Winklevoss Bitcoin Trust | Hacker News Reader

Winklevoss Bitcoin Trust

sec.gov

101 pointspetethomas59 comments

Here's a diff of the filing:

http://published.github.io/sec.gov/ChangeDetection%20-%20Com...

If I'm not mistaken, the winkelvoss trust review process was delayed b/c they shared a securities lawyer with Martin Shkreli.

https://forum.bitcoin.com/bitcoin-discussion/winkelvoss-twin...

Guess they have a new lawyer now...

Off-topic, but I found Shkreli's interview on The Breakfast Club very interesting: https://www.youtube.com/watch?v=hCEE_E8QUSc

Never heard about that guy before, but he seems completely crazy: https://www.youtube.com/watch?v=lI9jywQ4cgc

There is a bit of an American Psycho vibe.

He has a couple interesting interviews out there. I wouldn't know how to find it again but I watched a live stream where he was taking questions from anyone. A gay man confronted him about his pricing of that one drug he raised by several thousand percent. He actually had a decent answer. It might have been all bullshit but it made me see him in a slightly different light.

As far as I remember, his answer was that (1) the product was underpriced and it's a company's duty to get as much profit as possible for their shareholders etc. and (2) the product itself was very cheap and they offered it for free for anyone without insurance – apparently about 40% of it was given away this way. Now, he might just be a charismatic psychopath, but if this is true it does indeed put him in quite a different light.

edit: yes, it might've been 60% instead of 40%, I wanted to err on the side of caution :)

in another interview with Vice, he says that 2/3 of the products were given out for free. That only the big corporation would pay full price for the product, so who cares? And that most of the profits (60%) would go into R&D.

A couple of notes from a skim of the updated

> The Trust values its bitcoin as measured at 4:00 p.m. Eastern time using the Gemini Exchange Spot Price on each Business Day. The Gemini Exchange Spot Price is the price of bitcoin on the Gemini Exchange as of 4:00 p.m. Eastern time on each Business Day.

So they are using the exchange they founded to price their bitcoin trust.............hmmmm

> While the Trust’s investment objective is for the Shares to track the price of bitcoin as measured at 4:00 p.m. Eastern time using the Gemini Exchange Spot Price on each Business Day, the Shares may trade in the secondary market on BATS at prices that are lower or higher relative to the NAV. The amount of the discount or premium in the trading price relative to the NAV may be influenced by non-concurrent trading hours and liquidity between BATS and larger Bitcoin Exchanges in the Bitcoin Exchange Market.

This represents an interesting arbitrage opportunity. This could end up like PHYS or SBT/CGT where they tend to trade at a discount to NAV.

> Under the License Agreement, the Sponsor is required to pay a monthly royalty equal to a percent of the net Sponsor Fee received by the Sponsor during the previous month based on a running royalty rate of between eight (8) percent and sixteen (16) percent of such net Sponsor Fees. WIP retains the right, but is not required, to terminate the license if the Sponsor does not meet a minimum royalty payment of $300,000 during the prior 12-month period, starting on the third anniversary of the License Agreement. The Sponsor has the right to sublicense its rights within the Field of Use in exchange for an obligation to pay a seventy-five (75) percent royalty based on revenue and/or any other compensation, if any, collected from such sub-license.

I'm not sure what IP the wiklevoss' company WIP has licensed to the trust, but getting a free $300,000/year sounds like a good deal from them and not so much for the unit holders.

So the winklevoss' license IP to the fund , use their exchange to price the fund and the custodian of the fund is Gemini Trust Company, LLC, which they also control.

One other thing that looks dubious is that the sponsor is Digital Asset Services, LLC, You might google that and find Digial Assests https://digitalasset.com/ a legitimate blockchain company, but you'd be wrong.

> The Trust’s Sponsor is Digital Asset Services, LLC. The Sponsor is a Delaware limited liability company formed on May 9, 2013, and is wholly-owned by Winklevoss Capital Management, LLC (“WCM”).

So the name is about as close as you can get without being the same, I mean I'm trying really hard to see a way in which this isn't intentionally misleading, but sadly failing.

I mean, shit, why not just write these guys a cheque and buy your own bitcoins.

>One other thing that looks dubious is that the sponsor is Digital Asset Services, LLC, You might google that and find Digial Assests https://digitalasset.com/ a legitimate blockchain company, but you'd be wrong.

>> The Trust’s Sponsor is Digital Asset Services, LLC. The Sponsor is a Delaware limited liability company formed on May 9, 2013, and is wholly-owned by Winklevoss Capital Management, LLC (“WCM”).

>So the name is about as close as you can get without being the same, I mean I'm trying really hard to see a way in which this isn't intentionally misleading, but sadly failing.

I think I'm probably misinterpreting this, but you appear to be ignoring the really obvious fact that Winklevoss' "Digital Asset Services" predates digitalasset.com

https://appext20.dos.ny.gov/corp_public/CORPSEARCH.ENTITY_IN...

> So they are using the exchange they founded to price their bitcoin trust.............hmmmm

It's the other way around: they wanted an ETF, so they needed to create a regulated exchange that has all the required licenses

I just don't understand why people keep repeating that

> This represents an interesting arbitrage opportunity. This could end up like PHYS or SBT/CGT where they tend to trade at a discount to NAV.

It should trade at a discount to NAV. Bitcoin held indirectly through fractional ownership of an entity that can be defrauded or bankrupted is worth less than Bitcoin I can hold securely myself.

But since traders can short the Trust, there's a real possibility that a short squeeze could drive the price of shares much higher than NAV.

For example, see what happened to Volkswagen stock when there weren't enough shares for short sellers to cover.

http://www.reuters.com/article/us-volkswagen-idUSTRE49R3I920...

If the Trust stays small, that's a real risk/opportunity.

If the Trust gets large, then it could have a dramatic effect on the price of Bitcoin itself.

I think this is made for rich people who don't understand computers let along technicals of bitcoins, who want to own hundreds of thousands of dollars or even millions worth, but don't want to worry their computer getting hacked or just even stop working, everyone has had that happen before.

This trust could be hacked, and it is probably a much larger target than any individual investor's bitcoin wallet. I think the risk of this trust having all of its bitcoin stolen, leaving the investors completely screwed, is pretty high.

If they actually use cold storage - as they say they do, then those bitcoins aren't going to be stolen. It would be far more likely that the system that accounts for ownership would get attacked, and that is a risk that existed long before bitcoin (and a problem solved by direct bitcoin ownership).

For some reason I suspect that were the trust hacked and all your bitcoin nabbed, then you'd also discover that there was no recourse to recoup from anyone due to the way the corporation is set up?

It wouldn't matter. Even if you had legal recourse, the trust wouldn't have any money to pay you with.

This trust would make it trivial to hold Bitcoin in an IRA with tax free gains. The demand for this is so high that one alternative, GBTC, is trading at nearly twice the market price of Bitcoin.

That is plausible, but you have to believe that the bitcoin custodian will not lose your money or otherwise defraud you. Paper gains could be eroded in an instant. This is not like investing your IRA in a REIT or something.

Same as with gold ETFs or any other ETF. The amount of regulation in this space is enormous so these are hardly fly-by-night operations. This application has been pending SEC approval for years.

That doesn't mean much for the security of the trust's bitcoin wallets. The SEC has zero expertise in that area. What assurances do the investors have that they will not get screwed if some hackers steal all of the trust's bitcoins?

The investors certainly would be screwed if someone stole the trust's bitcoins.

There are a lot of risks inherent to investing in Bitcoin. I think risks to the network itself (mining centralization, regulatory concerns esp. in China, the halving, a catastrophic bug in Bitcoin Core, loss of market share to a competitor such as Ethereum, etc) are more worth worrying about than theft from this trust in particular. Cold storage procedures are well known and many exchanges have been successful in securing systems with a lot more exposure than this trust will have (including Gemini, which is backing this trust).

Risk is inherent in investing, after all. Without the risk you wouldn't have the potential for extreme returns that Bitcoin has.

That is all true. My concern about bitcoin ETF is that the custodian is a high value target. To paraphrase Brian Armstrong, it's a potential 1B dollar bug bounty. So you have to be really convinced that the security is flawless. Of course you could easily lose bitcoins that you hold yourself as well.

> pay a monthly royalty...

> if the Sponsor does not meet a minimum royalty payment of $300,000 during the prior 12-month period

I think you meant $300k/month, not per year.

You are quite right. This is a sketchy offering to say the least.

Could someone please explain what I'm looking at? My financial education is severely lacking ...

Can someone explain what sorts of factors would influence the value of this trust and why an investor would want to participate in it?

1. Lower counterparty risk (the counterparty being a big stock exchange rather than something like mt gox)

2. easier hedging / large bets with options

3. Can use existing retirement account

4. Easier to include in a will.

There are two layers of counterparty risk here. One is to the broker who holds custody of your ETF shares. This aspect is thoroughly regulated and insured by the SIPC: not much to worry about. It's the same kind of counterparty risk you take when you trade any stock.

The second is to the Winklevoss Bitcoin Trust, which practically speaking is mostly a risk of security breaches or corruption involving the trust custodian, Gemini Trust Company, LLC. There are some reasons to think this might be safer than holding bitcoin yourself on the blockchain, or holding it through an account at an online bitcoin exchange, but this risk is not even close to being insured by a big stock exchange. In fact the S-1 says explicitly that the bitcoin holdings are not insured by anyone. I would say this part of the risk is much closer to counterparty risk with an online bitcoin exchange than it is to counterparty risk to a big stock exchange.

Yes you are right. Of course that 2nd risk is there even with any other company. It's just the principal agent problem.

I don't know if options will be supported, but once they are, you could hedge the second counterparty risk with far out of the money put options.

This is not it, but you could theoretically have bitcoin futures that are cash settled only. Then you don't have the second counterparty risk at all.

It's essentially a way for large investor buy and hold Bitcoin without actually buying any bitcoin themselves. The value of the trust ought to reflect the value of Bitcoin.

This won't be the dumbest ETF, it will be a less than ideal way of holding bitcoin. There are lots of ETFs that make it easy to get access to an asset class and get the full economics (foreign exchange ETFs), these are still probably not ideal, but they're reasonable, but bitcoin is pretty easy to buy and sell not sure what benefit an exchange traded product has.

The Wikelvoss's do have a BTC exchange, is the goal to somehow tie this in? Turn their exchange to a market that gets benchmarked? They did also launch the BitIndex. Seems like trying to control the bitcoin benchmark could have financial value.

Maybe it would allow mutual funds and other such entities to invest in it?

They might have rules preventing them from investing in things that aren't traded on major exchanges.

I'd be kind of surprised if mutual funds were doing much investing in this kind of ETF. Look at the shares outstanding of FXE, FXA, FXB (currency etfs for euro, australian dollar and pound), they're not very popular. Some hedge funds do use these and famously Paulson was using GLD for his gold exposure (I still think this is pretty dumb, he should've traded futures and EFP-ed into spot gold). Wouldn't be shocked to be proven wrong, but most ETFs don't gain traction. There's also a pretty small cap on how big this ETF can get (at least for now), almost by definition the commodity backing a bitcoin etf has a much much smaller availability than the commodity backing any other etf. I am glad they're using cold storage to store them at least.

What makes it illegal to mark the time at which the trust evaluates it's shares? Marking the close for COIN on BATS is illegal. Marking the corresponding BTC event...?

So I can invest in peoples desire to buy drugs off the dark web?

Hear, hear! We mustn't allow others to buy things that we don't approve of from markets not easily bent to our will by force! Who would want a baby that has been in dirty bathwater?

GBTC tanking in 5..4..3..2..1.. wouldn't there be a lot of arbitrage between GBTC and this Winklevoss Trust thus normalizing the price of GBTC ?

Arbitrage is only possible when there is a low-friction way to redeem an asset for the raw good it's backed by. In the case of traded funds like this, they can only be redeemed in large batches, which means that there should be no more arbitrage opportunity than what's already possible now.

If you were the inventors of bitcoin, you'd've invented bitcoin.

Many of us find it obscene and a bit ridiculous that this easily-manipulated sham for the foolish-minded is even mentioned on HN. Having worked as a software engineer since 1991 -- with a CS degree from UC Berkeley no less -- I cannot think of a single serious-minded peer who takes BTC seriously, all computer people too.

I find it questionable that, just because the U.S. Government has been duped to allow this ETF -- while simultaneously doing everything in their power to undermine BTC -- we somehow must suffer to find BTC held up as a legitimate medium of exchange.

It's really not. It wasn't several years ago when everyone was told "soon it will be accepted everywhere cash and credit cards are" -- and it's not now a legitimate medium of exchange.

Some one(s) will eventually recognize BTC for what it is: a purely speculative gamble, and not a legitimate or safe means of exchange.

THIS IS THE U.S. GOVT. -- 3 years ago: https://gigaom.com/2013/05/14/homeland-security-seizes-funds...

THIS IS THE U.S. GOVT. -- 9 months ago: "U.S. government is calling bitcoin anything but a currency" http://www.forbes.com/sites/peterferrara/2013/08/25/the-fede...

Many of us who read HN fully believe that touting or merely holding up speculative gambling indulgences is just not appropriate.

If you like, have a look here for just a small history of victims of BTC, and keep well in mind BTC is not accepted in lieu of cash, credit cards, etc., so the argument 'regular money gets stolen too' doesn't wash, because BTC has no practical utility as a medium of exchange, making it illogical for anyone but a gambler to 'invest' in it:

THIS LIST IS 2 YEARS OLD https://bitcointalk.org/index.php?topic=576337

An appeal to the masses and an appeal to authority in just the first two sentences - I've never seen that done here before now.

"I cannot think of a single serious-minded peer who takes BTC seriously"

https://en.wikipedia.org/wiki/No_true_Scotsman

Give me a single, just one single, way that a BTC ETF different than owning shares in a gold mining company, using the language of economics.

If you want a simpler problem, how is it different from an ETF that tracks the price of gold?

The odds of gold being completely worthless 5 years from now are rather lower than the odds of BTC being completely worthless 5 years from now.

Space mining could have some interesting effects on the gold market, assuming it can be done profitably. The asteroid 433 Eros alone likely contains more gold than was ever mined on Earth. But that indeed won't happen within 5 years.

That's why the market cap of bitcoin is 1/1000 the market cap of gold - to compensate for that risk.

Why? Gold has the same basic economic proposition: * Mined at a steady and predictable rate * Ecologically destructive * Valued because it is hoarded * Hoarded because it is valued

Can you plate Bitcoins on to metals to produce a layer that doesn't corrode or oxidize? Because gold is pretty good at that.

If I bought a brand new $500 desktop computer (yes they're that cheap these days) -- and then bought a brand new 500 gigabyte hard drive that cost $100, and put it in the new computer........

then I gathered 200 people who each had between $500,000 and $1million to invest, and told them "this hard drive is worth at least $500,000. I'll start the bidding there, at $500,000."

How many would bid?

You fail to understand that you just made up the price of 500,000. No one will invest. BTC, however, has reached the current USD value by natural market forces. You don't get to just make up prices, and neither does BTC.

You missed the point entirely. I'm not saying everyone who read this missed the point entirely. But you clearly did.

The $100 hard drive is being used as cold storage for $500k btc.

I won't apologize for having to spell everything out for you here, because you didn't think things through given the context of the post.

The post's message was "bitcoin is not a medium of exchange" and "bitcoin is a highly speculative gambling vehicle."

The point was, and again I'm not going to apologize for having to spell things out in this level of detail since you did not 'connect the dots' -- the point was, if you gather 20 people who have $500k to $1M dollars to invest, no one will bid on the $500,000 hard drive.

The vast majority of people with $500k to $1M dollars to invest will seek a reliable asset like gold or other legitimate asset that is backed by something.

Would a gambler bid $500k for the hard drive? Maybe. But then again, if you go to Vegas or Reno, you will find lots of gamblers who will never gamble on card games in the casino due to cheaters (cards being the easiest game to cheat at as everyone knows). So even gamblers are selective and may not put money on btc.

The point made was -- the vast majority of the population are NOT GAMBLERS. They want to see lots of evidence that the value of their $500k+ will be recoverable in a traditional manner that is widely accepted.

- such as precious metals, which cannot be wiped clean by exposure to a magnetic field (unlike cold storage for btc)

- such as real estate

- such as an ETF of higly-liquid stocks

On the "safest to mostly gambling" continuum of placements of your money in search of a good return, precious metals are at one end of the spectrum.

Poker chips, the craps table, and btc are at the far other end.

My entire point was, the profile of a btc 'investor' is that they're a gambler. And with the U.S. government seeking to curtail efforts to use btc as 'money', only gamblers willing to lose everything overnight use btc.

You either fail to understand how BTC actually works, or you are purposely disingenuous for the sake of argument.

No, neither. My point was that BTC users are gambling. And most of them don't even realize it.

There is no "there" there. Nothing stands behind BTC to back it.

The best thing that can happen is for a widespread public awareness of where BTC falls on the continuum from "highly risky and speculative" to "safe" investments.

I've got an MBA from UC Berkeley's Haas school. My peers know where BTC is on that continuum of "absurdly speculative and risky" to "safe and secure."

My post was to say that it's not appropriate content for HN to hold up such a risky gambling vehicle that BTC is as somehow viable as an investment. An article, which I have flagged, about an ETF based on this dangerously speculative, easily-manipulated modern-day Dutch Tulips, is just not appropriate for HN without massive disclaimers citing

1) its failure to attain acceptance as a medium of exchange 2) the government's effort to shut it down 3) the massive number of scams that have duped people like you who aren't aware of the extremely speculative and risky nature of BTC.

"A fool and his money are soon parted."

You have a degree relevant to every conversation, apparently. You are in love with the 'appeal to authority' fallacy. So, whatever. Arguing about what BTC is or isn't seems like a tremendous waste of time, does it not? No matter what you or I think, the market will decide, will it not? It's been kind to me, so take it as you will. Historically, the market has strongly disagreed with your subjective assessment. Your dumb argument amounts to assessing the value of gold by the value of the container in which it is stored. You clearly have an agenda, I can't be bothered.

No agenda. As I stated originally, it's not appropriate to hold up BTC as anything other than an extremely speculative gamble. I simply disagreed with the top post which offered up an "appeal to authority" -- an SEC-sanctioned ETF based on BTC -- that shrouded BTC in an air of 'investability' that is 100% not true. BTC is a horrifically dangerous placement of money. And the problem is, BTC fans -- most of them -- act like they don't know just how risky and speculative BTC is, and its near-zero utility as a medium of exchange.

I'm telling you, get hyper-objective about the danger of converting highly-accepted stores of value into BTC.

For example, most gamblers say to themselves:

"I know I can/will lose money gambling. But my purpose for gambling is not to invest and get a good risk-adjusted return. My objective for gambling is to enjoy the thrill of the process -- and the thrill of gambling is worth more to me than money I can lose."

And many gamblers would add to that by saying "I'm only taking $5000 to Vegas this weekend -- when that's gone, I'm done."

Gamblers view a super-high-risk of loss as paying for a day at DisneyWorld. They lose their money on the day. But the thrill of the rides makes up for it.

My only 'agenda' is BTC users need to understand the risks they're taking. And far too many do not know.

Don't lose money on BTC unless you know you're in it for entertainment -- like going to Vegas or Disneyland -- and that you're fully expecting to lose a lot or all your money.

Just ask this guy -- Kolin Burges, who traveled from England to Japan to confront Mark Karpeles about his missing 200,000 pounds (about $300,000 roughly):

http://i.dailymail.co.uk/i/pix/2014/02/26/article-2568258-1B...

All speculation is risk. BTC is in no special category in that regard. But keep saving us from ourselves if you wish.

""" Bitcoin is a digital asset (“Digital Asset”) based on the decentralized, open source protocol of the peer-to-peer Bitcoin computer network (the “Bitcoin Network” or “Bitcoin”)2 that hosts the decentralized public transaction ledger, known as the “Blockchain,” on which all bitcoin is recorded. The Bitcoin Network software source code includes the protocols that govern the creation of bitcoin and the cryptographic system that secures and verifies Bitcoin transactions. The Blockchain is a canonical record of every bitcoin, every Bitcoin transaction (including the creation or “mining” of new bitcoin) and every Bitcoin address associated with a quantity of bitcoin. The Bitcoin Network and Bitcoin Network software programs can interpret the Blockchain to determine the exact bitcoin balance, if any, of any public Bitcoin address listed in the Blockchain which has taken part in a transaction on the Bitcoin Network. The Bitcoin Network utilizes the Blockchain to evidence the existence of bitcoin in any public Bitcoin address. """

This is not entirely accurate - it does not take into account the fact that there is a non-zero probability that a transaction already recorded on Blockchain is later removed from the canonic Blockchain branch.

It's a summary.

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