Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 

 

FORM 10-Q

 

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2010

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from              to             

Commission File Number 001-32911

 

 

CurrencyShares ® Australian Dollar Trust

Sponsored by Rydex Specialized Products LLC,

d/b/a Rydex Investments

(Exact name of registrant as specified in its charter)

 

 

 

New York   No. 20-4685355

(State or other jurisdiction of

incorporation or organization)

 

(IRS Employer

Identification No.)

9601 Blackwell Road, Suite 500

Rockville, Maryland 20850

(Address of principal executive offices) (Zip Code)

(301) 296-5100

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes   x     No   ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes   ¨     No   ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer   ¨     Accelerated filer   x     Non-accelerated filer   ¨     Smaller reporting company   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes   ¨     No   x

 

 

 


Table of Contents

CURRENCYSHARES ® AUSTRALIAN DOLLAR TRUST

INDEX

 

Caption

   Page
PART I FINANCIAL INFORMATION   

Item 1. Financial Statements (Unaudited)

  

Statements of Financial Condition at July 31, 2010 and October 31, 2009

   2

Statements of Income and Comprehensive Income for the three months ended July  31, 2010, the three months ended July 31, 2009, the nine months ended July 31, 2010 and the nine months ended July 31, 2009

   3

Statements of Changes in Shareholders’ Equity for the nine months ended July  31, 2010 and the year ended October 31, 2009

   4

Statements of Cash Flows for the nine months ended July 31, 2010 and the nine months ended July  31, 2009

   5

Notes to Financial Statements

   6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

   11

Item 3. Quantitative and Qualitative Disclosures about Market Risk

   15

Item 4. Controls and Procedures

   15
Part II OTHER INFORMATION   

Item 1. Legal Proceedings

   16

Item 1A. Risk Factors

   16

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

   16

Item 3. Defaults Upon Senior Securities

   16

Item 4. (Removed and Reserved)

   16

Item 5. Other Information

   16

Item 6. Exhibits

   17
SIGNATURES    18

 

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PART I - FINANCIAL INFORMATION

 

Item 1. FINANCIAL STATEMENTS

CurrencyShares ® Australian Dollar Trust

Statements of Financial Condition

 

     July 31, 2010
(Unaudited)
   October 31, 2009

Assets

     

Current Assets:

     

Australian Dollar deposits, interest bearing

   $ 556,727,348    $ 745,470,252

Australian Dollar deposits, non-interest bearing

     —        142,053

Receivable from accrued interest

     1,995,659      1,533,470
             

Total Assets

   $ 558,723,007    $ 747,145,775
             

Liabilities and Shareholders’ Equity

     

Current Liabilities:

     

Australian Dollar Deposits, non-interesting bearing, overdrawn

   $ 50,362    $ —  

Accrued Sponsor’s fee

     194,860      228,296
             

Total Current Liabilities

     245,222      228,296

Commitments and Contingent Liabilities (note 8)

     —        —  

Redeemable Capital Shares, at redemption value, no par value, 28,500,000 and 13,500,000 authorized, respectively – 6,150,000 and 8,250,000 issued and outstanding, respectively

     558,477,785      746,917,479

Shareholders’ Equity:

     

Retained Earnings

     —        —  

Cumulative Translation Adjustment

     —        —  
             

Total Liabilities and Shareholders’ Equity

   $ 558,723,007    $ 747,145,775
             

See Notes to Financial Statements.

 

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CurrencyShares ® Australian Dollar Trust

Statements of Income and Comprehensive Income

(Unaudited)

 

     Three months ended
July  31, 2010
    Three months ended
July  31, 2009
    Nine months ended
July  31, 2010
    Nine months ended
July  31, 2009
 

Income

        

Interest Income

   $ 5,934,961      $ 3,094,452      $ 17,924,099      $ 7,667,612   
                                

Total Income

     5,934,961        3,094,452        17,924,099        7,667,612   

Expenses

        

Sponsor’s fee

     (595,949     (504,318     (2,025,913     (1,058,874
                                

Total Expenses

     (595,949     (504,318     (2,025,913     (1,058,874

Net Income

   $ 5,339,012      $ 2,590,134      $ 15,898,186      $ 6,608,738   
                                

Other Comprehensive Income:

        

Currency translation adjustment

     234,245        134,544        236,320        169,946   
                                

Total Comprehensive Income

   $ 5,573,257        2,724,678      $ 16,134,506      $ 6,778,684   
                                

Basic and Diluted Earnings per share

   $ 0.79      $ 0.40      $ 2.12      $ 1.33   

Weighted-average Shares Outstanding

     6,739,130        6,404,348        7,514,469        4,961,905   

Cash Dividends per Share

   $ 0.77      $ 0.39      $ 2.03      $ 1.46   

See Notes to Financial Statements .

 

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CurrencyShares ® Australian Dollar Trust

Statements of Changes in Shareholders’ Equity

 

     Nine months ended
July  31, 2010
(Unaudited)
    Year ended
October 31, 2009
 

Retained Earnings, Beginning of Period

   $ —        $ —     

Net Income

     15,898,186        9,872,110   

Distributions Paid

     (15,267,871     (10,291,885

Adjustment of redeemable capital shares to redemption value

     (630,315     419,775   
                

Retained Earnings, End of Period

   $ —        $ —     
                

Cumulative Translation Adjustment, Beginning of Period

   $ —        $ —     

Currency translation adjustment

     236,320        305,357   

Adjustment of redeemable capital shares to redemption value

     (236,320     (305,357
                

Cumulative Translation Adjustment, End of Period

   $ —        $ —     
                

See Notes to Financial Statements.

 

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CurrencyShares ® Australian Dollar Trust

Statements of Cash Flows

(Unaudited)

 

     Nine months ended
July 31, 2010
    Nine months ended
July 31, 2009
 

Cash flows from operating activities

    

Cash received for accrued income

   $ 17,473,303      $ 8,033,209   

Cash paid for expenses

     (2,056,133     (980,422
                

Net cash provided by operating activities

     15,417,170        7,052,787   

Cash flows from financing activities

    

Cash received to purchase redeemable shares

     206,154,722        236,761,715   

Cash paid to redeem redeemable shares

     (394,465,535     (64,151,698

Cash paid for distributions

     (15,267,871     (7,281,241
                

Net cash(used in)/provided by financing activities

     (203,578,684     192,328,776   

Adjustment to period cash flows due to currency movement

     (773,805     101,256,898   
                

(Decrease)/Increase in cash

     (188,935,319     300,638,461   

Cash at beginning of period

     745,612,305        256,361,363   
                

Cash at end of period

   $ 556,676,986      $ 556,999,824   
                

Reconciliation of net income to net cash provided by operating activities

    

Net income

   $ 15,898,186      $ 6,608,738   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Receivable from accrued interest

     (1,995,659     (1,139,587

Prior period receivable from accrued interest

     1,533,470        1,267,275   

Currency translation adjustment

     14,609        220,406   

Accrued sponsor fee

     194,860        190,592   

Prior period accrued sponsor fee

     (228,296     (94,637
                

Net cash provided by operating activities

   $ 15,417,170      $ 7,052,787   
                

See Notes to Financial Statements.

 

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CurrencyShares ® Australian Dollar Trust

Notes to Financial Statements

(Unaudited)

 

1. Organization and Description of the Trust

The CurrencyShares ® Australian Dollar Trust (the “Trust”) was formed under the laws of the State of New York on June 8, 2006 when Rydex Specialized Products LLC d/b/a “Rydex Investments” (the “Sponsor”) deposited 100 Australian Dollars in the Trust’s primary deposit account held by JPMorgan Chase Bank, N.A., London Branch (the “Depository”). The Sponsor is a Delaware limited liability company whose sole member is Rydex Advisors II, LLC (also d/b/a “Rydex Investments”). The Sponsor is responsible for, among other things, overseeing the performance of The Bank of New York Mellon (the “Trustee”) and the Trust’s principal service providers, including the preparation of financial statements. The Trustee is responsible for the day-to-day administration of the Trust.

The investment objective of the Trust is for the Trust’s shares (the “Shares”) to reflect the price of the Australian Dollar plus accrued interest less the Trust’s expenses and liabilities. The Shares are intended to provide investors with a simple, cost-effective means of gaining investment benefits similar to those of holding Australian Dollars. The Trust’s assets primarily consist of Australian Dollars on demand deposit in two deposit accounts maintained by the Depository: a primary deposit account which may earn interest and a secondary deposit account which does not earn interest. The secondary deposit account is used to account for any interest that may be received and paid out on creations and redemptions of blocks of 50,000 Shares (“Baskets”). The secondary account is also used to account for interest earned, if any, on the primary deposit account, pay Trust expenses and distribute any excess interest to holders of Shares (“Shareholders”) on a monthly basis.

The accompanying unaudited financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions for Form 10-Q. In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Trust’s audited financial statements included in the Form 10-K filed on January 14, 2010.

 

2. Significant Accounting Policies

 

A. Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of the assets, liabilities and disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period and the evaluation of subsequent events through the issuance of the financial statements. Actual results could differ from those estimates.

 

B. Foreign Currency Translation

The Trustee calculates the Trust’s net asset value (“NAV”) each business day, as described in Note 4. Prior to November 13, 2008, Australian Dollar deposits (cash) were translated for NAV calculation purposes at the Noon Buying Rate, which was the U.S. Dollar (“USD”)/Australian Dollar exchange rate as determined and published by the Federal Reserve Bank of New York. As of November 13, 2008, Australian Dollar deposits (cash) are translated for NAV calculation purposes at the Closing Spot Rate, which is the USD/Australian Dollar exchange rate as determined by WM/Reuters at 4:00 PM (London time) on each day that NYSE Arca is open for regular trading.

 

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The functional currency of the Trust is the Australian Dollar in accordance with generally accepted accounting standards. For financial statement reporting purposes, the U.S. Dollar is the reporting currency. As a result, the financial records of the Trust are translated from Australian Dollars to USD. The Closing Spot Rate on the last day of the period is used for translation in the statements of financial condition. The average Closing Spot Rate for the period is used for translation in the statement of income and comprehensive income and the statement of cash flows. Any currency translation adjustment is included in comprehensive income.

 

C. Federal Income Taxes

The Trust is treated as a “grantor trust” for federal income tax purposes and, therefore, no provision for federal income taxes is required. Interest, gains and losses are passed through to the Shareholders.

Shareholders generally will be treated, for U.S. federal income tax purposes, as if they directly owned a pro-rata share of the assets held in the Trust. Shareholders also will be treated as if they directly received their respective pro-rata portion of the Trust’s income, if any, and as if they directly incurred their respective pro-rata portion of the Trust’s expenses. The acquisition of Shares by a U.S. Shareholder as part of a creation of a Basket will not be a taxable event to the Shareholder.

The Sponsor’s fee accrues daily and is payable monthly. For U.S. federal income tax purposes, an accrual-basis U.S. Shareholder generally will be required to take into account as an expense its allocable portion of the USD-equivalent of the amount of the Sponsor’s fee that is accrued on each day, with such USD-equivalent being determined by the currency exchange rate that is in effect on the respective day. To the extent that the currency exchange rate on the date of payment of the accrued amount of the Sponsor’s fee differs from the currency exchange rate in effect on the day of accrual, the U.S. Shareholder will recognize a currency gain or loss for U.S. federal income tax purposes.

The Trust does not expect to generate taxable income except for interest income (if any) and gain (if any) upon the sale of Australian Dollars. A non-U.S. Shareholder generally will not be subject to U.S. federal income tax with respect to gain recognized upon the sale or other disposition of Shares, or upon the sale of Australian Dollars by the Trust, unless: (1) the non-U.S. Shareholder is an individual and is present in the United States for 183 days or more during the taxable year of the sale or other disposition, and the gain is treated as being from United States sources; or (2) the gain is effectively connected with the conduct by the non-U.S. Shareholder of a trade or business in the United States.

A non-U.S. Shareholder’s portion of any interest income earned by the Trust generally will not be subject to U.S. federal income tax unless the Shares owned by such non-U.S. Shareholder are effectively connected with the conduct by the non-U.S. Shareholder of a trade or business in the United States.

 

D. Revenue Recognition

Interest on the primary deposit account, if any, accrues daily as earned and is received on a monthly basis.

 

E. Dividends

To the extent that the interest earned by the Trust exceeds the sum of the Sponsor’s fee for the prior month plus other Trust expenses, if any, the Trust will distribute, as a dividend, the excess interest earned in Australian Dollars effective on the first business day of the subsequent month. The Trustee will direct that the excess Australian Dollars be converted into USD at a prevailing market rate and the Trustee will distribute the USD as promptly as practicable to Shareholders on a pro-rata basis (in accordance with the number of Shares that they own). An income distribution of $0.28442 per share with an ex-dividend date of August 2, 2010 was paid on August 9, 2010.

 

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3. Australian Dollar Deposits

Australian Dollar principal deposits are held in an Australian Dollar-denominated, interest-bearing demand account. For the nine months ended July 31, 2010, there were Australian Dollar principal deposits of 230,000,000 and Australian Dollar principal redemptions of 440,000,000, resulting in an ending Australian Dollar principal balance of 615,000,000. This equates to 556,727,348 USD. For the year ended October 31, 2009, there were Australian Dollar principal deposits of 525,000,000 and Australian Dollar principal redemptions of 90,000,000, resulting in an ending Australian Dollar principal balance of 825,000,000. This equates to 745,470,252 USD.

Net interest, if any, associated with creation and redemption activity is held in an Australian Dollar-denominated non-interest-bearing account, and any balance is distributed in full as part of the monthly income distributions.

 

4. Redeemable Capital Shares

Shares are classified as “redeemable” for financial statement purposes, since they are subject to redemption. Shares are issued and redeemed continuously in Baskets in exchange for Australian Dollars. Individual investors cannot purchase or redeem Shares in direct transactions with the Trust. Only Authorized Participants (as defined below) may place orders to create and redeem Baskets. An Authorized Participant is a Depository Trust Company (“DTC”) participant that is a broker-dealer or other institution eligible to settle securities transactions through the book-entry facilities of DTC and which has entered into a contractual arrangement with the Trust and the Sponsor governing, among other matters, the creation and redemption process. Authorized Participants may redeem their Shares at any time in Baskets.

Due to expected continuing creations and redemptions of Baskets and the three-day period for settlement of each creation or redemption, the Trust reflects Shares created as a receivable. Shares redeemed are reflected as a liability on the trade date. Outstanding Shares are reflected at a redemption value, which is the NAV per Share at the period end date. Adjustments to redeemable capital shares at redemption value are recorded against retained earnings, or, in the absence of retained earnings, by charges against the cumulative translation adjustment.

Activity in redeemable capital Shares is as follows:

 

     Nine months ended
July 31, 2010
(Unaudited)
    Year ended
October 31, 2009
 
     Shares     U.S. Dollar
Amount
    Shares     U.S. Dollar
Amount
 

Opening balance

   8,250,000      $ 746,917,479      3,900,000      $ 257,534,001   

Shares issued

   2,300,000        206,154,722      5,250,000        394,854,682   

Shares redeemed

   (4,400,000     (394,465,535   (900,000     (67,683,645

Adjustment to period Shares due to currency movement and other

   —          (128,881   —          162,212,441   
                            

Ending balance

   6,150,000      $ 558,477,785      8,250,000      $ 746,917,479   
                            

 

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The Trustee calculates the Trust’s NAV each business day. To calculate the NAV, the Trustee subtracts the Sponsor’s accrued fee through the previous day from the Australian Dollars held by the Trust (including all unpaid interest accrued through the preceding day) and calculates the value of the Australian Dollars in USD based upon the Closing Spot Rate. If, on a particular evaluation day, the Closing Spot Rate has not been determined and announced by 6:00 PM (London time), then the most recent Closing Spot Rate will be used to determine the NAV of the Trust unless the Trustee, in consultation with the Sponsor, determines that such price is inappropriate to use as the basis for the valuation. If the Trustee and the Sponsor determine that the most recent Closing Spot Rate is not an appropriate basis for valuation of the Trust’s Australian Dollars, they will determine an alternative basis for the valuation. The Trustee also determines the NAV per Share, which equals the NAV of the Trust divided by the number of outstanding Shares. Shares deliverable under a purchase order are considered outstanding for purposes of determining NAV per Share; Shares deliverable under a redemption order are not considered outstanding for this purpose.

 

5. Sponsor’s Fee

The Sponsor’s fee accrues daily at an annual nominal rate of 0.40% of the Australian Dollars in the Trust (including all unpaid interest but excluding unpaid fees, each as accrued through the immediately preceding day) and is paid monthly.

The Sponsor assumes and pays the following administrative and marketing expenses incurred by the Trust: the Trustee’s monthly fee, NYSE Arca listing fees, SEC registration fees, typical maintenance and transaction fees of the Depository, printing and mailing costs, audit fees and expenses, up to $100,000 per year in legal fees and expenses, and applicable license fees.

In certain exceptional cases the Trust will pay for some expenses in addition to the Sponsor’s fee. These exceptions include expenses not assumed by the Sponsor (i.e., expenses other than those identified in the preceding paragraph), taxes and governmental charges, expenses and costs of any extraordinary services performed by the Trustee or the Sponsor on behalf of the Trust or action taken by the Trustee or the Sponsor to protect the Trust or the interests of Shareholders, indemnification of the Sponsor under the Depositary Trust Agreement, and legal expenses in excess of $100,000 per year.

 

6. Related Parties

The Sponsor is a related party of the Trust. The Sponsor oversees the performance of the Trustee and the Trust’s principal service providers, including the preparation of financial statements, but does not exercise day-to-day oversight over the Trustee or the Trust’s service providers.

 

7. Concentration Risk

All of the Trust’s assets are Australian Dollars, which creates a concentration risk associated with fluctuations in the price of the Australian Dollar. Accordingly, a decline in the Australian Dollar to USD exchange rate will have an adverse effect on the value of the Shares. Factors that may have the effect of causing a decline in the price of the Australian Dollar include national debt levels and trade deficits, domestic and foreign inflation rates, domestic and foreign interest rates, investment and trading activities of institutions and global or regional political, economic or financial events and situations. Substantial sales of Australian Dollars by the official sector (central banks, other governmental agencies and related institutions that buy, sell and hold Australian Dollars as part of their reserve assets) could adversely affect an investment in the Shares.

All of the Trust’s Australian Dollars are held by the Depository. Accordingly, a risk associated with the concentration of the Trust’s assets in accounts held by a single financial institution exists and increases the potential for loss by the Trust and the Trust’s beneficiaries in the event that the Depository becomes insolvent.

 

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8. Commitments and Contingencies

Under the Trust’s organizational documents, the Sponsor is indemnified against any liability or expense it incurs without negligence, bad faith or willful misconduct on its part. The Trust’s maximum exposure under this arrangement is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Information and Risk Factors

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, such forward-looking statements can be identified by terminology such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “outlook” and “estimate” as well as similar words and phrases that signify forward-looking statements. These statements are predictions and actual events or results may differ materially from those expressed in our forward-looking statements. Risks and uncertainties may cause our actual results to differ materially from those expressed in our forward-looking statements. These risks and uncertainties include fluctuations in the price of the Australian Dollar, as the value of the Shares relates directly to the value of the Australian Dollars held by the Trust and price fluctuations could materially adversely affect an investment in the Shares. Readers are urged to review the “Risk Factors” section contained in the Trust’s most recent annual report on Form 10-K for a description of other risks and uncertainties that may affect an investment in the Shares.

Neither Rydex Specialized Products LLC d/b/a Rydex Investments (the “Sponsor”) nor any other person assumes responsibility for the accuracy or completeness of forward-looking statements contained in this report. Further, these forward-looking statements are made as of the date of this report, and will not be revised or updated to reflect actual results or changes in the Sponsor’s expectations or predictions.

Trust Overview

CurrencyShares ® Australian Dollar Trust (the “Trust”) is a grantor trust that was formed on June 8, 2006. The Trust issues shares (the “Shares”) in blocks of 50,000 each (a “Basket”) in exchange for deposits of Australian Dollars and distributes Australian Dollars in connection with the redemption of Baskets.

The Trust is a passive investment vehicle. The Trust does not have any officers, directors or employees. The investment objective of the Trust is for the Shares to reflect the price of the Australian Dollar plus accrued interest, if any, less the expenses of the Trust’s operations. The Trust does not engage in any activities designed to obtain profit from, or ameliorate losses caused by, changes in the price of the Australian Dollar. Investing in the Shares does not insulate the investor from certain risks, including price volatility.

The Shares began trading on the New York Stock Exchange (“NYSE”) under the ticker symbol “FXA” on June 26, 2006. The primary listing of the Shares was transferred to NYSE Arca on October 30, 2007.

Definition of Net Asset Value; Valuation of the Australian Dollar

The net asset value (“NAV”) of the Trust is the aggregate value, expressed in U.S. Dollars (“USD”), of the Trust’s assets. To calculate the NAV, The Bank of New York Mellon (the “Trustee”) adds to the amount of the Australian Dollars in the Trust at the end of the preceding business day accrued but unpaid interest, if any, Australian Dollars receivable under pending purchase orders and the value of other Trust assets, and subtracts the accrued but unpaid Sponsor’s fee, Australian Dollars payable under pending redemption orders and other Trust expenses and liabilities, if any.

Prior to November 13, 2008, the NAV was expressed in USD based on the “Noon Buying Rate,” which was the USD/Australian Dollar exchange rate as determined by the Federal Reserve Bank of New York. As of November 13, 2008, the NAV is expressed in USD based on the USD/Australian Dollar exchange rate as determined by WM/Reuters at 4:00 PM (London time) (the “Closing Spot Rate”) on each day that NYSE Arca is open for regular trading. If, on a particular evaluation day, the Closing Spot Rate has not

 

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been determined and announced by 6:00 PM (London time), then the most recent Closing Spot Rate will be used to determine the NAV of the Trust unless the Trustee, in consultation with the Sponsor, determines that such price is inappropriate to use as the basis for the valuation. The Trustee also determines the NAV per Share, which equals the NAV of the Trust divided by the number of outstanding Shares.

The Sponsor publishes the NAV and NAV per Share on each day that the NYSE Arca is open for regular trading on the Trust’s website, www.currencyshares.com .

The following chart illustrates the movement in the price of the Shares based on (1) NAV per Share, (2) the “bid” and “ask” midpoint offered on the NYSE (prior to October 30, 2007) and NYSE Arca (as of October 30, 2007) and (3) the Noon Buying Rate (prior to November 13, 2008) and the Closing Spot Rate (as of November 13, 2008) expressed as a multiple of 100 Australian Dollars:

LOGO

 

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Liquidity

The Sponsor is not aware of any trends, demands, conditions or events that are reasonably likely to result in material changes to the Trust’s liquidity needs. The Trust’s depository, JPMorgan Chase Bank, N.A., London Branch (the “Depository”), maintains two deposit accounts for the Trust, a primary deposit account that may earn interest and a secondary deposit account that does not earn interest. Interest on the primary deposit account, if any, accrues daily and is paid monthly. The interest rate in effect as of July 31, 2010 was an annual nominal rate of 3.97%. The following chart provides the daily rate paid by the Depository since the Shares began trading:

LOGO

In exchange for a fee, the Sponsor bears most of the expenses incurred by the Trust. As a result, the only ordinary expense of the Trust during the period covered by this report was the Sponsor’s fee. Each month the Depository deposits into the secondary deposit account accrued but unpaid interest, if any, and the Trustee withdraws Australian Dollars from the secondary deposit account to pay the accrued Sponsor’s fee for the previous month plus other Trust expenses, if any. In the event that any interest deposited exceeds the sum of the Sponsor’s fee for the prior month plus other Trust expenses, if any, the Trustee converts the excess into USD at a prevailing market rate and distributes the USD as promptly as practicable to Shareholders on a pro-rata basis (in accordance with the number of Shares that they own). Distributions paid during the current reporting period are set forth below. Annualized yield reflects the estimated annual yield an investor would receive if a monthly distribution stayed the same for the entire year going forward, and is calculated by annualizing the monthly distribution and dividing by the Trust NAV for the dates listed below:

FXA Distribution History – Current Period

 

Date

   Value    NAV    Yield     Annualized Yield  

7/1/2010

   $ 0.24290    $ 84.71    0.29   3.49

6/1/2010

   $ 0.25631    $ 85.03    0.30   3.55

5/3/2010

   $ 0.25118    $ 93.35    0.27   3.27

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Sponsor’s management to make estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the periods covered by this report.

 

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Table of Contents

In addition to the description below, please refer to Note 2 to the financial statements for further discussion of the Trust’s accounting policies.

The Trustee calculates the Trust’s NAV each business day. For NAV calculation purposes, Australian Dollar deposits (cash) are translated at the Closing Spot Rate as determined by WM/Reuters as of 4:00 PM (London time) on each day that NYSE Arca is open for regular trading.

The functional currency of the Trust is the Australian Dollar in accordance with generally accepted accounting standards.

Results of Operations

As of October 31, 2009, the number of Australian Dollars owned by the Trust was 825,000,000, resulting in a redeemable capital share value of $746,917,479. During the nine months ended July 31, 2010, an additional 2,300,000 Shares were created in exchange for 230,000,000 Australian Dollars and 4,400,000 Shares were redeemed in exchange for 440,000,000 Australian Dollars. As of July 31, 2010, the number of Australian Dollars owned by the Trust was 615,000,000, resulting in a redeemable capital share value of $558,477,785.

A decrease in the Trust’s redeemable capital share value from $746,917,479 at October 31, 2009 to $558,477,785 at July 31, 2010 was primarily the result of a reduction in the number of Shares outstanding from 8,250,000 at October 31, 2009 to 6,150,000 at July 31, 2010. The decrease in the Trust’s redeemable capital share value was partially offset by an increase in the Closing Spot Rate from 0.9036 at October 31, 2009 to 0.90525 at July 31, 2010.

Interest income increased from $3,094,452 for the three months ended July 31, 2009 to $5,934,961 for the three months ended July 31, 2010, and increased from $7,667,612 for the nine months ended July 31, 2009 to $17,924,099 for the nine months ended July 31, 2010 attributable primarily to an increase in the weighted-average Australian Dollars in the Trust and a rise in the annual nominal interest rate paid by the Depository, as set forth in the chart above.

The only expense of the Trust during the three months and nine months ended July 31, 2010 was the Sponsor’s fee. The Sponsor’s fee accrues daily at an annual nominal rate of 0.40% of the Australian Dollars in the Trust. Due primarily to an increase in the weighted-average Australian Dollars in the Trust and an increase in the Closing Spot Rate as set forth in the chart below, the Sponsor’s fee increased from $504,318 for the three months ended July 31, 2009 to $595,949 for the three months ended July 31, 2010, and increased from $1,058,874 for the nine months ended July 31, 2009 to $2,025,913 for the nine months ended July 31, 2010.

The Trust’s net income for the three months ended July 31, 2010 was $5,339,012, due to interest income of $5,934,961 exceeding the Sponsor’s fee of $595,949. The Trust’s net income for the nine months ended July 31, 2010 was $15,898,186, due to interest income of $17,924,099 exceeding the Sponsor’s fee of $2,025,913.

Cash dividends per Share increased from $0.39 for the three months ended July 31, 2009 to $0.77 per Share for the three months ended July 31, 2010, and increased from $1.46 for the nine months ended July 31, 2009 to $2.03 for the nine months ended July 31, 2010. The increase in cash dividends per Share was primarily the result of an increase in the annual nominal interest rate paid by the Depository.

 

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Table of Contents

Movements in the Price of the Australian Dollar

The investment objective of the Trust is for the Shares to reflect the price of the Australian Dollars plus accrued interest, if any, less the expenses of the Trust’s operations. The Shares are intended to provide institutional and retail investors with a simple, cost-effective means of gaining investment benefits similar to those of holding Australian Dollar. Each outstanding Share represents a proportional interest in the Australian Dollar held by the Trust. The following chart provides historical trends in the price of the Australian Dollar. The chart illustrates movements in the price of the Australian Dollar in USD based on the Noon Buying Rate (prior to November 13, 2008) and the Closing Spot Rate (as of November 13, 2008).

LOGO

 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Except as described above with respect to fluctuations in the USD/Australian Dollar exchange rate and changes in the nominal annual interest rate paid by the Depository on Australian Dollars held by the Trust, the Trust is not subject to market risk. The Trust does not hold securities and does not invest in derivative products.

 

Item 4. CONTROLS AND PROCEDURES

The Trust maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) designed to ensure that material information relating to the Trust is recorded, processed and disclosed on a timely basis. The Trust’s disclosure controls and procedures are designed by or under the supervision of the Sponsor’s chief executive officer and chief financial officer, who exercise oversight over the Trust as the Trust has no officers. The chief executive officer and chief financial officer of the Sponsor have evaluated the effectiveness of the Trust’s disclosure controls and procedures as of July 31, 2010. Based on that evaluation, the chief executive officer and chief financial officer of the Sponsor have concluded that the disclosure controls and procedures of the Trust were effective as of the end of the period covered by this report.

There were no changes in the Trust’s internal control over financial reporting that occurred during the Trust’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Trust’s internal control over financial reporting.

 

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Table of Contents

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

None.

 

Item 1A. Risk Factors

There have been no material changes from the risk factors disclosed in the “Risk Factors” section of the Trust’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on January 14, 2010.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

(a) None.

 

(b) Not applicable.

 

(c) During the quarter ended July 31, 2010, 40 Baskets (2,000,000 Shares registered pursuant to Section 12 of the Securities Exchange Act of 1934) were redeemed by the Trust, as follows:

 

Period

   Total Number of Registered
Shares Redeemed
   Average Price Per Share

05/01/2010 – 05/31/2010

   1,000,000    $ 86.22

06/01/2010 – 06/30/2010

   700,000    $ 86.15

07/01/2010 – 07/31/2010

   300,000    $ 87.99

 

Item 3. Defaults Upon Senior Securities

None.

 

Item 4. (Removed and Reserved)

 

Item 5. Other Information

None.

 

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Table of Contents
Item 6. Exhibits

 

Number

 

Description of Exhibit

4.1   Amendment to Depositary Trust Agreement, dated November 13, 2008, by and between Rydex Specialized Products LLC, as Sponsor, and The Bank of New York Mellon, as Trustee.
10.1   Amendment to Deposit Account Agreement, dated November 13, 2008, by and between The Bank of New York Mellon, as Trustee, and JPMorgan Chase Bank, N.A., London Branch, as Depository.
31.1   Certification of Principal Executive Officer Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
31.2   Certification of Principal Financial Officer Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
32.1   Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2   Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

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Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    CURRENCYSHARES ® AUSTRALIAN DOLLAR TRUST
    By:   Rydex Specialized Products LLC
     

Sponsor of the CurrencyShares ®

Australian Dollar Trust

Date: September 9, 2010   By:  

/s/ Joseph Arruda

      Joseph Arruda
      Chief Financial Officer
      (principal financial officer)

 

18

EXHIBIT 4.1

AMENDMENT TO DEPOSITARY TRUST AGREEMENT

THIS AMENDMENT TO DEPOSITARY TRUST AGREEMENT (this “ Amendment ”) is made as of the 13 th day of November, 2008 by and between Rydex Specialized Products LLC, a Delaware limited liability company d/b/a “Rydex Investments” (the “ Sponsor ”) in its capacity as sponsor of the CurrencyShares Australian Dollar Trust, a trust formed under New York law (the “ Trust ”) and The Bank of New York Mellon , a New York banking corporation (the “ Trustee ”) in its capacity as trustee of the Trust.

W I T N E S S E T H

WHEREAS , The Sponsor and the Trustee are parties to that certain Depositary Trust Agreement dated June 8, 2006 (the “ Agreement ”); and

WHEREAS , the parties desire to amend the Agreement on the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the terms and conditions contained herein, the parties hereto agree as follows:

1. Definitions . All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement.

2. Amendment .

a. Section 1.1 of the Agreement is hereby amended by deleting the defined term “Noon Buying Rate.”

b. Section 1.1 of the Agreement is hereby amended by adding the following defined terms:

“Closing Spot Rate” means the Australian Dollar/Dollar exchange rate, as determined by WM/Reuters each New York Business Day at approximately 4:00 PM (London time).

“WM/Reuters” means the joint venture of The WM Company PLC and Thomson Reuters.

c. Section 1.1 of the Agreement is hereby amended by deleting the defined term “Relevant Price” and substituting the following in lieu thereof:

“Relevant Price” means the Closing Spot Rate, except as provided below. If, on a particular evaluation date, WM/Reuters does not announce a Closing Spot Rate by 6:00 PM (London time), then the most recent WM/Reuters determination of the Closing Spot Rate will be the “Relevant Price” and be used to determine the NAV of the Trust unless the Trustee, in consultation with the Sponsor,


determines that such price is inappropriate to use as the basis for such valuation. In the event that the Trustee and the Sponsor determine that the most recent WM/Reuters determination of the Closing Spot Rate is not an appropriate basis for valuation of the Trust’s Australian Dollar, the Trustee and the Sponsor shall determine an alternative basis for such evaluation to be employed by the Trustee, which will be the “Relevant Price.”

3. Counterparts . This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute one and the same instrument.

4. Other . In the event of any conflict between the terms of this Amendment and the terms of the Agreement, the terms of this Amendment shall control. All other terms and conditions of the Agreement shall remain in full force and effect.

[Signature Page Follows]

 

2


IN WITNESS WHEREOF, the undersigned have signed and delivered this Amendment as of the date hereof.

 

RYDEX SPECIALIZED PRODUCTS LLC,

as Sponsor

By:   /s/ Kevin Farragher
Name:   Kevin Farragher
Title:   CEO

THE BANK OF NEW YORK MELLON,

as Trustee

By:   /s/ Andrew Pfeifer
Name:   Andrew Pfeifer
Title:   Vice President

EXHIBIT 10.1

AMENDMENT TO DEPOSIT ACCOUNT AGREEMENT

THIS AMENDMENT TO DEPOSIT ACCOUNT AGREEMENT (this “ Amendment ”) is made as of the 13 th day of November, 2008 by and between The Bank of New York Mellon, in its capacity as trustee of the CurrencyShares SM Australian Dollar Trust, a trust formed under New York law (the “ Trust ”) and the London Branch of JPMorgan Chase Bank, N.A. (the “ Bank ”).

W I T N E S S E T H

WHEREAS , The Trust and the Bank are parties to that certain Deposit Account Agreement dated June 8, 2006 (the “ Agreement ”); and

WHEREAS , the parties desire to amend the Agreement on the terms and conditions set forth below.

NOW, THEREFORE , in consideration of the terms and conditions contained herein, the parties hereto agree as follows:

1. Definitions . All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Agreement.

2. Amendment . Section 6.4 of the Agreement is hereby amended to read as follows:

“The Bank reserves the right not to accept, and to return without interest to the remitter of funds, the amounts received for deposit to the Interest Account on any Bank business day, if the aggregate deposit liability of the Bank to the Trust following the deposit of such amounts would exceed the Australian Dollar equivalent of $1.5 BILLION U.S. Dollars calculated at the Australian Dollar/U.S. dollar exchange rate as determined by WM/Reuters at 4:00 PM (London time) on each Bank business day (the “ Closing Spot Rate ”) or another recognized market rate for the Australian Dollar if the Closing Spot Rate is not available on the bank day such deposits are received by the Bank.”

3. Counterparts . This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute one and the same instrument.

4. Other . In the event of any conflict between the terms of this Amendment and the terms of the Agreement, the terms of this Amendment shall control. All other terms and conditions of the Agreement shall remain in full force and effect.

[Signature Page Follows]


IN WITNESS WHEREOF, the undersigned have signed and delivered this Amendment as of the date hereof.

 

CURRENCYSHARES AUSTRALIAN DOLLAR TRUST,
By:   The Bank of New York, in its capacity as Trustee of the CurrencyShares Australian DollarTrust and not in its individual capacity.
By:   /s/ Andrew Pfeifer
Name:   Andrew Pfeifer
Title:   Vice President
JPMORGAN CHASE BANK, N.A., LONDON BRANCH
By:   /s/ Michael G. Davisson
Name:   Michael G. Davisson
Title:   Vice President

EXHIBIT 31.1

CERTIFICATION PURSUANT TO SECTION 302(A)

OF THE SARBANES-OXLEY ACT OF 2002

I, Nick Bonos, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended July 31, 2010 of CurrencyShares ® Australian Dollar Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: September 9, 2010

 

/s/ Nick Bonos

Nick Bonos

Chief Executive Officer

(principal executive officer)

EXHIBIT 31.2

CERTIFICATION PURSUANT TO SECTION 302(A)

OF THE SARBANES-OXLEY ACT OF 2002

I, Joseph Arruda, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended July 31, 2010 of CurrencyShares ® Australian Dollar Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: September 9, 2010

 

/s/ Joseph Arruda

Joseph Arruda

Chief Financial Officer

(principal financial officer)

EXHIBIT 32.1

CERTIFICATION PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CurrencyShares ® Australian Dollar Trust (the “Trust”) on Form 10-Q for the period ended July 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Nick Bonos, Chief Executive Officer of Rydex Specialized Products LLC, the Sponsor of the Trust, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust.

Date: September 9, 2010

 

/s/ Nick Bonos

Nick Bonos *

Chief Executive Officer

(principal executive officer)

 

*

The Registrant is a trust and Nick Bonos is signing in his capacity as the principal executive officer of Rydex Specialized Products LLC, the Sponsor of the Registrant.

EXHIBIT 32.2

CERTIFICATION PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CurrencyShares ® Australian Dollar Trust (the “Trust”) on Form 10-Q for the period ended July 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joseph Arruda, Chief Financial Officer of Rydex Specialized Products LLC, the Sponsor of the Trust, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust.

Date: September 9, 2010

 

/s/ Joseph Arruda

Joseph Arruda *

Chief Financial Officer

(principal financial officer)

 

*

The Registrant is a trust and Joseph Arruda is signing in his capacity as the principal financial officer of Rydex Specialized Products LLC, the Sponsor of the Registrant.