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GRAYSCALE BITCOIN TRUST (BTC)

(GBTC)
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GRAYSCALE BITCOIN TRUST (BTC) : Management's Discussion and Analysis of Financial Condition and Results of Operations (form 10-Q)

05/07/2021 | 08:43am EDT
The following discussion and analysis of our financial condition and results of
operations should be read together with, and is qualified in its entirety by
reference to, our unaudited financial statements and related notes included
elsewhere in this Quarterly Report, which have been prepared in accordance with
U.S. GAAP. The following discussion may contain forward-looking statements based
on assumptions we believe to be reasonable. Our actual results could differ
materially from those discussed in these forward-looking statements. Factors
that could cause or contribute to these differences include, but are not limited
to, those set forth under Part I, Item 1A. Risk Factors in this Quarterly Report
or in Part II, Item 1A. Risk Factors or other sections of our Annual Report on
Form 10-K for the year ended December 31, 2020.

Trust Overview


The Trust is a passive entity that is managed and administered by the Sponsor
and does not have any officers, directors or employees. The Trust holds Bitcoins
and, from time to time on a periodic basis, issues Creation Baskets in exchange
for deposits of Bitcoins. As a passive investment vehicle, the investment
objective of the Trust is for the Shares (based on Bitcoin per Share) to reflect
the value of the Bitcoins held by the Trust, determined by reference to the
Index Price, less the Trust's expenses and other liabilities. To date, the Trust
has not met its investment objective and the Shares quoted on OTCQX have not
reflected the value of Bitcoins held by the Trust, less the Trust's expenses and
other liabilities, but instead have traded at both premiums and discounts to
such value, with variations that have at times been substantial. The Trust is
not managed like a business corporation or an active investment vehicle.

Critical Accounting Policies and Estimates

Investment Transactions and Revenue Recognition


The Trust considers investment transactions to be the receipt of Bitcoin for
Share creations and the delivery of Bitcoin for Share redemptions or for payment
of expenses in Bitcoin. At this time, the Trust is not accepting redemption
requests from shareholders. The Trust records its investment transactions on a
trade date basis and changes in fair value are reflected as net change in
unrealized appreciation or depreciation on investments. Realized gains and
losses are calculated using the specific identification method. Realized gains
and losses are recognized in connection with transactions including settling
obligations for the Sponsor's Fee in Bitcoin.

Principal Market and Fair Value Determination


To determine which market is the Trust's principal market (or in the absence of
a principal market, the most advantageous market) for purposes of calculating
the Trust's NAV, the Trust follows Financial Accounting Standards Board ("FASB")
Accounting Standards Codification ("ASC") 820-10, which outlines the application
of fair value accounting. ASC 820-10 determines fair value to be the price that
would be received for Bitcoin in a current sale, which assumes an orderly
transaction between market participants on the measurement date.
ASC 820-10 requires the Trust to assume that Bitcoin is sold in its principal
market to market participants or, in the absence of a principal market, the most
advantageous market. Market participants are defined as buyers and sellers in
the principal or most advantageous market that are independent, knowledgeable,
and willing and able to transact.

The Trust only receives Bitcoin from the Authorized Participant and does not
itself transact on any Digital Asset Markets. Therefore, the Trust looks to the
Authorized Participant when assessing entity-specific and market-based volume
and level of activity for Digital Asset Markets. The Authorized Participant
transacts in a Brokered Market, a Dealer Market, Principal-to-Principal Markets
and Exchange Markets, each as defined in the FASB Master Glossary. The
Authorized Participant, as a related party of the Sponsor, provides information
about the Digital Asset Markets on which it transacts to the Trust. In
determining which of the eligible Digital Asset Markets is the Trust's principal
market, the Trust reviews these criteria in the following order:

• First, the Trust reviews a list of Digital Asset Markets and excludes any

Digital Asset Markets that are non-accessible to the Trust and the

Authorized Participant. The Trust or the Authorized Participant does not

have access to Digital Asset Exchanges that do not have a BitLicense and has

access only to non-Digital Asset Exchange Markets that the Authorized

Participant reasonably believes are operating in compliance with applicable

      law, including federal and state licensing requirements, based upon
      information and assurances provided to it by each market.

• Second, the Trust sorts the remaining Digital Asset Markets from high to low

by entity-specific and market-based volume and level of activity of Bitcoin

traded on each Digital Asset Market in the trailing twelve months.

• Third, the Trust then reviews intra-day pricing fluctuations and the degree

of variances in price on Digital Asset Markets to identify any material

      notable variances that may impact the volume or price information of a
      particular Digital Asset Market.

• Fourth, the Trust then selects a Digital Asset Market as its principal

market based on the highest market-based volume, level of activity and price

stability in comparison to the other Digital Asset Markets on the list.

Based on information reasonably available to the Trust, Exchange Markets

have the greatest volume and level of activity for the asset. The Trust

      therefore


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looks to accessible Exchange Markets as opposed to the Brokered Market,

Dealer Market and Principal-to-Principal Markets to determine its principal

market. As a result of the aforementioned analysis, an Exchange Market has

been selected as the Trust's principal market.



The Trust determines its principal market (or in the absence of a principal
market the most advantageous market) annually and conducts a quarterly analysis
to determine (i) if there have been recent changes to each Digital Asset
Market's trading volume and level of activity in the trailing twelve months,
(ii) if any Digital Asset Markets have developed that the Trust has access to,
or (iii) if recent changes to each Digital Asset Market's price stability have
occurred that would materially impact the selection of the principal market and
necessitate a change in the Trust's determination of its principal market.

The cost basis of the investment in Bitcoin recorded by the Trust for financial
reporting purposes is the fair value of Bitcoin at the time of transfer. The
cost basis recorded by the Trust may differ from proceeds collected by the
Authorized Participant from the sale of the corresponding Shares to investors.

Investment Company Considerations


The Trust is an investment company for GAAP purposes and follows accounting and
reporting guidance in accordance with the FASB ASC Topic 946, Financial Services
- Investment Companies. The Trust uses fair value as its method of accounting
for Bitcoin in accordance with its classification as an investment company for
accounting purposes. The Trust is not registered under the Investment Company
Act of 1940. GAAP requires management to make estimates and assumptions that
affect the reported amounts in the financial statements and accompanying notes.
Actual results could differ from those estimates and these differences could be
material.

Review of Financial Results (unaudited)

Financial Highlights for the Three Months Ended March 31, 2021 and 2020

(All amounts in the following table and the subsequent paragraphs, except per Share, Bitcoin and price of Bitcoin amounts, are in thousands)


                                                       Three Months Ended 

March 31,

                                                         2021               

2020

Net realized and unrealized gain (loss) on
investment in Bitcoin                              $     18,882,994      $     (271,710 )
Net increase (decrease) in net assets resulting
from operations                                    $     18,738,694      $     (283,503 )
Net assets                                         $     38,360,399      $    1,972,244


Net realized and unrealized gain on investment in Bitcoin for the three months
ended March 31, 2021 was $18,882,994 which includes a realized gain of $109,934
on the transfer of Bitcoins to pay the Sponsor's Fee and net change in
unrealized appreciation on investment in Bitcoin of $18,773,060. Net realized
and unrealized gain on investment in Bitcoin for the period was driven by
Bitcoin price appreciation from $29,185.05 per Bitcoin as of December 31, 2020
to $58,601.27 per Bitcoin as of March 31, 2021. Net increase in net assets
resulting from operations was $18,738,694 for the three months ended March 31,
2021, which consisted of the net realized and unrealized gain on investment in
Bitcoin, less the Sponsor's Fee of $144,300. Net assets increased to $38,360,399
at March 31, 2021, a 117% increase for the period. The increase in net assets
resulted from the aforementioned Bitcoin price appreciation and the contribution
of approximately 50,739 Bitcoin with a value of $1,905,227 to the Trust in
connection with Share creations during the period, partially offset by the
withdrawal of approximately 3,178 Bitcoin to pay the foregoing Sponsor's Fee.

Net realized and unrealized loss on investment in Bitcoin for the three months
ended March 31, 2020 was ($271,710) which includes a realized gain of $6,480 on
the transfer of Bitcoins to pay the Sponsor's Fee and net change in unrealized
depreciation on investment in Bitcoin of ($278,190). Net realized and unrealized
loss on investment in Bitcoin for the period was driven by Bitcoin price
depreciation from $7,145.00 per Bitcoin as of December 31, 2019 to $6,474.20 per
Bitcoin as of March 31, 2020. Net decrease in net assets resulting from
operations was ($283,503) for the three months ended March 31, 2020, which
consisted of the net realized and unrealized loss on investment in Bitcoin, plus
the Sponsor's Fee of $11,793. Net assets increased to $1,972,244 at March 31,
2020, a 6% increase for the period. The increase in net assets resulted from the
contribution of approximately 44,868 Bitcoin with a value of $389,529 to the
Trust in connection with Share creations during the period, partially offset by
the aforementioned Bitcoin price depreciation and the withdrawal of
approximately 1,429 Bitcoin to pay the foregoing Sponsor's Fee.

Off-Balance Sheet Arrangements

The Trust is not a party to any off-balance sheet arrangements.

                                       16

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Cash Resources and Liquidity


The Trust has not had a cash balance at any time since inception. When selling
Bitcoins, Incidental Rights and/or IR Virtual Currency to pay Additional Trust
Expenses, the Sponsor endeavors to sell the exact number of Bitcoins, Incidental
Rights and/or IR Virtual Currency needed to pay expenses in order to minimize
the Trust's holdings of assets other than Bitcoin. As a consequence, the Sponsor
expects that the Trust will not record any cash flow from its operations and
that its cash balance will be zero at the end of each reporting period.

In exchange for the Sponsor's Fee, the Sponsor has agreed to assume most of the
expenses incurred by the Trust. As a result, the only ordinary expense of the
Trust during the periods covered by this Quarterly Report was the Sponsor's Fee.
The Trust is not aware of any trends, demands, conditions or events that are
reasonably likely to result in material changes to its liquidity needs.

Selected Operating Data

                                                    Three Months Ended March 31,
                                                       2021               2020
Bitcoins:
Opening balance                                           607,039           261,192
Creations                                                  50,739            44,868
Sponsor's Fee, related party                               (3,178 )          (1,429 )
Closing balance                                           654,600           

304,631

Accrued but unpaid Sponsor's Fee, related party                 -                 -
Net closing balance                                       654,600           304,631
Number of Shares:
Opening balance                                       638,906,600       269,445,300
Creations                                              53,463,500        46,382,700
Closing balance                                       692,370,100       315,828,000




                                                As of March 31,
                                              2021            2020

Price of Bitcoin on principal market (1) $ 58,601.27 $ 6,474.20 NAV per Share (2)

                          $     55.40     $     6.24
Index Price                                $ 58,697.27     $ 6,466.48

Digital Asset Holdings per Share (3) $ 55.50 $ 6.24

(1) The Trust performed an assessment of the principal market at March 31, 2021

and 2020, and identified the principal market as Coinbase Pro.

(2) As of March 31, 2021 and 2020 the NAV per Share was calculated using the

fair value of Bitcoin based on the price provided by Coinbase Pro, the

Digital Asset Exchange that the Trust currently considers its principal

market, as of 4:00 p.m., New York time, on the valuation date.

(3) The Trust's Digital Asset Holdings per Share is derived from the Index Price

as represented by the Index as of 4:00 p.m., New York time, on the valuation

date. The Trust's Digital Asset Holdings per Share is calculated using a

non-GAAP methodology where the volume-weighted average price is derived from

multiple Digital Asset Exchanges. See "Item 1. Business-Trust Objective and

Key Operating Metrics" in the Trust's Annual Report on Form 10-K for a

description of the Trust's Digital Asset Holdings per Share. The Digital

Asset Exchanges used to calculate the Index Price as of March 31, 2021 were

Coinbase Pro, Bitstamp, Kraken, and LMAX Digital. As of March 31, 2020, the

Digital Asset Exchanges used to calculate the Index Price consisted of

Coinbase Pro, Bitstamp, itBit, Kraken, and LMAX Digital.



For accounting purposes, the Trust reflects creations and the Bitcoins
receivable with respect to such creations on the date of receipt of a
notification of a creation but does not issue Shares until the requisite number
of Bitcoins is received. At this time, the Trust is not accepting redemption
requests from shareholders. Subject to receipt of regulatory approval from the
SEC and approval by the Sponsor in its sole discretion, the Trust may in the
future operate a redemption program. The Trust currently has no intention of
seeking regulatory approval to operate an ongoing redemption program.

As of March 31, 2021, the Trust had a net closing balance with a value of $38,423,240,437, based on the Index Price (non-GAAP methodology). As of March 31, 2021, the Trust had a total market value of $38,360,398,824, based on the principal market (Coinbase Pro).

                                       17

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As of March 31, 2020, the Trust had a net closing balance with a total value of
$1,969,892,276, based on the Index Price (non-GAAP methodology). As of March 31,
2020, the Trust had a total market value of $1,972,244,030, based on the
principal market (Coinbase Pro).

Historical Digital Asset Holdings and Bitcoin Prices


As movements in the price of Bitcoin will directly affect the price of the
Shares, investors should understand recent movements in the price of Bitcoin.
Investors, however, should also be aware that past movements in the Bitcoin
price are not indicators of future movements. Movements may be influenced by
various factors, including, but not limited to, government regulation, security
breaches experienced by service providers, as well as political and economic
uncertainties around the world.

The following chart illustrates the movement in the Trust's Digital Asset Holdings per Share (as adjusted for the Share Split for periods prior to January 26, 2018) versus the Index Price and the Trust's NAV per Share (as adjusted for the Share Split for periods prior to January 26, 2018) from September 25, 2013 to March 31, 2021.

                               [[Image Removed]]

The following table illustrates the movements in the Index Price from the
beginning of the Trust's operations on September 25, 2013 to March 31, 2021.
Since the beginning of the Trust's operations, the Index Price has ranged from
$117.03 to $60,609.43, with the straight average being $5,644.64 through
March 31, 2021. The Sponsor has not observed a material difference between the
Index Price and average prices from the constituent Digital Asset Exchanges
individually or as a group.

                                                                                                                                Last
Period                           Average          High            Date         Low            Date       End of period      business day
Twelve months ended
March 31, 2017                 $    719.90     $  1,279.00      3/6/2017    $   416.00      4/1/2016    $      1,056.48     $   1,056.48
Twelve months ended
March 31, 2018                 $  6,242.51     $ 18,756.45     12/18/2017   $ 1,056.48      4/1/2017    $      6,990.70     $   7,580.80
Twelve months ended
March 31, 2019                 $  5,863.11     $  9,650.29      5/4/2018    $ 3,228.07     12/14/2018   $      4,088.08     $   4,056.31
Twelve months ended
March 31, 2020                 $  8,441.28     $ 12,681.53     7/10/2019    $ 4,118.78      4/1/2019    $      6,466.48     $   6,466.48
Twelve months ended
March 31, 2021                 $ 20,132.62     $ 60,609.43     3/14/2021    $ 6,295.04      4/1/2020    $     58,697.27     $  58,697.27
September 25, 2013 (the
first Creation Basket of the
Trust) to March 31, 2021       $  5,644.64     $ 60,609.43     3/14/2021    $   117.03     10/3/2013    $     58,697.27     $  58,697.27


                                       18
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The following table illustrates the movements in the price of Bitcoin, as
reported on the Trust's principal market, from the beginning of the Trust's
operations on September 25, 2013 to March 31, 2021. Since the beginning of the
Trust's operations, the price of Bitcoin has ranged from $110.83 to $61,607.76,
with the straight average being $5,670.20.

                                                                                                                                Last
Period                           Average          High            Date         Low            Date       End of period      business day
Twelve months ended
March 31, 2017                 $    721.53     $  1,290.01     3/10/2017    $   415.59      4/1/2016    $      1,084.70     $   1,084.70
Twelve months ended
March 31, 2018                 $  6,307.72     $ 19,433.21     12/16/2017   $ 1,082.07      4/1/2017    $      7,055.00     $   7,337.16
Twelve months ended
March 31, 2019                 $  5,865.26     $  9,815.55      5/5/2018    $ 3,164.61     12/14/2018   $      4,094.99     $   4,078.82
Twelve months ended
March 31, 2020                 $  8,472.15     $ 13,849.81     6/26/2019    $ 4,133.74      4/1/2019    $      6,474.20     $   6,474.20
Twelve months ended
March 31, 2021                 $ 20,226.28     $ 61,607.76     3/13/2021    $ 6,214.99      4/1/2020    $     58,601.27     $  58,601.27
September 25, 2013 (the
first Creation Basket of the
Trust) to March 31, 2021       $  5,670.20     $ 61,607.76     3/13/2021    $   110.83     10/2/2013    $     58,601.27     $  58,601.27


The following chart sets out the historical closing prices for the Shares as reported by OTCQX and the Trust's Digital Asset Holdings per Share.


 GBTC Premium/(Discount): GBTC Share Price vs. Digital Asset Holdings per Share
                                      ($)

                               [[Image Removed]]

The following chart sets out the historical premium and discount for the Shares as reported by OTCQX and the Trust's Digital Asset Holdings per Share.


 GBTC Premium/(Discount): GBTC Share Price vs. Digital Asset Holdings per Share
                                      (%)

                               [[Image Removed]]

                                       19

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© Edgar Online, source Glimpses

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