commodity futures, 
or any other related commodity derivatives, as may be requested by the 
Exchange.
Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares. The Exchange will halt trading in the Shares 
under the conditions specified in BZX Rule 11.18. Trading may be halted 
because of market conditions or for reasons that, in the view of the 
Exchange, make trading in the Shares inadvisable. These may include: 
(1) The extent to which trading is not occurring in the bitcoin 
underlying the Shares; or (2) whether other unusual conditions or 
circumstances detrimental to the maintenance of a fair and orderly 
market are present. Trading in the Shares also will be subject to Rule 
14.11(f)(4)(C)(ii), which sets forth circumstances under which trading 
in the Shares may be halted and delisting proceedings commenced.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. BZX will allow 
trading in the Shares from 8:00 a.m. until 5:00 p.m. Eastern Time. The 
Exchange has appropriate rules to facilitate transactions in the Shares 
during all trading sessions. As provided in BZX Rule 11.11(a) the 
minimum price variation for quoting and entry of orders in securities 
traded on the Exchange is $0.01 where the price is greater than $1.00 
per share or $0.0001 where the price is less than $1.00 per share.
Surveillance
    The Exchange believes that its surveillance procedures are adequate 
to properly monitor the trading of the Shares on the Exchange during 
all trading sessions and to deter and detect violations of Exchange 
rules and the applicable federal securities laws. Additionally, the 
Bitcoin Futures Contracts will be subject to the rules and surveillance 
programs of CFE, CME, and the CFTC.\25\ Trading of the Shares through 
the Exchange will be subject to the Exchange's surveillance procedures 
for derivative products, including Trust Issued Receipts. The Exchange 
or FINRA, on behalf of the Exchange, will communicate as needed 
regarding trading in the Shares and the underlying Bitcoin Futures 
Contracts via ISG from other exchanges who are members or affiliates of 
the ISG or with which the Exchange has entered into a comprehensive 
surveillance sharing agreement.\26\ The Exchange may also obtain 
information regarding trading in the spot bitcoin market from exchanges 
with which the Exchange has entered into a comprehensive surveillance 
sharing agreement. In addition, the Exchange is able to access, as 
needed, trade information for certain fixed income instruments reported 
to FINRA's Trade Reporting and Compliance Engine (``TRACE''). The 
Exchange prohibits the distribution of material non-public information 
by its employees.
---------------------------------------------------------------------------

    \25\ The CFTC issued a press release on December 1, 2017, noting 
the self-certifications from CFE and CME and highlighting the 
rigorous process that the CFTC had undertaken in its engagement with 
CFE and CME prior to the self-certification for the Bitcoin Futures 
Contracts. The press release focused on the ongoing surveillances 
that will occur on each listing exchange, including surveillance 
based on information sharing with the underlying cash bitcoin 
exchanges as well as the actions that the CFTC will undertake after 
the contracts are launched, including monitoring and analyzing the 
size and development of the market, positions and changes in 
positions over time, open interest, initial margin requirements, and 
variation margin payments, stress testing positions, conduct reviews 
of designated contract markets, derivatives clearing organizations, 
clearing firms, and individual traders involved in trading and 
clearing bitcoin futures. For more information, see http://www.cftc.gov/PressRoom/PressReleases/pr7654-17.
    \26\ For a list of the current members and affiliate members of 
ISG, see www.isgportal.com. The Exchange notes that not all 
components of the Disclosed Portfolio for each Fund may trade on 
markets that are members of ISG or with which the Exchange has in 
place a comprehensive surveillance sharing agreement. Not more than 
10% of the net assets of a Fund in the aggregate invested in Bitcoin 
Futures Contracts shall consist of Bitcoin Futures Contracts whose 
principal market is not a member of the ISG or with which the 
Exchange has in place a comprehensive surveillance sharing 
agreement.
---------------------------------------------------------------------------

Information Circular
    Prior to the commencement of trading, the Exchange will inform its 
members in an Information Circular of the special characteristics and 
risks associated with trading the Shares. Specifically, the Information 
Circular will discuss the following: (1) The procedures for purchases 
and redemptions of Shares in Creation Units (and that Shares are not 
individually redeemable); (2) Exchange Rule 3.7, which imposes 
suitability obligations on Exchange members with respect to 
recommending transactions in the Shares to customers; (3) how 
information regarding the Intraday Indicative Value is disseminated; 
(4) the risks involved in trading the Shares during the Pre-Opening 
\27\ and After Hours Trading Sessions \28\ when an updated Intraday 
Indicative Value will not be calculated or publicly disseminated; (5) 
the requirement that members deliver a prospectus to investors 
purchasing newly issued Shares prior to or concurrently with the 
confirmation of a transaction; and (6) trading information.
---------------------------------------------------------------------------

    \27\ The Pre-Opening Session is from 8:00 a.m. to 9:30 a.m. 
Eastern Time.
    \28\ The After Hours Trading Session is from 4:00 p.m. to 5:00 
p.m. Eastern Time.
---------------------------------------------------------------------------

    In addition, the Information Circular will advise members, prior to 
the commencement of trading, of the prospectus delivery requirements 
applicable to the Fund. Members purchasing Shares from the Funds for 
resale to investors will deliver a prospectus to such investors. The 
Information Circular will also discuss any exemptive, no-action, and 
interpretive relief granted by the Commission from any rules under the 
Act.

[[Page 2710]]

    In addition, the Information Circular will reference that each Fund 
is subject to various fees and expenses described in the Registration 
Statement. The Information Circular will also disclose the trading 
hours of the Shares of the Funds and the applicable NAV calculation 
time for the Shares. The Information Circular will disclose that 
information about the Shares of the Funds will be publicly available on 
that Fund's website. In addition, the Information Circular will 
reference that the Trust is subject to various fees and expenses 
described in the Registration Statement.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with Section 
6(b) of the Act \29\ in general and Section 6(b)(5) of the Act \30\ in 
particular in that it is designed to prevent fraudulent and 
manipulative acts and practices, to promote just and equitable 
principles of trade, to foster cooperation and coordination with 
persons engaged in facilitating transactions in securities, to remove 
impediments to and perfect the mechanism of a free and open market and 
a national market system and, in general, to protect investors and the 
public interest.
---------------------------------------------------------------------------

    \29\ 15 U.S.C. 78f.
    \30\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Exchange believes that its surveillance procedures are adequate to 
properly monitor the trading of the Shares on the Exchange during all 
trading sessions and to deter and detect violations of Exchange rules 
and the applicable federal securities laws. Additionally, the Bitcoin 
Futures Contracts will be subject to the rules and surveillance 
programs of CFE, CME, and the CFTC. Trading of the Shares through the 
Exchange will be subject to the Exchange's surveillance procedures for 
derivative products, including Trust Issued Receipts. The Exchange or 
FINRA, on behalf of the Exchange, will communicate as needed regarding 
trading in the Shares and the underlying Bitcoin Futures Contracts via 
ISG, from other exchanges who are members or affiliates of the ISG, or 
with which the Exchange has entered into a comprehensive surveillance 
sharing agreement. The Exchange may also obtain information regarding 
trading in the spot bitcoin market via the ISG, from other exchanges 
who are members or affiliates of the ISG, or from other exchanges with 
which the Exchange has entered into a comprehensive surveillance 
sharing agreement. In addition, the Exchange is able to access, as 
needed, trade information for certain fixed income instruments reported 
to TRACE. The Exchange prohibits the distribution of material non-
public information by its employees. The Exchange believes that its 
surveillance procedures are adequate to properly monitor the trading of 
the Shares on the Exchange during all trading sessions and to deter and 
detect violations of Exchange rules and the applicable federal 
securities laws.
    The Exchange further believes that the proposal is designed to 
prevent fraudulent and manipulative acts and practices in that the 
Exchange expects that the market for Bitcoin Futures Contracts will be 
sufficiently liquid to support numerous ETPs shortly after launch. This 
belief is based on numerous conversations with market participants, 
issuers, and discussions with personnel of CFE. As such, the Exchange 
believes that the expected liquidity in the market for Bitcoin Futures 
Contracts combined with the Exchange surveillance procedures related to 
the Shares and the broader regulatory structure will prevent trading in 
the Shares from being susceptible to manipulation.
    Because of its innovative features as a cryptoasset, bitcoin has 
gained wide acceptance as a secure means of exchange in the commercial 
marketplace and has generated significant interest among investors. In 
less than a decade since its creation in 2008, bitcoin has achieved 
significant market penetration, with payments giant PayPal and 
thousands of merchants and businesses accepting it as a form of 
commercial payment, as well as receiving official recognition from 
several governments, including Japan and Australia. Accordingly, 
investor interest in gaining exposure to bitcoin is increasing 
exponentially as well. As expected, the total volume of bitcoin 
transactions in the market continues to grow exponentially.
    Despite the growing investor interest in bitcoin, the primary means 
for investors to gain access to bitcoin exposure remains either through 
the Bitcoin Futures Contracts or direct investment through bitcoin 
exchanges or over-the-counter trading. For regular investors simply 
wishing to express an investment viewpoint in bitcoin, investment 
through the Bitcoin Futures Contracts is complex and requires active 
management and direct investment in bitcoin brings with it significant 
inconvenience, complexity, expense and risk. The Shares would therefore 
represent a significant innovation in the bitcoin market by providing 
an inexpensive and simple vehicle for investors to gain long or short 
exposure to bitcoin in a secure and easily accessible product that is 
familiar and transparent to investors. Such an innovation would help to 
perfect the mechanism of a free and open market and, in general, to 
protect investors and the public interest by improving investor access 
to bitcoin exposure through efficient and transparent exchange-traded 
derivative products.
    In addition to improved convenience, efficiency and transparency, 
the Funds will also help to prevent fraudulent and manipulative acts 
and practices by enhancing the security afforded to investors as 
compared to a direct investment in bitcoin. Despite the extensive 
security mechanisms built into the Bitcoin network, a remaining risk to 
owning bitcoin directly is the need for the holder to retain and 
protect the ``private key'' required to spend or sell bitcoin after 
purchase. If a holder's private key is compromised or simply lost, 
their bitcoin can be rendered unavailable--i.e., effectively lost to 
the investor. This risk will be eliminated by the Long Fund because the 
exposure to bitcoin is gained through cash-settled Bitcoin Futures 
Contracts that do not present any of the security issues that exist 
with direct investment in bitcoin.
    The Funds expect that they will generally seek to remain fully 
exposed to Bitcoin Futures Contracts even during times of adverse 
market conditions. Under Normal Market Conditions, the Funds will 
generally hold only Bitcoin Futures Contracts and cash and Cash 
Equivalents (which are used to collateralize the Bitcoin Futures 
Contracts).
    The proposed rule change is designed to promote just and equitable 
principles of trade and to protect investors and the public interest in 
that the Exchange will obtain a representation from the issuer of the 
Shares that the NAV will be calculated daily and that the NAV and the 
Disclosed Portfolio will be made available to all market participants 
at the same time. In addition, a large amount of information is 
publicly available regarding the Funds and the Shares, thereby 
promoting market transparency. Moreover, the Intraday Indicative Value 
will be disseminated by one or more major market data vendors at least 
every 15 seconds during Regular Trading Hours. On each business day, 
before commencement of trading in Shares during Regular Trading Hours, 
each Fund will disclose on its website the Disclosed Portfolio that 
will form the basis for the Fund's calculation of NAV at the end of the

[[Page 2711]]

business day. Pricing information will be available on each Fund's 
website including: (1) The prior business day's reported NAV, the Bid/
Ask Price of the Fund, and a calculation of the premium and discount of 
the Bid/Ask Price against the NAV; and (2) data in chart format 
displaying the frequency distribution of discounts and premiums of the 
daily Bid/Ask Price against the NAV, within appropriate ranges, for 
each of the four previous calendar quarters. Additionally, information 
regarding market price and trading of the Shares will be continually 
available on a real-time basis throughout the day on brokers' computer 
screens and other electronic services, and quotation and last sale 
information for the Shares will be available on the facilities of the 
CTA. The website for each Fund will include a form of the prospectus 
for the Fund and additional data relating to NAV and other applicable 
quantitative information. Trading in Shares of the Funds will be halted 
under the conditions specified in BZX Rule 11.18. Trading may also be 
halted because of market conditions or for reasons that, in the view of 
the Exchange, make trading in the Shares inadvisable. Finally, trading 
in the Shares will be subject to BZX Rule 14.11(f)(4)(B)(ii), which 
sets forth circumstances under which Shares of the Funds may be halted 
and delisting proceedings commenced. In addition, as noted above, 
investors will have ready access to information regarding each Fund's 
holdings, the Intraday Indicative Value, the Disclosed Portfolio, and 
quotation and last sale information for the Shares.
    Intraday price quotations on Cash Equivalents of the type held by 
the Funds are available from major broker-dealer firms and from third-
parties, which may provide prices free with a time delay, or ``live'' 
with a paid fee. For Bitcoin Futures Contracts and Listed Bitcoin 
Swaps, such intraday information is available directly from the 
applicable listing venue. Intraday price information is also available 
through subscription services, such as Bloomberg and Thomson Reuters, 
which can be accessed by authorized participants and other investors. 
Pricing information related to Cash Equivalents will be available 
through issuer websites and publicly available quotation services such 
as Bloomberg, Markit and Thomson Reuters.
    The proposed rule change is designed to perfect the mechanism of a 
free and open market and, in general, to protect investors and the 
public interest in that it will facilitate the listing and trading of 
additional types of actively-managed exchange-traded products that will 
enhance competition among market participants, to the benefit of 
investors and the marketplace. As noted above, the Exchange has in 
place surveillance procedures relating to trading in the Shares and may 
obtain information via ISG from other exchanges that are members of ISG 
or with which the Exchange has entered into a comprehensive 
surveillance sharing agreement as well as trade information for certain 
fixed income instruments as reported to FINRA's TRACE. Not more than 
10% of the net assets of a Fund in the aggregate invested in Bitcoin 
Futures Contracts shall consist of Bitcoin Futures Contracts whose 
principal market is not a member of the ISG or with which the Exchange 
has in place a comprehensive surveillance sharing agreement. In 
addition, as noted above, investors will have ready access to 
information regarding each Fund's holdings, the Intraday Indicative 
Value, the Disclosed Portfolio, and quotation and last sale information 
for the Shares.
    For the above reasons, the Exchange believes that the proposed rule 
change is consistent with the requirements of Section 6(b)(5) of the 
Act.

(B) Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purpose of the Act. The Exchange notes that the 
proposed rule change, rather will facilitate the listing and trading of 
additional actively-managed exchange-traded products that will enhance 
competition among both market participants and listing venues, to the 
benefit of investors and the marketplace.

(C) Self-Regulatory Organization's Statement on Comments on the 
Proposed Rule Change Received From Members, Participants or Others

    The Exchange has neither solicited nor received written comments on 
the proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    A. By order approve or disapprove the proposed rule change, or
    B. institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-CboeBZX-2018-001 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number SR-CboeBZX-2018-001. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's internet website (http://www.sec.gov/rules/sro.shtml). 
Copies of the submission, all subsequent amendments, all written 
statements with respect to the proposed rule change that are filed with 
the Commission, and all written communications relating to the proposed 
rule change between the Commission and any person, other than those 
that may be withheld from the public in accordance with the provisions 
of 5 U.S.C. 552, will be available for website viewing and printing in 
the Commission's Public Reference Room, 100 F Street NE, Washington, DC 
20549, on official business days between the hours of 10:00 a.m. and 
3:00 p.m. Copies of the filing will also be available for inspection 
and copying at the principal office of the Exchange. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number SR-CboeBZX-2018-001 and should be submitted 
on or before February 8, 2018.


[[Page 2712]]


    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\31\
---------------------------------------------------------------------------

    \31\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-00720 Filed 1-17-18; 8:45 am]
 BILLING CODE 8011-01-P



                                                2704                           Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices

                                                Exchange notes that it operates in a                    Paper Comments                                          SECURITIES AND EXCHANGE
                                                highly competitive market in which                                                                              COMMISSION
                                                market participants can readily favor                     • Send paper comments in triplicate
                                                competing venues. In such an                            to Secretary, Securities and Exchange                   [Release No. 34–82484; File No. SR–
                                                environment, the Exchange must                          Commission, 100 F Street NE,                            CboeBZX–2018–001]
                                                continually review, and consider                        Washington, DC 20549–1090.
                                                adjusting, its fees and credits to remain                                                                       Self-Regulatory Organizations; Cboe
                                                                                                        All submissions should refer to File                    BZX Exchange, Inc.; Notice of Filing of
                                                competitive with other exchanges. For                   Number SR–NYSEAMER–2017–42. This
                                                the reasons described above, the                                                                                a Proposed Rule Change To List and
                                                                                                        file number should be included on the                   Trade Shares of the GraniteShares
                                                Exchange believes that the proposed
                                                                                                        subject line if email is used. To help the              Bitcoin ETF and the GraniteShares
                                                rule change reflects this competitive
                                                                                                        Commission process and review your                      Short Bitcoin ETF, a Series of the
                                                environment.
                                                                                                        comments more efficiently, please use                   GraniteShares ETP Trust, Under Rule
                                                C. Self-Regulatory Organization’s                       only one method. The Commission will                    14.11(f)(4), Trust Issued Receipts
                                                Statement on Comments on the                            post all comments on the Commission’s
                                                Proposed Rule Change Received From                      internet website (http://www.sec.gov/                   January 11, 2018.
                                                Members, Participants, or Others                        rules/sro.shtml). Copies of the                            Pursuant to Section 19(b)(1) of the
                                                                                                        submission, all subsequent                              Securities Exchange Act of 1934 (the
                                                  No written comments were solicited                                                                            ‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                                or received with respect to the proposed                amendments, all written statements
                                                                                                        with respect to the proposed rule                       notice is hereby given that on January 5,
                                                rule change.                                                                                                    2018, Cboe BZX Exchange, Inc. (the
                                                                                                        change that are filed with the
                                                III. Date of Effectiveness of the                                                                               ‘‘Exchange’’ or ‘‘BZX’’) filed with the
                                                                                                        Commission, and all written
                                                Proposed Rule Change and Timing for                                                                             Securities and Exchange Commission
                                                                                                        communications relating to the                          (‘‘Commission’’) the proposed rule
                                                Commission Action
                                                                                                        proposed rule change between the                        change as described in Items I and II
                                                   The foregoing rule change is effective               Commission and any person, other than                   below, which Items have been prepared
                                                upon filing pursuant to Section                         those that may be withheld from the                     by the Exchange. The Commission is
                                                19(b)(3)(A) 30 of the Act and                           public in accordance with the                           publishing this notice to solicit
                                                subparagraph (f)(2) of Rule 19b–4 31                    provisions of 5 U.S.C. 552, will be                     comments on the proposed rule change
                                                thereunder, because it establishes a due,               available for website viewing and                       from interested persons.
                                                fee, or other charge imposed by the                     printing in the Commission’s Public
                                                Exchange.                                               Reference Room, 100 F Street NE,                        I. Self-Regulatory Organization’s
                                                   At any time within 60 days of the                    Washington, DC 20549, on official                       Statement of the Terms of Substance of
                                                filing of such proposed rule change, the                                                                        the Proposed Rule Change
                                                                                                        business days between the hours of
                                                Commission summarily may                                10:00 a.m. and 3:00 p.m. Copies of the                     The Exchange filed a proposal to list
                                                temporarily suspend such rule change if                 filing also will be available for                       and trade shares of the GraniteShares
                                                it appears to the Commission that such                  inspection and copying at the principal                 Bitcoin ETF and the GraniteShares
                                                action is necessary or appropriate in the               office of the Exchange. All comments                    Short Bitcoin ETF (each a ‘‘Fund’’ and,
                                                public interest, for the protection of                  received will be posted without change.                 collectively, the ‘‘Funds’’), a series of
                                                investors, or otherwise in furtherance of                                                                       the GraniteShares ETP Trust (the
                                                                                                        Persons submitting comments are
                                                the purposes of the Act. If the                                                                                 ‘‘Trust’’), under Rule 14.11(f)(4) (‘‘Trust
                                                                                                        cautioned that we do not redact or edit
                                                Commission takes such action, the                                                                               Issued Receipts’’). The shares of the
                                                                                                        personal identifying information from
                                                Commission shall institute proceedings                                                                          Funds are referred to herein as the
                                                under Section 19(b)(2)(B) 32 of the Act to              comment submissions. You should
                                                                                                                                                                ‘‘Shares.’’
                                                determine whether the proposed rule                     submit only information that you wish
                                                                                                                                                                   The text of the proposed rule change
                                                change should be approved or                            to make available publicly. All
                                                                                                                                                                is available at the Exchange’s website at
                                                disapproved.                                            submissions should refer to File                        www.markets.cboe.com, at the principal
                                                                                                        Number SR–NYSEAMER–2017–42 and                          office of the Exchange, and at the
                                                IV. Solicitation of Comments                            should be submitted on or before                        Commission’s Public Reference Room.
                                                  Interested persons are invited to                     February 8, 2018.
                                                submit written data, views, and                                                                                 II. Self-Regulatory Organization’s
                                                                                                          For the Commission, by the Division of
                                                arguments concerning the foregoing,                                                                             Statement of the Purpose of, and
                                                                                                        Trading and Markets, pursuant to delegated
                                                including whether the proposed rule                                                                             Statutory Basis for, the Proposed Rule
                                                                                                        authority.33
                                                change is consistent with the Act.                                                                              Change
                                                                                                        Eduardo A. Aleman,
                                                Comments may be submitted by any of                                                                               In its filing with the Commission, the
                                                                                                        Assistant Secretary.
                                                the following methods:                                                                                          Exchange included statements
                                                                                                        [FR Doc. 2018–00723 Filed 1–17–18; 8:45 am]
                                                                                                                                                                concerning the purpose of and basis for
                                                Electronic Comments                                     BILLING CODE 8011–01–P                                  the proposed rule change and discussed
                                                   • Use the Commission’s internet                                                                              any comments it received on the
                                                comment form (http://www.sec.gov/                                                                               proposed rule change. The text of these
                                                rules/sro.shtml); or                                                                                            statements may be examined at the
                                                   • Send an email to rule-comments@                                                                            places specified in Item IV below. The
sradovich on DSK3GMQ082PROD with NOTICES




                                                sec.gov. Please include File Number SR–                                                                         Exchange has prepared summaries, set
                                                NYSEAMER–2017–42 on the subject                                                                                 forth in Sections A, B, and C below, of
                                                line.                                                                                                           the most significant parts of such
                                                                                                                                                                statements.
                                                  30 15 U.S.C. 78s(b)(3)(A).
                                                  31 17 CFR 240.19b–4(f)(2).                                                                                      1 15   U.S.C. 78s(b)(1).
                                                  32 15 U.S.C. 78s(b)(2)(B).                              33 17   CFR 200.30–3(a)(12).                            2 17   CFR 240.19b–4.



                                           VerDate Sep<11>2014   18:27 Jan 17, 2018   Jkt 244001   PO 00000   Frm 00090    Fmt 4703   Sfmt 4703   E:\FR\FM\18JAN1.SGM     18JAN1


                                                                              Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices                                                         2705

                                                (A) Self-Regulatory Organization’s                       relating to economic, financial and                       other cash-settled commodity futures
                                                Statement of the Purpose of, and                         market considerations with a view                         contracts.14
                                                Statutory Basis for, the Proposed Rule                   toward obtaining positive results under                      As such, the Exchange is proposing to
                                                Change                                                   all market conditions) other than for                     list and trade the Funds under Rule
                                                                                                         cash management purposes and the                          14.11(f)(4), which governs the listing
                                                1. Purpose                                                                                                         and trading of Trust Issued Receipts on
                                                                                                         rolling methodology employed by the
                                                   The Exchange proposes to list and                     Sponsor described below.                                  the Exchange.
                                                trade shares of the GraniteShares
                                                Bitcoin ETF (the ‘‘Long Fund’’) and the                  Bitcoin Futures Contracts                                 GraniteShares Bitcoin ETF
                                                GraniteShares Short Bitcoin ETF (the                        Prior to listing a new commodity                         The Long Fund seeks as its
                                                ‘‘Short Fund’’) under Rule 14.11(f)(4),                  futures contract, a designated contract                   investment objective results (before fees
                                                which governs the listing and trading of                 market must either submit a self-                         and expenses) that, both for a single
                                                Trust Issued Receipts 3 on the                           certification to the CFTC that the                        day 15 and over time, match the
                                                Exchange.4                                               contract complies with the CEA and                        performance of lead month Benchmark
                                                   The Shares will be offered by the                     CFTC regulations or voluntarily submit                    Futures Contracts. By being long Bitcoin
                                                Trust, which was established as a                        the contract for CFTC approval. This                      Futures Contracts, as defined below, the
                                                Delaware statutory trust on November 7,                  process applies to all futures contracts                  Long Fund seeks to benefit from daily
                                                2016. The Trust will not be registered as                and all commodities underlying the                        increases in the price of the Bitcoin
                                                an investment company under the                          futures contracts, whether the new                        Futures Contracts and will lose value
                                                Investment Company Act of 1940 and is                    futures contracts are related to oil, gold,               when the price of the Bitcoin Futures
                                                not required to register under such act.5                or any other commodity.8 On December                      Contracts decline.
                                                The Trust is registered as a commodity                   1, 2017, it was announced 9 that both
                                                                                                                                                                   GraniteShares Short Bitcoin ETF
                                                pool under the Commodity Exchange                        Cboe Futures Exchange, Inc. (‘‘CFE’’)
                                                Act (‘‘CEA’’).6 The Shares of the Trust                  and Chicago Mercantile Exchange, Inc.                       The Short Fund seeks to provide
                                                will be registered with the Commission                   (‘‘CME’’) had self-certified with the                     investment results that, on a daily basis
                                                by means of the Trust’s registration                     CFTC new contracts for bitcoin 10                         correspond (before fees and expenses) to
                                                statement on Form S–1 (the                               futures products.11 While the CFE                         the inverse (-1x) of the daily
                                                ‘‘Registration Statement’’) under the                    bitcoin futures contracts (‘‘XBT                          performance of the Benchmark Futures
                                                Securities Act of 1933 (the ‘‘Securities                 Futures’’ and the ‘‘Benchmark Futures                     Contracts for a single day. By being
                                                Act’’). The Registration Statement was                   Contracts’’) 12 and the CME bitcoin                       short Bitcoin Futures Contracts, as
                                                filed on December 15, 2017 and the                       futures contracts (‘‘CME Futures’’) 13                    defined below, the Short Fund seeks to
                                                Registration Statement will be effective                 will differ in certain of their                           benefit from daily decreases in the price
                                                as of the date of any offer and sale                     implementation details, both contracts                    of the Bitcoin Futures Contracts and
                                                pursuant to the Registration Statement.7                 will generally trade and settle like any                  will lose value when the price of the
                                                   GraniteShares Advisors LLC (the                                                                                 Bitcoin Futures Contracts increase.
                                                ‘‘Sponsor’’) serves as the Trust’s sponsor                  8 Section 1a(9) of the CEA defines commodity to
                                                                                                                                                                   Investment Strategies
                                                and commodity pool operator and is a                     include, among other things, ‘‘all services, rights,
                                                                                                         and interests in which contracts for future delivery         Each Fund will, under Normal Market
                                                member of the National Futures                           are presently or in the future dealt in.’’ The
                                                Association (the ‘‘NFA’’). As a member                   definition of commodity is broad. 7 U.S.C. 1a(9).
                                                                                                                                                                   Conditions,16 hold substantially all of
                                                of the NFA, the Sponsor is subject to                       9 See ‘‘CFTC Statement on Self-Certification of        its assets in the Benchmark Futures
                                                NFA standards relating to fair trade                     Bitcoin Products by CME, CFE and Cantor                   Contracts and cash and Cash
                                                                                                         Exchange,’’ dated December 1, 2017, available at          Equivalents 17 (which are used to
                                                practices, financial condition, and                      http://www.cftc.gov/PressRoom/PressReleases/
                                                consumer protection. Bank of New York                    pr7654-17.                                                   14 CFE and CME are registered with the CFTC and
                                                Mellon serves as administrator,                             10 Bitcoin is a digital asset based on the
                                                                                                                                                                   seek to provide a neutral, regulated marketplace for
                                                custodian, and transfer agent for the                    decentralized, open source protocol of the peer-to-
                                                                                                         peer bitcoin computer network (the ‘‘Bitcoin              the trading of derivatives contracts for commodities,
                                                Funds. Foreside Fund Services, LLC                       Network’’). No single entity owns or operates the         such as futures, options and certain swaps. Both the
                                                (‘‘Marketing Agent’’) serves as the                      Bitcoin Network; the infrastructure is collectively       CFE and CME are both members of the Intermarket
                                                                                                         maintained by a decentralized user base. The              Surveillance Group (‘‘ISG’’).
                                                distributor for the Trust.                                                                                            15 A ‘‘single day’’ is measured from the time a
                                                   The Funds are not actively managed                    Bitcoin Network is accessed through software, and
                                                                                                         software governs bitcoin’s creation, movement, and        Fund calculates its net asset value (‘‘NAV’’) to the
                                                by traditional methods (e.g., by effecting               ownership. The value of bitcoin is determined by          time of the Fund’s next NAV calculation. The NAV
                                                changes in the composition of a                          the supply of and demand for bitcoin on websites          calculation time for the Funds will typically be 4:00
                                                portfolio on the basis of judgments                      that facilitate the transfer of bitcoin in exchange for   p.m. Eastern time.
                                                                                                         government-issued currencies, and in private end-            16 The term ‘‘Normal Market Conditions’’

                                                   3 Rule 14.11(f)(4) applies to Trust Issued Receipts
                                                                                                         user-to-end-user transactions.                            includes, but is not limited to, the absence of
                                                                                                            11 Bitcoin is a commodity as defined in Section        trading halts in the applicable financial markets
                                                that invest in ‘‘Financial Instruments.’’ The term                                                                 generally; operational issues causing dissemination
                                                                                                         1a(9) of the CEA. 7 U.S.C. 1a(9). See In re Coinflip,
                                                ‘‘Financial Instruments,’’ as defined in Rule                                                                      of inaccurate market information or system failures;
                                                                                                         Inc., No. 15–29 (CFTC Sept. 17, 2015), available at:
                                                14.11(f)(4)(A)(iv), means any combination of                                                                       or force majeure type events such as natural or man-
                                                                                                         http://www.cftc.gov/ucm/groups/public/@
                                                investments, including cash; securities; options on      lrenforcementactions/documents/legalpleading/             made disaster, act of God, armed conflict, act of
                                                securities and indices; futures contracts; options on    enfcoinfliprorder09172015.pdf.                            terrorism, riot or labor disruption, or any similar
                                                futures contracts; forward contracts; equity caps,          12 The XBT Futures are cash-settled futures            intervening circumstance.
                                                collars and floors; and swap agreements.                                                                              17 ‘‘Cash and Cash Equivalents’’ means short-term
                                                   4 The Commission approved BZX Rule 14.11(f)(4)
                                                                                                         contracts based on the auction price of bitcoin in
                                                                                                         U.S. dollars on the Gemini Exchange that will             instruments with maturities of less than three
                                                in Securities Exchange Act Release No. 68619             expire on a weekly, monthly and quarterly basis.          months, including: (i) U.S. Government securities,
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                                                (January 10, 2013), 78 FR 3489 (January 16, 2013)        XBT Futures are designed to reflect economic              including bills, notes, and bonds differing as to
                                                (SR–BATS–2012–044).                                      exposure related to the price of bitcoin. XBT             maturity and rates of interest, which are either
                                                   5 15 U.S.C. 80a–1.
                                                                                                         Futures began trading on December 10, 2017.               issued or guaranteed by the U.S. Treasury or by U.S.
                                                   6 17 U.S.C. 1.                                           13 The CME Futures are also cash-settled futures       Government agencies or instrumentalities; (ii)
                                                   7 See Registration Statement on Form S–1, dated       contracts based on the CME CF Bitcoin Reference           certificates of deposit issued against funds
                                                December 15, 2017 (File No. 333–222109). The             Rate, which is based on an aggregation of trade flow      deposited in a bank or savings and loan association;
                                                descriptions of the Trust and the Shares contained       from several bitcoin spot exchanges, that will expire     (iii) bankers acceptances, which are short-term
                                                herein are based, in part, on information in the         on a monthly and quarterly basis. CME Futures             credit instruments used to finance commercial
                                                Registration Statement.                                  began trading on December 17, 2017.                                                                  Continued




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                                                2706                         Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices

                                                collateralize the Benchmark Futures                     referred to as ‘‘contango.’’ Alternatively,              equity, fixed income, and commodity
                                                Contracts) in order to achieve its                      when the market for certain Bitcoin                      futures markets. There are a number of
                                                investment objective. Although the                      Futures Contracts is such that the prices                reasons this is the case, including that
                                                Funds generally intend to invest                        are higher in the nearer months than in                  there is not inside information about
                                                substantially all of their respective                   the more distant months, the sale during                 revenue, earnings, corporate activities,
                                                assets in Benchmark Futures Contracts,                  the course of the ‘‘rolling process’’ of the             or sources of supply; it is generally not
                                                the Funds may invest in other U.S.                      more nearby Bitcoin Futures Contracts                    possible to disseminate false or
                                                exchange-listed bitcoin futures                         would take place at a price that is higher               misleading information about bitcoin in
                                                contracts, as available, in addition to the             than the price of the more distant                       order to manipulate; manipulation of
                                                Benchmark Futures Contracts                             Bitcoin Futures Contracts. This pattern                  the price on any single venue would
                                                (collectively, with Benchmark Futures                   of higher future prices for shorter                      require manipulation of the global
                                                Contracts, the ‘‘Bitcoin Futures                        expiration Bitcoin Futures Contracts is                  bitcoin price in order to be effective; a
                                                Contracts’’). In the event that position                referred to as ‘‘backwardation.’’ The                    substantial over-the-counter market
                                                price, or accountability limits are                     presence of contango in the relevant                     provides liquidity and shock-absorbing
                                                reached with respect to Bitcoin Futures                 Bitcoin Futures Contracts at the time of                 capacity; bitcoin’s 24/7/365 nature
                                                Contracts, each Fund may invest in U.S.                 rolling would be expected to adversely                   provides constant arbitrage
                                                listed swaps on bitcoin or the                          affect the long positions held by the                    opportunities across all trading venues;
                                                Benchmark Futures Contracts (‘‘Listed                   Long Fund, and positively affect the                     and it is unlikely that any one actor
                                                Bitcoin Swaps’’). In the event that                     short positions held by the Short Fund.                  could obtain a dominant market share.
                                                position price or accountability limits                 Similarly, the presence of                                  Further, bitcoin is arguably less
                                                are reached with respect to Listed                      backwardation in Bitcoin Futures                         susceptible to manipulation than other
                                                Bitcoin Swaps, each Fund may invest in                  Contracts at the time of rolling such                    commodities that underlie ETPs; there
                                                OTC swaps on bitcoin or the Benchmark                   Bitcoin Futures Contracts would be                       may be inside information relating to
                                                Futures Contracts.                                      expected to adversely affect the short                   the supply of the physical commodity
                                                   Each Fund intends to enter into swap                 positions held by the Short Fund and                     such as the discovery of new sources of
                                                agreements only with major, global                      positively affect the long positions held                supply or significant disruptions at
                                                financial institutions that meet certain                by the Long Fund.                                        mining facilities that supply the
                                                credit quality standards and monitoring                    Each Fund’s investments will be                       commodity that simply are inapplicable
                                                policies. The Funds will each use                       consistent with its investment objective                 as it relates to bitcoin. Further, the
                                                various techniques to minimize credit                   and will not be used to enhance                          Exchange believes that the
                                                risk, including posting collateral daily                leverage (although certain derivatives                   fragmentation across bitcoin exchanges,
                                                that is marked to market, using different               and other investments may result in                      the relatively slow speed of
                                                counterparties, and limiting the net                    leverage).18 Each Fund’s investments                     transactions, and the capital necessary
                                                amount due from any individual                          will not be used to seek performance                     to maintain a significant presence on
                                                counterparty.                                           that is the multiple or inverse multiple                 each exchange make manipulation of
                                                   Bitcoin Futures Contracts are                        (i.e. 2x or -2x) of the Index. Each Fund’s               bitcoin prices through continuous
                                                measures of the market’s expectation of                 use of derivative instruments will be                    trading activity unlikely. Moreover, the
                                                the price of bitcoin at certain points in               collateralized.                                          linkage between the bitcoin markets and
                                                the future, and as such will behave                                                                              the presence of arbitrageurs in those
                                                differently than current or spot bitcoin                Policy Considerations                                    markets means that the manipulation of
                                                prices. The Funds are not linked to                        The Exchange recognizes that certain                  the price of bitcoin price on any single
                                                bitcoin and in many cases the Funds                     policy concerns exist as it relates to any               venue would require manipulation of
                                                could significantly underperform or                     series of Trust Issued Receipts that are                 the global bitcoin price in order to be
                                                outperform the price of bitcoin.                        listed on the Exchange, but that these                   effective. Arbitrageurs must have funds
                                                   The Funds do not intend to hold                      concerns, as well as certain other                       distributed across multiple bitcoin
                                                Bitcoin Futures Contracts through                       concerns raised by this proposal                         exchanges in order to take advantage of
                                                expiration, but instead intend to either                specifically, are mitigated as it relates to             temporary price dislocations, thereby
                                                close or ‘‘roll’’ their respective                      the Funds and their holdings for the                     making it unlikely that there will be
                                                positions. When the market for these                    reasons enumerated below.                                strong concentration of funds on any
                                                contracts is such that the prices are                      First, the Exchange believes that the                 particular bitcoin exchange. As a result,
                                                higher in the more distant delivery                     policy concerns related to an underlying                 the potential for manipulation on a
                                                months than in the nearer delivery                      reference asset and its susceptibility to                particular bitcoin exchange would
                                                months, the sale during the course of                   manipulation are mitigated as it relates                 require overcoming the liquidity supply
                                                the ‘‘rolling process’’ of the more nearby              to bitcoin because the very nature of the                of such arbitrageurs who are effectively
                                                contract would take place at a price that               bitcoin ecosystem makes manipulation                     eliminating any cross-market pricing
                                                is lower than the price of the more                     of bitcoin difficult. The geographically                 differences. For all of these reasons,
                                                nearby Bitcoin Futures Contracts would                  diverse and continuous nature of bitcoin                 bitcoin is not particularly susceptible to
                                                take place at a price that is lower than                trading makes it difficult and                           manipulation, especially as compared to
                                                the price of the more distant Bitcoin                   prohibitively costly to manipulate the                   other approved ETP reference assets.
                                                Futures Contracts [sic]. This pattern of                price of bitcoin and, in many instances,                    Second, the Exchange believes that
                                                higher futures prices for longer                        that the bitcoin market is generally less                the policy concerns related to the
sradovich on DSK3GMQ082PROD with NOTICES




                                                expiration Bitcoin Futures Contracts is                 susceptible to manipulation than the                     susceptibility to manipulation of an
                                                                                                                                                                 underlying futures contract is, in
                                                transactions; (iv) repurchase agreements and reverse       18 The Funds will each include appropriate risk       addition to the arguments above, further
                                                repurchase agreements; (v) bank time deposits,          disclosure in its offering documents, including          mitigated by the significant liquidity
                                                which are monies kept on deposit with banks or          leveraging risk. Leveraging risk is the risk that        that the Exchange expects to exist in the
                                                savings and loan associations for a stated period of    certain transactions of a fund, including a fund’s
                                                time at a fixed rate of interest; (vi) commercial       use of derivatives, may give rise to leverage, causing
                                                                                                                                                                 market for Bitcoin Futures Contracts.
                                                paper, which are short-term unsecured promissory        a fund to be more volatile than if it had not been       This belief is based on numerous
                                                notes; and (vii) money market funds.                    leveraged.                                               conversations with market participants,


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                                                                             Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices                                                       2707

                                                issuers, and discussions with personnel                  reference price for bitcoin applicable to             Exchange, the list of names and the
                                                of CFE. This expected liquidity in the                   the contract.                                         required number or par value of each
                                                market for Bitcoin Futures Contracts                       For more information regarding the                  Deposit Asset and the amount of the
                                                combined with the CFE, CME, and                          valuation of Fund investments in                      Cash Component to be included in the
                                                Exchange surveillance procedures                         calculating a Fund’s NAV, see the                     current Fund Deposit (based on
                                                related to the Bitcoin Futures, the                      Registration Statement.                               information as of the end of the
                                                Shares, and CFTC oversight,19 along                      The Shares                                            previous business day) for the Fund.
                                                with the difficulty in manipulating the                                                                           The identity and number or par value
                                                bitcoin market described above will                         The Funds will issue and redeem                    of the Deposit Assets may change
                                                mitigate the potential policy concerns                   Shares on a continuous basis at the NAV               pursuant to changes in the composition
                                                and further prevent trading in the                       per Share only in large blocks of a                   of a Fund’s portfolio as rebalancing and
                                                Shares from being susceptible to                         specified number of Shares or multiples               rolling adjustments and corporate action
                                                manipulation.                                            thereof (‘‘Creation Units’’) in                       events occur from time to time. The
                                                                                                         transactions with authorized                          composition of the Deposit Assets may
                                                Net Asset Value                                          participants who have entered into                    also change in response to adjustments
                                                   According to the Registration                         agreements with the Distributor. The                  to the weighting or composition of the
                                                Statement, the net asset value (‘‘NAV’’)                 Adviser currently anticipates that a                  holdings of the Fund.
                                                of the Shares of the Funds will be                       Creation Unit will consist of 10,000                     The Fund reserves the right to permit
                                                calculated by dividing the value of the                  Shares, though this number may change                 or require the substitution of a ‘‘cash in
                                                net assets of the Fund (i.e., the value of               from time to time, including prior to                 lieu’’ amount to be added to the Cash
                                                its total assets less total liabilities) by              listing of the Shares. The exact number               Component to replace any Deposit Asset
                                                the total number of Shares outstanding.                  of Shares that will constitute a Creation             that may not be available in sufficient
                                                Expenses and fees, including the                         Unit will be disclosed in the                         quantity for delivery or that may not be
                                                management and administration fees,                      Registration Statement. Once created,                 eligible for transfer through the
                                                are accrued daily and taken into account                 Shares of the Funds may trade on the                  Depository Trust Company (‘‘DTC’’) or
                                                for purposes of determining NAV. The                     secondary market in amounts less than                 the clearing process through the
                                                NAV of each Fund is generally                            a Creation Unit.                                      NSCC.20
                                                determined at 4:00 p.m. Eastern Time                        Although the Adviser anticipates that
                                                                                                                                                                  Except as noted below, all creation
                                                each business day when the Exchange is                   purchases and redemptions for Creation
                                                                                                                                                               orders must be placed for one or more
                                                open for trading. If the Exchange or                     Units will generally be executed on an
                                                                                                                                                               Creation Units and must be received by
                                                market on which the Fund’s                               all-cash basis, the consideration for
                                                                                                                                                               the Distributor at a time specified by the
                                                investments are primarily traded closes                  purchase of Creation Units of the Funds
                                                                                                                                                               Adviser. The Fund currently intends
                                                early, the NAV may be calculated prior                   may consist of an in-kind deposit of a
                                                                                                                                                               that such orders must be received in
                                                to its normal calculation time. Creation/                designated portfolio of assets (including
                                                                                                                                                               proper form no later than 2:00 p.m.
                                                redemption transaction order time                        any portion of such assets for which
                                                                                                                                                               Eastern Time on the date such order is
                                                cutoffs (as further described below)                     cash may be substituted) (i.e., the
                                                                                                                                                               placed in order for creation of Creation
                                                would also be accelerated.                               ‘‘Deposit Assets’’), and the ‘‘Cash
                                                                                                                                                               Units to be effected based on the NAV
                                                   Bitcoin Futures Contracts are                         Component’’ computed as described
                                                                                                                                                               of Shares of each Fund as next
                                                generally valued at their settlement                     below. Together, the Deposit Assets and
                                                                                                                                                               determined on such date after receipt of
                                                price as determined by the relevant                      the Cash Component constitute the
                                                                                                                                                               the order in proper form. The
                                                exchange. Cash and Cash Equivalents                      ‘‘Fund Deposit,’’ which represents the
                                                                                                                                                               ‘‘Settlement Date’’ is generally the
                                                will generally be valued at their market                 minimum initial and subsequent
                                                                                                                                                               second business day after the
                                                price using market quotations or                         investment amount for a Creation Unit
                                                                                                                                                               transmittal date. On days when the
                                                information provided by a pricing                        of the Fund. The specific terms
                                                service. Listed Bitcoin Swaps are                                                                              Exchange or the futures markets close
                                                                                                         surrounding the creation and
                                                generally valued at their settlement                                                                           earlier than normal, the Funds may
                                                                                                         redemption of shares are at the
                                                price as determined by the relevant                                                                            require orders to create or to redeem
                                                                                                         discretion of the Adviser.
                                                swap execution facility. OTC swaps will                     The Deposit Assets and Fund                        Creation Units to be placed earlier in the
                                                be valued based on the then-current                      Securities (as defined below), as the                 day.
                                                disseminated levels for the Bitcoin                      case may be, in connection with a                        Fund Deposits must be delivered
                                                Futures Contracts or the applicable                      purchase or redemption of a Creation                  through either the Continuous Net
                                                                                                         Unit, generally will correspond pro rata,             Settlement facility of the NSCC, the
                                                   19 The CFTC issued a press release on December
                                                                                                         to the extent practicable, to the assets              Federal Reserve System (for cash and
                                                1, 2017, noting the self-certifications from CFE and     held by the Funds.                                    government securities), through DTC
                                                CME and highlighting the rigorous process that the
                                                                                                            The Cash Component will be an                      (for corporate securities), or through a
                                                CFTC had undertaken in its engagement with CFE                                                                 central depository account, such as with
                                                and CME prior to the self-certification for the          amount equal to the difference between
                                                Bitcoin Futures Contracts. The press release focused     the NAV of the Shares (per Creation                   Euroclear or DTC, maintained by each
                                                on the ongoing surveillances that will occur on each     Unit) and the ‘‘Deposit Amount,’’ which               Fund’s Custodian (a ‘‘Central Depository
                                                listing exchange, including surveillance based on
                                                                                                         will be an amount equal to the market                 Account’’), in any case at the discretion
                                                information sharing with the underlying cash                                                                   of the Adviser, by an authorized
                                                bitcoin exchanges as well as the actions that the        value of the Deposit Assets, and serve to
                                                CFTC will undertake after the contracts are              compensate for any differences between                participant. Any portion of a Fund
                                                launched, including monitoring and analyzing the         the NAV per Creation Unit and the                     Deposit that may not be delivered
sradovich on DSK3GMQ082PROD with NOTICES




                                                size and development of the market, positions and
                                                                                                         Deposit Amount. The Funds generally                   through the NSCC, Federal Reserve
                                                changes in positions over time, open interest, initial                                                         System or DTC must be delivered
                                                margin requirements, and variation margin                offer Creation Units partially or entirely
                                                payments, stress testing positions, conduct reviews      for cash. The Adviser will make                       through a Central Depository Account.
                                                of designated contract markets, derivatives clearing     available through the National
                                                organizations, clearing firms, and individual traders                                                            20 The Adviser represents that, to the extent the

                                                involved in trading and clearing bitcoin futures. For
                                                                                                         Securities Clearing Corporation                       Trust permits or requires a ‘‘cash in lieu’’ amount,
                                                more information, see http://www.cftc.gov/               (‘‘NSCC’’) on each business day, prior to             such transactions will be effected in the same or
                                                PressRoom/PressReleases/pr7654-17.                       the opening of business on the                        equitable manner for all authorized participants.



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                                                2708                         Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices

                                                   A standard creation transaction fee                  Price’’),21 daily trading volume, and a                 Regular Trading Hours.24 In addition,
                                                may be imposed to offset the transfer                   calculation of the premium and                          the quotations of certain of each Fund’s
                                                and other transaction costs associated                  discount of the closing market price or                 holdings may not be updated for
                                                with the issuance of Creation Units.                    Bid/Ask Price against the NAV; and (2)                  purposes of calculating Intraday
                                                   Shares of the Funds may be redeemed                  data in chart format displaying the                     Indicative Value during U.S. trading
                                                only in Creation Units at their NAV next                frequency distribution of discounts and                 hours where the market on which the
                                                determined after receipt of a redemption                premiums of the daily closing market                    underlying asset is traded settles prior
                                                request in proper form by the                           price or Bid/Ask Price against the NAV,                 to the end of the Exchange’s Regular
                                                Distributor and only on a business day.                 within appropriate ranges, for each of                  Trading Hours.
                                                The Adviser will make available                         the four previous calendar quarters.                      The dissemination of the Intraday
                                                through the NSCC, prior to the opening                  Daily trading volume information will                   Indicative Value, together with the
                                                of business on the Exchange on each                     be available in the financial section of                Disclosed Portfolio, will allow investors
                                                business day, the designated portfolio of               newspapers, through subscription                        to determine the value of the underlying
                                                assets (including any portion of such                   services such as Bloomberg, Thomson                     portfolio of each Fund on a daily basis
                                                assets for which cash may be                            Reuters, and International Data                         and provide an estimate of that value
                                                substituted) that will be applicable                    Corporation, which can be accessed by                   throughout the trading day.
                                                (subject to possible amendment or                                                                                 Intraday price quotations on Cash
                                                                                                        authorized participants and other
                                                correction) to redemption requests                                                                              Equivalents of the type held by the
                                                                                                        investors, as well as through other                     Funds are available from major broker-
                                                received in proper form on that day
                                                                                                        electronic services, including major                    dealer firms and from third-parties,
                                                (‘‘Fund Securities’’). The redemption
                                                                                                        public websites. On each business day,                  which may provide prices free with a
                                                proceeds for a Creation Unit generally
                                                                                                        before commencement of trading in                       time delay, or ‘‘live’’ with a paid fee. For
                                                will consist of a specified amount of
                                                cash less a redemption transaction fee.                 Shares during Regular Trading Hours 22                  Bitcoin Futures Contracts and Listed
                                                The Fund generally will redeem                          on the Exchange, each Fund will                         Bitcoin Swaps, such intraday
                                                Creation Units entirely for cash.                       disclose on its website the identities and              information is available directly from
                                                   A standard redemption transaction fee                quantities of the portfolio Bitcoin                     the applicable listing venue. Intraday
                                                may be imposed to offset transfer and                   Futures Contracts and other assets (the                 price information is also available
                                                other transaction costs that may be                     ‘‘Disclosed Portfolio’’) held by the Fund               through subscription services, such as
                                                incurred by the Fund.                                   that will form the basis for the Fund’s                 Bloomberg and Thomson Reuters,
                                                   Redemption requests for Creation                     calculation of NAV at the end of the                    which can be accessed by authorized
                                                Units of the Funds must be submitted to                 business day.23 The Disclosed Portfolio                 participants and other investors. Pricing
                                                the Distributor by or through an                        will include, as applicable: Ticker                     information related to Cash Equivalents
                                                authorized participant by a time                        symbol or other identifier, a description               will be available through issuer websites
                                                specified by the Adviser. The Fund                      of the holding, identity of the asset upon              and publicly available quotation
                                                currently intends that such requests                    which the derivative is based, the                      services such as Bloomberg, Markit and
                                                must be received no later than 3:30 p.m.                quantity of each security or other asset                Thomson Reuters.
                                                Eastern Time on any business day, in                    held as measured by select metrics,                       Information regarding market price
                                                order to receive that day’s NAV. The                    maturity date, coupon rate, effective                   and volume of the Shares will be
                                                authorized participant must transmit the                date, market value and percentage                       continually available on a real-time
                                                request for redemption in the form                      weight of the holding in the portfolio.                 basis throughout the day on brokers’
                                                required by the Funds to the Distributor                The website and information will be                     computer screens and other electronic
                                                in accordance with procedures set forth                 publicly available at no charge.                        services. The previous day’s closing
                                                in the authorized participant agreement.                   In addition, for each Fund, an                       price and trading volume information
                                                   Additional information regarding the                 estimated value that reflects an                        for the Shares will be generally available
                                                Shares and the Funds, including                                                                                 daily in the print and online financial
                                                                                                        estimated intraday value of the Fund’s
                                                investment strategies, risks, creation and                                                                      press. Quotation and last sale
                                                                                                        portfolio (the ‘‘Intraday Indicative
                                                redemption procedures, fees and                                                                                 information for the Shares will be
                                                                                                        Value’’), will be disseminated.
                                                expenses, portfolio holdings disclosure                                                                         available on the facilities of the CTA.
                                                                                                        Moreover, the Intraday Indicative Value
                                                policies, distributions, taxes and reports              will be based upon the current value for                Initial and Continued Listing
                                                to be distributed to beneficial owners of
                                                                                                        the components of the Disclosed                           The Shares will be subject to BZX
                                                the Shares can be found in the
                                                                                                        Portfolio and will be updated and                       Rule 14.11(f)(4), which sets forth the
                                                Registration Statement or on the website
                                                                                                        widely disseminated by one or more                      initial and continued listing criteria
                                                for the Funds
                                                                                                        major market data vendors at least every                applicable to Trust Issued Receipts that
                                                (www.GraniteShares.com), as
                                                                                                        15 seconds during the Exchange’s                        invest in Financial Instruments. The
                                                applicable.
                                                                                                                                                                Exchange will obtain a representation
                                                Availability of Information                                21 The Bid/Ask Price of each Fund will be
                                                                                                                                                                that the Trust’s NAV will be calculated
                                                                                                        determined using the midpoint of the highest bid        daily and that these values and
                                                  The Funds’ website, which will be                     and the lowest offer on the Exchange as of the time
                                                publicly available prior to the public                  of calculation of the Fund’s NAV. The records           information about the assets of the Trust
                                                offering of Shares, will include a form                 relating to Bid/Ask Prices will be retained by the      will be made available to all market
                                                of the prospectus for each Fund that                    Funds and their service providers.                      participants at the same time. The Trust
                                                                                                           22 Regular Trading Hours are 9:30 a.m. to 4:00
                                                may be downloaded. The websites will                                                                            currently expects that there will be at
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                                                                                                        p.m. Eastern Time.
                                                include additional quantitative                            23 Under accounting procedures to be followed by
                                                                                                                                                                least 20,000 Shares outstanding at the
                                                information updated on a daily basis,                   the Funds, trades made on the prior business day        time of commencement of trading on the
                                                including, for the Fund: (1) The prior                  (‘‘T’’) will be booked and reflected in NAV on the
                                                business day’s reported NAV, the                        current business day (‘‘T+1’’). Accordingly, each          24 Currently, it is the Exchange’s understanding

                                                                                                        Fund will be able to disclose at the beginning of the   that several major market data vendors display and/
                                                closing market price or the midpoint of                 business day the portfolio that will form the basis     or make widely available Intraday Indicative Values
                                                the bid/ask spread at the time of                       for the NAV calculation at the end of the business      published via the Consolidated Tape Association
                                                calculation of such NAV (the ‘‘Bid/Ask                  day.                                                    (‘‘CTA’’) or other data feeds.



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                                                                             Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices                                                        2709

                                                Exchange. Upon termination of the                       Shares also will be subject to Rule                      obtain information regarding trading in
                                                Trust, the Shares will be removed from                  14.11(f)(4)(C)(ii), which sets forth                     the spot bitcoin market from exchanges
                                                listing. The Trustee, Wilmington Trust                  circumstances under which trading in                     with which the Exchange has entered
                                                Company, is a trust company having                      the Shares may be halted and delisting                   into a comprehensive surveillance
                                                substantial capital and surplus and the                 proceedings commenced.                                   sharing agreement. In addition, the
                                                experience and facilities for handling                                                                           Exchange is able to access, as needed,
                                                                                                        Trading Rules
                                                corporate trust business, as required                                                                            trade information for certain fixed
                                                under Rule 14.11(f)(2)(D)(iv)(a) and that                  The Exchange deems the Shares to be                   income instruments reported to FINRA’s
                                                no change will be made to the trustee                   equity securities, thus rendering trading                Trade Reporting and Compliance Engine
                                                without prior notice to and approval of                 in the Shares subject to the Exchange’s                  (‘‘TRACE’’). The Exchange prohibits the
                                                the Exchange.                                           existing rules governing the trading of                  distribution of material non-public
                                                   As required in Rule 14.11(f)(4)(D), the              equity securities. BZX will allow trading                information by its employees.
                                                Exchange notes that any registered                      in the Shares from 8:00 a.m. until 5:00
                                                market maker (‘‘Market Maker’’) in the                  p.m. Eastern Time. The Exchange has                      Information Circular
                                                Shares must file with the Exchange in                   appropriate rules to facilitate                             Prior to the commencement of
                                                a manner prescribed by the Exchange                     transactions in the Shares during all                    trading, the Exchange will inform its
                                                and keep current a list identifying all                 trading sessions. As provided in BZX                     members in an Information Circular of
                                                accounts for trading in an underlying                   Rule 11.11(a) the minimum price                          the special characteristics and risks
                                                commodity, related commodity futures                    variation for quoting and entry of orders                associated with trading the Shares.
                                                or options on commodity futures, or any                 in securities traded on the Exchange is                  Specifically, the Information Circular
                                                other related commodity derivatives,                    $0.01 where the price is greater than                    will discuss the following: (1) The
                                                which the registered Market Maker may                   $1.00 per share or $0.0001 where the                     procedures for purchases and
                                                have or over which it may exercise                      price is less than $1.00 per share.                      redemptions of Shares in Creation Units
                                                investment discretion. No registered                                                                             (and that Shares are not individually
                                                Market Maker shall trade in an                          Surveillance
                                                                                                                                                                 redeemable); (2) Exchange Rule 3.7,
                                                underlying commodity, related                              The Exchange believes that its                        which imposes suitability obligations on
                                                commodity futures or options on                         surveillance procedures are adequate to                  Exchange members with respect to
                                                commodity futures, or any other related                 properly monitor the trading of the                      recommending transactions in the
                                                commodity derivatives, in an account in                 Shares on the Exchange during all                        Shares to customers; (3) how
                                                which a registered Market Maker,                        trading sessions and to deter and detect                 information regarding the Intraday
                                                directly or indirectly, controls trading                violations of Exchange rules and the                     Indicative Value is disseminated; (4) the
                                                activities, or has a direct interest in the             applicable federal securities laws.                      risks involved in trading the Shares
                                                profits or losses thereof, which has not                Additionally, the Bitcoin Futures                        during the Pre-Opening 27 and After
                                                been reported to the Exchange as                        Contracts will be subject to the rules                   Hours Trading Sessions 28 when an
                                                required by this Rule. In addition to the               and surveillance programs of CFE, CME,                   updated Intraday Indicative Value will
                                                existing obligations under Exchange                     and the CFTC.25 Trading of the Shares                    not be calculated or publicly
                                                rules regarding the production of books                 through the Exchange will be subject to                  disseminated; (5) the requirement that
                                                and records (see, e.g., Rule 4.2), the                  the Exchange’s surveillance procedures                   members deliver a prospectus to
                                                registered Market Maker in Trust Issued                 for derivative products, including Trust                 investors purchasing newly issued
                                                Receipts shall make available to the                    Issued Receipts. The Exchange or                         Shares prior to or concurrently with the
                                                Exchange such books, records or other                   FINRA, on behalf of the Exchange, will                   confirmation of a transaction; and (6)
                                                information pertaining to transactions                  communicate as needed regarding                          trading information.
                                                by such entity or registered or non-                    trading in the Shares and the underlying                    In addition, the Information Circular
                                                registered employee affiliated with such                Bitcoin Futures Contracts via ISG from                   will advise members, prior to the
                                                entity for its or their own accounts for                other exchanges who are members or                       commencement of trading, of the
                                                trading the underlying physical                         affiliates of the ISG or with which the                  prospectus delivery requirements
                                                commodity, related commodity futures                    Exchange has entered into a                              applicable to the Fund. Members
                                                or options on commodity futures, or any                 comprehensive surveillance sharing                       purchasing Shares from the Funds for
                                                other related commodity derivatives, as                 agreement.26 The Exchange may also                       resale to investors will deliver a
                                                may be requested by the Exchange.
                                                                                                           25 The CFTC issued a press release on December
                                                                                                                                                                 prospectus to such investors. The
                                                Trading Halts                                           1, 2017, noting the self-certifications from CFE and
                                                                                                                                                                 Information Circular will also discuss
                                                  With respect to trading halts, the                    CME and highlighting the rigorous process that the       any exemptive, no-action, and
                                                Exchange may consider all relevant                      CFTC had undertaken in its engagement with CFE           interpretive relief granted by the
                                                                                                        and CME prior to the self-certification for the          Commission from any rules under the
                                                factors in exercising its discretion to                 Bitcoin Futures Contracts. The press release focused
                                                halt or suspend trading in the Shares.                  on the ongoing surveillances that will occur on each
                                                                                                                                                                 Act.
                                                The Exchange will halt trading in the                   listing exchange, including surveillance based on
                                                                                                        information sharing with the underlying cash             Exchange notes that not all components of the
                                                Shares under the conditions specified in                                                                         Disclosed Portfolio for each Fund may trade on
                                                                                                        bitcoin exchanges as well as the actions that the
                                                BZX Rule 11.18. Trading may be halted                   CFTC will undertake after the contracts are              markets that are members of ISG or with which the
                                                because of market conditions or for                     launched, including monitoring and analyzing the         Exchange has in place a comprehensive
                                                reasons that, in the view of the                        size and development of the market, positions and        surveillance sharing agreement. Not more than 10%
                                                                                                        changes in positions over time, open interest, initial   of the net assets of a Fund in the aggregate invested
                                                Exchange, make trading in the Shares
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                                                                                                        margin requirements, and variation margin                in Bitcoin Futures Contracts shall consist of Bitcoin
                                                inadvisable. These may include: (1) The                 payments, stress testing positions, conduct reviews      Futures Contracts whose principal market is not a
                                                extent to which trading is not occurring                of designated contract markets, derivatives clearing     member of the ISG or with which the Exchange has
                                                in the bitcoin underlying the Shares; or                organizations, clearing firms, and individual traders    in place a comprehensive surveillance sharing
                                                                                                        involved in trading and clearing bitcoin futures. For    agreement.
                                                (2) whether other unusual conditions or                                                                            27 The Pre-Opening Session is from 8:00 a.m. to
                                                                                                        more information, see http://www.cftc.gov/
                                                circumstances detrimental to the                        PressRoom/PressReleases/pr7654-17.                       9:30 a.m. Eastern Time.
                                                maintenance of a fair and orderly                          26 For a list of the current members and affiliate      28 The After Hours Trading Session is from 4:00

                                                market are present. Trading in the                      members of ISG, see www.isgportal.com. The               p.m. to 5:00 p.m. Eastern Time.



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                                                2710                            Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices

                                                  In addition, the Information Circular                    surveillance sharing agreement. In                     bitcoin market by providing an
                                                will reference that each Fund is subject                   addition, the Exchange is able to access,              inexpensive and simple vehicle for
                                                to various fees and expenses described                     as needed, trade information for certain               investors to gain long or short exposure
                                                in the Registration Statement. The                         fixed income instruments reported to                   to bitcoin in a secure and easily
                                                Information Circular will also disclose                    TRACE. The Exchange prohibits the                      accessible product that is familiar and
                                                the trading hours of the Shares of the                     distribution of material non-public                    transparent to investors. Such an
                                                Funds and the applicable NAV                               information by its employees. The                      innovation would help to perfect the
                                                calculation time for the Shares. The                       Exchange believes that its surveillance                mechanism of a free and open market
                                                Information Circular will disclose that                    procedures are adequate to properly                    and, in general, to protect investors and
                                                information about the Shares of the                        monitor the trading of the Shares on the               the public interest by improving
                                                Funds will be publicly available on that                   Exchange during all trading sessions                   investor access to bitcoin exposure
                                                Fund’s website. In addition, the                           and to deter and detect violations of                  through efficient and transparent
                                                Information Circular will reference that                   Exchange rules and the applicable                      exchange-traded derivative products.
                                                the Trust is subject to various fees and                   federal securities laws.                                  In addition to improved convenience,
                                                expenses described in the Registration                        The Exchange further believes that the              efficiency and transparency, the Funds
                                                Statement.                                                 proposal is designed to prevent                        will also help to prevent fraudulent and
                                                                                                           fraudulent and manipulative acts and                   manipulative acts and practices by
                                                2. Statutory Basis                                         practices in that the Exchange expects                 enhancing the security afforded to
                                                   The Exchange believes that the                          that the market for Bitcoin Futures                    investors as compared to a direct
                                                proposal is consistent with Section 6(b)                   Contracts will be sufficiently liquid to               investment in bitcoin. Despite the
                                                of the Act 29 in general and Section                       support numerous ETPs shortly after                    extensive security mechanisms built
                                                6(b)(5) of the Act 30 in particular in that                launch. This belief is based on                        into the Bitcoin network, a remaining
                                                it is designed to prevent fraudulent and                   numerous conversations with market                     risk to owning bitcoin directly is the
                                                manipulative acts and practices, to                        participants, issuers, and discussions                 need for the holder to retain and protect
                                                promote just and equitable principles of                   with personnel of CFE. As such, the                    the ‘‘private key’’ required to spend or
                                                trade, to foster cooperation and                           Exchange believes that the expected                    sell bitcoin after purchase. If a holder’s
                                                coordination with persons engaged in                       liquidity in the market for Bitcoin                    private key is compromised or simply
                                                facilitating transactions in securities, to                Futures Contracts combined with the                    lost, their bitcoin can be rendered
                                                remove impediments to and perfect the                      Exchange surveillance procedures                       unavailable—i.e., effectively lost to the
                                                mechanism of a free and open market                        related to the Shares and the broader                  investor. This risk will be eliminated by
                                                and a national market system and, in                       regulatory structure will prevent trading              the Long Fund because the exposure to
                                                general, to protect investors and the                      in the Shares from being susceptible to                bitcoin is gained through cash-settled
                                                public interest.                                           manipulation.                                          Bitcoin Futures Contracts that do not
                                                   The Exchange believes that the                             Because of its innovative features as a             present any of the security issues that
                                                proposed rule change is designed to                        cryptoasset, bitcoin has gained wide                   exist with direct investment in bitcoin.
                                                prevent fraudulent and manipulative                        acceptance as a secure means of                           The Funds expect that they will
                                                acts and practices in that the Exchange                    exchange in the commercial                             generally seek to remain fully exposed
                                                believes that its surveillance procedures                  marketplace and has generated                          to Bitcoin Futures Contracts even during
                                                are adequate to properly monitor the                       significant interest among investors. In               times of adverse market conditions.
                                                trading of the Shares on the Exchange                      less than a decade since its creation in               Under Normal Market Conditions, the
                                                during all trading sessions and to deter                   2008, bitcoin has achieved significant                 Funds will generally hold only Bitcoin
                                                and detect violations of Exchange rules                    market penetration, with payments giant                Futures Contracts and cash and Cash
                                                and the applicable federal securities                      PayPal and thousands of merchants and                  Equivalents (which are used to
                                                laws. Additionally, the Bitcoin Futures                    businesses accepting it as a form of                   collateralize the Bitcoin Futures
                                                Contracts will be subject to the rules                     commercial payment, as well as                         Contracts).
                                                and surveillance programs of CFE, CME,                     receiving official recognition from                       The proposed rule change is designed
                                                and the CFTC. Trading of the Shares                        several governments, including Japan                   to promote just and equitable principles
                                                through the Exchange will be subject to                    and Australia. Accordingly, investor                   of trade and to protect investors and the
                                                the Exchange’s surveillance procedures                     interest in gaining exposure to bitcoin is             public interest in that the Exchange will
                                                for derivative products, including Trust                   increasing exponentially as well. As                   obtain a representation from the issuer
                                                Issued Receipts. The Exchange or                           expected, the total volume of bitcoin                  of the Shares that the NAV will be
                                                FINRA, on behalf of the Exchange, will                     transactions in the market continues to                calculated daily and that the NAV and
                                                communicate as needed regarding                            grow exponentially.                                    the Disclosed Portfolio will be made
                                                trading in the Shares and the underlying                      Despite the growing investor interest               available to all market participants at
                                                Bitcoin Futures Contracts via ISG, from                    in bitcoin, the primary means for                      the same time. In addition, a large
                                                other exchanges who are members or                         investors to gain access to bitcoin                    amount of information is publicly
                                                affiliates of the ISG, or with which the                   exposure remains either through the                    available regarding the Funds and the
                                                Exchange has entered into a                                Bitcoin Futures Contracts or direct                    Shares, thereby promoting market
                                                comprehensive surveillance sharing                         investment through bitcoin exchanges                   transparency. Moreover, the Intraday
                                                agreement. The Exchange may also                           or over-the-counter trading. For regular               Indicative Value will be disseminated
                                                obtain information regarding trading in                    investors simply wishing to express an                 by one or more major market data
                                                                                                           investment viewpoint in bitcoin,                       vendors at least every 15 seconds during
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                                                the spot bitcoin market via the ISG, from
                                                other exchanges who are members or                         investment through the Bitcoin Futures                 Regular Trading Hours. On each
                                                affiliates of the ISG, or from other                       Contracts is complex and requires active               business day, before commencement of
                                                exchanges with which the Exchange has                      management and direct investment in                    trading in Shares during Regular
                                                entered into a comprehensive                               bitcoin brings with it significant                     Trading Hours, each Fund will disclose
                                                                                                           inconvenience, complexity, expense                     on its website the Disclosed Portfolio
                                                  29 15   U.S.C. 78f.                                      and risk. The Shares would therefore                   that will form the basis for the Fund’s
                                                  30 15   U.S.C. 78f(b)(5).                                represent a significant innovation in the              calculation of NAV at the end of the


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                                                                             Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices                                             2711

                                                business day. Pricing information will                  enhance competition among market                         B. institute proceedings to determine
                                                be available on each Fund’s website                     participants, to the benefit of investors              whether the proposed rule change
                                                including: (1) The prior business day’s                 and the marketplace. As noted above,                   should be disapproved.
                                                reported NAV, the Bid/Ask Price of the                  the Exchange has in place surveillance
                                                                                                                                                               IV. Solicitation of Comments
                                                Fund, and a calculation of the premium                  procedures relating to trading in the
                                                and discount of the Bid/Ask Price                       Shares and may obtain information via                    Interested persons are invited to
                                                against the NAV; and (2) data in chart                  ISG from other exchanges that are                      submit written data, views, and
                                                format displaying the frequency                         members of ISG or with which the                       arguments concerning the foregoing,
                                                distribution of discounts and premiums                  Exchange has entered into a                            including whether the proposed rule
                                                of the daily Bid/Ask Price against the                  comprehensive surveillance sharing                     change is consistent with the Act.
                                                NAV, within appropriate ranges, for                     agreement as well as trade information                 Comments may be submitted by any of
                                                each of the four previous calendar                      for certain fixed income instruments as                the following methods:
                                                quarters. Additionally, information                     reported to FINRA’s TRACE. Not more
                                                regarding market price and trading of                   than 10% of the net assets of a Fund in                Electronic Comments
                                                the Shares will be continually available                the aggregate invested in Bitcoin                        • Use the Commission’s internet
                                                on a real-time basis throughout the day                 Futures Contracts shall consist of                     comment form (http://www.sec.gov/
                                                on brokers’ computer screens and other                  Bitcoin Futures Contracts whose                        rules/sro.shtml); or
                                                electronic services, and quotation and                  principal market is not a member of the
                                                last sale information for the Shares will                                                                        • Send an email to rule-comments@
                                                                                                        ISG or with which the Exchange has in
                                                be available on the facilities of the CTA.                                                                     sec.gov. Please include File Number SR–
                                                                                                        place a comprehensive surveillance
                                                The website for each Fund will include                                                                         CboeBZX–2018–001 on the subject line.
                                                                                                        sharing agreement. In addition, as noted
                                                a form of the prospectus for the Fund                   above, investors will have ready access                Paper Comments
                                                and additional data relating to NAV and                 to information regarding each Fund’s
                                                other applicable quantitative                           holdings, the Intraday Indicative Value,                 • Send paper comments in triplicate
                                                information. Trading in Shares of the                   the Disclosed Portfolio, and quotation                 to Secretary, Securities and Exchange
                                                Funds will be halted under the                          and last sale information for the Shares.              Commission, 100 F Street NE,
                                                conditions specified in BZX Rule 11.18.                    For the above reasons, the Exchange                 Washington, DC 20549–1090.
                                                Trading may also be halted because of                   believes that the proposed rule change                 All submissions should refer to File
                                                market conditions or for reasons that, in               is consistent with the requirements of                 Number SR–CboeBZX–2018–001. This
                                                the view of the Exchange, make trading                  Section 6(b)(5) of the Act.                            file number should be included on the
                                                in the Shares inadvisable. Finally,                                                                            subject line if email is used. To help the
                                                trading in the Shares will be subject to                (B) Self-Regulatory Organization’s
                                                                                                        Statement on Burden on Competition                     Commission process and review your
                                                BZX Rule 14.11(f)(4)(B)(ii), which sets                                                                        comments more efficiently, please use
                                                forth circumstances under which Shares                     The Exchange does not believe that                  only one method. The Commission will
                                                of the Funds may be halted and                          the proposed rule change will impose                   post all comments on the Commission’s
                                                delisting proceedings commenced. In                     any burden on competition that is not                  internet website (http://www.sec.gov/
                                                addition, as noted above, investors will                necessary or appropriate in furtherance                rules/sro.shtml). Copies of the
                                                have ready access to information                        of the purpose of the Act. The Exchange                submission, all subsequent
                                                regarding each Fund’s holdings, the                     notes that the proposed rule change,                   amendments, all written statements
                                                Intraday Indicative Value, the Disclosed                rather will facilitate the listing and                 with respect to the proposed rule
                                                Portfolio, and quotation and last sale                  trading of additional actively-managed                 change that are filed with the
                                                information for the Shares.                             exchange-traded products that will                     Commission, and all written
                                                   Intraday price quotations on Cash                    enhance competition among both                         communications relating to the
                                                Equivalents of the type held by the                     market participants and listing venues,                proposed rule change between the
                                                Funds are available from major broker-                  to the benefit of investors and the                    Commission and any person, other than
                                                dealer firms and from third-parties,                    marketplace.                                           those that may be withheld from the
                                                which may provide prices free with a
                                                                                                        (C) Self-Regulatory Organization’s                     public in accordance with the
                                                time delay, or ‘‘live’’ with a paid fee. For
                                                                                                        Statement on Comments on the                           provisions of 5 U.S.C. 552, will be
                                                Bitcoin Futures Contracts and Listed
                                                Bitcoin Swaps, such intraday                            Proposed Rule Change Received From                     available for website viewing and
                                                information is available directly from                  Members, Participants or Others                        printing in the Commission’s Public
                                                the applicable listing venue. Intraday                                                                         Reference Room, 100 F Street NE,
                                                                                                          The Exchange has neither solicited
                                                price information is also available                                                                            Washington, DC 20549, on official
                                                                                                        nor received written comments on the
                                                through subscription services, such as                                                                         business days between the hours of
                                                                                                        proposed rule change.
                                                Bloomberg and Thomson Reuters,                                                                                 10:00 a.m. and 3:00 p.m. Copies of the
                                                which can be accessed by authorized                     III. Date of Effectiveness of the                      filing will also be available for
                                                participants and other investors. Pricing               Proposed Rule Change and Timing for                    inspection and copying at the principal
                                                information related to Cash Equivalents                 Commission Action                                      office of the Exchange. All comments
                                                will be available through issuer websites                  Within 45 days of the date of                       received will be posted without change.
                                                and publicly available quotation                        publication of this notice in the Federal              Persons submitting comments are
                                                services such as Bloomberg, Markit and                  Register or within such longer period                  cautioned that we do not redact or edit
                                                                                                                                                               personal identifying information from
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                                                Thomson Reuters.                                        up to 90 days (i) as the Commission may
                                                   The proposed rule change is designed                 designate if it finds such longer period               comment submissions. You should
                                                to perfect the mechanism of a free and                  to be appropriate and publishes its                    submit only information that you wish
                                                open market and, in general, to protect                 reasons for so finding or (ii) as to which             to make available publicly. All
                                                investors and the public interest in that               the self-regulatory organization                       submissions should refer to File
                                                it will facilitate the listing and trading              consents, the Commission will:                         Number SR–CboeBZX–2018–001 and
                                                of additional types of actively-managed                    A. By order approve or disapprove the               should be submitted on or before
                                                exchange-traded products that will                      proposed rule change, or                               February 8, 2018.


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                                                2712                             Federal Register / Vol. 83, No. 12 / Thursday, January 18, 2018 / Notices

                                                  For the Commission, by the Division of                  SMALL BUSINESS ADMINISTRATION                          Street, Arlington, Virginia 22209. The
                                                Trading and Markets, pursuant to delegated                                                                       primary purpose of the meeting is to
                                                authority.31                                              [Disaster Declaration #15425 and #15426;
                                                                                                          CALIFORNIA Disaster Number CA–00283]
                                                                                                                                                                 prepare for the 5th session of the
                                                Eduardo A. Aleman,                                                                                               International Maritime Organization’s
                                                Assistant Secretary.                                      Presidential Declaration Amendment of                  (IMO) Sub-Committee on Navigation,
                                                [FR Doc. 2018–00720 Filed 1–17–18; 8:45 am]               a Major Disaster for Public Assistance                 Communication, and Search and Rescue
                                                BILLING CODE 8011–01–P                                    Only for the State of California                       to be held at the IMO Headquarters,
                                                                                                                                                                 United Kingdom, from February 19–23,
                                                                                                          AGENCY: U.S. Small Business                            2018.
                                                                                                          Administration.                                          The agenda items to be considered
                                                SMALL BUSINESS ADMINISTRATION                             ACTION: Amendment 1.                                   include:
                                                                                                                                                                 —Decisions of other IMO bodies
                                                                                                          SUMMARY:   This is an amendment of the                 —Routing measures and mandatory ship
                                                [Disaster Declaration #15302 and #15303;
                                                                                                          Presidential declaration of a major                      reporting systems
                                                FLORIDA Disaster Number FL–00130]
                                                                                                          disaster for Public Assistance Only for                —Updates to the LRIT system
                                                Presidential Declaration Amendment of                     the State of California (FEMA–4353–                    —Application of the ‘‘Indian Regional
                                                a Major Disaster for the State of Florida                 DR), dated 01/02/2018.                                   Navigation Satellite System (IRNSS)’’
                                                                                                            Incident: Flooding, Mudflows, and                      in the maritime field and
                                                AGENCY: U.S. Small Business                               Debris Flows directly related to the                     development of performance
                                                Administration.                                           Wildfires.                                               standards for shipborne IRNSS
                                                ACTION: Amendment 8.                                        Incident Period: 12/04/2017 and                        receiver equipment
                                                                                                          continuing.                                            —Guidelines for the harmonized
                                                SUMMARY:   This is an amendment of the                    DATES:  Issued on 01/10/2018.                            display of navigation information
                                                Presidential declaration of a major                          Physical Loan Application Deadline                    received via communications
                                                disaster for the State of Florida (FEMA–                  Date: 03/05/2018.                                        equipment
                                                4337–DR), dated 09/10/2017.                                  Economic Injury (EIDL) Loan                         —Guidelines on standardized modes of
                                                   Incident: Hurricane Irma.                              Application Deadline Date: 10/02/2018.                   operation, S-mode
                                                   Incident Period: 09/04/2017 through                    ADDRESSES: Submit completed loan                       —Develop guidance on definition and
                                                10/18/2017.                                               applications to: U.S. Small Business                     harmonization of the format and
                                                DATES: Issued on 01/10/2018.                              Administration, Processing and                           structure of Maritime Service
                                                   Physical Loan Application Deadline                     Disbursement Center, 14925 Kingsport                     Portfolios (MSPs)
                                                Date: 11/24/2017.                                         Road, Fort Worth, TX 76155.                            —Updating of the GMDSS master plan
                                                   Economic Injury (EIDL) Loan                                                                                     and guidelines on MSI (maritime
                                                                                                          FOR FURTHER INFORMATION CONTACT: A.
                                                Application Deadline Date: 06/11/2018.                                                                             safety information) provisions
                                                                                                          Escobar, Office of Disaster Assistance,                —Consequential work related to the
                                                ADDRESSES: Submit completed loan                          U.S. Small Business Administration,                      new Polar Code
                                                applications to: U.S. Small Business                      409 3rd Street SW, Suite 6050,                         —Revision of SOLAS chapters III and IV
                                                Administration, Processing and                            Washington, DC 20416, (202) 205–6734.                    for Modernization of the Global
                                                Disbursement Center, 14925 Kingsport                      SUPPLEMENTARY INFORMATION: The notice                    Maritime Distress and Safety System
                                                Road, Fort Worth, TX 76155.                               of the President’s major disaster                        (GMDSS), including related and
                                                FOR FURTHER INFORMATION CONTACT: A.                       declaration for Private Non-Profit                       consequential amendments to other
                                                Escobar, Office of Disaster Assistance,                   organizations in the State of California,                existing instruments
                                                U.S. Small Business Administration,                       dated 01/02/2018, is hereby amended to                 —Response to matters related to the
                                                409 3rd Street SW, Suite 6050,                            expand the incident for this disaster to                 Radio communication ITU–R Study
                                                Washington, DC 20416, (202) 205–6734.                     include flooding, mudflow, and debris                    Group and ITU World Radio
                                                SUPPLEMENTARY INFORMATION: The notice                     flows directly related to the wildfires.                 Communication Conference
                                                of the President’s major disaster                            All other information in the original               —Measures to protect the safety of
                                                declaration for the State of Florida,                     declaration remains unchanged.                           persons rescued at sea
                                                dated 09/10/2017, is hereby amended to                    (Catalog of Federal Domestic Assistance                —Developments in GMDSS satellite
                                                include the following areas as adversely                  Number 59008)                                            services
                                                affected by the disaster:                                                                                        —Revised Performance Standards for
                                                                                                          James E. Rivera,                                         EPIRBs operating on 406 MHz
                                                Primary Counties (Physical Damage and                     Associate Administrator for Disaster                     (resolution A.810(19)) to include
                                                     Economic Injury Loans): Hamilton                     Assistance.                                              Cospas-Sarsat MEOSAR and second
                                                Contiguous Counties (Economic Injury                      [FR Doc. 2018–00767 Filed 1–17–18; 8:45 am]              generation beacons
                                                     Loans Only):                                         BILLING CODE 8025–01–P                                 —Further development of the provision
                                                   Georgia: Lowndes                                                                                                of global maritime SAR services
                                                   All other information in the original                                                                         —Guidelines on harmonized
                                                declaration remains unchanged.                            DEPARTMENT OF STATE                                      aeronautical and maritime search and
                                                (Catalog of Federal Domestic Assistance                                                                            rescue procedures, including SAR
                                                                                                          [Public Notice 10272]
                                                Number 59008)                                                                                                      training matters
sradovich on DSK3GMQ082PROD with NOTICES




                                                                                                          Notice of Public Meeting                               —Amendments to the IAMSAR Manual
                                                James E. Rivera,                                                                                                 —Unified interpretation of provisions of
                                                Associate Administrator for Disaster                        The Department of State will conduct                   IMO safety, security, and
                                                Assistance.                                               an open meeting at 9:30 a.m. on                          environment-related conventions
                                                [FR Doc. 2018–00768 Filed 1–17–18; 8:45 am]               Tuesday, February 13, 2018, at the                     —Biennial status report and provisional
                                                BILLING CODE 8025–01–P                                    headquarters of the Radio Technical                      agenda for NCSR 6
                                                                                                          Commission for Maritime Services                       —Election of Chair and Vice-Chair for
                                                  31 17   CFR 200.30–3(a)(12).                            (RTCM) in Suite 705, 1621 N. Kent                        2019


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Document Created: 2018-01-18 00:42:32
Document Modified: 2018-01-18 00:42:32
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation83 FR 2704 

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