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Agreements | 6 Months Ended
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Dec. 31, 2024
Agreements [Abstract] |
Agreements | (4) Agreements (a) Management Fee Each Fund pays the Sponsor a sponsor fee (the “Sponsor Fee”) in consideration of the Sponsor’s advisory services to the Funds. Additionally, each Fund pays the commodity trading advisor a license and service fee (the “CTA fee”). BDRY pays the Sponsor an annual Sponsor Fee, monthly in arrears, in an amount calculated as the greater of 0.15% of its average daily net assets, or $125,000. BDRY also pays an annual fee to Breakwave, monthly in arrears, in an amount equal to 1.45% of BDRY’s average daily net assets. Breakwave has agreed to waive its CTA fee to the extent necessary, and the Sponsor has voluntarily agreed to correspondingly assume the remaining expenses of BDRY such that Fund expenses do not exceed an annual rate of 3.50%, excluding brokerage commissions, interest expense, and extraordinary expenses, if any, of the value of BDRY’s average daily net assets through December 31, 2025 (the “BDRY Expense Cap,”). The assumption of expenses by the Sponsor and waiver of BDRY’s CTA fee are contractual on the part of the Sponsor and Breakwave, respectively. The waiver of BDRY’s CTA fees, pursuant to the undertaking, amounted to $82,348 and $-0-, for the three months ended December 31, 2024 and 2023, respectively, and $168,344 and $-0- for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. Effective September 1, 2022 Breakwave may, during the term of the waiver agreement, recoup any fees waived pursuant to the contract; however, the Fund will only make repayments to Breakwave if such repayment does not cause the Fund’s expense ratio after the repayment is taken into account, to exceed either (i) the expense cap in place at the time such amounts were waived, or (ii) the Fund’s current expense cap. Such recoupment is limited to three years from the date the amount is initially waived. At December 31, 2024, BDRY is subject to potential future repayments of $242,025 to Breakwave. The potential future repayments expire during the years ending June 30, 2027 and 2028, in the amount of $23,879 and $218,146, respectively. BWET pays the Sponsor an annual Sponsor Fee, monthly in arrears, in an amount calculated as the greater of 0.30% of its average daily net assets, or $50,000. BWET also pays an annual CTA license and service fee to Breakwave, monthly in arrears, in an amount equal to 1.45% of BDRY’s average daily net assets. Breakwave has agreed to waive its CTA fee to the extent necessary, and the Sponsor has voluntarily agreed to correspondingly assume the remaining expenses of BWET such that Fund expenses do not exceed an annual rate of 3.50%, excluding brokerage commissions, interest expense, and extraordinary expenses, if any, of the value of BWET’s average daily net assets through December 31, 2025 (the “BWET Expense Cap”). The assumption of expenses by the Sponsor and waiver of BWET’s CTA fee are contractual on the part of the Sponsor and Breakwave, respectively. The waiver of BWET’s CTA fees, pursuant to the undertaking, amounted to $7,206 and $7,347 for the three months ended December 31, 2024 and 2023, respectively, and $26,129 and $20,130 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. Breakwave may, during the term of the waiver agreement, recoup any fees waived pursuant to the contract; however, the Fund will only make repayments to Breakwave if such repayment does not cause the Fund’s expense ratio after the repayment is taken into account, to exceed either (i) the expense cap in place at the time such amounts were waived, or (ii) the Fund’s current expense cap. Such recoupment is limited to three years from the date the amount is initially waived. At December 31, 2024, BWET is subject to potential future repayments of $584,537 to Breakwave. The potential future repayments expire during the years ending June 30, 2026, 2027, and 2028 in the amounts of $80,669, $333,888, and $169,980, respectively. The Funds currently accrue their daily expenses up to the Expense Cap, or if less, at accrual estimates established by the Sponsor. At the end of each month, the accrued amount is remitted to the Sponsor as the Sponsor has assumed, and is responsible for the payment of the routine operational, administrative and other ordinary expenses of the Funds in excess of the Fund’s respective Expense Cap, which in the case of BDRY, aggregated $42,970 and $-0- for the three months ended December 31, 2024 and 2023, respectively, and $49,343 and $-0- for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. In the case of BWET, expenses absorbed by the Sponsor aggregated $78,746 and $74,622 for the three months ended December 31, 2024 and 2023, and $143,851 and $160,731 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. (b) The Administrator, Custodian, Fund Accountant and Transfer Agent Each Fund has appointed U.S. Bank, a national banking association, with its principal office in Milwaukee, Wisconsin, as the custodian (the “Custodian”). Its affiliate, U.S. Bancorp Fund Services, is the Fund accountant (“the Fund accountant”) of the Funds, transfer agent (the “Transfer Agent”) for Fund shares and administrator for the Funds (the “Administrator”). It performs certain administrative and accounting services for the Funds and prepares certain SEC, NFA and CFTC reports on behalf of the Funds. (U.S. Bank and U.S. Bancorp Fund Services are referred to collectively hereinafter as “U.S. Bank”). Each Fund has agreed to pay U.S. Bank 0.05% of average assets under management (AUM), with a $45,000 minimum annual fee payable for its administrative, accounting and transfer agent services and 0.01% of AUM, with an annual minimum of $4,800 for custody services. BDRY paid U.S. Bank $15,991 and $16,576 for the three months ended December 31, 2024 and 2023, respectively, and $32,080 and $33,173 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. BWET paid U.S. Bank $14,515 and $15,020 for the three months ended December 31, 2024 and 2023, and $30,185 and $30,056 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. (c) The Distributor Through August 13, 2023, each Fund paid ETFMG Financial LLC (the “former Distributor”), an affiliate of the Sponsor, an annual fee for statutory and wholesaling distribution services and related administrative services equal to the greater of $15,000 or 0.02% of the Fund’s average daily net assets, payable monthly. Pursuant to the respective Marketing Agent Agreements between the Sponsor, each Fund and the former Distributor, the former Distributor assisted the Sponsor and the applicable Fund with certain functions and duties relating to distribution and marketing services to the applicable Fund, including reviewing and approving marketing materials and certain regulatory compliance matters. The Distributor also assisted with the processing of creation and redemption orders. Effective August 14, 2023, the Sponsor entered into a Marketing Agent Agreement (the “Marketing Agreement”) on behalf of the Trust and the Funds with Foreside Fund Services, LLC (“Foreside”), pursuant to which Foreside provides certain marketing services to the Funds. Each Fund pays an annual fee for such distribution services and related administrative services, with a minimum of approximately $10,000 payable annually. Pursuant to the Marketing Agent Agreement between the Sponsor, the Funds and Foreside, Foreside assists the Sponsor and the Funds with certain functions and duties relating to distribution and marketing services to the Funds, including reviewing and approving marketing materials and certain regulatory compliance matters. Foreside also assists with the processing of creation and redemption orders. Foreside’s principal business office is located in Portland, ME. BDRY incurred $5,139 and $3,944 in distribution and related administrative services for the three months ended December 31, 2024 and 2023, respectively, and $9,076 and $7,893 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. BWET incurred $1,099 and $3,927 in distribution and related administrative services for the three months ended December 31, 2024 and 2023, respectively, and $2,932 and $7,874 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. BDRY pays the Sponsor an annual fee for wholesale support services of $25,000 plus 0.12% of BDRY’s average daily net assets, payable monthly. BWET pays the Sponsor an annual fee for wholesale support services of $15,000 plus 0.15% of BWET’s average daily net assets, payable monthly. BDRY incurred $13,072 and $24,094 in wholesale support fees for the three months ended December 31, 2024 and 2023, respectively, and $28,338 and $50,112 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. BWET incurred $4,517 and $4,528 in wholesale support fees for the three months ended December 31, 2024 and 2023, respectively, and $9,344 and $9,622 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. (d) The Commodity Broker Marex Financial Ltd., registered in England, serves as each Fund’s clearing broker (the “Commodity Broker”). In its capacity as clearing broker, the Commodity Broker executes and clears the Fund’s futures transactions and performs certain administrative services for the Funds. The Funds pay respective brokerage commissions, including applicable exchange fees, National Futures Association (“NFA”) fees, give–up fees, pit brokerage fees and other transaction related fees and expenses charged in connection with trading activities in CFTC regulated investments. Brokerage commissions on futures contracts are recognized on a half-turn basis. The Sponsor does not expect annual brokerage commissions and fees to exceed 0.40% for BDRY and 1.35% for BWET (excluding the impact on each Fund of creation and/or redemption activity) of the net asset value of BDRY and BWET, respectively, for execution and clearing services on behalf of the Funds, although the actual amount of brokerage commissions and fees in any year or any part of any year may be greater. The effects of trading spreads, financing costs associated with financial instruments, and costs relating to the purchase of U.S. Treasury Securities or similar high credit quality short-term fixed-income or similar securities are not included in the foregoing analysis. BDRY incurred $99,067 and $164,318 in brokerage commissions and fees for the three months ended December 31, 2024 and 2023, respectively, and $168,344 and $356,616 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statements of Operations. BWET incurred $8,369 and $8,823 in brokerage commissions and fees for the three months ended December 31, 2024 and 2023, respectively, and $18,739 and $24,327 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statement of Operations. (e) The Trustee Under the Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”) for each Fund, Wilmington Trust Company, the Trustee of each of the Funds (the “Trustee”) serves as the sole trustee of each Fund in the State of Delaware. The Trustee will accept service of legal process on the Funds in the State of Delaware and will make certain filings under the Delaware Statutory Trust Act. Under the Trust Agreement for each Fund, the Sponsor has the exclusive management and control of all aspects of the business of the Funds. The Trustee does not owe any other duties to the Funds, the Sponsor or the Shareholders of the Funds. The Trustee has no duty or liability to supervise or monitor the performance of the Sponsor, nor does the Trustee have any liability for the acts or omissions of the Sponsor. BDRY incurred $644 and $628 in trustee fees for the three months ended December 31, 2024 and 2023, respectively, and $1,288 and $1,256 for the six months ended December 31, 2024 and 2023, respectively, which is included in Trustees Fees in the Combined Statements of Operations. BWET incurred $644 and $628 in trustee fees for the three months ended December 31, 2024 and 2023, respectively, and $1,288 and $1,256 for the six months ended December 31, 2024 and 2023, respectively, as disclosed in the Combined Statement of Operations. (f) Routine Offering, Operational, Administrative and Other Ordinary Expenses The Sponsor, in accordance with the BDRY Expense Cap limitation paid, after the waiver of the CTA fee for BDRY by Breakwave, if any, all of the routine offering, operational, administrative and other ordinary expenses of BDRY in excess of 3.50% (excluding brokerage commissions and interest expense) of BDRY’s average daily net assets, including, but not limited to, accounting and computer services, the fees and expenses of the Trustee, Administrator, Custodian, Transfer Agent and Distributor, legal and accounting fees and expenses, tax return preparation expenses, filing fees, and printing, mailing and duplication costs. BDRY incurred $423,159 and $650,217 for the three months ended December 31, 2024 and 2023, respectively, and $847,608 and $1,351,888 for the six months ended December 31, 2024 and 2023, respectively, in routine offering, operational, administrative or other ordinary expenses. The CTA fee waiver for BDRY by Breakwave was $82,348 and $-0- for the three months ended December 31, 2024 and 2023, respectively, and $168,344 and $-0- for the six months ended December 31, 2024 and 2023, respectively. In addition, the assumption of Fund expenses above the BDRY Expense Cap by the Sponsor, pursuant to the undertaking (as discussed in Note 4a), amounted to $42,970 and $-0- for the three months ended December 31, 2024 and 2023, respectively, and $49,343 and $-0- for the six months ended December 31, 2024 and 2023, respectively. The Sponsor, in accordance with the BWET Expense Cap limitation paid, after the waiver of a portion of the CTA fee for BWET by Breakwave, all of the routine offering, operational, administrative and other ordinary expenses of BWET in excess of 3.50% (excluding brokerage commissions and interest expense) of BWET’s average daily net assets, including, but not limited to, accounting and computer services, the fees and expenses of the Trustee, Administrator, Custodian, Transfer Agent and Distributor, legal and accounting fees and expenses, tax return preparation expenses, filing fees, and printing, mailing and duplication costs. BWET incurred $111,714 and $108,527 for the three months ended December 31, 2024 and 2023, respectively, and $230,716 and $253,668 for the six months ended December 31, 2024 and 2023, respectively, in routine offering, operational, administrative or other ordinary expenses. The CTA fee waiver for BWET by Breakwave was $7,206 and $7,347 for the three months ended December 31, 2024 and 2023, respectively, and $26,129 and $20,130 for the six months ended December 31, 2024 and 2023, respectively. In addition, the assumption of Fund expenses above the BWET Expense Cap by the Sponsor, pursuant to the undertaking (as discussed in Note 4a), amounted to $78,746 and $74,622 for the three months ended December 31, 2024 and 2023, respectively, and $143,851 and $160,731 for the six months ended December 31, 2024 and 2023, respectively. (g) Organizational and Offering Costs Expenses incurred in connection with organizing BDRY and BWET and up to the offering of their Shares upon commencement of their investment operations on March 22, 2018 and May 3, 2023, respectively, were paid by the Sponsor and Breakwave without reimbursement. Accordingly, all such expenses are not reflected in the Combined Statements of Operations. The Funds will bear the costs of their continuous offering of Shares and ongoing offering expenses. Such ongoing offering costs will be included as a portion of the Routine Offering, Operational, Administrative and Other Ordinary Expenses. These costs will include registration fees for regulatory agencies and all legal, accounting, printing and other expenses associated therewith. (h) Extraordinary Fees and Expenses The Funds will pay all extraordinary fees and expenses, if any. Extraordinary fees and expenses are fees and expenses which are nonrecurring and unusual in nature, such as legal claims and liabilities, litigation costs or indemnification or other unanticipated expenses. Such extraordinary fees and expenses, by their nature, are unpredictable in terms of timing and amount. For the three and six months ended December 31, 2024 and 2023, respectively, BDRY did not incur such expenses. For the three and six months ended December 31, 2024 and 2023, respectively, BWET did not incur such expenses.

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