EX-99.1 2 a2220931zex-99_1.htm EX-99.1
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Exhibit 99.1

 
 

                      Sprott
                      Physical Gold
                      Trust


                      Unaudited interim financial statements

                      JUNE 30,
                      2014

                      GRAPHIC



Table of Contents



Management Report on Fund Performance

 

2

Interim Financial Statements

 

6

1


Sprott Physical Gold Trust   June 30, 2014

Management Report of Fund Performance*

Investment Objective and Strategies

Sprott Physical Gold Trust (the "Trust") is a closed-end mutual fund trust organized under the laws of the Province of Ontario, Canada, created to invest and hold substantially all of its assets in physical gold bullion. The Trust seeks to provide a secure, convenient and exchange-traded investment alternative for investors interested in holding physical gold bullion without the inconvenience that is typical of a direct investment in physical gold bullion. The Trust intends to achieve its objective by investing primarily in long-term holdings of unencumbered, fully allocated, physical gold bullion and does not speculate with regard to short-term changes in gold prices.

The units of the Trust are listed on the New York Stock Exchange ("NYSE") Arca and the Toronto Stock Exchange ("TSX") under the symbols "PHYS" and "PHY.U", respectively.

Risks

The risks of investing in the Trust are detailed in the Trust's annual information form dated March 31, 2014. There have been no material changes to the Trust since inception that have affected the overall level of risk. The principal risks associated with investing in the Trust are the price of gold, the net asset value and/or the market price of the units, the purchase, transport, insurance and storage of physical gold bullion, liabilities of the Trust, and redemptions of units.

Results of Operations

For the period from April 1, 2014 to June 30, 2014, total unrealized gains on physical gold bullion amounted to $59.9 million compared to unrealized losses of $585.7 million during the same period in 2013. For the period from January 1, 2014 to June 30, 2014, total unrealized gains on physical gold bullion amounted to $204.0 million compared to unrealized losses of $712.7 million during the same period in 2013.

During the period from January 1, 2014 to June 30, 2014, the Trust did not issue any units. During the period, 10 units were redeemed for cash at a total cost of $96, and 21,068,636 units were redeemed for gold bullion.

The value of the net assets of the Trust as of June 30, 2014 was $1,846.8 million or $11.04 per unit, compared to $1,895.1 million or $10.06 per unit as at December 31, 2013. The Trust held 1,383,521 ounces of physical gold bullion as of June 30, 2014, a decrease from 1,559,126 at December 31, 2013. As at June 30, 2014, the spot price of gold was $1,327.32 an ounce compared to a price of $1,205.65 an ounce as at December 31, 2013. The Trust returned 9.73% compared to the return on spot gold of 10.09% for the period from January 1, 2014 to June 30, 2014.

The Trust's net asset value per unit on June 30, 2014 was $11.04. The units closed at $11.01 on the NYSE Arca and $10.99 on the TSX on June 30, 2014 compared to closing prices of $9.96 on the NYSE Arca and $9.98 on the TSX on December 31, 2013. The units are denominated in U.S. dollars on both exchanges. During the period from January 1, 2014 to June 30, 2014, the Trust's units traded on the NYSE Arca at an average discount to net asset value of approximately 0.3%.


*
In this report, net asset value ("NAV") refers to the value of the Trust as calculated for transaction purposes, whereas net assets is used for financial statement purposes. All references to currencies in this report are in United States Dollars, unless stated otherwise.

The interim management report of fund performance is an analysis and explanation that is designed to complement and supplement an investment fund's financial statements. This report contains financial highlights but does not contain the complete interim financial statements of the investment fund. A copy of the interim financial statements has been included separately within the Report to Unitholders. You can also get a copy of the interim financial statements at your request, and at no cost, by calling 1-866-299-9906, by visiting our website at www.sprottphysicalgoldtrust.com or SEDAR at www.sedar.com or by writing to us at: Sprott Asset Management LP, Royal Bank Plaza, South Tower, 200 Bay Street, Suite 2700, P.O. Box 27, Toronto, Ontario M5J 2J1.

2


OPERATING EXPENSES

The Trust pays its own operating expenses, which include, but are not limited to, audit, legal, trustee fees, unitholder reporting expenses, general and administrative fees, filing and listing fees payable to applicable securities regulatory authorities and stock exchanges, storage fees for the physical gold bullion, costs incurred in connection with the Trust's continuous disclosure public filing requirements and investor relations and any expenses associated with the Independent Review Committee of the Trust. Operating expenses for the period from April 1, 2014 to June 30, 2014 amounted to $767,688 (not including applicable Canadian taxes) compared to $311,607 for the same period in 2013. Operating expenses for the period from January 1, 2014 to June 30, 2014 amounted to $1,242,974 (not including applicable Canadian taxes) compared to $641,208 for the same period in 2013. The increase in expenses during the period was primarily due to higher administrative expenses related to the allocation of expenses across the funds administered by the Manager, as well as higher unitholder reporting costs, storage expenses and regulatory filing fees. Operating expenses for the period from April 1, 2014 to June 30, 2014 amounted to 0.17% of the average net assets during the period on an annualized basis, compared to 0.05% for the same period in 2013. Operating expenses for the period from January 1, 2014 to June 30, 2014 amounted to 0.14% of the average net assets during the period on an annualized basis, compared to 0.05% for the same period in 2013. The Manager anticipates expenses will decline in the second half of the year.

Related Party Transactions

MANAGEMENT FEES

The Trust pays the Manager, Sprott Asset Management LP, a monthly management fee equal to 1/12 of 0.35% of the value of the net assets of the Trust (determined in accordance with the trust agreement), plus any applicable Canadian taxes. The management fee is calculated and accrued daily and payable monthly in arrears on the last day of each month. For the period from April 1, 2014 to June 30, 2014, the Trust incurred management fees of $1,568,090 (not including applicable Canadian taxes) compared to $2,056,372 for the same period in 2013. For the period from January 1, 2014 to June 30, 2014, the Trust incurred management fees of $3,162,206 (not including applicable Canadian taxes) compared to $4,278,762 for the same period in 2013.

3


Sprott Physical Gold Trust   June 30, 2014

Financial Highlights

The following tables show selected key financial information about the Trust and are intended to help you understand the Trust's financial performance for the three and six-month periods ended June 30, 2014 and for the years shown.

Net assets per unit1

    For the
three months
ended June 30,
2014
$
  For the
six months
ended June 30,
2014
$
  December 31,
2013
$
  December 31,
2012
$
  December 31,
2011
$
  December 31,
2010
$
   

Net assets per unit, beginning of period   10.70   10.06   14.00   13.17   12.07   10.00    

Increase (decrease) from operations2:                            
Total revenue                
Total expenses   (0.02 ) (0.03 ) (0.05 ) (0.06 ) (0.06 ) (0.05 )  
Realized gains (losses) for the period     (0.19 ) (0.02 )        
Unrealized gains (losses) for the period   0.36   1.21   (3.86 ) 0.64   1.07   3.06    

Total increase (decrease) from operations   0.34   0.99   (3.93 ) 0.58   1.01   3.01    

Net assets per unit, end of period   11.04   11.04   10.06   14.00   13.17   12.07    

1
This information is derived from the Trust's interim financial statements.
2
Net assets per unit is calculated based on the actual number of units outstanding at the relevant time. The increase/decrease from operations is based on the weighted average number of units outstanding over the period shown. This table is not intended to be a reconciliation of the beginning to ending net assets per unit.

Ratios and Supplemental Data

    June 30,
2014
  December 31,
2013
  December 31,
2012
  December 31,
2011
  December 31,
2010
 

Total net asset value (000's)1   $1,846,851   $1,895,056   $2,734,847   $1,921,684   $1,171,745  
Number of Units outstanding1   167,284,629   188,353,275   195,368,753   145,921,197   97,049,573  
Management expense ratio2   0.52%   0.45%   0.42%   0.47%   0.46%  
Trading expense ratio3   Nil   Nil   Nil   Nil   Nil  
Portfolio turnover rate4   Nil   Nil   Nil   Nil   Nil  
Net asset value per Unit   $11.04   $10.06   $14.00   $13.17   $12.07  
Closing market price – NYSE Arca   $11.01   $9.96   $14.21   $13.81   $12.35  
Closing market price – TSX   $10.99   $9.98   $14.24   $13.84   $12.32  

1
This information is provided as at the date shown, as applicable.
2
Management expense ratio ("MER") is based on total expenses (including applicable Canadian taxes and excluding commissions and other portfolio transaction costs) for the stated period and is expressed as annualized percentages of daily average net asset value during the period from January 1, 2014 to June 30, 2014.
3
The trading expense ratio represents total commissions and other portfolio transaction costs expressed as an annualized percentage of daily average net asset value during the period shown. Since there are no direct trading costs associated with physical bullion trades, the trading expense ratio is nil.
4
The Trust's portfolio turnover rate indicates how actively the Trust's portfolio adviser trades its portfolio investments. A portfolio turnover rate of 100% is equivalent to the Trust buying and selling all of the securities in its portfolio once in the course of the year. The higher the Trust's portfolio turnover rate in a year, the greater the chance of an investor receiving taxable capital gains in the year. There is not necessarily a relationship between a high turnover rate and the performance of the Trust.

4


Sprott Physical Gold Trust   June 30, 2014

Past Performance

The indicated rates of return are the historical total returns including changes in unit values and assume reinvestment of all distributions in additional units of the Trust. These returns do not take into account sales, redemption, distribution or optional charges or income taxes payable by any unitholder that may reduce returns. Please note that past performance is not indicative of future performance. All rates of returns are calculated based on the Net Asset Value of the units of the Trust.

Year-by-Year Returns

The bar chart below indicates the performance of the Trust units for the six-month period ended June 30, 2014 and for the previous years shown. The chart shows, in percentage terms, how much an investment made on the first day of each period would have grown or decreased by the last day of each period.

GRAPHIC

Summary of Investment Portfolio

As of June 30, 2014

    Ounces   Fair Value
per ounce
$
  Average
Cost
$
  Fair
Value
$
  % of
Net Asset
Value
%
 

Physical gold bullion   1,383,521   1,327.32   1,949,329,395   1,836,375,284   99.4  
Cash and Cash Equivalents               11,021,838   0.6  
Other Net Liabilities               (546,404 ) 0.0  

Total Net Asset Value               1,846,850,718   100.0  

     This summary of investment portfolio may change due to the ongoing portfolio transactions of the Trust.

5


Sprott Physical Gold Trust

Unaudited interim financial statements

June 30, 2014

6


Sprott Physical Gold Trust


Unaudited interim statements of comprehensive income (loss)

(in U.S. dollars)

    For the
three months
ended
June 30, 2014
  For the
three months
ended
June 30, 2013
  For the
six months
ended
June 30, 2014
  For the
six months
ended
June 30, 2013
   

    $   $   $   $    

 

 

 

 

 

 

 

 

 

 

 
Income                    
Unrealized gains (losses) on gold bullion   59,920,301   (585,695,819 ) 204,035,722   (712,665,658 )  
Sales Tax refund   56,102   490,783   56,102   490,783    

    59,976,403   (585,205,036 ) 204,091,824   (712,174,875 )  

Expenses                    
Management fees (note 11)   1,568,090   2,056,372   3,162,206   4,278,762    
Bullion storage fees   244,888   161,658   469,147   386,237    
Listing and regulatory filing fees   227,250   50,197   271,313   90,385    
Sales tax   179,375   (74,250 ) 303,087   84,644    
Administrative fees   112,731   18,658   192,507   32,695    
Unitholder reporting costs   107,378   30,805   147,672   32,694    
Audit fees   46,068   18,360   76,573   39,373    
Legal fees   29,467   2,899   47,934   9,466    
Independent Review Committee fees   15,965   10,282   30,800   28,669    
Trustee fees   1,267   910   2,500   2,223    
Custodial fees   677     1,336      
Net foreign exchange (gains) losses   (18,003 ) 17,838   3,192   19,466    

    2,515,153   2,293,729   4,708,267   5,004,614    

Net realized gains (losses) on redemptions/sales of bullion       (32,137,361 )    

Net income (loss) and comprehensive income (loss) for the period   57,461,250   (587,498,765 ) 167,246,196   (717,179,489 )  


Increase (decrease) in total equity per Unit (note 9)

 

0.34

 

(3.01

)

0.99

 

(3.67

)

 

The accompanying notes are an integral part of these financial statements.

On behalf of the Manager, Sprott Asset Management LP,
by its General Partner, Sprott Asset Management GP Inc.:

GRAPHIC   GRAPHIC
John Wilson   Steven Rostowsky
DIRECTOR   DIRECTOR

7


Sprott Physical Gold Trust


Unaudited interim statements of financial position

(in U.S. dollars)

    As at
June 30, 2014
  As at
December 31, 2013
   

    $   $    

 

 

 

 

 

 

 
Assets            
Cash (note 6)   11,021,838   14,688,442    
Gold bullion   1,836,375,284   1,879,760,519    
Prepaid assets   343,800   556,364    
Account receivable     50,215    

Total assets   1,847,740,922   1,895,055,540    


Liabilities

 

 

 

 

 

 
Accounts payable   890,204      

Total liabilities   890,204      


Equity

 

 

 

 

 

 
Unitholders' capital   2,146,036,701   2,356,723,161    
Unit premium and reserves   81,296   81,291    
Retained earnings (deficit)   (198,442,268 ) (360,923,901 )  
Underwriting commissions and issue expenses   (100,825,011 ) (100,825,011 )  

Total equity (note 8)   1,846,850,718   1,895,055,540    

Total liabilities and equity   1,847,740,922   1,895,055,540    

Total equity per Unit   11.04   10.06    

The accompanying notes are an integral part of these financial statements.

8


Sprott Physical Gold Trust


Unaudited interim statements of changes in equity

(in U.S. dollars)
For the six months ended June 30, 2014 and 2013

    Number
of Units
Outstanding
  Unitholders'
Capital
  Retained
Earnings
(Deficit)
  Underwriting
Commissions
and Issue
Expenses
  Unit
Premiums
and
Reserves
  Total Equity    

        $   $   $   $   $    

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 
Balance at January 1, 2013   195,368,723   2,426,877,941   408,797,534   (100,909,318 ) 81,271   2,734,847,428    
Proceeds from issuance of Units                
Cost of redemption of Units   (30 ) (300 )     (76 ) (376 )  
Net loss for the period       (717,179,489 )     (717,179,489 )  
Underwriting commissions and issue expenses         84,807     84,807    

Balance at June 30, 2013   195,368,693   2,426,877,641   (308,381,955 ) (100,824,511 ) 81,195   2,017,752,370    

Balance at January 1, 2014   188,353,275   2,356,723,161   (360,923,901 ) (100,825,011 ) 81,291   1,895,055,540    
Proceeds from issuance of Units (note 8)                
Cost of redemption of Units (note 8)   (21,068,646 ) (210,686,460 ) (4,764,563 )   5   (215,451,018 )  
Net income for the period       167,246,196       167,246,196    
Underwriting commissions and issue expenses                

Balance at June 30, 2014   167,284,629   2,146,036,701   (198,442,268 ) (100,825,011 ) 81,296   1,846,850,718    

The accompanying notes are an integral part of these financial statements.

9


Sprott Physical Gold Trust


Unaudited interim statements of cash flows

(in U.S. dollars)

    For the six months
ended June 30, 2014
  For the six months
ended June 30, 2013
   

    $   $    

 

 

 

 

 

 

 
Cash flows from operating activities            
Net income (loss) for the period   167,246,196   (717,179,489 )  
Adjustment to reconcile net income (loss) for the period to net cash from operating activities            
  Realized losses on redemptions for gold bullion   32,137,361      
  Unrealized (gains) losses on gold bullion   (204,035,722 ) 712,665,658    
Net changes in operating assets and liabilities            
Decrease in account receivable   50,215      
Increase in accounts payable   890,204   402,780    
Decrease in prepaid assets   212,564      

Net cash used in operating activities   (3,499,182 ) (4,111,051 )  

Cash flows from investing activities            
Purchase of gold bullion        

Net cash used in investing activities        

Cash flows from financing activities            
Proceeds from issuance of Units (note 8)        
Payments on redemption of Units (note 8)   (167,422 ) (376 )  
Underwriting commissions and issue expenses     84,807    

Net cash provided by (used in) financing activities   (167,422 ) 84,431    

Net increase (decrease) in cash during the period   (3,666,604 ) (4,026,620 )  
Cash at beginning of period   14,688,442   25,598,668    

Cash at end of period (note 6)   11,021,838   21,572,048    

The accompanying notes are an integral part of these financial statements.

10


Sprott Physical Gold Trust
Notes to the Interim Financial Statements  
June 30, 2014 (unaudited)


1. Organization of the Trust

Sprott Physical Gold Trust (the "Trust") is a closed-end mutual fund trust created under the laws of the Province of Ontario, Canada, pursuant to a trust agreement dated as of August 28, 2009, as amended and restated as of December 7, 2009 and as further amended and restated as of February 1, 2010 (the "Trust Agreement"). The Trust's initial public offering closed on March 3, 2010. The Trust is authorized to issue an unlimited number of redeemable, transferable trust units (the "Units"). All issued Units have no par value, are fully paid for, and are listed and traded on the New York Stock Exchange Arca (the "NYSE Arca") and the Toronto Stock Exchange (the "TSX") under the symbols "PHYS" and "PHY.U", respectively.

The investment objective of the Trust is to seek to provide a secure, convenient and exchange-traded investment alternative for investors interested in holding physical gold bullion without the inconvenience that is typical of a direct investment in physical gold bullion. The Trust invests and intends to continue to invest primarily in long-term holdings of unencumbered, fully allocated, physical gold bullion and does not speculate with regard to short-term changes in gold prices. The Trust has only purchased and expects only to own "Good Delivery Bars" as defined by the London Bullion Market Association ("LBMA"), with each bar purchased being verified against the LBMA source.

The Trust's registered office is located at Suite 2700, South Tower, Royal Bank Plaza, 200 Bay Street, Toronto, Ontario, Canada, M5J 2J1.

Sprott Asset Management LP (the "Manager") acts as the manager of the Trust pursuant to the Trust Agreement and a management agreement with the Trust. RBC Investor Services Trust, a trust company organized under the laws of Canada, acts as the trustee of the Trust. RBC Investor Services Trust also acts as custodian on behalf of the Trust for the Trust's assets other than physical gold bullion. The Royal Canadian Mint acts as custodian on behalf of the Trust for the physical gold bullion owned by the Trust.

The financial statements of the Trust as at and for the three and six-month periods ended June 30, 2014 were authorized for issue by the Manager on August 14, 2014.

2. Basis of Preparation

The financial statements have been prepared in compliance with International Accounting Standards ("IAS") 34, Interim Financial Reporting.

The financial statements have been prepared on a historical cost basis, except for physical gold bullion and financial assets and financial liabilities held at fair value through profit or loss, that have been measured at fair value.

The financial statements are presented in U.S. dollars and all values are rounded to the nearest dollar unless otherwise indicated.

2.1 Summary of Significant Accounting Policies

(i) Cash

Cash consists of cash on deposit with the Trust's custodian, which is not subject to restrictions.

(ii) Gold bullion

Investments in gold bullion are measured at fair value determined by reference to published price quotations, with unrealized and realized gains and losses recorded in income based on the International Accounting Standards 40 Investment Property fair value model as IAS 40 is the most relevant standard to apply. Investment transactions in physical gold bullion are accounted for on the business day following the date the order to buy or sell is executed.

11


(iii) Other financial liabilities

This category includes all financial liabilities, other than those classified at fair value through profit and loss. The Trust includes in this category management fees payable, due to brokers and other accounts payable.

(iv) Unitholder's Capital

Classification of redeemable units

Redeemable units are classified as equity instruments when:

    The units entitle the holder to a pro rata share of the Trust's net assets in the event of the Trust's liquidation;
    The redeemable units are in the class of instruments that is subordinate to all other classes of instruments;
    All redeemable units in the class of instruments that is subordinate to all other classes of instruments have identical features;
    The redeemable units do not include any contractual obligation to deliver cash or another financial asset other than the holder's rights to a pro rata share of the Trust's net assets; and
    The total expected cash flows attributable to the redeemable units over the life of the instrument are based substantially on the profit or loss, the change in the recognized net assets or the change in the fair value of the recognized and unrecognized net assets of the Trust over the life of the instrument.

In addition to the redeemable units having all the above features, the Trust must have no other financial instrument or contract that has:

    Total cash flows based substantially on the profit or loss, the change in the recognized net assets or the change in the fair value of the recognized and unrecognized net assets of the Trust; and
    The effect of substantially restricting or fixing the residual return to the redeemable unitholders.

The Trust continuously assesses the classification of the redeemable units. If the redeemable units cease to have all the features or meet all the conditions set out to be classified as equity, the Trust will reclassify them as financial liabilities and measure them at fair value at the date of reclassification, with any differences from the previous carrying amount recognised in equity.

(v) Fees and commission expenses

Fees and commission expenses are recognized on an accrual basis.

(vi) Income taxes

In each taxation year, the Trust will be subject to income tax on taxable income earned during the year, including net realized taxable capital gains. However, the Trust intends to distribute its taxable income to unitholders at the end of every fiscal year and therefore the Trust itself would not have any income tax liability.

(vii) Functional and presentation currency

The Trust's functional and presentation currency is the U.S. Dollar. The Trust's performance is evaluated and its liquidity is managed in U.S. Dollars. Therefore, the U.S. Dollar is considered as the currency that most faithfully represents the economic effects of the underlying transactions, events and conditions.

12


3. Significant Accounting Judgements, Estimates and Assumptions

The preparation of the Trust's financial statements requires the Manager to make judgments, estimates and assumptions that affect the amounts recognized in the financial statements. However, uncertainty about these assumptions and estimates could result in outcomes that may require a material adjustment to the carrying amount of the asset or liability affected in future periods.

Judgements

In the process of applying the Trust's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognized in the financial statements:

Going Concern

The Trust's management has made an assessment of the Trust's ability to continue as a going concern and is satisfied that the Trust has the resources to continue in business for the foreseeable future. Furthermore, management is not aware of any material uncertainties that may cast significant doubt upon the Trust's ability to continue as a going concern. Therefore, the financial statements continue to be prepared on a going concern basis.

Estimation Uncertainty

For tax purposes, the Trust generally treats gains from the disposition of gold bullion as capital gains, rather than income, as the Trust intends to be a long-term passive holder of gold bullion, and generally disposes of its holdings in gold bullion only for the purposes of meeting redemptions and to pay expenses. The Canada Revenue Agency has, however, expressed its opinion that gains (or losses) of mutual fund trusts resulting from transactions in commodities should generally be treated for tax purposes as ordinary income rather than as capital gains, although the treatment in each particular case remains a question of fact to be determined having regard to all the circumstances.

The Trust based its assumptions and estimates on parameters available when the financial statements were prepared. However, existing circumstances and assumptions about future developments may change due to market changes or circumstances arising beyond the control of the Trust. Such changes are reflected in the assumptions when they occur.

4. Certain Relevant Standards, Interpretations and Amendments Issued

New standards and standards issued but not yet effective at the date of the issuance of the Trust's financial statements are listed below.

In May 2013, the IFRS Interpretations Committee ("IFRIC"), with the approval of the IASB, issued IFRIC 21, Levies ("IFRIC 21"). IFRIC 21 provides guidance on when to recognize a liability to pay a levy imposed by the government that is accounted for in accordance with IAS 37, Provisions, Contingent Liabilities and Contingent Assets. IFRIC 21 is effective for annual periods beginning on or after January 1, 2014 and is to be applied retrospectively. The adoption of IFRIC 21 did not have a material impact on the Trust's interim financial statements.

IFRS 9, Financial Instruments ("IFRS 9"), will replace IAS 39, Financial Instruments: Recognition and Measurement ("IAS 39") effective January 1, 2018. IFRS 9 uses a single approach to determine whether a financial asset is measured at amortized cost or fair value, replacing the multiple rules presently in IAS 39. The approach in IFRS 9 is based on how an entity manages its financial instruments in the context of its business model and the contractual cash flow characteristics of the financial assets. The new standard also requires a single impairment method to be used, replacing the multiple impairment methods in IAS 39.

There are no other IFRS interpretations which are not yet effective that would be expected to have a material impact on the financial statements.

13


5. Segment Information

For management purposes, the Trust is organized into one main operating segment, which invests in physical gold bullion. All of the Trust's activities are interrelated, and each activity is dependent on the others. Accordingly, all significant operating decisions are based upon an analysis of the Trust as one segment. The financial results from this segment are equivalent to the financial statements of the Trust as a whole. The Trust's operating income is earned entirely in Canada and is primarily generated from its investment in physical gold bullion.

6. Cash

As at June 30, 2014 and December 31, 2013, cash consisted entirely of cash on deposit.

7. Fair Value Measurements

IFRS 13, Fair Value Measurement, ("IFRS 13") establishes a single source of guidance under IFRS for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS. IFRS 13 defines fair value as an exit price. As a result of the guidance in IFRS 13, the Trust re-assessed its policies for measuring fair values. IFRS 13 also requires additional disclosures. The application of IFRS 13 has not materially impacted the fair value measurements of the Trust.

As at June 30, 2014 and December 31, 2013, due to the short-term nature of financial assets and financial liabilities recorded at cost, it is assumed that the carrying amount of those instruments approximates their fair value.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

    Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
    Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
    Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

Gold bullion is measured at fair value on a recurring basis. The fair value measurement of gold bullion falls within Level 1 of the hierarchy, and is based on published price quotations.

8. Unitholders' Capital

The Trust is authorized to issue an unlimited number of redeemable, transferrable Trust Units in one or more classes and series of Units. The Trust's capital is represented by the issued, redeemable, transferable Trust Units. Quantitative information about the Trust's capital is provided in the statement of changes in equity. Under the Trust Agreement, Units may be redeemed at the option of the unitholder on a monthly basis for physical gold bullion or cash. Units redeemed for physical gold bullion will be entitled to a redemption price equal to 100% of the NAV of the redeemed Units on the last business day of the month in which the redemption request is processed. A unitholder redeeming Units for physical gold bullion will be responsible for expenses in connection with effecting the redemption and applicable delivery expenses, including the handling of the notice of redemption, the delivery of the physical gold bullion for Units that are being redeemed and the applicable gold storage in- and-out fees. Units redeemed for cash will be entitled to a redemption price equal to 95% of the lesser of (i) the volume-weighted average trading price of the Units traded on the NYSE Arca, or, if trading has been suspended on the NYSE Arca, on the

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TSX for the last five business days of the month in which the redemption request is processed and (ii) the NAV of the redeemed Units as of 4:00 p.m., Eastern Standard time, on the last business day of the month in which the redemption request is processed.

When Units are redeemed and cancelled and the cost of such Units is either above or below their stated or assigned value, the unitholders' capital is reduced by an amount equal to the stated or assigned value of the Units. The difference between the redemption price and the stated or assigned values of the Units is allocated to the Unit premiums and reserves account (equal to the 5% reduction to the redemption price for Units redeemed for cash as described above) and the Retained earnings account based on the allocated portion attributable to the redemption. For the six-month period ended June 30, 2014, the Trust did not issue any Units (June 30, 2013: no Units) and redeemed 21,068,646 Units (June 30, 2013: 30 Units).

Net Asset Value

Net Asset Value ("NAV") is defined as the Trust's net assets (fair value of total assets less fair value of total liabilities, excluding all liabilities represented by outstanding Units, if any) calculated using the value of physical gold bullion based on the end-of-day price provided by a widely recognized pricing service.

Capital management

As a result of the ability to issue, repurchase and resell Units of the Trust, the capital of the Trust as represented by the Unitholders' capital in the statement of financial position can vary depending on the demand for redemptions and subscriptions to the Trust. The Trust is not subject to externally imposed capital requirements and has no legal restrictions on the issue, repurchase or resale of redeemable Units beyond those included in the Trust Agreement. The Trust may not issue additional Units except (i) if the net proceeds per Unit to be received by the Trust are not less than 100% of the most recently calculated NAV immediately prior to, or upon, the determination of the pricing of such issuance or (ii) by way of Unit distribution in connection with an income distribution.

The Trust's objectives for managing capital are:

    To invest and hold substantially all of its assets in physical gold bullion; and
    To maintain sufficient liquidity to meet the expenses of the Trust, and to meet redemption requests as they arise.

Refer to "Financial risk management objectives and policies" (Note 10) for the policies and procedures applied by the Trust in managing its capital.

9. Increase (Decrease) in Total Equity per Unit

Increase (decrease) in total equity per unit is calculated by dividing the net income (loss) for the period attributable to the Trust's unitholders by the weighted average number of units outstanding during the period.

    For the
three months ended
June 30, 2014
  For the
three months ended
June 30, 2013
  For the
six months ended
June 30, 2014
  For the
six months ended
June 30, 2013
 

 
Net income (loss) for the period attributable to the Trust's units   $57,461,250   $(587,498,765 ) $167,246,196   $(717,179,489 )

 
Weighted average number of units outstanding   167,284,629   195,368,723   169,345,126   195,368,733  

 
Increase (decrease) in total equity per unit   $0.34   $(3.01 ) $0.99   $(3.67 )

 

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10. Financial Risk and Management Objectives and Policies

Introduction

The Trust's objective in managing risk is the creation and protection of unitholder value. Risk is inherent in the Trust's activities, but it is managed through a process of ongoing identification, measurement and monitoring, subject to risk limits and other controls. The process of risk management is critical to the Trust's continuing profitability. The Trust is exposed to market risk (which includes price risk, interest rate risk and currency risk), credit risk and liquidity risk arising from the gold bullion that it holds. Only certain risks of the Trust are actively managed by the Manager, as the Trust is a passive investment company. The risks are managed in accordance with the Trust's offering documents.

Risk management structure

The Trust's Manager is responsible for identifying and controlling risks.

Risk mitigation

The Trust has investment guidelines that set out its overall business strategies, its tolerance for risk and its general risk management philosophy.

The discussion below clarifies the Trust's management of various risks:

Excessive risk concentration

The Trust's risk is concentrated in the value of physical gold bullion, whose value constitutes 99.4% of total equity as at June 30, 2014 (99.2% as at December 31, 2013).

Price risk

Price risk arises from the possibility that changes in the market price of the Trust's investments, which consist almost entirely of gold bullion, will result in changes in fair value of such investments.

If the market value of gold increased by 1%, with all other variables held constant, this would have increased total equity and comprehensive income by approximately $18.4 million (December 31, 2013: $18.8 million); conversely, if the value of gold bullion decreased by 1%, this would have decreased total equity and comprehensive income by the same amount.

Interest rate risk

Interest rate risk arises from the possibility that changes in interest rates will affect the value of financial instruments. The Trust does not hedge its exposure to interest rate risk as that risk is minimal.

Currency risk

Currency risk arises from the possibility that changes in the price of foreign currencies will result in changes in carrying value. The Trust's assets, substantially all of which consist of an investment in gold bullion, are priced in U.S. dollars. Some of the Trust's expenses are payable in Canadian dollars. Therefore, the Trust is exposed to currency risk, as the value of its liabilities denominated in Canadian dollars will fluctuate due to changes in exchange rates. Most of such liabilities, however, are short term in nature and are not significant in relation to the net assets of the Trust, and, as such, exposure to foreign exchange risk is limited. The Trust does not enter into currency hedging transactions.

As at June 30, 2014, approximately $275,000 (December 31, 2013: $nil) of the Trust's liabilities were denominated in Canadian dollars.

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Credit risk

Credit risk arises from the potential that counterparties will fail to satisfy their obligations as they come due. The Trust primarily incurs credit risk when entering into and settling gold bullion transactions. It is the Trust's policy to only transact with reputable counterparties. The Manager closely monitors the creditworthiness of the Trust's counterparties, such as bullion dealers, by reviewing their financial statements, when available, regulatory notices and press releases. The Trust seeks to minimize credit risk relating to unsettled transactions in gold bullion by only engaging in transactions with bullion dealers with high creditworthiness. The risk of default is considered minimal, as payment for gold bullion, is only made against the receipt of the bullion by the custodian.

Liquidity risk

Liquidity risk is defined as the risk that the Trust will encounter difficulty in meeting obligations associated with financial liabilities and redemptions. Liquidity risk arises because of the possibility that the Trust could be required to pay its liabilities earlier than expected. The Trust is also subject to redemptions for both cash and gold bullion on a regular basis. The Trust manages its obligation to redeem units when required to do so and its overall liquidity risk by only allowing for redemptions monthly, which require 15-day advance notice to the Trust. The Trust's liquidity risk is minimal, since its primary investment is physical gold bullion, which trades in a highly liquid market. All of the Trust's financial liabilities, including due to brokers, accounts payable and management fees payables have maturities of less than three months.

11. Related Party Disclosures

The following parties are considered related parties to the Trust:

Investment Manager – Sprott Asset Management LP

The Trust pays the Manager a monthly management fee equal to 1/12 of 0.35% of the value of net assets of the Trust (determined in accordance with the Trust Agreement) plus any applicable Canadian taxes, calculated and accrued daily and payable monthly in arrears on the last day of each month. Total management fees for the period from April 1, 2014 to June 30, 2014 amounted to $1,568,090, compared to $2,056,372 for the same period in 2013. Total management fees for the period from January 1, 2014 to June 30, 2014 amounted to $3,162,206, compared to $4,278,762 for the same period in 2013.

Also, the Manager has agreed that if the expenses of the Trust, including the management fee, at the end of any month exceed an amount equal to 1/12 of 0.65% of the value of the net assets of the Trust, the management fee payable to the Manager for such month will be reduced by the amount of such excess up to the gross amount of the management fee earned by the Manager from the Trust for such month. Any such reduction in the management fee will not be carried forward or remain payable to the Manager in future months. The Manager did not waive any amounts payable for the three and six-month periods ended June 30, 2014 and 2013.

In calculating the expenses of the Trust for purposes of the expense cap, the following will be excluded: any applicable taxes payable by the Trust or to which the Trust may be subject, and any extraordinary expenses of the Trust.

Ownership and Other

As at June 30, 2014, the Trust's related parties included Eric Sprott, the Chairman and Chief Investment Officer of Sprott Inc., the parent company of the Manager. Eric Sprott owned 1.21% (December 31 2013: 1.08%) of the units of the Trust.

There have been no other transactions between the Trust and its related parties during the reporting period.

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12. Independent Review Committee ("IRC")

In accordance with National Instrument 81-107, Independent Review Committee for Investment Funds ("NI 81-107"), the Manager has established an IRC for a number of funds managed by it, including the Trust. The mandate of the IRC is to consider and provide recommendations to the Manager on conflicts of interest to which the Manager is subject when managing certain funds, including the Trust. The IRC is composed of three individuals, each of whom is independent of the Manager and all funds managed by the Manager, including the Trust. Each fund subject to IRC oversight pays a share of the IRC member fees, costs and other fees in connection with operation of the IRC. The IRC reports annually to unitholders of the funds subject to its oversight on its activities, as required by NI 81-107.

13. Soft Dollar Commissions

There were no soft dollar commissions for the three and six-month periods ended June 30, 2014 and the three and six-month periods ended June 30, 2013.

14. Personnel

The Trust did not employ any personnel during the period, as its affairs were administered by the personnel of the Manager and/or the Trustee, as applicable.

15. Events After the Reporting Period

There were no material events after the reporting period.

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Corporate Information

Head Office

Sprott Physical Gold Trust
Royal Bank Plaza, South Tower
200 Bay Street
Suite 2700, PO Box 27
Toronto, Ontario M5J 2J1
Telephone: (416) 203-2310
Toll Free: (877) 403-2310
Email: ir@sprott.com

Auditors

Ernst & Young LLP
Ernst & Young Tower
P.O. Box 251, 222 Bay Street
Toronto-Dominion Centre
Toronto, Ontario M5K 1J7

Legal Counsel

Baker & McKenzie LLP
Brookfield Place
Bay Wellington Tower
181 Bay Street, Suite 2100
Toronto, Ontario Canada M5J 2T3

Seward & Kissel LLP
901 K Street NW, 8th Floor
Washington, DC 20001




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