UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-22209
Global X Funds
(Exact name of registrant as specified in charter)
605 Third Avenue, 43rd floor
New York, NY 10158
(Address of principal executive offices) (Zip code)
Thomas Park
Global X Management Company LLC
605 Third Avenue, 43rd floor
New York, NY 10158
(Name and address of agent for service)
With a copy to:
Global X Management Company LLC 605 Third Avenue, 43rd floor New York, NY 10158 | Eric S. Purple, Esq. Stradley Ronon Stevens & Young, LLP 2000 K Street, N.W., Suite 700 Washington, DC 20006-1871 |
Registrant’s telephone number, including area code: (212) 644-6440
Date of fiscal year end: October 31, 2023
Date of reporting period: October 31, 2023
Item 1. Reports to Stockholders.
(a) A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.
Global X Blockchain & Bitcoin Strategy ETF (ticker: BITS)
Annual Report
October 31, 2023
As permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s (defined below) shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from your financial intermediary (such as a broker-dealer or bank). Instead, shareholder reports will be available on the Fund’s website (www. globalxetfs.com/explore), and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary.
You may elect to receive all future Fund shareholder reports in paper free of charge. Please contact your financial intermediary to inform them that you wish to continue receiving paper copies of Fund shareholder reports and for details about whether your election to receive reports in paper will apply to all funds held with your financial intermediary.
Table of Contents
Shares are bought and sold at market price (not net asset value (“NAV”)) and are not individually redeemed from the Fund. Shares may only be redeemed directly from the Fund by Authorized Participants, in very large creation/ redemption units. Brokerage commissions will reduce returns.
The Fund files its complete schedule of Fund holdings with the Securities and Exchange Commission (the “SEC” or “Commission”) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT is available on the Commission’s website at https://www.sec.gov, and may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
A description of the policies and procedures that Global X Funds uses to determine how to vote proxies relating to Fund securities, as well as information relating to how the Fund voted proxies relating to Fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-888-493-8631; and (ii) on the Commission’s website at https://www.sec.gov.
Management Discussion of Fund Performance (unaudited)
Global X Blockchain & Bitcoin Strategy ETF
Global X Blockchain & Bitcoin Strategy ETF
The Global X Blockchain & Bitcoin Strategy ETF (the “Fund”) is an actively-managed exchange-traded fund (“ETF”) that seeks long-term capital appreciation by investing directly or indirectly in equity securities of U.S. and non-U.S. “Blockchain Companies”, as defined below, and in long positions in U.S. listed bitcoin futures (“Bitcoin Futures”) contracts. The Fund intends to gain exposure to Blockchain Companies by investing indirectly in underlying ETFs holding Blockchain Companies, including the passively-managed affiliated Global X Blockchain ETF.
Under normal circumstances, the Fund will invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in Blockchain Companies and in long positions on U.S. listed Bitcoin Futures contracts. Under normal circumstances, the Fund will invest at least 25% of its assets in Blockchain Companies and will have notional exposure to Bitcoin Futures equal to at least 20% of the total assets of the Fund.
Blockchain Companies include companies that derive or are expected to derive at least 50% of their revenues, operating income, or assets from the following business activities:
1. Digital Asset Mining: Companies involved in verifying and adding digital asset transactions to a blockchain ledger (e.g. digital asset mining), or that produce technology used in digital asset mining.
2. Blockchain & Digital Asset Transactions: Companies that operate trading platforms/ exchanges, custodians, wallets, and/or payment gateways for digital assets.
3. Blockchain Applications: Companies involved in the development and distribution of applications and software services related to blockchain and digital asset technology, including smart contracts.
4. Blockchain & Digital Asset Hardware: Companies that manufacture and distribute infrastructure and/or hardware used in blockchain and digital asset activities.
5. Blockchain & Digital Asset Integration: Companies that provide engineering and consulting services specifically tied to the adoption and utilization of blockchain and digital asset technology.
Blockchain Companies also include U.S.-listed operating companies that directly own a material amount of digital assets.
For the 12-month period ended October 31, 2023 (the “reporting period”), the Fund increased 39.54%. The Fund had a net asset value of $27.56 per share on October 31, 2022 and ended the reporting period with a net asset value of $38.09 per share on October 31, 2023, following a 1:4 reverse share split on December 19, 2022.
The Fund’s allocations to equity securities of Blockchain Companies and Bitcoin Futures contracts both appreciated in value during the reporting period. The Global X Blockchain ETF, which is approximately half of the Fund’s holdings, returned 2.9% in the reporting period. Bitcoin Futures contracts, the other half of the Fund, also saw positive returns; the CME Bitcoin Reference Rate, an
1 |
Management Discussion of Fund Performance (unaudited)
Global X Blockchain & Bitcoin Strategy ETF
index for bitcoin prices, rose by 68.3%. The Fund saw small positive returns from short-term Treasury securities that generated positive yield.
The Fund delivered positive returns during the reporting period, primarily driven by positive sentiment amongst leading crypto assets. Additionally, the U.S. Federal Reserve’s decision to slow down interest rate hikes alleviated pressure on digital asset miners, while the slew of spot bitcoin ETF applications by a handful of asset managers boosted the optimism and legitimacy of the asset class. During the reporting period, the embrace of blockchain applications expanded as banks and asset managers delved into tokenization projects, while technology companies explored innovative payment solutions through stablecoins. Furthermore, incrementally positive regulatory developments in the European Union, with the passage of the Markets in Crypto-Assets Regulation (MiCA) framework, also provided tailwinds to underlying holdings within the Fund during the reporting period.
Global X Blockchain & Bitcoin Strategy ETF
Coin Metrics Bitcoin Coin Index (CMBIBTC)
AVERAGE ANNUAL TOTAL RETURN FOR THE YEAR ENDED OCTOBER 31, 2023 | |||
One Year Return | Annualized Inception to Date* | ||
Net Asset Value | Market Price | Net Asset Value | Market Price |
39.54% | 39.84% | -43.27% | -43.30% |
69.14% | 69.14% | -27.02% | -27.02% |
Growth of a $10,000 Investment
(at Net Asset Value)
*Fund commenced operations on November 15, 2021.
The Coin Metrics Bitcoin Coin Index is designed to measure the performance an investor would expect from purchasing and holding Bitcoin.
2 |
Management Discussion of Fund Performance (unaudited)
Global X Blockchain & Bitcoin Strategy ETF
The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of all dividends and all capital gains. Index returns assume reinvestment of dividends and, unlike the Fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index. Performance figures for the periods shown may reflect contractual fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements (if applicable), returns would have been lower.
There are no assurances that the Fund will meet its stated objectives.
The Fund’s holdings and allocations are subject to change and should not be considered recommendations to buy individual securities.
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares.
See definition of comparative index on previous page.
3 |
Consolidated Schedule of Investments | October 31, 2023 |
Global X Blockchain & Bitcoin Strategy ETF
Sector Weightings (Unaudited)†:
† Sector weightings percentages are based on the total market value of investments. Total investments do not include derivatives such as options, futures contracts, forward contracts, and swap contracts, if applicable.
Shares | Value | |||||||
EXCHANGE TRADED FUNDS — 77.0% | ||||||||
Global X 1-3 Month T-Bill ETF (A) | 161,800 | $ | 4,064,788 | |||||
Global X Blockchain ETF (A) | 271,260 | 6,401,736 | ||||||
TOTAL EXCHANGE TRADED FUNDS (Cost $16,036,965) | 10,466,524 | |||||||
Face Amount | ||||||||
U.S TREASURY OBLIGATIONS — 11.6% | ||||||||
U.S. Treasury Bills | ||||||||
5.415%, 01/23/24^(B)(C) | $ | 500,000 | 493,883 | |||||
5.401%, 01/11/24^(B)(C) | 500,000 | 494,779 | ||||||
5.370%, 01/18/24^(B)(C) | 600,000 | 593,098 | ||||||
U.S TREASURY OBLIGATIONS (Cost $1,581,700) | 1,581,760 | |||||||
TOTAL INVESTMENTS — 88.6% (Cost $17,618,665) | $ | 12,048,284 |
Percentages are based on Net Assets of $13,602,927.
A list of the futures contracts held by the Fund at October 31, 2023, is as follows:
Type of Contract | Number of Contracts | Expiration Date | Notional Amount | Value | Unrealized Appreciation | |||||||||||
Long Contracts | ||||||||||||||||
CME BITCOIN FUTURE^ | 41 | Nov-2023 | $ | 6,729,682 | $ | 7,155,525 | $ | 425,843 |
^ | Security is held by the Global X Bitcoin Strategy Subsidiary I, as of October 31, 2023. |
(A) | Affiliated investment. |
(B) | Interest rate represents the security’s effective yield at the time of purchase. |
(C) | All or a portion of this security has been pledged as collateral for futures contracts. The Fair Value of the securities pledged as collateral is $1,581,760. |
ETF — Exchange Traded Fund
The accompanying notes are an integral part of the financial statements. 4 |
Consolidated Schedule of Investments | October 31, 2023 |
Global X Blockchain & Bitcoin Strategy ETF
The following is a summary of the level of inputs used as of October 31, 2023, in valuing the Fund’s investments and other financial instruments carried at value:
Investments in Securities | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Exchange Traded Funds | $ | 10,466,524 | $ | — | $ | — | $ | 10,466,524 | ||||||||
U.S Treasury Obligations | — | 1,581,760 | — | 1,581,760 | ||||||||||||
Total Investments in Securities | $ | 10,466,524 | $ | 1,581,760 | $ | — | $ | 12,048,284 | ||||||||
Other Financial Instruments | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Futures Contracts* | ||||||||||||||||
Unrealized Appreciation | $ | 425,843 | $ | — | $ | — | $ | 425,843 | ||||||||
Total Other Financial Instruments | $ | 425,843 | $ | — | $ | — | $ | 425,843 |
* | Futures contracts are valued at the unrealized appreciation on the instrument. |
The following is a summary of the transactions with affiliates for the year ended October 31, 2023:
Value at 10/31/22 | Purchases at Cost | Proceeds from Sales | Changes in Unrealized Appreciation | Realized Loss | Value at 10/31/23 | Income | Capital Gains | |||||||||||||||||||||||
Global X 1-3 Month T-Bill ETF | ||||||||||||||||||||||||||||||
$ | - | $ | 5,058,846 | $ | (1,003,584 | ) | $ | 9,946 | $ | (420 | ) | $ | 4,064,788 | $ | 52,248 | $ | - | |||||||||||||
Global X Blockchain ETF | ||||||||||||||||||||||||||||||
3,965,705 | 2,954,247 | (1,458,254 | ) | 2,751,151 | (1,811,113 | ) | 6,401,736 | 47,217 | 6 | |||||||||||||||||||||
Totals: | ||||||||||||||||||||||||||||||
$ | 3,965,705 | $ | 8,013,093 | $ | (2,461,838 | ) | $ | 2,761,097 | $ | (1,811,533 | ) | $ | 10,466,524 | $ | 99,465 | $ | 6 |
Amounts designated as “—” are $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements. 5 |
Consolidated Statement of Assets and Liabilities
October 31, 2023
Global X Blockchain & Bitcoin Strategy ETF | ||||
Assets: | ||||
Cost of Investments | $ | 1,581,700 | ||
Cost of Affiliated Investments | 16,036,965 | |||
Investments, at Value | $ | 1,581,760 | ||
Affiliated Investments, at Value | 10,466,524 | |||
Cash | 1,530,026 | |||
Receivable for Variation Margin on Futures Contracts | 28,700 | |||
Total Assets | 13,607,010 | |||
Liabilities: | ||||
Payable due to Investment Adviser | 4,083 | |||
Total Liabilities | 4,083 | |||
Net Assets | $ | 13,602,927 | ||
Net Assets Consist of: | ||||
Paid-in Capital | $ | 18,625,957 | ||
Total Accumulated Loss | (5,023,030 | ) | ||
Net Assets | $ | 13,602,927 | ||
Outstanding Shares of Beneficial Interest (unlimited authorization — no par value) | 357,123 | |||
Net Asset Value, Offering and Redemption Price Per Share | $ | 38.09 |
The accompanying notes are an integral part of the financial statements. 6 |
Consolidated Statement of Operations
For the year ended October 31, 2023
Global X Blockchain & Bitcoin Strategy ETF | ||||
Investment Income: | ||||
Dividend Income, from Affiliated Investments | $ | 99,465 | ||
Interest Income | 183,646 | |||
Total Investment Income | 283,111 | |||
Expenses: | ||||
Supervision and Administration Fees(1) | 70,473 | |||
Custodian Fees(2) | 215 | |||
Total Expenses | 70,688 | |||
Net Investment Income | 212,423 | |||
Net Realized Gain (Loss) on: | ||||
Investments(3) | 1,064 | |||
Affiliated Investments | (1,811,533 | ) | ||
Futures Contracts | 2,399,880 | |||
Capital Gain Distribution from Affiliated Investments | 6 | |||
Payment from Adviser(4) | 27,457 | |||
Net Realized Gain | 616,874 | |||
Net Change in Unrealized Appreciation on: | ||||
Investments | 1,376 | |||
Affiliated Investments | 2,761,097 | |||
Futures Contracts | 199,689 | |||
Net Change in Unrealized Appreciation | 2,962,162 | |||
Net Realized and Unrealized Gain | 3,579,036 | |||
Net Increase in Net Assets Resulting from Operations | $ | 3,791,459 |
(1) | The Supervision and Administration fees includes fees paid by the Funds for the investment advisory services provided by the Adviser. (See Note 3 in Notes to Consolidated Financial Statements.) |
(2) | See Note 2 in the Notes to Consolidated Financial Statements. |
(3) | Includes realized gains (losses) as a result of in-kind redemptions. (See Note 5 in Notes to Consolidated Financial Statements.) |
(4) | See Note 3 in the Notes to Consolidated Financial Statements. |
The accompanying notes are an integral part of the financial statements. 7 |
Consolidated Statements of Changes in Net Assets
Global X Blockchain & Bitcoin Strategy ETF‡ | ||||||||
Year Ended October 31, 2023 | Period Ended October 31, 2022(1) | |||||||
Operations: | ||||||||
Net Investment Income | $ | 212,423 | $ | 161,172 | ||||
Net Realized Gain (Loss) | 616,874 | (5,974,412 | ) | |||||
Net Change in Unrealized Appreciation (Depreciation) | 2,962,162 | (8,106,700 | ) | |||||
Net Increase (Decrease) in Net Assets Resulting from Operations | 3,791,459 | (13,919,940 | ) | |||||
Distributions: | (101,531 | ) | (167,792 | ) | ||||
Capital Share Transactions: | ||||||||
Issued | 2,880,867 | 22,148,608 | ||||||
Redeemed | (1,028,744 | ) | — | |||||
Increase in Net Assets from Capital Share Transactions | 1,852,123 | 22,148,608 | ||||||
Total Increase in Net Assets | 5,542,051 | 8,060,876 | ||||||
Net Assets: | ||||||||
Beginning of Year/Period | 8,060,876 | — | ||||||
End of Year/Period | $ | 13,602,927 | $ | 8,060,876 | ||||
Share Transactions‡: | ||||||||
Issued | 95,000 | 292,500 | ||||||
Redeemed | (30,377 | ) | — | |||||
Net Increase in Shares Outstanding from Share Transactions | 64,623 | 292,500 |
‡ | Share transactions have been adjusted to reflect the effect of a 1 for 4 reverse share split on December 19, 2022. (See Note 10 in the Notes to Consolidated Financial Statements.) |
(1) | The Fund commenced operations on November 15, 2021. |
Amounts designated as “—” are $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements. 8 |
Consolidated Financial Highlights
Selected Per Share Data & Ratios For a Share Outstanding Throughout the Period |
Net Asset Value, Beginning of Period ($) | Net Investment Income ($)* | Net Realized and Unrealized Gain (Loss) on Investments ($) | Total from Operations ($) | Distribution from Net Investment Income ($) | Distribution from Capital Gains ($) | Return of Capital ($) | ||||||||||||||
Global X Blockchain & Bitcoin Strategy ETF | ||||||||||||||||||||
2023(2) | 27.56 | 0.62 | 10.21 | 10.83 | (0.30) | — | — | |||||||||||||
2022(1)(2) | 119.00 | 0.80 | (90.72) | (89.92) | (1.52) | — | — |
* | Per share data calculated using average shares method. |
** | Total Return is for the period indicated and has not been annualized. The return shown does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
† | Annualized. |
†† | Portfolio turnover rate is for the period indicated and periods of less than one year have not been annualized. Excludes effect of in-kind transactions. |
# | Excludes fees and expenses incurred indirectly as a result of investments in underlying funds. (See Note 3 in the Notes to Consolidated Financial Statements.) |
(1) | Fund commenced operations on November 15, 2021. |
(2) | Per share amounts have been adjusted for a 1 for 4 reverse share split on December 19, 2022. (See Note 10 in the Notes to Consolidated Financial Statements.) |
Amounts designated as “—” are either $0 or have been rounded to $0.
The accompanying notes are an integral part of the financial statements. 9 |
Consolidated Financial Highlights
|
Total from Distributions ($) | Net Asset Value, End of Period ($) | Total Return (%)** | Net Assets, End of Period ($)(000) | Ratio of Expenses to Average Net Assets (%) | Ratio of Net Investment Income to Average Net Assets (%) | Portfolio Turnover (%)†† | |||||||||||||
(0.30 | ) | 38.09 | 39.54 | 13,603 | 0.65 | # | 1.96 | 24.20 | |||||||||||
(1.52 | ) | 27.56 | (76.40 | ) | 8,061 | 0.65 | †# | 1.96 | † | 0.00 |
The accompanying notes are an integral part of the financial statements. 10 |
Notes to Consolidated Financial Statements
October 31, 2023
1. ORGANIZATION
The Global X Funds (the “Trust”) is a Delaware statutory trust formed on March 6, 2008. The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. As of October 31, 2023, the Trust had one hundred and thirteen portfolios, one hundred and eight of which were operational. The financial statements herein and the related notes pertain to the Global X Blockchain & Bitcoin Strategy ETF (the “Fund”). The Fund has elected non-diversified status under the 1940 Act.
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of the significant accounting policies followed by the Fund.
USE OF ESTIMATES – The Fund is an investment company that applies the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could materially differ from those estimates.
SECURITY VALUATION — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on the NASDAQ Stock Market (“NASDAQ”)), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded (or at approximately 4:00 pm Eastern time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale, at the most recent mean between the quoted bid and asked prices, which approximates fair value (absent both bid and asked prices on such exchange, the bid price may be used). For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates as of the reporting date. The exchange rates used by the Trust for valuation are captured as of the New York or London close each day.
Securities for which market prices are not “readily available” are valued in accordance with fair value procedures (the “Fair Value Procedures”) established by Global X Management Company LLC, the Funds’ investment adviser (the “Adviser”), and approved by the Fund’s Board of Trustees (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the “valuation designee” to determine the fair value of securities and other instruments for which no readily available market quotations are available. The Fair Value Procedures are implemented through a Fair Value Committee (the “Committee”) of the Adviser. Some of the more common reasons that may necessitate that a security be valued using the Fair Value Procedures include: the security’s trading has been halted or
11 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
suspended; the security has been de-listed from its primary trading exchange; the security’s primary trading market is temporarily closed at a time when, under normal conditions, it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. In addition, the Fund may fair value a security if an event that may materially affect the value of the Fund’s security that traded outside of the United States (a “Significant Event”) has occurred between the Fund’s security, the time of the security’s last close and the time that the Fund calculates its net asset value (“NAV”). A Significant Event may relate to a single issuer or to an entire market sector. Events that may be Significant Events include: government actions, natural disasters, armed conflict, acts of terrorism and significant market fluctuations. If the Adviser becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates its NAV, it may request that a Committee meeting be called. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration all relevant information reasonably available to the Committee.
If available, debt securities are priced based upon valuations provided by independent, third-party pricing agents. Such values generally reflect the last reported sales price if the security is actively traded. The third-party pricing agents may also value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, or other methodologies designed to identify the market value for such securities. Debt obligations with remaining maturities of sixty days or less will be valued at their market value. Prices for most securities held by the Funds are provided daily by recognized independent pricing agents. If a security price cannot be obtained from an independent, third-party pricing agent, the Funds seek to obtain a bid price from at least one independent broker.
In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).
The three levels of the fair value hierarchy are described below:
Level 1 – Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;
12 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Level 2 – Other significant observable inputs (including quoted prices in nonactive markets, quoted prices for similar investments, fair value of investments for which the Fund has the ability to fully redeem tranches at NAV as of the measurement date or within the near term, and short-term investments valued at amortized cost); and
Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments and fair value of investments for which the Fund does not have the ability to fully redeem tranches at NAV as of the measurement date or within the near term).
Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement. For details of the investment classification, reference the Schedule of Investments.
The unobservable inputs used to determine fair value of Level 3 assets may have similar or diverging impacts on valuation. Significant increases and decreases in these inputs in isolation and interrelationships between those inputs could result in significantly higher or lower fair value measurement.
DUE TO/FROM BROKERS — Due to/from brokers includes cash and collateral balances with the Fund’s clearing brokers or counterparties as of October 31, 2023. The Fund continuously monitors the credit standing of each broker or counterparty with whom it conducts business. In the event a broker or counterparty is unable to fulfill its obligations, the Fund would be subject to counterparty credit risk.
FEDERAL INCOME TAXES — It is the Fund’s intention to qualify, or continue to qualify, as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986 (the “Code”). Accordingly, no provisions for Federal income taxes have been made in the financial statements except as described below.
The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether it is “more-likely-than-not” (i.e., greater than 50 percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax positions in the current period; however, management’s conclusions regarding tax positions may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., the last three tax year ends, as applicable), and on-going analysis of and changes to tax laws and regulations, and interpretations thereof. If the Fund has foreign tax filings that have not
13 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
been made, the tax years that remain subject to examination may date back to the inception of the Fund.
As of and during the reporting period ended October 31, 2023, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as an income tax expense on the Consolidated Statement of Operations. During the reporting period, the Fund did not incur any interest or penalties.
SECURITY TRANSACTIONS AND INVESTMENT INCOME – Security transactions are accounted for on the trade date for financial reporting purposes. Costs used in determining realized gains and losses on the sale of investment securities are based on specific identification. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis from the settlement date. Amortization of premiums and accretion of discounts is included in interest income.
FOREIGN CURRENCY TRANSACTIONS AND TRANSLATION – The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. Purchases and sales of investment securities, income and expenses are translated into U.S. dollars at the relevant rates of exchange prevailing on the respective dates of such transactions. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Consolidated Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions and translations represent net foreign exchange gains or losses from foreign currency spot contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid.
FUTURES CONTRACTS – To the extent consistent with its investment objective and strategies, the Fund may use futures contracts for tactical hedging purposes as well as to enhance the Fund’s returns. Initial margin deposits of cash or securities are made upon entering into futures contracts. The contracts are marked to market daily and the resulting changes in value are accounted for as unrealized gains and losses. Variation margin payments are paid or received, depending upon whether unrealized gains or losses are incurred. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the amount invested in the contract.
14 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
Risks of entering into futures contracts include the possibility that there will be an imperfect price correlation between the futures and the underlying securities. Second, it is possible that a lack of liquidity for futures contracts could exist in the secondary market, resulting in an inability to close a position prior to its maturity date. Third, a futures contract involves the risk that the Fund could lose more than the original margin deposit required to initiate a futures transaction.
Futures contracts shall be valued at the settlement price established each day by the board of the exchange on which they are traded. The daily settlement prices for financial futures are provided by an independent source.
Finally, the risk exists that losses could exceed amounts disclosed on the Consolidated Statement of Assets and Liabilities. Refer to the Fund’s Consolidated Schedule of Investments for details regarding open futures contracts as of October 31, 2023.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS – The Fund distributes its net investment income on a pro rata basis. Any net investment income and net realized capital gains are distributed at least annually. All distributions are recorded on ex-dividend date.
CREATION UNITS – The Fund issues and redeems its shares (“Shares”) on a continuous basis at NAV and only in large blocks of 10,000 Shares, referred to as “Creation Units”. Purchasers of Creation Units (“Authorized Participants”) at NAV must pay a standard creation transaction fee per transaction. The fee is a single charge and will be the same regardless of the number of Creation Units purchased by an Authorized Participant on the same day.
An Authorized Participant who holds Creation Units and wishes to redeem at NAV would also pay a standard redemption fee per transaction to the Bank of New York Mellon (“BNY Mellon”), on the date of such redemption, regardless of the number of Creation Units redeemed that day.
If a Creation Unit is purchased or redeemed for cash, an additional variable fee may be charged. The following table discloses Creation Unit breakdown:
Creation Unit Shares | Creation Fee | Value at October 31, 2023 | Redemption Fee | |||||||||||||
Global X Blockchain & Bitcoin Strategy ETF | 10,000 | $ | 50 | $ | 380,900 | $ | 50 |
15 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
CASH OVERDRAFT CHARGES – Per the terms of a former agreement with Brown Brothers Harriman & Co. (“BBH”), if the Fund had a cash overdraft on a given day, it was assessed an overdraft charge equal to the applicable BBH Base Rate plus 2.00%. Per the terms of an agreement with BNY Mellon, if the Fund has a cash overdraft, it will be charged interest at a rate then charged by BNY Mellon to its institutional custody clients in the relevant currency. Cash overdraft charges are included in custodian fees on the Consolidated Statement of Operations.
3. RELATED PARTIES AND SERVICE PROVIDER TRANSACTIONS
On July 2, 2018, the Adviser consummated a transaction pursuant to which it became an indirect, wholly-owned subsidiary of Mirae Asset Global Investments Co., Ltd. (“Mirae”). In this manner, the Adviser is ultimately controlled by Mirae.
The Adviser serves as the investment adviser and the administrator for the Fund. Subject to the supervision of the Board, the Adviser is responsible for managing the investment activities of the Fund and the Fund’s business affairs and other administrative matters and provides or causes to be furnished all supervisory, administrative and other services reasonably necessary for the operation of the Fund, including certain distribution services (provided pursuant to a separate distribution agreement), certain shareholder and distribution-related services (provided pursuant to a separate Rule 12b-1 Plan and related agreements) and investment advisory services (provided pursuant to a separate Investment Advisory Agreement), under what is essentially an “all-in” fee structure. For the Adviser’s services to the Fund, under a supervision and administration agreement (the “Supervision and Administration Agreement”), the Fund pays a monthly fee to the Adviser at the annual rate (stated as a percentage of the average daily net assets of the Fund) (“Supervision and Administration Fee”). In addition, the Fund bears other expenses that are not covered by the Supervision and Administration Agreement, which may vary and affect the total expense ratios of the Fund, such as taxes, brokerage fees, commissions, certain custodian fees, acquired fund fees and expenses for investments in unaffiliated investment companies, other transaction expenses, interest expenses and extraordinary expenses (such as litigation and indemnification expenses).
The Supervision and Administration Agreement for the Fund provides that the Adviser also bears the costs for acquired fund fees and expenses generated by investments by the Fund in affiliated investment companies. For the year ended October 31, 2023, the Adviser paid acquired fund fees and expenses of $27,457 and made such reimbursement payments to the Fund on a monthly basis. These amounts are included in Payment from Adviser on the Consolidated Statement of Operations.
16 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
3. RELATED PARTIES AND SERVICE PROVIDER TRANSACTIONS (continued)
The following table discloses supervision and administration fees payable pursuant to the Supervision and Administration Agreement:
Supervision and Administration Fee | |
Global X Blockchain & Bitcoin Strategy ETF | 0.65% |
SEI Investments Global Funds Services (“SEIGFS”) serves as sub-administrator to the Fund. As sub-administrator, SEIGFS provides the Fund with required general administrative services, including, without limitation: office space, equipment, and personnel; clerical and general back office services; bookkeeping, internal accounting and secretarial services; the calculation of NAV; and assistance with the preparation and filing of reports, registration statements, proxy statements, and other materials required to be filed or furnished by the Fund under federal and state securities laws. As compensation for these services, SEIGFS receives certain out-of-pocket costs, transaction fees, and asset-based fees which are accrued daily and paid monthly by the Adviser.
SEI Investments Distribution Co. (“SIDCO”) serves as the Fund’s underwriter and distributor of Creation Units pursuant to a distribution agreement (the “Distribution Agreement”). SIDCO has no obligation to sell any specific quantity of Fund Shares.
SIDCO bears the following costs and expenses relating to the distribution of Shares: (1) the costs of processing and maintaining records of creations of Creation Units; (2) all costs of maintaining the records required of a registered broker/dealer; (3) the expenses of maintaining its registration or qualification as a dealer or broker under federal or state laws; (4) filing fees; and (5) all other expenses incurred in connection with the distribution services as contemplated in the Distribution Agreement. SIDCO receives no fee from the Fund for its distribution services under the Distribution Agreement, rather, the Adviser compensates SIDCO for certain expenses, out-of-pocket costs, and transaction fees.
BNY Mellon serves as custodian (“Custodian”) and transfer agent to the Trust on behalf of the Fund. As custodian, BNY Mellon may appoint domestic and foreign sub-custodians and use depositories from time to time to hold securities and other instruments purchased by the Trust in foreign countries and to hold cash and currencies for the Trust on behalf of the Fund. Under its transfer agency agreement with the Trust, BNY Mellon has undertaken with the Trust to provide the following services with respect to the Fund: (i) perform and facilitate the performance of purchases and redemptions of Creation Units, (ii) prepare and transmit by means of Depository Trust Company’s (“DTC”) book-entry system payments for dividends and distributions on or with respect to the Shares declared by the Trust on behalf of the Fund, as applicable, (iii) prepare and deliver reports, information and documents as specified in the transfer agency agreement, (iv) perform the customary services of a transfer agent and dividend disbursing agent, and (v) render certain other
17 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
3. RELATED PARTIES AND SERVICE PROVIDER TRANSACTIONS (continued)
miscellaneous services as specified in the transfer agency agreement or as otherwise agreed upon. The custodian and transfer agent for the Fund transitioned from Brown Brothers Harriman & Co. to BNY Mellon on or about June 12, 2023.
4. BASIS FOR CONSOLIDATION FOR THE GLOBAL X BITCOIN STRATEGY SUBSIDIARY I
The Consolidated Schedule of Investments, Consolidated Statement of Assets and Liabilities, Consolidated Statement of Operations, Consolidated Statement of Changes in Net Assets, and the Consolidated Financial Highlights of the Fund include the accounts of the Fund’s wholly-owned Subsidiary. All intercompany accounts and transactions have been eliminated in consolidation for the Fund. The Global X Bitcoin Strategy Subsidiary I (the “Subsidiary”) has a fiscal year end and conforming tax year end of October 31 for financial statement consolidation purposes.
The Subsidiary is classified as controlled foreign corporation under the Code. The Subsidiary’s taxable income is included in the calculation of the relevant Fund’s taxable income. Net losses of the Subsidiary are not deductible by the Fund either in the current period or carried forward to future periods.
The Fund may invest up to 25% of its total assets in the Subsidiary.
A summary of the Fund’s investments in the Subsidiary are as follows:
Inception Date of Subsidiary | Subsidiary Net Assets at October 31, 2023 | % of Total Net Assets at October 31, 2023 | ||||||
GLOBAL X BITCOIN STRATEGY SUBSIDIARY I | November 15, 2021 | $2,664,511 | 19.6% |
Gains and losses attributed to the Fund’s investments in the Subsidiary are as follows:
Global X Blockchain & Bitcoin Strategy ETF | ||||
Investment Income: | ||||
Interest Income | $ | 88,478 | ||
Net Investment Income | 88,478 | |||
Net Realized Gain on: | ||||
Futures Contracts | 2,399,880 | |||
Net Realized Gain | 2,399,880 | |||
Net Change in Unrealized Appreciation on: | ||||
Investments | 971 | |||
Futures Contracts | 199,689 | |||
Net Change in Unrealized Appreciation | 200,660 | |||
Net Realized and Unrealized Gain | 2,600,540 | |||
Net Increase in Net Assets Resulting from Operations | $ | 2,689,018 |
18 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
5. INVESTMENT TRANSACTIONS
For the year ended October 31, 2023, the purchases and sales of investments in securities excluding in-kind transactions, long-term U.S. Government, and short-term securities, were:
Purchases | Sales and Maturities | |||||||
Global X Blockchain & Bitcoin Strategy ETF | $ | 7,406,029 | $ | 1,633,858 |
During the year ended October 31, 2023, there were no purchases or sales of long-term U.S. Government securities for the Fund.
For the year ended October 31, 2023, in-kind transactions associated with creations and redemptions were:
Purchases | Sales | Realized Gain/(Loss) | ||||||||||
Global X Blockchain & Bitcoin Strategy ETF | $ | 607,064 | $ | 827,973 | $ | 389,967 |
6. DERIVATIVE TRANSACTIONS
The following tables show the derivatives categorized by underlying risk exposure.
The fair value of derivative instruments as of October 31, 2023 was as follows:
Asset Derivatives | Liability Derivatives | |||||
Consolidated Statement of Assets and Liabilities Location | Fair Value | Consolidated Statement of Assets and Liabilities Location | Fair Value |
Derivatives not accounted for as hedging instruments:
Global X Blockchain & Bitcoin Strategy ETF
Commodity contracts | Unrealized appreciation on Future Contracts | $ | 425,843 | † | Commodity contracts | Unrealized depreciation on Future Contracts | $ | – | † | ||||
Total Derivatives not accounted for as hedging instruments | $ | 425,843 |
| $ | – |
† Includes cumulative appreciation/depreciation of futures contracts as reported in the Consolidated Schedule of Investments. Only current day’s variation margin is reported within the Consolidated Statement of Assets & Liabilities.
19 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
6. DERIVATIVE TRANSACTIONS (continued)
The effect of derivative instruments on the Consolidated Statement of Operations for the year ended October 31, 2023:
Amount of realized gain or (loss) on derivatives recognized in income:
Futures Contracts | ||||
Global X Blockchain & Bitcoin Strategy ETF | ||||
Commodity contracts | $ | 2,399,880 |
Change in unrealized appreciation or (depreciation) on derivatives recognized in income:
Futures Contracts | ||||
Global X Blockchain & Bitcoin Strategy ETF | ||||
Commodity contracts | $ | 199,689 |
For the year ended October 31, 2023, the monthly average notional value of the futures contracts held by the Fund were as follows:
Short Average | Long Average | |||||||
Global X Blockchain & Bitcoin Strategy ETF | $ | — | $ | 5,622,939 |
7. TAX INFORMATION
The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to undistributed net investment income (loss), accumulated net realized gain (loss) or paid-in capital, as appropriate, in the period that the differences arise.
The following differences, primarily attributable to redemptions in-kind and investment in a wholly owned subsidiary, have been reclassified to/from the following accounts during the fiscal year ended October 31, 2023:
Global X Fund | Paid-in Capital | Accumulated Loss | ||||
Global X Blockchain & Bitcoin Strategy ETF | $618,689 | $(618,689) |
These reclassifications have no impact on net assets or NAV per share.
20 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
7. TAX INFORMATION (continued)
The tax character of dividends and distributions declared for the years ending October 31, 2023 and October 31, 2022 was as follows:
Global X Fund | Ordinary Income | Long-Term Capital Gain | Return of Capital | Totals | ||||||||||||
Global X Blockchain & Bitcoin Strategy ETF | ||||||||||||||||
2023 | $ | 101,531 | $ | – | $ | – | $ | 101,531 | ||||||||
2022 | 167,792 | – | – | 167,792 |
As of October 31, 2023, the components of tax basis accumulated losses were as follows:
Global X Fund | ||||
Global X Blockchain & Bitcoin Strategy ETF | ||||
Undistributed Ordinary Income | $ | 2,748,348 | ||
Capital Loss Carryforwards | (2,200,639 | ) | ||
Unrealized Depreciation | (5,570,739 | ) | ||
Total Accumulated Losses | $ | (5,023,030 | ) |
For taxable years beginning after December 22, 2010, a Registered Investment Company within the meaning of the 1940 Act is permitted to carry forward net capital losses to offset capital gains realized in later years, and the losses carried forward retain their original character as either long-term or short-term losses. Losses carried forward under these provisions are as follows:
Short-Term Loss | Long-Term Loss | Total | ||||||||||
Global X Blockchain & Bitcoin Strategy ETF | $ | 2,200,639 | $ | – | $ | 2,200,639 |
The Federal tax cost and aggregate gross unrealized appreciation and depreciation on investments held by the Fund at October 31, 2023 were as follows:
Global X Fund | Federal Tax Cost | Aggregated Gross Unrealized Appreciation | Aggregated Gross Unrealized Depreciation | Net Unrealized Depreciation | ||||||||||||
Global X Blockchain & Bitcoin Strategy ETF | $17,619,023 | $– | $(5,570,739 | ) | $(5,570,739 | ) |
The preceding differences between book and tax cost are primarily due to wash sales.
21 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
8. CONCENTRATION OF RISKS
Bitcoin is a relatively new asset with a limited history. It is subject to unique and substantial risks, and historically has been a highly speculative asset and has experienced significant price volatility. While the Fund will not invest directly in bitcoin, the value of the Fund’s investments in Bitcoin Futures and bitcoin funds is subject to fluctuations in the value of bitcoin, which may be highly volatile. The value of bitcoin is determined by supply and demand in the global market, which consists primarily of transactions of bitcoin on electronic exchanges (“Bitcoin Exchanges”). Pricing on Bitcoin Exchanges and/or other venues could drop precipitously for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, a flaw or operational issue in the bitcoin network (a network on which users may exchange bitcoin directly with one another (the “Bitcoin Network”)), or users preferring competing digital assets and cryptocurrencies. The further development of bitcoin as an asset and the growing acceptance and use of bitcoin in the marketplace are subject to a variety of factors that are difficult to evaluate. Currently, there is relatively limited use of bitcoin in the retail and commercial marketplace, which contributes to price volatility. A lack of expansion, or a contraction in the use of bitcoin, may result in increased volatility in its value. Legal or regulatory changes may negatively impact the operation of the Bitcoin Network or its protocols or restrict the ability to use bitcoin. Additionally, bitcoin transactions are irrevocable, and therefore stolen or incorrectly transferred bitcoin may be irretrievable. The realization of any of these risks could result in a decline in the acceptance of bitcoin and consequently a reduction in the value of bitcoin, Bitcoin Futures, and the Fund. Bitcoin is also subject to the risk of fraud, theft and manipulation, as well as security failures and operational or other problems that impact Bitcoin Exchanges. Unlike the exchanges utilized by traditional assets, such as equity and bond securities, Bitcoin Exchanges are largely unregulated. As a result, individuals or groups may engage in fraud and investors in bitcoin may be more exposed to the risk of theft and market manipulation than when investing in more traditional asset classes. Investors in bitcoin may have little or no recourse should such theft, fraud or manipulation occur and could suffer significant losses, which could ultimately impact bitcoin utilization, the price of bitcoin and the value of Fund investments with indirect exposure to bitcoin. Additionally, if one or a coordinated group of miners were to gain control of 51% or more of the Bitcoin Network, they would have the ability to manipulate transactions, halt payments and fraudulently obtain bitcoin. A significant portion of bitcoin is held by a small number of holders, who may have the ability to manipulate the price of bitcoin. In addition, Bitcoin Exchanges are subject to the risk of cybersecurity threats and breach, which has occurred in the past and resulted in the theft and/or loss of digital assets, including bitcoin. A risk also exists with respect to malicious actors or previously unknown vulnerabilities in the Bitcoin Network or its protocols, which may adversely affect the value of bitcoin. Shares of some bitcoin funds in which the Fund invests may trade at a premium or discount to the net asset value of the bitcoin fund itself.
Blockchain companies may be adversely impacted by government regulations or economic conditions. Blockchain technology is new and its uses are in many cases untested or
22 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
8. CONCENTRATION OF RISKS (continued)
unclear. These companies may also have significant exposure to fluctuations in the spot prices of digital assets, particularly to the extent that demand for a company’s hardware or services may increase as the spot price of digital assets increase. Blockchain companies typically face intense competition and potentially rapid product obsolescence. In addition, many Blockchain companies store sensitive consumer information and could be the target of cybersecurity attacks and other types of theft, which could have a negative impact on these companies. Access to a given blockchain may require a specific cryptographic key (in effect a string of characters granting unique access to initiate transactions related to specific digital assets) or set of keys, the theft, loss, or destruction of which, either by accident or as a result of the efforts of a third party, could irrevocably impair a claim to the digital assets stored on that blockchain.
Many Blockchain companies currently operate under less regulatory scrutiny than traditional financial services companies and banks, but there is significant risk that regulatory oversight could increase in the future. For example, companies that operate trading platforms and/or exchanges may face heightened regulatory risks associated with their operations. The U.S. Securities and Exchange Commission (the “SEC”) has made several public statements indicating that some cryptocurrency exchanges may be operating as unregistered securities exchanges in violation of applicable regulations. In August 2021, the SEC settled charges with Poloniex for selling digital asset securities between 2017 and 2019 without registering as a national securities exchange. Higher levels of regulation could increase costs and adversely impact the current business models of some Blockchain companies and could even result in the outright prohibition of certain business activities. For example, on September 24, 2021, multiple Chinese regulators issued prohibitions on all cryptocurrency transactions and mining. Any further restrictions imposed by governments (including China or the U.S.) on crypto-currency related activities may adversely impact Blockchain companies, and in turn the Fund. Blockchain companies could be negatively impacted by disruptions in service caused by hardware or software failure, or by interruptions or delays in service by third-party data center hosting facilities and maintenance providers. Blockchain companies involved in digital assets may face slow adoption rates and be subject to higher levels of regulatory scrutiny in the future, which could severely impact their viability. Blockchain companies, especially smaller companies, tend to be more volatile than companies that do not rely heavily on technology. The customers and/or suppliers of Blockchain companies may be concentrated in a particular country, region or industry. Any adverse event affecting one of these countries, regions or industries could have a negative impact on Blockchain companies.
Cryptocurrency (notably, bitcoin), often referred to as “virtual currency” or “digital currency,” operates as a decentralized, peer-to-peer financial exchange and value storage that is used like money. The Fund will have exposure to bitcoin, indirectly through investment in Bitcoin Futures, and individual Blockchain Companies held by the Fund may have exposure to cryptocurrencies, including cryptocurrencies other than
23 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
8. CONCENTRATION OF RISKS (continued)
bitcoin. Cryptocurrencies operate without central authority or banks and are not backed by any government. Cryptocurrencies may experience very high volatility, and related investment vehicles that invest in cryptocurrencies may be affected by such volatility. Cryptocurrency is not legal tender. Federal, state or foreign governments may restrict the use and exchange of cryptocurrency, and regulation in the U.S. is still developing. Some cryptocurrency have stopped operating and have permanently shut down due to fraud, technical glitches, hackers or malware. Cryptocurrency exchanges are new, largely unregulated, and may be more exposed to fraud.
A futures contract may generally be described as an agreement for the future sale by one party and the purchase by another of a specified security or instrument at a specified price and time. The risks of futures contracts include but are not limited to: (1) the Adviser’s ability to predict movements in the prices of individual currencies or securities, fluctuations in markets and movements in interest rates; (2) an imperfect or no correlation between the changes in market value of the currencies or securities and the prices of futures contracts; and (3) there being no guarantee that an active market will exist for the contracts at any particular time. Trading in the cash bitcoin market remains difficult as compared to more traditional cash markets, and in particular, short selling bitcoin remains challenging and costly. As a result of these features of the bitcoin cash market, market makers and arbitrageurs may not be as willing to participate in the Bitcoin Futures market as they are in other futures markets. Each of these factors may increase the likelihood that the price of Bitcoin Futures will be volatile and/or will deviate from the price of bitcoin. Bitcoin Futures may experience significant price volatility. Exchange-specified collateral for Bitcoin Futures is substantially higher than for most other futures contracts, and collateral may be set as a percentage of the value of the contract, which means that collateral requirements for long positions can increase if the price of the contract rises. In addition, futures commission merchants (“FCMs”) may require collateral beyond the exchange’s minimum requirement. FCMs may also restrict trading activity in Bitcoin Futures by imposing position limits, prohibiting short selling of Bitcoin Futures or prohibiting trades where the executing broker places a trade on behalf of another broker (so-called “give-up transactions”). Although the Fund will only take long positions in Bitcoin Futures, restrictions on the ability of certain market participants to take short Bitcoin Futures positions may ultimately constrain the Fund’s ability to take long positions in Bitcoin Futures or may impact the price at which the Fund is able to take such positions. Bitcoin Futures are subject to daily limits that may impede a market participant’s ability to exit a position during a period of high volatility.
The Fund may invest in securities of foreign issuers in various countries. These investments may involve certain considerations and risks not typically associated with investments in the United States as a result of, among other factors, the possibility of future political and economic developments, the level of governmental supervision and regulation of securities markets in the respective countries.
24 |
Notes to Consolidated Financial Statements (Continued)
October 31, 2023
8. CONCENTRATION OF RISKS (continued)
The securities markets of emerging market countries are less liquid, subject to greater price volatility, and have a smaller market capitalization than those of U.S. securities markets. In certain countries, there may be fewer publicly traded securities and the market may be dominated by a few issuers or sectors. Issuers and securities markets in such countries are not subject to as extensive and frequent accounting, financial and other reporting requirements or as comprehensive government regulations as are issuers and securities markets in the United States. In particular, the assets and profits appearing on the financial statements of emerging market country issuers may not reflect their financial position or results of operations in the same manner as financial statements for U.S. issuers. Substantially less information may be publicly available about emerging country issuers than is available about issuers in the United States.
The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The Fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains are earned.
The Fund may have investments in financial instruments that utilize the London Interbank Offered Rate (“LIBOR”) as the reference or benchmark rate for variable interest rate calculations. LIBOR was intended to measure the rate generally at which banks can lend and borrow from one another in the relevant currency on an unsecured basis. The UK Financial Conduct Authority (“FCA”), the regulator that oversees LIBOR, announced that the majority of LIBOR rates would cease to be published or would no longer be representative on January 1, 2022. The publication of most LIBOR rates ceased at the end of 2021, and the remaining USD LIBOR rates ceased to be published after June 2023.There remains uncertainty and risks relating to the continuing LIBOR transition and its effects on the Fund and the instruments in which the Fund invests. There can be no assurance that the composition or characteristics of any alternative reference rates (“ARRs”) or financial instruments in which the Fund invests that utilize ARRs will be similar to or produce the same value or economic equivalence as LIBOR or that these instruments will have the same volume or liquidity. Additionally, there remains uncertainty and risks relating to certain “legacy” USD LIBOR instruments that were issued or entered into before December 31, 2021 and the process by which a replacement interest rate will be identified and implemented into these instruments when USD LIBOR is ultimately discontinued. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the Adjustable Interest Rate Act. The regulations provide a statutory fallback mechanism to replace LIBOR, by identifying benchmark rates based on the Secured Overnight Financing Rate (“SOFR”) that replaced LIBOR in certain financial contracts after June 30, 2023. These regulations apply only to contracts governed by U.S. law, among other limitations. The Fund may have instruments linked to other interbank offered rates that may also cease to be published in the future. The effects of such uncertainty and risks in “legacy” USD LIBOR instruments held by the Fund could result in losses to the Fund.
25 |
Notes to Consolidated Financial Statements (Concluded)
October 31, 2023
8. CONCENTRATION OF RISKS (continued)
Please refer to the Fund’s prospectus and statement of additional information for a more complete description of risks.
9. CONTRACTUAL OBLIGATION
The Fund enters into contracts in the normal course of business that contain a variety of indemnifications. The Fund’s maximum exposure under these contracts is unknown; however, the Fund has not had prior gains or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.
Pursuant to the Trust’s organizational documents, the Trustees of the Trust and the Trust’s officers are indemnified against certain liabilities that may arise out of the performance of their duties.
10. REVERSE SHARE SPLIT
The Board approved a reverse share split of one to four (1:4) of the issued and outstanding shares of the Fund, (the “Reverse Share Split”). The Reverse Share Split was completed after the close of business on December 19, 2022. The effect of this transaction for the Fund was to divide the number of outstanding shares of the Fund by four, resulting in a corresponding increase in the NAV per Share. The capital share activity presented on the Consolidated Statement of Changes in Net Assets and the per share data in the Consolidated Financial Highlights for the period then ended, have been given retroactive effect to reflect this reverse share split. There were no changes in net assets, results of operations or total return as a result of this transaction.
11. SUBSEQUENT EVENTS
The Fund has been evaluated by management regarding the need for additional disclosures and/or adjustments resulting from subsequent events. Based on this evaluation, no additional adjustments were required to the financial statements.
26 |
Report of Independent Registered Public Accounting Firm
To the Board of Trustees of Global X Funds and Shareholders of Global X Blockchain & Bitcoin Strategy ETF
Opinion on the Financial Statements
We have audited the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of Global X Blockchain & Bitcoin Strategy ETF and its subsidiary (one of the funds constituting Global X Funds, referred to hereafter as the “Fund”) as of October 31, 2023, the related consolidated statement of operations for the year ended October 31, 2023, and the statement of changes in net assets and the consolidated financial highlights for the year ended October 31, 2023 and the period November 15, 2021 (commencement of operations) through October 31, 2022, including the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations for the year ended October 31, 2023, and the changes in its net assets and the financial highlights for the year ended October 31, 2023 and for the period November 15, 2021 (commencement of operations) through October 31, 2022 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our procedures included confirmation of securities owned as of
27 |
Report of Independent Registered Public Accounting Firm
October 31, 2023 by correspondence with the custodian and brokers. We believe that our audits provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
January 2, 2024
We have served as the auditor of one or more investment companies in Global X Funds since 2016.
28 |
Disclosure of Fund Expenses (Unaudited)
ETFs (such as the Fund) have operating expenses. As a shareholder of an ETF, your investment is affected by these ongoing costs, which include (among others) costs for ETF management, administrative services, brokerage fees, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns. In addition, a shareholder is responsible for brokerage fees as a result of the shareholder’s investment in the Fund.
Operating expenses such as these are deducted from the Fund’s gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the Fund’s average net assets; this percentage is known as the Fund’s expense ratio.
The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in the Fund and to compare these costs with those of other funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from May 1, 2023 through October 31, 2023.
The table on the next page illustrates your Fund’s costs in two ways:
Actual Fund Return. This section helps you to estimate the actual expenses that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.
You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your actual account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”
Hypothetical 5% Return. This section helps you compare your Fund’s costs with those of other funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other funds.
NOTE: Because the return is set at 5% for comparison purposes — NOT your Fund’s actual return — the account values shown may not apply to your specific investment.
29 |
Disclosure of Fund Expenses (Unaudited) (Concluded)
Beginning Account Value 5/1/2023 | Ending Account Value 10/31/2023 | Annualized Expense Ratios | Expenses Paid During Period(1) | |||||||||||||
Global X Blockchain & Bitcoin Strategy ETF | ||||||||||||||||
Actual Fund Return | $1,000.00 | $1,125.60 | 0.65 | % | $3.48 | |||||||||||
Hypothetical 5% Return | 1,000.00 | 1,021.93 | 0.65 | 3.31 |
(1) | Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
30 |
Liquidity Risk Management Program (UNAUDITED)
Pursuant to Rule 22e-4 under the 1940 Act, the Funds’ investment adviser has adopted, and the Board has approved, a liquidity risk management program (the “Program”) to govern the Funds’ approach to managing liquidity risk. The Program is overseen by the Funds’ Liquidity Risk Management Committee (the “Committee”), and the Program’s principal objectives include assessing, managing and periodically reviewing each Fund’s liquidity risk, based on factors specific to the circumstances of the Funds.
At a meeting of the Board held on May 19, 2023, the Trustees received a report from the Committee addressing the operations of the Program and assessing its adequacy and effectiveness of implementation for the period from January 1, 2022 through December 31, 2022. The Committee’s report noted that the Committee had determined that the Program is reasonably designed to assess and manage each Fund’s Liquidity Risk and operated adequately and effectively to manage each Fund’s Liquidity Risk for the period covered by the report. The Committee’s report noted that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. The Committee’s report noted that one Fund, the Global X Nigeria Fund, was classified as an In-Kind Fund for purposes of Liquidity Reporting. The Committee’s report noted that no other material changes have been made to the Program since its implementation.
There can be no assurance that the Program will achieve its objectives in the future. Please refer to the prospectus for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in the Funds may be subject.
31 |
Supplemental Information (UNAUDITED)
NAV is the price per Share at which the Fund issues and redeems Shares. It is calculated in accordance with the standard formula for valuing mutual fund shares. The “Market Price” of the Fund generally is determined using the midpoint between the highest bid and the lowest offer on the stock exchange on which the Shares of the Fund are listed for trading, as of the time that the Fund’s NAV is calculated. The Fund’s Market Price may be at, above or below its NAV. The NAV of the Fund will fluctuate with changes in the market value of the Fund’s holdings. The Market Price of the Fund will fluctuate in accordance with changes in its NAV, as well as market supply and demand.
Premiums or discounts are the differences (expressed as a percentage) between the NAV and Market Price of the Fund on a given day, generally at the time NAV is calculated. A premium is the amount that the Fund is trading above the reported NAV, expressed as a percentage of the NAV. A discount is the amount that the Fund is trading below the reported NAV, expressed as a percentage of the NAV.
Further information regarding premiums and discounts is available on the Fund’s website at www.globalxetfs.com.
32 |
Trustees and Officers of the Trust (UNAUDITED)
The Trustees and officers are identified in the table below, which provides information as to their principal business occupations held during the last five years and certain other information. Each Trustee serves until his or her death, resignation or removal and replacement. The Trust’s Statement of Additional Information (“SAI”) includes additional information about the Trustees and officers. The SAI may be obtained without charge by calling 1-888-493-8631. The address for all Trustees and officers is c/o Global X Funds®, 605 3rd Avenue, 43rd Floor, New York, New York 10158. The following chart lists Trustees and Officers as of December 15, 2023.
Name (Year of Birth) | Position(s) Held with Trust | Principal Occupation(s) During the Past 5 Years | Number of Funds in Trust Overseen by Trustee4 | Other Directorships Held by Trustees |
Independent Trustees1,2 | ||||
Charles A. Baker (1953) | Trustee (since 07/2018) | Chief Executive Officer of Investment Innovations LLC (investment consulting) (since 2013); Managing Director of NYSE Euronext (2003 to 2012). | 113 funds (108 of which were operational) | Trustee of OSI ETF Trust (2016-2022). |
Susan M. Ciccarone (1973) | Trustee (since 09/2019) | Partner, Further Global Capital Management (private equity) (since 2017); formerly Chief Operating Officer (2014-2016) and Chief Financial Officer (2012-2016), Emerging Global Advisors, LLC (ETF issuer). | 113 funds (108 of which were operational) | Director of E78 Partners (since 2022); Director of ProSight Global, Inc. (since 2021); Director of Casa Holdco LP, parent of Celink (since 2018); Chairman, Payment Alliance International, Inc. (2019-2021). |
Clifford J. Weber (1963) | Trustee (since 07/2018) | Owner, Financial Products Consulting Group LLC (consulting services to financial institutions) (since 2015); Formerly, Executive Vice President of Global Index and Exchange-Traded Products, NYSE Market, Inc., a subsidiary of Intercontinental Exchange (ETF/ETP listing exchange) (2013-2015). | 113 funds (108 of which were operational) | Chairman and Trustee of Clayton Street Trust (since 2016); Chairman and Trustee of Janus Detroit Street Trust (since 2016); Trustee of Clough Global Equity Fund (since 2017); Trustee of Clough Global Dividend and Income Fund (since 2017); Trustee of Clough Global Opportunities Fund (since 2017); Chairman (2017-2023) and Trustee (2015-2023) of Clough Funds Trust; and Chairman and Trustee of Elevation ETF Trust (2016-2018). |
33 |
Trustees and Officers of the Trust (UNAUDITED)
Name (Year of Birth) | Position(s) Held with Trust | Principal Occupation(s) During the Past 5 Years | Number of Funds in Trust Overseen by Trustee | Other Directorships Held by Trustees |
Interested Trustee/Officers1,2 | ||||
Thomas Park (1978) | President (since 11/2023) | Chief Executive Officer, GXMC (since 11/2023); Co-Chief Executive Officer Mirae Asset Global Investments (USA) (since 12/2022); President of Mirae Asset Global Investments (USA) (1/2020- 12/2022); and Executive Managing Director of Mirae Asset Global Investments (USA) (2011- 2022). | N/A | N/A |
Alex Ashby (1986) | Chief Operating Officer (since 11/2023) | Head of Product Development, GXMC (since 2019); Vice President, Director of Product Development (2015-2018). | N/A | N/A |
Susan Lively (1981) | Secretary (since 09/2020) | General Counsel, GXMC (since 9/2020); Senior Corporate Counsel at Franklin Templeton (previously, Managing Director and Associate General Counsel at Legg Mason & Co., LLC) (2014-2020). | N/A | N/A |
Eric Griffith3 (1969) | Assistant Secretary (since 02/2020) | Counsel, SEI Investments (since 10/2019); Vice President and Assistant General Counsel, JPMorgan Chase & Co. (2012-2018). | N/A | N/A |
Joe Costello (1974) | Chief Compliance Officer (since 09/2016) | Chief Compliance Officer, GXMC (since 09/2016). | N/A | N/A |
Ronnie Riven (1984) | Chief Financial Officer (since 11/2023); Treasurer and Principal Accounting Officer (since 12/2020) | Head of Finance & Business Management, GXMC (since 01/2022); Treasurer, GXMC (since 02/2022); Director of Finance, GXMC (08/2018-12/2021); Director of Accounting and Finance at Barclays Center (2016-2018). | N/A | N/A |
Eric Olsen3 (1970) | Assistant Treasurer (since 05/2021) | Director of Accounting, SEI Investment Manager Services (March 2021 to present); Deputy Head of Fund Operations, Traditional Assets, Aberdeen Standard Investments (2013-2021). | N/A | N/A |
1 | Each Trustee serves until his or her successor is duly elected or appointed and qualified. |
2 | Luis Berruga served as an Interested Trustee of the Trust until December 15, 2023, and as President of the Trust until November 21, 2023. John Belanger served as Chief Operating Officer of the Trust and as Chief Financial Officer of the Trust until November 28, 2023. |
3 | These officers of the Trust also serve as officers of one or more funds for which SEI Investments Company or an affiliate acts as investment manager, administrator or distributor. |
4 | As of October 31, 2023. |
34 |
Notice to Shareholders (UNAUDITED)
For shareholders that do not have an October 31, 2023 tax year end, this notice is for informational purposes only. For shareholders with an October 31, 2023 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended October 31, 2023, the Fund has designated the following items with regard to distributions paid during the year.
Return of Capital | Long-Term Capital Gain Distributions | Ordinary Income Distributions | Total Distributions | Qualifying for Corporate Dividends Received Deduction(1) | Qualifying Dividend Income(2) | |||||
Global X Blockchain & Bitcoin Strategy ETF | ||||||||||
0.00% | 0.00% | 100.00% | 100.00% | 3.88% | 3.86% |
(1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of ordinary income distributions (the total of short term capital gain and net investment income distributions).
(2) The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Relief Reconciliation Act of 2003 and its reflected as a percentage of ordinary income distributions (the total of short term capital gain and net investment income distributions). It is the intention of the Fund to designate the maximum amount permitted by law.
U.S. Government Interest(3) | Interest Related Dividends(4) | Short Term Capital Gain Dividends(5) | Qualifying Business Income(6) | Foreign Tax Credit | ||||
Global X Blockchain & Bitcoin Strategy ETF | ||||||||
81.64% | 3.02% | 0.00% | 1.61% | 0.00% |
(3) “U.S. Government Interest” represents the amount of interest that was derived from U.S. Government Obligations and distributed during the fiscal year. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders who are residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exemption of these amounts from state income.
(4) The percentage in this column represents the amount of “Interest Related Dividends” as created by the American Jobs Creation Act of 2004 and is a percentage of net investment income that is exempt from U.S. withholding tax when paid for foreign investors.
(5) The percentage of this column represents the amount of “Short Term Capital Gain Dividend” and is reflected as a percentage of short term capital gain distribution that is exempted from U.S. withholding tax when paid to foreign investors.
(6) The percentage of this column represents that amount of ordinary dividend income that qualified for 20% Business Income Deduction.
The information reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2023. Complete information will be computed and reported in conjunction with your 2023 Form 1099-DIV.
35 |
Notes
36 |
605 Third Avenue, 43rd floor
New York, NY 10158
1-888-493-8631
www.globalxetfs.com
Distributor:
SEI Investments Distribution Co.
One Freedom Valley Drive
Oaks, PA 19456
Sub-Administrator:
SEI Investments Global Funds Services
One Freedom Valley Drive
Oaks, PA 19456
Counsel for Global X Funds and the Independent Trustees:
Stradley Ronon Stevens & Young, LLP
2000 K Street, N.W.
Suite 700
Washington, DC 20006
Custodian and Transfer Agent:
The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286
Independent Registered Public Accounting Firm:
PricewaterhouseCoopers LLP
Two Commerce Square
Suite 1800
2001 Market Street
Philadelphia, PA 19103
This information must be preceded or accompanied by a current prospectus for the Fund described.
GLX-AR-010-0200
(b) Not applicable.
Item 2. Code of Ethics.
The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, controller or principal accounting officer, and any person who performs a similar function.
Item 3. Audit Committee Financial Expert.
(a)(1) The registrant’s board of trustees has determined that the registrant has at least one audit committee financial expert serving on the audit committee.
(a)(2) The audit committee financial experts are Charles A. Baker and Susan M. Ciccarone and each is independent as defined in Form N-CSR Item 3(a)(2).
Item 4. Principal Accountant Fees and Services.
Fees billed by Pricewaterhouse Coopers LLP (“PwC”) relate to the registrant.
PWC billed the registrant aggregate fees for services rendered to the registrant for the last two fiscal years as follows:
2023 | 2022 | ||||||
All fees and services to the Trust that were pre- approved | All fees and services to service affiliates that were pre- approved | All other fees and services to service affiliates that did not require pre- approval | All fees and services to the Trust that were pre- approved | All fees and services to service affiliates that were pre- approved | All other fees and services to service affiliates that did not require pre- approval | ||
(a) | Audit Fees | $1,235,693 | $0 | $0 | $1,148,958 | $0 | $0 |
(b) | Audit-Related Fees | $0 | $0 | $0 | $0 | $0 | $0 |
(c) | Tax Fees(1) | $392,972 | $0 | $0 | $406,447 | $0 | $0 |
(d) | All Other Fees | $0 | $0 | $0 | $0 | $0 | $0 |
Notes:
(1) | Tax Compliance and excise distribution services. |
(e) | (1) Not applicable. |
(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (PwC):
2023 | 2022 | |
Audit-Related Fees | 0% | 0% |
Tax Fees | 0% | 0% |
All Other Fees | 0% | 0% |
(f) Not applicable.
(g) The aggregate non-audit fees and services billed by PwC for the last two fiscal years were $392,972 and $406,447, respectively.
(h) During the past fiscal year, all non-audit services provided by registrant’s principal accountant to either registrant’s investment adviser or to any entity controlling, controlled by, or under common control with registrant’s investment adviser that provides ongoing services to registrant were pre-approved by the audit committee of registrant’s Board of Trustees. Included in the audit committee’s pre-approval was the review and consideration as to whether the provision of these non-audit services is compatible with maintaining the principal accountant’s independence.
(i) Not applicable.
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants.
The registrant has a separately-designated standing Audit Committee, which is composed of the registrant’s Independent Trustees, Charles A. Baker, Susan M. Ciccarone and Clifford J. Weber.
Item 6. Investments.
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end management investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end management investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end management investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
Item 11. Controls and Procedures.
(a) The certifying officers, whose certifications are included herewith, have evaluated the registrant’s disclosure controls and procedures within 90 days of the filing date of this report. In their opinion, based on their evaluation, the registrant’s disclosure controls and procedures are adequately designed, and are operating effectively to ensure, that information required to be disclosed by the registrant in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.
(b) There were no significant changes in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable to open-end management investment companies.
Item 13. Exhibits.
(a)(1) Code of Ethics attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | Global X Funds |
By (Signature and Title) | /s/ Thomas Park |
Thomas Park President |
Date: January 9, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/ Thomas Park |
Thomas Park President | |
Date: January 9, 2024
By (Signature and Title) | /s/ Ronnie Riven |
Ronnie Riven Chief Financial Officer |
Date: January 9, 2024