UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): March 7, 2022

 

Teucrium Commodity Trust

(Exact name of registrant as specified in its charter)

 

Delaware	001-34765	61-1604335
(State or other jurisdictionof incorporation)	(Commission File Number)	(I.R.S. EmployerIdentification No.)

 

Three Main Street, Suite 215 Burlington, VT 05401

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (802) 540-0019

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:	Trading Symbol(s)	Name of each exchange on which registered:
Shares of Teucrium Wheat Fund, a series of the Registrant	WEAT	NYSE Arca, Inc.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 8.01. Other Events

 

On March 7, 2022, Teucrium Trading, LLC, the sponsor of the Teucrium Commodity Trust (the "Trust"), issued a press release relating to the possible temporary suspension of the sale of shares of the Teucrium Wheat Fund, a series of the Trust. Subsequently, the Sponsor issued a second press release announcing that the Fund has suspended sales. The second press release is attached and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

 

 

 

 

 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	Teucrium Commodity Trust
	By:	Teucrium Trading, LLC, its sponsor
Date: March 7, 2022	By:	/s/Sal Gilbertie
		Name: Sal Gilbertie
		Title: Chief Executive Officer

 

 

 

 

 

FOR IMMEDIATE RELEASE

Teucrium Trading, LLC Suspends Creations in WEAT

Burlington, Vermont – March 7, 2022 -- Teucrium Wheat Fund (the "Fund"), a series of the Teucrium Commodity Trust (the "Trust"), offers its shares on a continuous basis and when all registered shares have been sold, additional shares are registered in subsequent registration statements with the Securities and Exchange Commission ("SEC"). On March 7, 2022, Teucrium Trading, LLC ("Teucrium"), the Fund's and Trust's sponsor, issued a press release announcing that as of the opening of the markets, the Fund had only approximately 7,375,000 (the "Current Shares") registered with the SEC that are available for purchase by its Authorized Purchasers.

The press release also noted that the Fund filed a registration statement with the SEC on March 4, 2022 to register additional shares, and that if the Fund sells all of the Current Shares before the SEC declares the registration statement effective, the Fund will be required to temporarily suspend creation of its shares. In such case, until the Fund's registration statement is declared effective, the Fund may not meet its investment objective, may experience increased tracking error and may experience significant premium/discounts and bid-ask spreads.

The Fund has now sold all available shares and has suspended creations. While creations are suspended and in compliance with NYSE/Arca rules, the Fund will continue to accept redemption requests as described in the Fund’s prospectus, and investors will continue to be able to buy and sell Fund shares on the stock exchange through their broker-dealers. However, if demand for Fund shares exceeds supply while creations are suspended, Fund shares may trade at a premium to their net asset value (i.e., at prices greater than net asset value).

Teucrium will provide notice to market participants when the Fund's registration statement is effective and sales of the Fund's shares commence, which it expects to occur in the near future.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about the Sponsor’s expectations regarding the potential suspension of WEAT creations. Words such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “seek,” “may,” “will,” and “estimate,” as well as similar words and phrases, signify forward-looking statements. All forward-looking statements reflect the Sponsor’s present expectations regarding future events and are subject to known and unknown risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in or implied by these statements, including, among others, risks and uncertainties related to the timing and availability of WEAT shares and timing of effectiveness of the new registration statement referenced herein, as well as general economic, market and business conditions. Given these risks, uncertainties and other important factors, you should not place undue reliance on any forward-looking statements contained herein. The forward-looking statements contained herein represent the Sponsor’s expectations and assumptions only as of the date made, and except as required by law, the Sponsor undertakes no obligation to revise or update any forward-looking statements for any reason.

 

About Teucrium Trading LLC

 

Teucrium Trading is an ETF provider focused solely on U.S. Agriculture. Our mission is to empower investors with the knowledge and tools necessary to intelligently design well diversified portfolios. Teucrium’s suite of Exchange Traded Products has revolutionized the way commodity ETFs are structured; our products are widely available to investors and advisors in traditional brokerage accounts.

 

Prospectus: www.teucrium.com

 

The Fund is distributed by Foreside Fund Services, LLC

 

Investing in the Fund subjects an investor to the risks of the applicable commodity market, which investment could result in substantial fluctuations in the price of Fund shares.  Unlike mutual funds, the Fund generally will not distribute dividends to shareholders. The Sponsor has limited experience operating commodity pools; a commodity pool is defined as an enterprise in which several individuals contribute funds in order to trade futures or futures options collectively.  Investors may choose to use the Fund as a vehicle to hedge against the risk of loss and there are risks involved in hedging activities.

 

This material is not an offer or solicitation of any kind to buy or sell any securities outside of the United States of America.

 

Commodities and futures generally are volatile and are not suitable for all investors.  The Fund is not a mutual fund or any other type of investment company within the meaning of the Investment Company Act of 1940, as amended, and is not subject to regulation thereunder.

 

 For a complete description of the risks associated with the Fund, please refer to the prospectus. Shares of the Fund are not FDIC insured may lose value and have no bank guarantee. Foreside Fund Services, LLC is the distributor for the Teucrium Funds.

 

Contact:                Sal Gilbertie

Jake Hanley

802-540-0019

[email protected]