Ark 21Shares Bitcoin ETF Files Amendment No. 8 to S-1 Registration Statement

TL;DR

<b>Ark 21Shares Bitcoin ETF is proceeding with its S-1 registration, indicating readiness for public offering.</b>

AI Summary

Ark 21Shares Bitcoin ETF (ARKB) filed a Amended IPO Registration (S-1/A) with the SEC on January 10, 2024. Ark 21Shares Bitcoin ETF filed an S-1/A (Amendment No. 8) on January 10, 2024. The filing is a registration statement under the Securities Act of 1933. The ETF is incorporated in Delaware with IRS Employer Identification Number 87-6497023. Principal executive offices are located at 477 Madison Avenue, New York, NY 10022. The proposed sale to the public is intended to commence as soon as practicable after the effective date.

Why It Matters

For investors and stakeholders tracking Ark 21Shares Bitcoin ETF, this filing contains several important signals. This amendment signifies continued progress towards the launch of the Ark 21Shares Bitcoin ETF, a key development for investors seeking direct exposure to Bitcoin through a regulated vehicle. The filing updates the registration statement, suggesting that the ETF is moving closer to SEC approval and subsequent trading on an exchange.

Risk Assessment

Risk Level: low — Ark 21Shares Bitcoin ETF shows low risk based on this filing. The filing is an amendment to a registration statement, indicating procedural steps rather than immediate market-moving news, thus posing low immediate risk.

Analyst Insight

Monitor for further amendments or SEC approval announcements regarding the Ark 21Shares Bitcoin ETF's effective date.

Key Numbers

• 8 — Amendment Number (Amendment No. 8 to FORM S-1)
• 1933 — Securities Act Year (Registration statement under the Securities Act of 1933)
• 333-257474 — Registration Number (Registration No. 333-257474)
• 2024-01-10 — Filing Date (Filed as of date: 20240110)
• 2024-01-09 — Date as of Change (Date as of change: 20240109)

Key Players & Entities

• Ark 21Shares Bitcoin ETF (company) — Registrant
• Securities and Exchange Commission (regulator) — SEC
• Delaware (company) — State of incorporation
• 477 Madison Avenue (company) — Business address
• New York (company) — City, State
• Ophelia Snyder (person) — Contact person
• Dechert LLP (company) — Legal counsel
• Allison M. Fumai (person) — Legal counsel

Forward-Looking Statements

• The Ark 21Shares Bitcoin ETF will launch for public trading. (Ark 21Shares Bitcoin ETF) — high confidence, target: Q1 2024
• The launch of this ETF will increase institutional investment in Bitcoin. (Bitcoin) — medium confidence, target: Q2 2024

FAQ

Risk Factors

• Registration Statement Process [medium — regulatory]: The ETF is undergoing the SEC registration process, which requires specific disclosures and adherence to regulations under the Securities Act of 1933.

Key Dates

• 2024-01-10: Filing of Amendment No. 8 to S-1 Registration Statement — Indicates continued progress towards the ETF's public offering.

Glossary

S-1/A

An amendment to a registration statement filed with the SEC. (This filing type indicates the ETF is updating its initial registration for a public offering.)

Securities Act of 1933

A U.S. federal law that requires issuers of new securities to make extensive disclosures to potential investors. (Governs the registration and offering process for the Bitcoin ETF.)

Key Financial Figures

• $43,731.74 — nchmarks Ltd., on December 22, 2023 was $43,731.74. The Sponsor of the Trust served as t
• $50 — rising 2 Shares at a per-Share price of $50.00, as described in Seed Capital Invest
• $100 — ale of these Seed Creation Baskets were $100. Delivery of the Seed Creation Baskets
• $46.88 — eation Baskets) at a per-share price of $46.88. Total proceeds to the Trust from the s
• $468,806.44 — sale of the Seed Creation Baskets were $468,806.44. On January 9, 2024, the Trust purchase

Filing Documents

• d549524ds1a.htm (S-1/A) — 864KB
• d549524dex101.htm (EX-10.1) — 28KB
• d549524dex1012.htm (EX-10.12) — 15KB
• d549524dex231.htm (EX-23.1) — 1KB
• d549524dexfilingfees.htm (EX-FILING FEES) — 28KB
• g549524g43c03.jpg (GRAPHIC) — 55KB
• g549524g68s87.jpg (GRAPHIC) — 51KB
• g549524g88f28.jpg (GRAPHIC) — 31KB
• 0001193125-24-005412.txt (&nbsp;) — 1126KB

RISK FACTORS

RISK FACTORS 15 BITCOIN, BITCOIN MARKETS AND REGULATION OF BITCOIN 62 THE TRUST AND BITCOIN PRICES 68 NET ASSET VALUE DETERMINATIONS 72 ADDITIONAL INFORMATION ABOUT THE TRUST 75 THE TRUSTS SERVICE PROVIDERS 79 CUSTODY OF THE TRUSTS ASSETS 81 PRIME BROKER 84 FORM OF SHARES 89 TRANSFER OF SHARES 90 SEED CAPITAL INVESTOR 91 PLAN OF DISTRIBUTION 92 CREATION AND REDEMPTION OF SHARES 93

USE OF PROCEEDS

USE OF PROCEEDS 99 99 CONFLICTS OF INTEREST 101 DUTIES OF THE SPONSOR 103 LIABILITY AND INDEMNIFICATION 105 PROVISIONS OF LAW 108 MANAGEMENT; VOTING BY SHAREHOLDERS 108 BOOKS AND RECORDS 109 109 FISCAL YEAR 109 GOVERNING LAW; CONSENT TO DELAWARE JURISDICTION 110 LEGAL MATTERS 111 EXPERTS 111 OTHER MATERIAL CONTRACTS 111 UNITED STATES FEDERAL INCOME TAX CONSEQUENCES 116 PURCHASES BY EMPLOYEE BENEFIT PLANS 121 INFORMATION YOU SHOULD KNOW 122 SUMMARY OF PROMOTIONAL AND SALES MATERIAL 122 INTELLECTUAL PROPERTY 122 WHERE YOU CAN FIND MORE INFORMATION 123 PRIVACY POLICY 123 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM F-3 APPENDIX A A-1

INFORMATION NOT REQUIRED IN PROSPECTUS

PART II INFORMATION NOT REQUIRED IN PROSPECTUS II-1 -i- Table of Contents This Prospectus contains information you should consider when making an investment decision about the Shares of the Trust. You may rely on the information contained in this Prospectus. The Trust, the Sponsor and the Sub-Adviser have not authorized any person to provide you with different information and, if anyone provides you with different or inconsistent information, you should not rely on it. This Prospectus is not an offer to sell the Shares in any jurisdiction where the offer or sale of the Shares is not permitted. The Shares of the Trust are not registered for public sale in any jurisdiction other than the United States. Until 25 calendar days after the date of this prospectus, all dealers effecting transactions in the Shares, whether or not participating in this offering, may be required to deliver a prospectus. This requirement is in addition to the dealers obligation to deliver a prospectus when acting as underwriters and with respect to unsold allotments or subscriptions. This Prospectus includes forward-looking statements that generally relate to future events or future performance. In some cases, you can identify forward-looking statements by terminology such as may, will, should, expect, intend, plan, anticipate, believe, estimate, predict, potential or the negative of these terms or other comparable terminology. All statements (other than statements of historical fact) included in this Prospectus that address activities, events or developments that will or may occur in the future, including such matters as movements in the digital asset markets and indexes that track such movements, the Trusts operations, the Sponsors plans and references to the Trusts future success and other similar matters, are forward-looking statements. These statements are only predictions. Actual events or results may differ materially. These

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View this S-1/A filing on SEC EDGAR