united
states
securities and exchange commission
washington, d.c. 20549
form n-csr
certified shareholder report of registered management
investment companies
Investment Company Act file number 811-23392
Arca U.S. Treasury Fund
(Exact name of registrant as specified in charter)
225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246
(Address of principal executive offices) (Zip code)
Richard Malinowski, Gemini Fund Services, LLC.
4221 North 203rd Street, Suite 100, Elkhorn, NE 68022
(Name and address of agent for service)
Registrant's telephone number, including area code: 631-470-2619
Date of fiscal year end: 12/31
Date of reporting period: 6/30/21
ITEM 1. REPORTS TO SHAREHOLDERS.
(a) Include a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1).
Arca U.S. Treasury Fund
Semi-Annual Report
June 30, 2021
Arca
U.S. Treasury Fund
PORTFOLIO REVIEW (Unaudited)
June 30, 2021
The Funds performance figures* for the periods ended June 30, 2021, compared to its benchmark:
Annualized | ||
Six Months | Since Inception (a) | |
Arca U.S. Treasury Fund | 0.00% | 0.00% |
Bloomberg Barclays Short Treasury Total Return Value Index Unhedged ** | 0.04% | 0.11% |
(a) | Inception date is July 6, 2020. |
* | The performance data quoted is historical. Past performance is no guarantee of future results. Current performance may be higher or lower than the performance data quoted. The principal value and investment return of an investment will fluctuate so that your shares, when redeemed, may be worth more or less than their original cost. Total Returns for periods of less than one year are not annualized. Had the Advisor not waived fees and reimbursed expenses, the Funds total return would have been lower. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemptions of Fund shares. The Funds estimated total annual fund operating expense ratio is 0.75% per the Funds Prospectus dated April 30, 2021. For performance information current to the most recent month-end, please call 1-877-445-3148. |
** | Bloomberg Barclays Short Treasury Total Return Value Index Unhedged is a measure of the performance of the U.S. Treasury bills, notes, and bonds under one year to maturity. Investors cannot invest directly into an index. Index returns are gross of any fees, brokerage commissions or other expenses of investing. |
Holdings by type of investment | % of Net Assets | |||
Short Term Investments: | ||||
U.S. Treasury Security | 99.5 | % | ||
Money Market Fund | 46.2 | % | ||
Other Assets Less Liabilities - Net | (45.7 | )% | ||
100.0 | % |
Please refer to the Portfolio of Investments that follows in this semi-annual report for a detail of the Funds holdings.
1
Arca
U.S. Treasury Fund
PORTFOLIO OF INVESTMENTS (Unaudited)
June 30, 2021
Principal Amount | Yield Rate (%) | Maturity | Fair Value | |||||||||
SHORT-TERM INVESTMENTS - 145.7% | ||||||||||||
U.S. TREASURY SECURITY - 99.5% | ||||||||||||
$ | 115,000 | U.S. Treasury Bill | 0.05 | 9/30/2021 | $ | 114,987 | ||||||
TOTAL U.S. TREASURY SECURITY (Cost - $114,991) | ||||||||||||
Shares | ||||||||||||
MONEY MARKET FUND - 46.2% | ||||||||||||
53,401 | Fidelity Treasury Portfolio - Institutional Shares, 0.01% + (Cost - $53,401) | 53,401 | ||||||||||
TOTAL INVESTMENTS - 145.7% (Cost - $168,392) | $ | 168,388 | ||||||||||
OTHER ASSETS LESS LIABILITIES - NET - (45.7)% | (52,815 | ) | ||||||||||
NET ASSETS - 100.0% | $ | 115,573 |
+ | Money market fund; interest rate reflects seven-day effective yield on June 30, 2021. |
See accompanying notes to financial statements.
2
Arca
U.S. Treasury Fund
STATEMENT OF ASSETS AND LIABILITIES (Unaudited)
June 30, 2021
ASSETS | ||||
Investment securities: | ||||
At cost | $ | 168,392 | ||
At fair value | $ | 168,388 | ||
Interest receivable | 1 | |||
Prepaid expenses & other assets | 19,720 | |||
TOTAL ASSETS | 188,109 | |||
LIABILITIES | ||||
Advisory fees payable | 10,534 | |||
Accrued legal fees | 20,960 | |||
Accrued audit and tax fees | 24,861 | |||
Accrued administration fees | 9,461 | |||
Accrued trustees fees | 1,075 | |||
Accrued expenses and other liabilities | 5,645 | |||
TOTAL LIABILITIES | 72,536 | |||
NET ASSETS | $ | 115,573 | ||
Net Assets Consist Of: | ||||
Paid in capital ($0 par value, 100,000,000 shares authorized) | $ | 115,985 | ||
Accumulated deficit | (412 | ) | ||
NET ASSETS | $ | 115,573 | ||
Net Asset Value Per Share: | ||||
Net Assets | $ | 115,573 | ||
Shares of beneficial interest outstanding ($0 par value, 100,000,000 shares authorized) | 115,631 | |||
Net asset value (Net Assets ÷ Shares Outstanding) | $ | 1.00 |
See accompanying notes to financial statements.
3
Arca
U.S. Treasury Fund
STATEMENT OF OPERATIONS (Unaudited)
For the Six Months Ended June 30, 2021
INVESTMENT INCOME | ||||
Interest | $ | 39 | ||
EXPENSES | ||||
Investment advisory fees | 30 | |||
Blockchain administration fee | 119 | |||
Legal fees | 331,182 | |||
Transfer agent fees | 65,701 | |||
Administrative services fees | 38,397 | |||
Compliance officer fees | 26,609 | |||
Audit and tax fees | 24,861 | |||
Custodian fees | 12,999 | |||
Registration fees | 9,174 | |||
Trustees fees and expenses | 8,072 | |||
Insurance fees | 7,807 | |||
Printing and postage expenses | 1,315 | |||
Other expenses | 7,855 | |||
TOTAL EXPENSES | 534,121 | |||
Less: Fees waived/reimbursed by the Adviser | (533,674 | ) | ||
NET EXPENSES | 447 | |||
NET INVESTMENT LOSS | (408 | ) | ||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS | ||||
Net change in unrealized depreciation on: | ||||
Investments | (10 | ) | ||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS | (10 | ) | ||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (418 | ) |
See accompanying notes to financial statements.
4
Arca
U.S. Treasury Fund
STATEMENTS OF CHANGES IN NET ASSETS
Six Months Ended | Period* Ended | |||||||
June 30, 2021 | December 31, | |||||||
(Unaudited) | 2020 | |||||||
FROM OPERATIONS | ||||||||
Net investment loss | $ | (408 | ) | $ | (375 | ) | ||
Net change in unrealized appreciation/(depreciation) on investments | (10 | ) | 6 | |||||
Net decrease in net assets resulting from operations | (418 | ) | (369 | ) | ||||
FROM SHARES OF BENEFICIAL INTEREST | ||||||||
Contribution from Adviser: | 679 | |||||||
Proceeds from shares sold: | 3,000 | 123,631 | ||||||
Payments for shares redeemed: | (10,950 | ) | — | |||||
Net increase/(decrease) in net assets from shares of beneficial interest | (7,271 | ) | 123,631 | |||||
TOTAL INCREASE/(DECREASE) IN NET ASSETS | (7,689 | ) | 123,262 | |||||
NET ASSETS | ||||||||
Beginning of period | 123,262 | — | ||||||
End of period | $ | 115,573 | $ | 123,262 | ||||
SHARE ACTIVITY | ||||||||
Shares sold | 3,000 | 123,631 | ||||||
Shares redeemed | (11,000 | ) | — | |||||
Net increase/(decrease) in shares of beneficial interest outstanding | (8,000 | ) | 123,631 |
* | Arca U.S. Treasury Fund commenced operations on July 6, 2020. |
See accompanying notes to financial statements.
5
Arca
U.S. Treasury Fund
FINANCIAL HIGHLIGHTS
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout each Period
Six Months Ended | Period* Ended | |||||||
June 30, 2021 | December 31, | |||||||
(Unaudited) | 2020 | |||||||
Net asset value, beginning of period | $ | 1.00 | $ | 1.00 | ||||
Activity from investment operations: | ||||||||
Net investment loss (1,2) | (0.00 | ) | (0.00 | ) | ||||
Net realized and unrealized gain/(loss) on investments (2) | (0.00 | ) | 0.00 | |||||
Total from investment operations | (0.00 | ) | 0.00 | |||||
Net asset value, end of period | $ | 1.00 | $ | 1.00 | ||||
Total return (3) | 0.00 | % | 0.00 | % (9) | ||||
Net assets, end of period (000s) | $ | 116 | $ | 123 | ||||
Ratio of gross expenses to average net assets (4,5,7) | 897.09 | % | 1404.93 | % | ||||
Ratio of net expenses to average net assets (4,5,8) | 0.75 | % | 0.75 | % | ||||
Ratio of net investment loss to average net assets (4,5) | (0.69 | )% | (0.64 | )% | ||||
Portfolio Turnover Rate (6) | 0 | % | 0 | % |
* | The Arca U.S. Treasury Fund commenced operations on July 6, 2020. |
(1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period. |
(2) | Less than $0.005. |
(3) | Total returns are historical and assume changes in share price and reinvestment of dividends and distributions. Total returns for periods of less than one year are not annualized. Total returns would be lower absent fee waivers. |
(4) | Does not include the expenses of other investment companies in which the Fund invests, if any. |
(5) | Annualized. |
(6) | Not Annualized. |
(7) | Represents the ratio of expenses to average net assets absent of fee waivers and/or expense reimbursements by the Advisor. |
(8) | Represents the ratio of expenses to average net assets inclusive of fee waivers and/or expense reimbursements by the Advisor. |
(9) | Represents total return based on net asset values per share from commencement of investment operations on July 6, 2020 through December 31, 2020. |
See accompanying notes to financial statements.
6
Arca U.S. Treasury Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)
June 30, 2021
1. | ORGANIZATION |
Arca U.S. Treasury Fund (the Fund) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, closed-end management investment company. The Fund engages in a continuous offering of shares. The Fund operates as an interval fund pursuant to Rule 23c-3 under the 1940 Act and, pursuant to an Exemptive Order issued by the Securities and Exchange Commission on October 20, 2020, offers monthly repurchases of shares at net asset value. The Funds investment adviser is Arca Capital Management, LLC. (the Adviser). The Fund commenced operations on July 6, 2020.
The investment objective of the Fund is to seek maximum total return consistent with preservation of capital.
The Funds shares (ArCoins or shares) are available for purchase and can be transferred in peer-to-peer transactions on Ethereum, an open, public, distributed ledger that is secured using cryptography (referred to as a blockchain). Ethereum records transactions between two parties in a verifiable and permanent way, referred to as immutability. There are no share certificates and, because the shares can be transferred in peer-to-peer transactions using Ethereums blockchain technology, the shares are characterized herein as digital securities. Please refer to the Funds registration statement for additional information, including the costs and risks of effecting transactions on Ethereum and other risks associated with investing in the Fund (see Peer-to-Peer Transactions, About the Digital Securities and Risks of Digital Securities).
2. | SIGNIFICANT ACCOUNTING POLICIES |
The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. The policies are in conformity with U.S. generally accepted accounting principles in the United States of America (U.S. GAAP) . The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 Financial Services – Investment Companies.
Securities Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price. In the absence of a sale, such securities shall be valued at the mean between the current bid and ask prices on the primary exchange on the day of valuation. Debt securities, including U.S. government obligation (other than short-term obligations) are valued each day by an independent pricing service based on methods which include consideration of: yields or prices of securities of comparable quality, coupon, maturity and type, indications as to values from dealers, and general market conditions or market quotations- from a major market maker in the securities. The independent pricing service does not distinguish between smaller sized bond positions known as odd lots and larger institutional-sized bond positions known as round lots. The Fund may fair value a particular bond if the adviser does not believe that the round lot value provided by the independent pricing service reflects fair value of the Funds holding. Short-term debt obligations having 60 days or less remaining until maturity, at the time of purchase, may be valued at amortized cost which approximates fair value.
Valuation of Underlying Funds – The Fund may invest in portfolios of open-end or closed-end investment companies (the Underlying Funds). The Underlying Funds value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value according to the methods established by the board of directors of the Underlying Funds.
Open-end investment companies are valued at their respective net asset values as reported by such investment companies. The shares of many closed -end investment companies, after their initial public offering, frequently trade at a price per share, which is different than the net asset value per share. The difference represents a market premium or market discount of such shares. There can be no assurances that the market discount or market premium on shares of any closed-end investment company purchased by the Fund will not change.
7
Arca
U.S. Treasury Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2021
When determining the fair value of an asset, the Adviser will seek to determine the price that it might reasonably expect to receive from the current sale of that asset in an arms length transaction. Fair value is defined as the amount for which assets could be sold in an orderly disposition over a reasonable period of time, taking into account the nature of the asset. Fair value determinations are based upon all available factors that the Adviser and the Board deem relevant. Fair value pricing, however, involves judgments that are inherently subjective and inexact, since fair valuation procedures are used only when it is not possible to be sure what value should be attributed to a particular asset or when an event will affect the market price of an asset and to what extent. As a result, fair value pricing may not reflect actual market value, and it is possible that the fair value determined for a security will be materially different from the value that actually could be or is realized upon the sale of that asset.
The Fund utilizes various methods to measure the fair value of all of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of June 30, 2021 for the Funds assets and liabilities measured at fair value:
Assets * | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
U.S. Government Security | $ | — | $ | 114,987 | $ | — | $ | 114,987 | ||||||||
Money Market Fund | 53,401 | — | — | 53,401 | ||||||||||||
Total | $ | 53,401 | $ | 114,987 | $ | — | $ | 168,388 |
* | Refer to the Portfolio of Investments for classification. |
The Fund did not hold any Level 3 securities during the six months ended June 30, 2021.
Security Transactions and Investment Income – Security transactions are accounted for on trade date basis. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.
8
Arca
U.S. Treasury Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2021
Dividends and Distributions to Shareholders – Dividends from net investment income are declared and distributed quarterly. Distributions from net realized capital gains are declared and distributed annually. Dividends from net investment income and distributions from net realized gains are recorded on ex- dividend date and determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are considered either temporary (i.e., deferred losses, capital loss carry forwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment. Temporary differences do not require reclassification.
Federal Income Taxes – It is the Funds policy to qualify as a regulated investment company by complying with the provisions of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its taxable income and net realized gains to shareholders. Therefore, no federal income tax provision has been recorded.
The Fund recognizes the tax benefits of uncertain tax positions only where the position is more likely than not to be sustained assuming examination by tax authorities. Management has analyzed the Funds tax positions and has concluded that no liability for unrecognized tax benefits related to uncertain tax positions is expected to be taken in the Funds December 31, 2020 year-end tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal and foreign jurisdictions where the Fund makes significant investments. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund expects risk of loss due to these warranties and indemnities to be remote.
3. | INVESTMENT TRANSACTIONS AND ASSOCIATED RISKS |
For the six months ended June 30, 2021, the aggregate purchases and sales of investments (excluding U.S. Government securities and short-term investments) were $0 and $0, respectively.
4. | INVESTMENT ADVISORY AGREEMENT AND TRANSACTION WITH RELATED PARTIES |
As compensation for its services, the Fund pays to the Adviser a monthly advisory fee at an annual rate of 0.05% of its average daily net assets. For the six months ended June 30, 2021, the Fund incurred $30 of advisory fees.
The Advisor also serves as the Funds blockchain administrator and developer pursuant to a Blockchain Administration and Development Agreement (the Blockchain Administration Agreement). Under the terms of the Blockchain Administration Agreement, the Adviser is responsible for providing, or arranging for the provision of, development and administrative services necessary for the issuance of the Funds shares as digital securities and the on-going maintenance and administration of such digital securities. This includes, for example, coding ArCoins smart contracts, which are self-executing computer programs written to the blockchain, and maintaining and updating such code as necessary. For its services, the Adviser is paid a fee calculated at the annual rate of 0.20% of the Funds average daily net assets. For the six months ended June 30, 2021, the Fund incurred $119 of blockchain administration fees.
The Adviser, pursuant to an Expense Limitation Agreement (the Agreement) has contractually agreed to reduce its fees and/or absorb expenses of the Fund for an initial one year period from the effective date of the agreement to ensure that Net Annual Operating Expenses (including offering expenses, but excluding any transaction fees payable by the Fund to Ethereum, taxes, interest, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) will not exceed 0.75% of the Funds average daily net assets. For the six months ended June 30, 2021, the Adviser waived fees and reimbursed expense in the amount of $533,674. The Agreement will allow the Adviser to recover amounts previously reimbursed for operating expenses to the Fund to the extent that the Funds expense ratios fall below the above indicated expense limitation. The amounts that can be recovered will be limited to the difference between the actual expense ratio and the amount of the expense limitation. Under such agreement, the Adviser can only recover such amounts for a period of up to three years. The Adviser may recoup $827,863 of waived fees and expenses through December 31, 2023.
9
Arca
U.S. Treasury Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2021
During the six months ended June 30, 2021, the Adviser voluntarily contributed $679 to the Fund.
Effective February 24, 2021, the distributor of the Fund is UMB Distribution Services, LLC (the Distributor). Prior to February 24, 2021, the distributor of the fund was Ceros Financial Services, Inc.
5. | AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION – TAX BASIS |
The identified cost of investments in securities owned by the Fund for federal income tax purposes, and its respective gross unrealized appreciation at June 30, 2021, were as follows:
Cost for Federal Tax purposes | $ | 168,392 | ||
Unrealized Appreciation | $ | — | ||
Unrealized Depreciation | (4 | ) | ||
Tax Net Unrealized Depreciation | $ | (4 | ) |
6. | DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL |
There were no distributions paid during the fiscal year ended December 31, 2020.
As of December 31, 2020, the components of accumulated earnings/(deficit) on a tax basis were as follows:
Undistributed | Undistributed | Post October Loss | Capital Loss | Other | Unrealized | Total | ||||||||||||||||||||
Ordinary | Long-Term | and | Carry | Book/Tax | Appreciation/ | Accumulated | ||||||||||||||||||||
Income | Gains | Late Year Loss | Forwards | Differences | (Depreciation) | Earnings/(Deficit) | ||||||||||||||||||||
$ | — | $ | — | $ | — | $ | — | $ | — | $ | 6 | $ | 6 |
Permanent book and tax differences, primarily attributable to net operating losses resulted in reclassifications for the Fund for the period ended December 31, 2020 as follows:
Paid In | Accumulated | |||||
Capital | Earnings/(Deficit) | |||||
$ | (375 | ) | $ | 375 |
7. | CONTROL OWNERSHIP |
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of the Fund creates presumption of control of the Fund, under Section 2(a) 9 of the 1940 Act. As of June 30, 2021, the Adviser held approximately 86.5% of the voting securities of the Fund.
8. | REPURCHASE OFFERS |
Pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended, the Fund offers shareholders on a monthly basis the option of redeeming shares, at net asset value, up to 5% of the shares outstanding. There is no guarantee that shareholders will be able to sell all of the shares they desire in a quarterly repurchase offer, although each shareholder will have the right to require the Fund to purchase up to and including 5% of such shareholders shares in each quarterly repurchase. Limited liquidity will be provided to shareholders only through the Funds monthly repurchases.
10
Arca
U.S. Treasury Fund
NOTES TO FINANCIAL STATEMENTS (Unaudited)(Continued)
June 30, 2021
During the six months ended June 30, 2020, the Fund completed five monthly repurchase offers. In those offers, the Fund offered to repurchase up to 5% of the number of its outstanding shares as of the Repurchase Pricing Dates. The results of those repurchase offers were as follows:
Net Asset | Percentage of | |||||||||||||||||
Value as of | Outstanding | |||||||||||||||||
Commencement | Repurchase | Repurchase | Repurchase | Amount | Shares | |||||||||||||
Date | Request Deadline | Pricing Date | Offer Date | Repurchased | Repurchased | |||||||||||||
Repurchase Offer #1 | February 1, 2021 | February 12, 2021 | February 12, 2021 | $ | 1.00 | $ | 4,200 | 3.52 | % | |||||||||
Repurchase Offer #2 | March 1, 2021 | March 12, 2021 | March 12, 2021 | $ | 1.00 | $ | 1,300 | 1.08 | % | |||||||||
Repurchase Offer #3 | April 1, 2021 | April 15, 2021 | April 15, 2021 | $ | 0.99 | $ | — | 0.00 | % | |||||||||
Repurchase Offer #4 | May 3, 2021 | May 14, 2021 | May 14, 2021 | $ | 0.99 | $ | 4,950 | 4.30 | % | |||||||||
Repurchase Offer #5 | June 1, 2021 | June 14, 2021 | June 14, 2021 | $ | 1.00 | $ | 500 | 0.43 | % |
9. | UNDERLYING INVESTMENTS IN OTHER INVESTMENT COMPANIES |
As of June 30, 2021, the Fund invested a portion of its assets in Fidelity Treasury Portfolio (the Fidelity Fund). The Fidelity Fund is registered under the 1940 Act as an open-end management investment company. The Fund may redeem its investment from the Fidelity Fund at any time if the Adviser determines that it is in the best interest of the Fund and its shareholders to do so.
The performance of the Fund will be directly affected by the performance of the Fidelity Fund. The financial statements of the Fidelity Fund, including the schedule of investments, can be found at the Securities and Exchange Commissions website www.sec.gov and should be read in conjunction with the Funds financial statements. As of June 30, 2021, the percentage of the Funds net assets invested in the Fidelity Fund was 46.2%.
10. | SUBSEQUENT EVENTS |
Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.
11
PRIVACY NOTICE
FACTS | WHAT DOES ARCA U.S. TREASURY FUND DO WITH YOUR PERSONAL INFORMATION? | |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. | |
What? | The types of personal information we collect and share depend on the product or service you have with us. This information can include: | |
● Social Security number | ● Purchase History | |
● Assets | ● Account Balances | |
● Retirement Assets | ● Account Transactions | |
● Transaction History | ● Wire Transfer Instructions | |
● Checking Account Information | ||
When you are no longer our customer, we continue to share your information as described in this notice. | ||
How? | All financial companies need to share customers personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers personal information; the reasons the Fund chooses to share; and whether you can limit this sharing. |
Does Arca U.S. | ||
Treasury Fund | Can you limit | |
Reasons we can share your personal information | share? | this sharing? |
For our everyday business purposes – | ||
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureau | Yes | No |
For our marketing purposes – | ||
to offer our products and services to you | No | We dont share |
For joint marketing with other financial companies | ||
No | We dont share | |
For our affiliates everyday business purposes – | ||
information about your transactions and experiences | No | We dont share |
For our affiliates everyday business purposes – | ||
information about your creditworthiness | No | We dont share |
For nonaffiliates to market to you | ||
No | We dont share |
Questions? Call 1-800-445-3148
12
Who we are | |
Who is providing this notice? | Arca U.S. Treasury Fund |
What we do | |
How does Arca U.S. Treasury Fund protect my personal information? | To
protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These
measures include computer safeguards and secured files and buildings Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information. |
How does Arca U.S. Treasury Fund collect my personal information? | We collect your personal information, for example, when you |
● Open an account | |
● Provide account information | |
● Give us your contact information | |
● Make deposits or withdrawals from your account | |
● Make a wire transfer | |
● Tell us where to send the money | |
● Tells us who receives the money | |
● Show your government-issued ID | |
● Show your drivers license | |
We also collect your personal information from other companies. | |
Federal law gives you the right to limit only: | |
● Sharing for affiliates everyday business purposes – information about your creditworthiness | |
● Affiliates from using your information to market to you | |
● Sharing for nonaffiliates to market to you | |
State laws and individual companies may give you additional rights to limit sharing. | |
Definitions | |
Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies. |
● Arca U.S. Treasury Fund does not share with our Affiliates. | |
Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial Companies |
● Arca U.S. Treasury Fund does not share with nonaffiliates so they can market to you. | |
Joint marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you. |
● Arca U.S. Treasury Fund does not jointly market. |
13
PROXY VOTING POLICY
Information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve month period ended June 30 as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies is available without charge, upon request, by calling 1-800-445-3148 or by referring to the Securities and Exchange Commissions (SEC) website at http://www.sec.gov.
PORTFOLIO HOLDINGS
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to Form N-PORT. Form N-PORT are available on the SECs website at http://www.sec.gov. The information on Form N-PORT is available without charge, upon request, by calling 1-800-445-3148.
INVESTMENT
ADVISER
Arca Capital Management, LLC
4151 Redwood Ave., Suite 206
Los Angeles, CA 90066
ADMINISTRATOR
Gemini Fund Services, LLC
4221 North 203rd Street, Suite 100
Elkhorn, NE 68022
ARCA-SAR-21
(b) Include a copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.
ITEM 2. CODE OF ETHICS. Not applicable.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable for semiannual reports.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable for semiannual reports.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable for semiannual reports.
ITEM 6. SCHEDULE OF INVESTMENTS. Schedule of investments in securities of unaffiliated issuers is included under Item 1.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable for semiannual reports.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES Not applicable for semiannual reports.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
None.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 11. CONTROLS AND PROCEDURES.
(a) | The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act, are effective, as of a date within 90 days of the filing date of this report, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended. |
(b) | There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. |
ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) | Not applicable. |
(b) | Not applicable. |
ITEM 13. EXHIBITS
(1) | Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are filed herewith. |
(2) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By Philip Liu Principal Executive Officer |
Date: 9/2/21 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the date indicated.
By Philip Liu Principal Executive Officer |
Date: 9/2/21 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the date indicated.
By Vance Sanders Principal Financial Officer |
Date: 9/2/21 |
CERTIFICATIONS
I, Philip Liu, certify that:
1. I have reviewed this report on Form N-CSR of the Arca U.S. Treasury Fund;
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 schedule of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940)] 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 a date within 90 days prior to the filing date of 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 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(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the 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: 9/2/21
/s/ Philip Liu
Philip Liu, Principal Executive Officer
Arca U.S. Treasury Fund
I, Vance Sanders, certify that:
1. I have reviewed this report on Form N-CSR of the Arca U.S. Treasury Fund;
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 schedule of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) 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 a date within 90 days prior to the filing date of 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 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(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the 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: 9/2/21
/s/ Vance Sanders
Vance Sanders, Principal Financial Officer
Arca U.S. Treasury Fund
certification
Philip Liu, Principal Executive Officer, and Vance Sanders, Principal Financial Officer of Arca U.S. Treasury Fund (the “Registrant”), each certify to the best of his/her knowledge that:
1. The Registrant’s periodic report on Form N-CSR for the period ended June 30, 2021 (the “Form N-CSR”) fully complies with the requirements of Sections 15(d) of the Securities Exchange Act of 1934, as amended; and
2. The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
Principal Executive Officer Principal Financial Officer
Arca U.S. Treasury Fund Arca U.S. Treasury Fund
/s/ Philip Liu /s/ Vance Sanders
Philip Liu Vance Sanders
Date: 9/2/21 Date: 9/2/21
A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to Arca U.S. Treasury Fund and will be retained by Arca U.S. Treasury Fund and furnished to the Securities and Exchange Commission (the “Commission”) or its staff upon request.
This certification is being furnished to the Commission solely pursuant to 18 U.S.C. § 1350 and is not being filed as part of the Form N-CSR filed with the Commission.