First-Ever Digital Currency Investment Product? Grayscale Bitcoin Trust Files with SEC

Grayscale Bitcoin Trust (OTC:GBTC) became the first-ever publicly traded Bitcoin investment vehicle in the US in 2013. It has grown to become the largest Bitcoin investment product in the world. In October, GBTC announced its largest quarterly inflow of capital.

The Trust started as a private placement available only to accredited and institutional investors. In 2015,  Digital Currency Group (DCG) received approval for the Trust to trade publicly on OTC Markets.

This week, DCG filed a Registration Statement on Form 10 with the Securities and Exchange Commission (SEC) on behalf of Grayscale Bitcoin Trust.

This is a voluntary filing that, if deemed effective, would designate the Trust as an SEC reporting company and register its shares pursuant to Section 12(g) of the Securities Exchange Act of 1934.

If the SEC gives the Trust a green light, it will designate the Trust as the first digital currency investment vehicle to attain the status of a reporting company by the SEC. (Not to be confused with an exchange traded fund or ETF).

According to the company, this is what would change, if deemed effective:

  • It would designate the Trust as an SEC reporting company and register its shares pursuant to the Exchange Act, the first digital currency investment vehicle to do so.
  • Accredited investors who have previously purchased shares in the Trust’s private placement would have an earlier liquidity opportunity, as the statutory holding period of their private placement shares would be reduced from 12 to 6 months.
  • As many institutions restrict investments in instruments that are not registered with the SEC, a broader set of investors may begin to consider the Trust accordingly.
  • While the Trust currently publishes quarterly and annual reports as well as audited financial statements pursuant to the OTC Markets Alternative Reporting Standard (ARS), the Trust would instead file its quarterly and annual reports as well as audited financial statements as 10-Qs and 10-Ks with the SEC, along with current reports on Form 8-K, in addition to complying with all other obligations under the Exchange Act.

Grayscale sees this filing is the “latest step on the road to regulatory maturity for digital currencies.”


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