撰文:Patrick Bush、Kyle DaCruz
原文:《BNB Chain and the Rise of On-Chain Finance》
Important Disclosures
* Cold storage refers to a secure method of storing BNB offline to protect against unauthorized access and cyber threats.
This material must be preceded or accompanied by a prospectus . An investment in the VanEck BNB ETF may not be suitable for all investors. Before investing, you should carefully consider the Trust's investment objectives, risks, charges, and expenses.
Investing involves significant risk, and you could lose money on an investment in the Trust. The value of BNB (BNB) is highly volatile, and the value of the Trust's shares could decline rapidly, including to zero. You could lose your entire principal investment. For a more complete discussion of the risk factors relative to the Trust, carefully read the prospectus.
The Trust's investment objective is to reflect the performance of the price of BNB ("BNB") and, to the extent the Sponsor in its sole discretion (i) implements staking and (ii) determines that the Trust may do so without undue legal or regulatory risk, rewards from staking a portion of the Trust's BNB, less the expenses of the Trust's operations. At launch, the Trust will not engage in staking activities and there can be no assurance that the Trust will ever do so. The Trust is a passive investment vehicle that does not seek to pursue any investment strategy beyond reflecting the performance of the price of BNB and any rewards from staking a portion of the Trust's BNB (to the extent staking is implemented).
The Trust is not an investment company registered under the Investment Company Act of 1940 ("1940 Act") or a commodity pool for the purposes of the Commodity Exchange Act ("CEA"). Shares of the Trust are not subject to the same regulatory requirements as mutual funds. As a result, shareholders of VBNB do not have the protections associated with ownership of shares in an investment company registered under the 1940 Act or the protections afforded by the CEA.
An investment in the Trust is subject to risks which include, but are not limited to, the historically and potentially future extreme volatility of BNB, various potential factors that may adversely affect the liquidity of Trust shares, the limited history of the Index from which the value of BNB and hence the value of Trust shares will be determined, potential threats to the Trust's BNB custodian, and the unregulated nature and lack of transparency surrounding the operations of BNB trading platforms, all of which may ultimately adversely affect the value of shares of the Trust. The value of BNB is closely tied to the Binance ecosystem, and adverse developments affecting Binance or its principals—including regulatory, legal, or reputational events—could materially affect the value of the Shares. The Trust's BNB custody account is not subject to FDIC or SIPC protections, and the Trust's treatment as a grantor trust for U.S. federal income tax purposes is uncertain.
Staking Risks: As part of its strategy, the Trust may in the future, at the Sponsor's sole discretion, stake a portion of its BNB via third-party staking service providers, which entails a number of risks. The Trust will not stake any BNB at launch and may never do so; as a result, investors will forgo potential staking rewards available to direct BNB holders, the Shares' performance may diverge from the total return of directly staked BNB, and the Trust will not be able to participate in on-chain governance of the BNB Smart Chain. To the extent staking is implemented, BNB that is staked will undergo activation and de‐activation (or withdrawal) periods during which it is locked up and inaccessible, meaning the Trust may not be able to quickly liquidate these assets to satisfy redemption requests—particularly in volatile or stressed market conditions. Validators to which BNB is delegated may behave improperly or suffer performance failures (e.g., downtime or misconfiguration), and in some cases "slashing" or protocol‐imposed penalties may apply; under the BNB Smart Chain's current protocol, slashing applies primarily to a validator's self-delegated stake and rewards, not to third-party delegated principal, though delegators may lose staking rewards during any penalty or removal period. There is counterparty and operational risk associated with the staking service providers (and the custodians facilitating staking), including reliance on their security, compliance, and ability to operate under adverse conditions. Additionally, staking rewards are subject to fees and possible withholding obligations, and the timing, amount, and recognition (for tax purposes) of staking rewards may be uncertain. Finally, regulatory or legal changes—such as U.S. federal income tax law or securities regulations—could affect whether staking activities or liquid staking tokens may be used, or whether they jeopardize the Trust's qualification (e.g. as a grantor trust) or impose unanticipated costs. If staking is implemented, Shareholders will be notified via a prospectus supplement and/or a current report filed with the SEC.
Please note that this is not an exhaustive list of risks pertaining to the Trust. Please read carefully the prospectus for a complete list of potential risks.
Because shares of the Trust are intended to reflect the price of the BNB held in the Trust, the market price of the shares is subject to fluctuations similar to those affecting BNB prices. Additionally, shares of the Trust are bought and sold at market price, not at net asset value ("NAV"). Brokerage commissions will reduce returns.
Trust shares trade like stocks, are subject to investment risk, and will fluctuate in market value. The value of Trust shares relates directly to the value of the BNB held by the Trust (less its expenses), and fluctuations in the price of BNB could materially and adversely affect an investment in the shares. The price received upon the sale of the shares, which trade at market price, may be more or less than the value of the BNB represented by them. The Trust does not generate any income, and as the Trust regularly issues shares to pay for the Sponsor's ongoing expenses, the amount of BNB represented by each Share will decline over time.
This content is published in the United States for residents of specified countries. Investors are subject to securities and tax regulations within their applicable jurisdictions that are not addressed in this content. Nothing in this content should be considered a solicitation to buy or an offer to sell shares of any investment in any jurisdiction where the offer or solicitation would be unlawful under the securities laws of such jurisdiction, nor is it intended as investment, tax, financial, or legal advice. Investors should seek such professional advice for their particular situation and jurisdiction.
The Sponsor of the Trust is VanEck Digital Assets, LLC. The Marketing Agent for the Trust is Van Eck Securities Corporation. VanEck Digital Assets, LLC, and Van Eck Securities Corporation are wholly-owned subsidiaries of Van Eck Associates Corporation.
© Van Eck Associates Corporation
Important Disclosures
* Cold storage refers to a secure method of storing BNB offline to protect against unauthorized access and cyber threats.
This material must be preceded or accompanied by a prospectus . An investment in the VanEck BNB ETF may not be suitable for all investors. Before investing, you should carefully consider the Trust's investment objectives, risks, charges, and expenses.
Investing involves significant risk, and you could lose money on an investment in the Trust. The value of BNB (BNB) is highly volatile, and the value of the Trust's shares could decline rapidly, including to zero. You could lose your entire principal investment. For a more complete discussion of the risk factors relative to the Trust, carefully read the prospectus.
The Trust's investment objective is to reflect the performance of the price of BNB ("BNB") and, to the extent the Sponsor in its sole discretion (i) implements staking and (ii) determines that the Trust may do so without undue legal or regulatory risk, rewards from staking a portion of the Trust's BNB, less the expenses of the Trust's operations. At launch, the Trust will not engage in staking activities and there can be no assurance that the Trust will ever do so. The Trust is a passive investment vehicle that does not seek to pursue any investment strategy beyond reflecting the performance of the price of BNB and any rewards from staking a portion of the Trust's BNB (to the extent staking is implemented).
The Trust is not an investment company registered under the Investment Company Act of 1940 ("1940 Act") or a commodity pool for the purposes of the Commodity Exchange Act ("CEA"). Shares of the Trust are not subject to the same regulatory requirements as mutual funds. As a result, shareholders of VBNB do not have the protections associated with ownership of shares in an investment company registered under the 1940 Act or the protections afforded by the CEA.
An investment in the Trust is subject to risks which include, but are not limited to, the historically and potentially future extreme volatility of BNB, various potential factors that may adversely affect the liquidity of Trust shares, the limited history of the Index from which the value of BNB and hence the value of Trust shares will be determined, potential threats to the Trust's BNB custodian, and the unregulated nature and lack of transparency surrounding the operations of BNB trading platforms, all of which may ultimately adversely affect the value of shares of the Trust. The value of BNB is closely tied to the Binance ecosystem, and adverse developments affecting Binance or its principals—including regulatory, legal, or reputational events—could materially affect the value of the Shares. The Trust's BNB custody account is not subject to FDIC or SIPC protections, and the Trust's treatment as a grantor trust for U.S. federal income tax purposes is uncertain.
Staking Risks: As part of its strategy, the Trust may in the future, at the Sponsor's sole discretion, stake a portion of its BNB via third-party staking service providers, which entails a number of risks. The Trust will not stake any BNB at launch and may never do so; as a result, investors will forgo potential staking rewards available to direct BNB holders, the Shares' performance may diverge from the total return of directly staked BNB, and the Trust will not be able to participate in on-chain governance of the BNB Smart Chain. To the extent staking is implemented, BNB that is staked will undergo activation and de‐activation (or withdrawal) periods during which it is locked up and inaccessible, meaning the Trust may not be able to quickly liquidate these assets to satisfy redemption requests—particularly in volatile or stressed market conditions. Validators to which BNB is delegated may behave improperly or suffer performance failures (e.g., downtime or misconfiguration), and in some cases "slashing" or protocol‐imposed penalties may apply; under the BNB Smart Chain's current protocol, slashing applies primarily to a validator's self-delegated stake and rewards, not to third-party delegated principal, though delegators may lose staking rewards during any penalty or removal period. There is counterparty and operational risk associated with the staking service providers (and the custodians facilitating staking), including reliance on their security, compliance, and ability to operate under adverse conditions. Additionally, staking rewards are subject to fees and possible withholding obligations, and the timing, amount, and recognition (for tax purposes) of staking rewards may be uncertain. Finally, regulatory or legal changes—such as U.S. federal income tax law or securities regulations—could affect whether staking activities or liquid staking tokens may be used, or whether they jeopardize the Trust's qualification (e.g. as a grantor trust) or impose unanticipated costs. If staking is implemented, Shareholders will be notified via a prospectus supplement and/or a current report filed with the SEC.
Please note that this is not an exhaustive list of risks pertaining to the Trust. Please read carefully the prospectus for a complete list of potential risks.
Because shares of the Trust are intended to reflect the price of the BNB held in the Trust, the market price of the shares is subject to fluctuations similar to those affecting BNB prices. Additionally, shares of the Trust are bought and sold at market price, not at net asset value ("NAV"). Brokerage commissions will reduce returns.
Trust shares trade like stocks, are subject to investment risk, and will fluctuate in market value. The value of Trust shares relates directly to the value of the BNB held by the Trust (less its expenses), and fluctuations in the price of BNB could materially and adversely affect an investment in the shares. The price received upon the sale of the shares, which trade at market price, may be more or less than the value of the BNB represented by them. The Trust does not generate any income, and as the Trust regularly issues shares to pay for the Sponsor's ongoing expenses, the amount of BNB represented by each Share will decline over time.
This content is published in the United States for residents of specified countries. Investors are subject to securities and tax regulations within their applicable jurisdictions that are not addressed in this content. Nothing in this content should be considered a solicitation to buy or an offer to sell shares of any investment in any jurisdiction where the offer or solicitation would be unlawful under the securities laws of such jurisdiction, nor is it intended as investment, tax, financial, or legal advice. Investors should seek such professional advice for their particular situation and jurisdiction.
The Sponsor of the Trust is VanEck Digital Assets, LLC. The Marketing Agent for the Trust is Van Eck Securities Corporation. VanEck Digital Assets, LLC, and Van Eck Securities Corporation are wholly-owned subsidiaries of Van Eck Associates Corporation.
© Van Eck Associates Corporation
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