UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 19, 2015

 

 

SPDR ® GOLD TRUST

SPONSORED BY WORLD GOLD TRUST SERVICES, LLC

(Exact name of registrant as specified in its charter)

 

 

 

New York   001-32356   81-6124035

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

c/o World Gold Trust Services, LLC

510 Madison Avenue, 9th Floor

New York, New York 10022

(Address of principal executive offices; zip code)

Registrant’s telephone number, including area code: (212) 317-3800

 

(Former name or former address, if changed since last report):

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01 Other Events

As of March 20, 2015, World Gold Trust Services, LLC, the sponsor, or the Sponsor, of the SPDR® Gold Trust, or the Trust, and The Bank of New York Mellon, the trustee of the Trust, or the Trustee, have executed Amendment No. 5 to the Trust Indenture of the Trust, dated as of November 12, 2004, and as amended from time to time, or the Trust Indenture.

The amendment incorporated into Amendment No. 5 to the Trust Indenture relates to the use by the Trust of the London Bullion Market Association gold price, or LBMA Gold Price, when determining the net asset value, or NAV, of the Trust. This follows the announcement by London Gold Market Fixing Limited that it will cease to administer the London gold fix as of close of business on March 19, 2015. The LBMA Gold Price is administered by ICE Benchmark Administration.

Amendment No. 5 to the Trust Indenture will be effective as of March 20, 2015.

Additionally, to reflect the adoption of the LBMA Gold Price, HSBC Bank plc, the custodian of the Trust, or the Custodian, and the Trustee amended, effective March 20, 2015, the Trust’s First Amended and Restated Allocated Bullion Account Agreement and First Amended and Restated Unallocated Bullion Account Agreement, both dated June 1, 2011.

The amendments are furnished as Exhibits to this Current Report and incorporated herein by reference.

A copy of the press release announcing the change in the benchmark price used by the Trust to determine the NAV of the Trust is attached to this Current Report on Form 8-K as Exhibit 99.1, which is incorporated herein by reference.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits:

 

Exhibit
No.

  

Description

  4.1.5    Amendment No. 5 to the Trust Indenture of the SPDR ® Gold Trust, or the Trust, dated as of March 20, 2015, between The Bank of New York Mellon, the trustee of the Trust, and World Gold Trust Services, LLC, the sponsor of the Trust.
10.14    Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Allocated Bullion Account Agreement, dated as of March 18, 2015, between The Bank of New York Mellon, the trustee of the SPDR ® Gold Trust, and HSBC Bank plc, the custodian of the the SPDR ® Gold Trust.
10.15    Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Unallocated Bullion Account Agreement, dated as of March 18, 2015, between The Bank of New York Mellon, the trustee of the SPDR ® Gold Trust, and HSBC Bank plc, the custodian of the the SPDR ® Gold Trust.
99.1    Press Release dated March 19, 2015.

SIGNATURE

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.

 

Date: March 20, 2015 SPDR ® GOLD TRUST
(Registrant)*
By: World Gold Trust Services, LLC
as the Sponsor of the Registrant
By:

/s/ Samantha McDonald

Name: Samantha McDonald
Title: Chief Financial Officer

 

* As the Registrant is a trust, this report is being filed on behalf of the Registrant by World Gold Trust Services, LLC, only in its capacity as the sponsor of the Registrant. The identified person signing this report is signing in her capacity as an authorized officer of World Gold Trust Services, LLC.

EXHIBIT INDEX

 

Exhibit
No.

  

Description

  4.1.5    Amendment No. 5 to the Trust Indenture of the SPDR ® Gold Trust, or the Trust, dated as of March 20, 2015, between The Bank of New York Mellon, the trustee of the Trust, and World Gold Trust Services, LLC, the sponsor of the Trust.
10.14    Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Allocated Bullion Account Agreement, dated as of March 18, 2015, between The Bank of New York Mellon, the trustee of the SPDR ® Gold Trust, and HSBC Bank plc, the custodian of the the SPDR ® Gold Trust.
10.15    Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Unallocated Bullion Account Agreement, dated as of March 18, 2015, between The Bank of New York Mellon, the trustee of the SPDR ® Gold Trust, and HSBC Bank plc, the custodian of the the SPDR ® Gold Trust.
99.1    Press Release dated March 19, 2015.

Exhibit 4.1.5

Execution Copy

AMENDMENT NO. 5

dated as of March 20, 2015

to

Trust Indenture

of SPDR ® GOLD TRUST

dated as of November 12, 2004

This Amendment (this “ Amendment ”), dated as of March 20, 2015, is to the Trust Indenture (the “ Trust Indenture ”) of the SPDR ® GOLD TRUST (the “ Trust ”), dated as of November 12, 2004, and as amended from time to time, between World Gold Trust Services, LLC, as the sponsor of the Trust (the “ Sponsor ”), and The Bank of New York Mellon, as the trustee of the Trust (the “ Trustee ”).

WHEREAS, on each Business Day, the Trustee determined the value of the Gold held or receivable by the Trust on the basis of the afternoon session of the twice daily fix of the price of an ounce of gold which started at 3:00 p.m. London, England time and was conducted in London by the members of London Gold Market Fixing Limited (the “ London PM Fix ”) or, if the London PM Fix was not available, on the basis of the last London morning or afternoon “fix” (the “ London Fix ”);

WHEREAS, the London Bullion Market Association (the “ LBMA ”) announced that (i) London Gold Market Fixing Limited would discontinue the London Fix on March 19, 2015, and (ii) that ICE Benchmark Administration was selected by the LBMA to be the third party administrator for the gold price that replaced the London Fix (the “ LBMA Gold Price ”) starting March 20, 2015;

WHEREAS, the Trustee and the Sponsor wish to amend the Trust Indenture to (i) provide for the replacement of the London Fix by the LBMA Gold Price for purposes of evaluating the Gold held or receivable by the Trust and (ii) to make certain conforming changes related to such replacement;

WHEREAS, Section 10.01 of the Trust Indenture provides, in pertinent part, that the Sponsor and the Trustee may amend the Trust Indenture “to cure any ambiguity or to correct or supplement any provision hereof which may be defective or inconsistent or to make such other provisions in regard to matters or questions arising hereunder as will not materially adversely affect the interests of Beneficial Owners as determined in good faith by the Sponsor”; and

WHEREAS, all conditions and requirements necessary to make this Amendment a valid instrument that is legally binding on the parties hereto and on the Beneficial Owners have been satisfied.

NOW, THEREFORE, the Sponsor and the Trustee agree as follows:

1. A. The definition of “Evaluation Time” set forth in Article I of the Trust Indenture is hereby amended to read in its entirety as follows:

Evaluation Time

The time on any Business Day when the LBMA Gold Price PM is announced or, if no LBMA Gold Price PM is made on such Business Day or if the LBMA Gold Price PM has not been announced by 12:00 p.m. New York time on such Business Day, 12:00 p.m. New York time.

B. The definition of “London P.M. Fix” set forth in Article I of the Trust Indenture is hereby deleted in its entirety.

C. The following new definitions of “LBMA Gold Price” and “LBMA Gold Price PM” are hereby added to Article I of the Trust Indenture:

LBMA Gold Price

The price of an ounce of gold as determined by ICE Benchmark Administration, the third party administrator of the London gold price selected by the LBMA, or any successor administrator of the London gold price, at or about 10:30 a.m London, England time and at or about 3:00 p.m. London, England time.

LBMA Gold Price PM

The price of an ounce of gold as determined by ICE Benchmark Administration, the third party administrator of the London gold price selected by the LBMA, or any successor administrator of the London gold price, at or about 3:00 p.m. London, England time.

D. The last sentence of the third paragraph of Section 3.07 of the Trust Indenture is hereby amended to read in its entirety as follows:

Solely in sale transactions made at the next LBMA Gold Price following a sale order, the Custodian may also be the purchaser.

E. Section 4.01 of the Trust Indenture is hereby amended to read in its entirety as follows:

As of the Evaluation Time on each Business Day, the Trustee shall determine the value of the Gold held or receivable by the Trust on the basis of the LBMA Gold Price PM for the day on which the evaluation is made, or if no LBMA Gold Price PM is made on such day or has not been announced by the Evaluation Time, on the basis of the last LBMA Gold Price determined prior to the Evaluation Time, unless the Trustee in consultation with the Sponsor determines such price to be inappropriate as a basis for evaluation. In the event the Trustee and the Sponsor determine that the LBMA Gold Price PM or last prior LBMA Gold Price is not an appropriate basis for evaluation, they shall identify an alternative basis for evaluation to be employed by the Trustee. Neither the Trustee nor the Sponsor shall be liable to any person for the determination that the LBMA Gold Price PM or last prior LBMA Gold Price is not appropriate as a basis for evaluation of the Gold held or receivable by the Trust or for any determination as to the alternative basis for evaluation provided that such determination is made in good faith. Gold deliverable under a Purchase Order shall be included in the evaluation beginning on the first Business Day following the Purchase Order Date therefor. Gold deliverable under a Redemption Order shall not be included in the evaluation on and after the first Business Day following the Redemption Order Date therefor.

 

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2. Except as modified by this Amendment, the Trust Indenture shall remain unmodified and in full force and effect.

3. Written notice of this Amendment, in the form annexed, shall be distributed as provided in Section 10.01(b) of the Trust Indenture.

4. Capitalized terms used but not defined in this Amendment shall have the meanings assigned to such terms in the Trust Indenture.

5. This Amendment may be executed in any number of counterparts, each of which when executed and delivered shall be deemed an original, but together shall constitute one and the same amendment.

6. This Amendment shall be effective as of the date first above written.

[Signature Page Follows]

 

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IN WITNESS WHEREOF, the Sponsor and the Trustee have duly executed and delivered this Amendment as of the date first above written.

 

WORLD GOLD TRUST SERVICES, LLC,

as Sponsor

By:

/s/ Samantha McDonald

Name: Samantha McDonald
Title: CFO

THE BANK OF NEW YORK MELLON,

as Trustee

By:

/s/ Thomas O’Donnall

Name: Thomas O’Donnall
Title: Managing Director

 

 

[Signature Page to Amendment No. 5 to Trust Indenture of SPDR ® Gold Trust]

 

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SPDR ® GOLD TRUST

Notice of Amendment of Trust Indenture

Effective as of March 20, 2015, the Trust Indenture was amended to replace the gold price used by the trust to evaluate the trust’s gold. Previously, on each business day, the trustee of the trust determined the value of the trust’s gold using the gold price resulting from the afternoon session of the twice daily fix of the price of an ounce of gold which was conducted in London by the members of London Gold Market Fixing Limited.

The London Bullion Market Association (LBMA) announced that (i) London Gold Market Fixing Limited would discontinue the London gold fix on March 19, 2015, and (ii) that ICE Benchmark Administration was selected by the LBMA to be the third party administrator for the London gold price (LBMA Gold Price) that replaced the London gold fix starting March 20, 2015.

The amendments to the Trust Indenture (i) provided for the replacement of the London gold fix with the new LBMA Gold Price for purposes of evaluating the trust’s gold and (ii) made certain conforming changes relating to such replacement.

This notice is provided as directed by the Trust Indenture. No action by owners of SPDR ® Gold Shares is required.

 

The Bank of New York Mellon
Trustee

 

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Exhibit 10.14

Execution Copy

AMENDMENT NO. 1

TO

SPDR ® GOLD TRUST

FIRST AMENDED AND RESTATED

ALLOCATED BULLION ACCOUNT AGREEMENT

This amendment (this “ Amendment ”), dated as of March 18, 2015, is Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Allocated Bullion Account Agreement, dated June 1, 2011, between HSBC Bank plc (as successor to HSBC Bank USA, N.A. by novation) (the “ Custodian ”) and The Bank of New York Mellon, not in its individual capacity, but solely as trustee of the SPDR ® Gold Trust (the “ Trustee ”), (the “ Allocated Agreement ”).

WHEREAS, the gold price used under the Allocated Agreement to calculate the fee to be paid to the Custodian for its services and for certain other purposes is the gold price that is established by the twice daily fix of the price of an ounce of gold which starts, respectively, at 10:30 a.m. and 3:00 p.m. London, England time and is conducted in London by the members of London Gold Market Fixing Limited (the “ London Gold Fix ”);

WHEREAS, the London Bullion Market Association (the “ LBMA ”) has announced that (i) London Gold Market Fixing Limited will discontinue the London Gold Fix on March 19, 2015, and (ii) ICE Benchmark Administration has been selected by the LBMA to be the third party administrator for the gold price that shall replace the London Gold Fix (the “ LBMA Gold Price ”), with the LBMA Gold Price to commence on March 20, 2015;

WHEREAS, clause 15.4 of the Allocated Agreement provides that any amendment thereto shall be in writing signed by the Trustee and the Custodian; and

WHEREAS, the Trustee and the Custodian wish to amend the Allocated Agreement to replace the references to the London Gold Fix in the Allocated Agreement with references to the LBMA Gold Price, effective as of March 20, 2015.

NOW, THEREFORE, the Trustee and the Custodian agree as follows:

1. A. The second sentence of Section 10.1 of the Allocated Agreement is hereby amended to read in its entirety as follows:

The Bullion held in the Allocated Account and the Unallocated Account shall be determined based on our end of Business Day balances, and the value of the Bullion shall be computed on the basis of the price of an ounce of gold as determined by ICE Benchmark Administration, the third party selected by the LBMA to administer the London gold price, at or about 3:00 p.m. London time (the “ LBMA Gold Price PM ”) or, if no LBMA Gold Price PM is made on such day, on the basis of the last prior London gold price (am or pm) as determined by ICE Benchmark Administration.

B. The parenthetical in the first sentence of Section 12.1 of the Allocated Agreement is hereby amended to read in its entirety as follows:

(such market value calculated using the nearest available morning or afternoon London gold price as determined by ICE Benchmark Administration following the occurrence of such negligence, fraud or willful default)

2. The foregoing amendments shall be effective as of March 20, 2015.

3. Except as modified by this Amendment, the Allocated Agreement shall remain unmodified and in full force and effect.

4. This Amendment is governed by, and will be construed in accordance with, English law. The parties agree that the courts of the State of New York, in the United States of America, and the United States federal court located in the Borough of Manhattan in such state are to have jurisdiction to settle any disputes or claims which may arise out of or in connection with this Amendment and, for these purposes each party irrevocably submits to the non-exclusive jurisdiction of such courts, waives any claim of forum non conveniens and any objections to the laying of venue, and further waives any personal service.

5. Capitalized terms used but not defined in this Amendment shall have the meaning assigned to such terms in the Allocated Agreement.

6. This Amendment may be executed in any number of counterparts, each of which when executed and delivered shall be deemed an original, but together shall constitute one and the same amendment. Facsimile and PDR signatures shall be acceptable and binding.

 

 

[Signature Page Follows]

 

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IN WITNESS WHEREOF, the Custodian and the Trustee have each caused this Amendment to be duly executed as of the day and year first above written.

 

HSBC BANK PLC
By:

/s/ Don G. Pearce

Name: Don G. Pearce
Title: Authorised Signatory

THE BANK OF NEW YORK MELLON,

not in its individual capacity, but solely as trustee of the SPDR ® Gold Trust

By:

/s/ Thomas O’Donnall

Name: Thomas O’Donnall
Title: Managing Director

 

 

[Signature Page to Amendment No. 1 to SPDR ® Gold Trust First Amended and Restated Allocated Bullion Account Agreement]

 

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Exhibit 10.15

Execution Copy

AMENDMENT NO. 1

TO

SPDR ® GOLD TRUST

FIRST AMENDED AND RESTATED

UNALLOCATED BULLION ACCOUNT AGREEMENT

This amendment (this “ Amendment ”), dated as of March 18, 2015, is Amendment No. 1 to the SPDR ® Gold Trust First Amended and Restated Unallocated Bullion Account Agreement, dated June 1, 2011, between HSBC Bank plc (as successor to HSBC Bank USA, N.A. by novation) (the “ Custodian ”) and The Bank of New York Mellon, not in its individual capacity, but solely as trustee of the SPDR ® Gold Trust (the “ Trustee ”), (the “ Unallocated Agreement ”).

WHEREAS, the gold price used under the Unallocated Agreement for certain purposes is the gold price that is established by the twice daily fix of the price of an ounce of gold which starts, respectively, at 10:30 a.m. and 3:00 p.m. London, England time and is conducted in London by the members of London Gold Market Fixing Limited (the “ London Gold Fix ”);

WHEREAS, the London Bullion Market Association (the “ LBMA ”) has announced that (i) London Gold Market Fixing Limited will discontinue the London Gold Fix on March 19, 2015, and (ii) ICE Benchmark Administration has been selected by the LBMA to be the third party administrator for the gold price that shall replace the London Gold Fix (the “ LBMA Gold Price ”), with the LBMA Gold Price to commence on March 20, 2015;

WHEREAS, clause 12.4 of the Unallocated Agreement provides that any amendment thereto shall be in writing signed by the Trustee and the Custodian; and

WHEREAS, the Trustee and the Custodian wish to amend the Unallocated Agreement to replace the references to the London Gold Fix in the Unallocated Agreement with references to the LBMA Gold Price, effective as of March 20, 2015.

NOW, THEREFORE, the Trustee and the Custodian agree as follows:

1. A. Section 4.6 of the Unallocated Agreement is hereby amended to read in its entirety as follows:

Physical withdrawal of entire Unallocated Account balance . If, when you notify us in connection with a physical withdrawal of Bullion from your Unallocated Account under clause 4.4 that you are withdrawing the entire balance in your Unallocated Account (or when a physical withdrawal under clause 4.4 would, in our determination, result in the entire balance in your Unallocated Account being withdrawn), the physical withdrawal instruction may not be effected by our selection of one or more whole bars of Bullion the combined fine weight of which does not exceed the balance of your Unallocated Account that you are withdrawing, then we will make available to you in accordance with clause 4.4 the number of whole bars that can be accommodated under your instruction, and will purchase for cash the remainder of the Bullion in your Unallocated Account based on the price of an ounce of gold as determined by ICE Benchmark Administration, the third party selected by the LBMA to administer the London gold price, at or about 10:30 a.m. London time (the “ LBMA Gold Price AM ”) on the date you are withdrawing the Bullion physically, or if there is no LBMA Gold Price AM for such date, then the LBMA Gold Price AM for the next Business Day.

B. The parenthetical in the first sentence of Section 9.1 of the Unallocated Agreement is hereby amended to read in its entirety as follows:

(such market value calculated using the nearest available morning or afternoon London gold price as determined by ICE Benchmark Administration following the occurrence of such negligence, fraud or willful default)

2. The foregoing amendments shall be effective as of March 20, 2015.

3. Except as modified by this Amendment, the Unallocated Agreement shall remain unmodified and in full force and effect.

4. This Amendment is governed by, and will be construed in accordance with, English law. The parties agree that the courts of the State of New York, in the United States of America, and the United States federal court located in the Borough of Manhattan in such state are to have jurisdiction to settle any disputes or claims which may arise out of or in connection with this Amendment and, for these purposes each party irrevocably submits to the non-exclusive jurisdiction of such courts, waives any claim of forum non conveniens and any objections to the laying of venue, and further waives any personal service.

5. Capitalized terms used but not defined in this Amendment shall have the meaning assigned to such terms in the Unallocated Agreement.

6. This Amendment may be executed in any number of counterparts, each of which when executed and delivered shall be deemed an original, but together shall constitute one and the same amendment. Facsimile and PDR signatures shall be acceptable and binding.

[Signature Page Follows]

 

 

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IN WITNESS WHEREOF, the Custodian and the Trustee have each caused this Amendment to be duly executed as of the day and year first above written.

 

HSBC BANK PLC
By:

/s/ Don G. Pearce

Name: Don G. Pearce
Title: Authorised Signatory

THE BANK OF NEW YORK MELLON,

not in its individual capacity, but solely as trustee of the SPDR ® Gold Trust

By:

/s/ Thomas O’Donnall

Name: Thomas O’Donnall
Title: Managing Director

 

 

 

 

 

[Signature Page to Amendment No. 1 to

SPDR ® Gold Trust First Amended and Restated Unallocated Bullion Account Agreement]

 

 

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Exhibit 99.1

 

LOGO

 

 

PRESS RELEASE

 

Location and date New York, 19 March 2015

 

 

SPDR ® Gold Shares (GLD) to Adopt New LBMA Gold Price Benchmark

World Gold Trust Services, LLC, the sponsor of the SPDR ® Gold Trust (NYSE Arca: GLD), announced today that effective from March 20, 2015 at 3:30 p.m. GMT, the SPDR ® Gold Trust (the “Trust”) will use the London Bullion Market Association Gold Price (“LBMA Gold Price”) when determining the net asset value (“NAV”) of the Trust. This follows the announcement by the London Gold Market Fixing Limited that it will cease to administer the London Gold Fix as of close of business on March 19, 2015. The LBMA Gold Price will be administered by ICE Benchmark Administration (IBA) and will be a physically settled, electronic and tradable auction. IBA is the only Financial Conduct Authority (FCA)-approved administrator and is also one of only four administrators in the world to have been formally assessed by the International Organization of Securities Commissions (IOSCO), further reinforcing its credentials for the role.

This change in pricing benchmark will not affect the Trust’s investment objective, which will continue to seek to reflect generally the performance of the price of gold less the Trust’s expenses and liabilities. NAV is determined as specified in the prospectus of the Trust.

GLD ® is traded on the NYSE Arca, in addition to exchanges in Singapore, Tokyo, Hong Kong and Mexico.

Further information on GLD can be found at www.spdrgoldshares.com.

ENDS

For further information please contact:

 

Peter Tulupman Melissa McVeigh
World Gold Trust Services World Gold Council
T     +1 212 317 3881 T     +44 20 7826 4701
E     peter.tulupman@gold.org E melissa.mcveigh@gold.org

About World Gold Trust Services

Established in 2004, World Gold Trust Services, LLC, the Sponsor of GLD, is an indirect wholly owned subsidiary of the World Gold Council.

About the World Gold Council

The World Gold Council is the market development organization for the gold industry. Working within the investment, jewellery and technology sectors, as well as engaging in government affairs, the Council’s purpose is to provide industry leadership, while stimulating and sustaining demand for gold.

The Council develops gold-backed solutions, services and markets, based on true market insight. As a result, the World Gold Council creates structural shifts in demand for gold across key market sectors.

The World Gold Council provides insights into the international gold markets, helping people to better understand the wealth preservation qualities of gold and its role in meeting the social and environmental needs of society.

Based in the UK, with operations in India, the Far East, Europe and the US, the World Gold Council is an association whose members include the world’s leading and most forward thinking gold mining companies.

Important Risks

The value of GLD shares relates directly to the value of the gold held by the Trust and fluctuations in the price of gold could materially adversely affect an investment in GLD shares. The Shares have experienced significant price fluctuations. If gold markets continue to be subject to sharp fluctuations, this may result in potential losses if you need to sell your Shares at a time when the price of gold is lower than it was when you made your investment.

The amount of gold represented by the Shares will continue to be reduced during the life of the Trust due to the sales of gold necessary to pay the Trust’s expenses irrespective of whether the trading price of GLD shares rises or falls in response to changes in the price of gold.

For a more complete discussion of risk factors relative to the Trust, carefully read the prospectus of the Trust.

The SPDR ® GOLD TRUST has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the Trust and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Trust or any Authorized Participant will arrange to send you the prospectus if you request it by calling toll free at 1-866-320-4053 or contacting State Street Global Markets, LLC, One Lincoln Street, Attn: SPDR ® Gold Shares, 30th Floor, Boston, MA 02111.

The “SPDR” trademark is used under license from Standard & Poor’s Financial Services, LLC (“S&P”) and the SPDR ® Gold Trust is permitted to use the “SPDR” trademark pursuant to a sublicense from the Marketing Agent. No financial product offered by SPDR ® Gold Trust or its affiliates is sponsored, endorsed, sold or promoted by S&P. S&P makes no representation or warranty, express or implied, to the owners of any financial product or any member of the public regarding the advisability of investing in securities generally or in financial products particularly or the ability of the index on which financial products are based to track general stock market performance. S&P is not responsible for and has not participated in any determination or calculation made with respect to issuance or redemption of financial products. S&P has no obligation or liability in connection with the administration, marketing or trading of financial products.

All references to LBMA Gold Price are used with the permission of ICE Benchmark Administration Limited and have been provided for informational purposes only. ICE Benchmark Administration Limited accepts no liability or responsibility for the accuracy of the prices or the underlying product to which the prices may be referenced.

 

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