FWP
Filed Pursuant To Rule 433
Registration No. 333-151056
July 10, 2008
A New Way to Invest in Gold
SPDR® Gold Shares (Gold Shares) offer investors a new, innovative, relatively
cost-efficient and secure way to access the gold market. Gold Shares are intended to offer
investors a means of participating in the gold bullion market without the necessity of taking
physical delivery of gold, and to buy and sell that participation through the trading of a security
on a regulated stock exchange. The introduction of Gold Shares is intended to lower many of the
barriers, such as access, custody and transaction costs, that have prevented some investors from
investing in gold.
WHAT ARE SPDR GOLD SHARES?
SPDR Gold Shares represent a fractional, undivided beneficial
ownership interest in the SPDR Gold Trust (the Trust), an
investment trust. It is sponsored by World Gold Trust Services,
LLC, a wholly-owned subsidiary of the World Gold Council, and
marketed by State Street Global Markets, LLC, an affiliate of
State Street Global Advisors.
The World Gold Council is an organization formed and funded by
the worlds leading gold mining companies with the aim of
stimulating and maximizing the demand for, and holding of, gold
by consumers, investors, industry and the official sector. State
Street Global Advisors is the largest institutional asset
management firm in the world.1
Gold Shares are intended to lower a large number of the barriers
preventing investors from using gold as an asset allocation and
trading tool. These barriers have included the logistics of
buying, storing and insuring gold. In addition, certain pension
funds and mutual funds do not or cannot hold physical commodities,
such as gold, or their derivatives.
HOW DO THEY WORK?
Gold Shares are exchange-traded securities (NYSE ARCA Ticker: GLD)
that give the holder an undivided beneficial ownership interest in
a trust, the primary asset of which is allocated (or secured)
gold. Shares are designed to track the price of gold (net of Trust
expenses) and trade like a continuously offered security, allowing
authorized participants such as broker-dealers, banks and other
financial institutions to create and redeem shares (in baskets of
100,000 shares) according to market demand.
Shares cannot be created without the appropriate amount of gold
first being delivered to the trustee to effect the creation.
The initial amount of gold required by the Trust to create a
basket of 100,000 shares is 10,000 ounces (1/10 of an ounce of
gold per Gold Share). The gold that underlies Gold Shares is held
in the form of allocated 400 oz. London Good Delivery bars in the
London vault of HSBC Bank USA, or in the vaults of
sub-custodians.2 HSBC Holdings plc, the global parent
of HSBC Bank USA, is one of the largest banking and financial
service organizations in the world.
The standards required for gold bars are set out in The Good
Delivery Rules for Gold and Silver Bars published by the LBMA and
available at www.lbma.org.uk.
Gold Shares provide investors with a simple, secure and relatively
cost-efficient means of participating in the gold bullion market.
CHARACTERISTICS OF SPDR GOLD SHARES
Easily Accessible
Gold Shares are listed on the New York Stock Exchange ARCA (NYSE
Ticker: GLD). Investors can buy, sell and hold Gold Shares through
standard brokerage accounts.
Secure
Gold deposited with the Trust is held in an allocated
account.3 An allocated account is an account with a
bullion dealer, which may also be a bank, to which individually
identified gold bars owned by the account holder are
credited.4 The account holder has full ownership of the
gold bars and, except as instructed by the account holder, the
bullion dealer may not trade, lease or lend the bars. Key
distinctions are as follows:
|
|
|
|
|
ATTRIBUTE |
|
ALLOCATED GOLD |
|
UNALLOCATED GOLD |
GOLD ASSET
CAN BE LEASED TO THIRD PARTY WITHOUT CONSENT |
|
NO |
|
YES |
PART OF BANKRUPTCY ESTATE
IN
EVENT OF A BANKRUPTCY OF THE
CUSTODIAN BANK |
|
NO |
|
YES |
INDIVIDUALLY IDENTIFIED BARS |
|
YES |
|
NO |
TRUST HAS
RIGHT AND TITLE TO THE GOLD ASSETS |
|
YES |
|
NO |
SEGREGATED FROM OTHER GOLD |
|
YES |
|
NO |
Cost-Effective
For many investors, the transaction costs related to the Gold
Shares are expected to be lower than the costs associated with the
purchase, storage and insurance of physical gold.
Liquid
The liquidity of Gold Shares comes not only from the secondary
trading on the New York Stock Exchange, but also from the creation
and redemption feature. Gold Shares can be created and redeemed by
authorized participants in baskets of 100,000 Gold Shares
according to market demand, creating liquidity.
Transparent
There exists a 24-hour global over-the-counter market for gold
bullion, which provides readily available market data, however
gold only trades during market hours. The price, holdings and net
asset value of Gold Shares, as well as market data for the overall
gold bullion market, can be tracked daily at:
www.spdrgoldshares.com
Flexible
|
|
Gold Shares (NYSE Arca: GLD) are listed on the New York
Stock Exchange Arca and trade the same way ordinary stocks
do. |
|
|
It is possible to buy or sell Gold Shares continuously
throughout the trading day on the New York Stock Exchange at
prices established by the market. |
|
|
Additionally, it is possible to place market, limit and
stop-loss orders for Gold Shares. |
HOW TO BUY SPDR GOLD SHARES
Gold Shares are listed on the New York Stock Exchange Arca (NYSE Arca Ticker: GLD). Typically,
investors will be able to buy and sell Gold Shares through a standard brokerage account.
Visit www.spdrgoldshares.com or call us at 866.320.4053 for further information.
State Street Global Markets, LLC
State Street Financial Center
One Lincoln Street
Boston, MA 02111
866.320.4053
spdrgoldshares.com
1 |
|
Pensions & Investments 5/28/08 |
2 |
|
Except in connection with transfers of gold to or from the Trust and in respect of a
relatively small amount of gold that may remain credited to the Trusts unallocated account at
the end of a business day (which will not exceed 430 ounces), the Trusts gold will be held in
allocated form (i.e., as individually identified bars of gold). |
3 |
|
Except in connection with transfers of gold to or from the Trust and in respect to a
relatively a small amount of gold that may remain credited to the Trusts unallocated account
at the end of a business day (which will be no more than 430 ounces), the Trusts gold will be
held in allocated form (i.e., as individually identified bars of gold). |
4 |
|
The gold bars in an allocated gold account are specific to that account and are identified by a
list which shows, for each gold bar, the refiner, assay or fineness, serial number and gross and
fine weight. |
On May 21, 2008, the Trust changed its name to SPDR Gold Trust. Prior to this date it
was known as streetTRACKS® Gold Trust. streetTRACKS® is a
registered service mark of State Street Corporation.
The SPDR trademark is used under license from The McGraw-Hill Companies, Inc. No financial
product offered by SPDR® Gold Trust, or its affiliates is sponsored, endorsed, sold or
promoted by The McGraw-Hill Companies, Inc. (McGraw-Hill). McGraw-Hill makes no representation or
warranty, express or implied, to the owners of any financial product or any member of the public
regarding the advisability of investing in securities generally or in financial products
particularly or the ability of the index on which financial products are based to track general
stock market performance. McGraw-Hill is not responsible for and has not participated in any
determination or calculation made with respect to issuance or redemption of financial products.
McGraw-Hill has no obligation or liability in connection with the administration, marketing or
trading of financial products.
This material must be delivered with a prospectus. The prospectus contains material information
about the Trust and its Shares which is material and/or which may be important to you. You should
read the entire prospectus, including Risk Factors before making an investment decision about
the Shares.
SPDR® Gold Trust has filed a registration statement (including a prospectus) with the
SEC for the offering to which this communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents the issuer has filed with the SEC for
more complete information about the Trust and this offering. You may get these documents for free
by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Trust or any Authorized
Participant will arrange to send you the prospectus if you request it by calling toll free at
1-866-320-4053 or contacting State Street Global Markets, LLC, One Lincoln Street, Attn: SPDR Gold
Shares, 30th Floor, Boston, MA 02111.
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This document includes forward-looking statements which generally relate to future events or
future performance. In some cases, you can identify forward-looking statements by terminology such
as may, will, should, expect, plan, anticipate, believe, estimate, predict,
potential or the negative of these terms or other comparable terminology. All statements (other
than statements of historical fact) included in this document that address activities, events or
developments that will or may occur in the future, including such matters as changes in commodity
prices and market conditions (for gold and the Shares), the Trusts operations, the Sponsors plans
and references to the Trusts future success and other similar matters are forward-looking
statements. Investors are cautioned that these statements are only projections. Actual events or
results may differ materially. These statements are based upon certain assumptions and analyses the
Sponsor made based on its perception of historical trends, current conditions and expected future
developments, as well as other factors believed appropriate in the circumstances. Whether or not
actual results and developments will conform to the Sponsors expectations and predictions,
however, is subject to a number of risks and uncertainties, including, but not limited to
fluctuations in the price of gold; reductions in the amount of gold represented by each Share due
to the payment of Trust expenses and the impact of the termination of the fee reduction under the
Trust Indenture; purchasing activity in the gold market associated with the purchase of Baskets
from the Trust; the lack of experience of the Sponsor and its management in operating an investment
vehicle such as the Trust; unanticipated operational or trading problems; the lack of protections
associated with ownership of shares in an investment company registered under the Investment
Company Act of 1940 or the protections afforded by the Commodity Exchange Act of 1936; the lack of
a market for the Shares; the level of support from the World Gold Council; competition from other
methods of investing in gold; the impact of large-scale distress sales of gold in times of crisis;
the impact of substantial sales of gold by the official sector; the effect of a widening of
interest rate differentials between the cost of money and the cost of gold; the loss, damage, theft
or restrictions on access to the Trusts gold; the lack of adequate sources of recovery if the
Trusts gold is lost, damaged, stolen or destroyed, including a lack of insurance; the failure of
gold bullion allocated to the Trust to meet the London Good Delivery Standards; the failure of
sub-custodians to exercise due care in the safekeeping of the Trusts gold; the limited ability of
the Trustee and the Custodian to take legal action against sub-custodians; the insolvency of the
Custodian; the Trusts obligation to reimburse the Purchaser and the Market Agent for certain
liabilities in the event the Sponsor fails to indemnify them; competing claims over ownership of
intellectual property rights related to the Trust; and other factors identified in the Risk
Factors section of the Prospectus filed with the SEC and in other filings made by the Trust from
time to time with the SEC. Consequently, all the forward-looking statements made in this material
are qualified by these cautionary statements, and there can be no assurance that the actual results
or developments the Sponsor or Marketing Agent anticipates will be realized or, even if
substantially realized, that they will result in the expected consequences to, or have the expected
effects on, the Trusts operations or the value of the Shares. Neither the Sponsor, Marketing Agent
nor any other person assumes responsibility for the accuracy or completeness of the forward-looking
statements. Neither the Trust, Marketing Agent nor the Sponsor is under a duty to update any of the
forward-looking statements
to conform such statements to actual results or to reflect a change in
the Sponsors or Marketing Agents expectation or projections.
The value of the Shares relates directly to the value of the gold held by the Trust (less Trust
expenses) and fluctuations in the price of gold could materially adversely affect an investment in
the Shares.
Investors should be aware that there is no assurance that gold will maintain its long-term value in
terms of purchasing power in the future. In the event that the price of gold declines, the Sponsor
expects the value of an investment in the Shares to similarly decline.
Shareholders will not have the protections associated with ownership of shares in an investment
company registered under the Investment Company Act of 1940 or the protections afforded by the
Commodity Exchange Act of 1936. The Trust is not registered as an investment company under the
Investment Company Act of 1940 and is not required to register under such act. Neither the Sponsor
nor the Trustee is subject to regulation by the CFTC. Shareholders will not have the regulatory
protections provided to investors in CEA-regulated instruments or commodity pools.
For more information: State Street Global Markets, LLC, One Lincoln Street, Boston, MA, 02111 866.320.4053 www.spdrgoldshares.com
State Street Global Markets, LLC, is the marketing agent of the Trust, an affiliate of State Street Global Advisors IBG.GLD.BRO.0608
Not FDIC Insured No Bank Guarantee May Lose Value
SPDR® GOLD TRUST has filed a registration statement (including a prospectus) with the
SEC for the offering to which this communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents the issuer has filed with the SEC for
more complete information about the Trust and this offering. You may get these documents for free
by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Trust or any Authorized
Participant will arrange to send you the prospectus if you request it by calling toll free at
1-866-320-4053 or contacting State Street Global Markets, LLC, One Lincoln Street, Attn: SPDR®
Gold, 30th Floor, Boston, MA 02111.