VALKYRIE
ETF TRUST II
NOTES
TO FINANCIAL STATEMENTS
March 31, 2026 (Unaudited)(Continued)
If,
in any year, the Fund were to fail to qualify for the special tax treatment
accorded a RIC and its shareholders, and were ineligible to or were not to cure
such failure, the Fund would be taxed in the same manner as an ordinary
corporation subject to U.S. federal income tax on all its income at the fund
level. The resulting taxes could substantially reduce the Fund’s net assets and
the amount of income available for distribution. In addition, in order to
requalify for taxation as a RIC, the Fund could be required to recognize
unrealized gains, pay substantial taxes and interest, and make certain
distributions.
Trading
Issues Risk. Trading in Fund Shares on the
Exchange may be halted due to market conditions or for reasons that, in the view
of the Exchange, make trading in Shares inadvisable. In addition, trading in
Fund Shares on the Exchange is subject to trading halts caused by extraordinary
market volatility pursuant to the Exchange’s “circuit breaker” rules. There can
be no assurance that the requirements of the Exchange necessary to maintain the
listing of the Fund will continue to be met or will remain unchanged. The Fund
may have difficulty maintaining its listing on the Exchange in the event the
Fund’s assets are small, the Fund does not have enough shareholders, or if the
Fund is unable to proceed with creation and/or redemption orders.
Bitcoin Mining ETF
Market
Risk. Market risk is the risk that a
particular security, or Shares of the Fund in general, may fall in value.
Securities are subject to market fluctuations caused by such factors as
economic, political, regulatory or market developments, changes in interest
rates and perceived trends in securities prices. Shares of the Fund could
decline in value or underperform other investments. In addition, local, regional
or global events such as war, acts of terrorism, spread of infectious diseases
or other public health issues, recessions, or other events could have a
significant negative impact on the Fund and its investments. Such events may
affect certain geographic regions, countries, sectors and industries more
significantly than others. These events also adversely affect the prices and
liquidity of the Fund’s portfolio securities or other instruments and could
result in disruptions in the trading markets. Any of such circumstances could
have a materially negative impact on the value of the Fund’s Shares and result
in increased market volatility. During any such events, the Fund’s Shares may
trade at increased premiums or discounts to their net asset value.
Bitcoin
Risk. Bitcoin is a relatively new innovation
and the market for bitcoin is subject to rapid price swings, changes and
uncertainty. Trading prices of bitcoin and other digital assets have experienced
significant volatility in recent periods and may continue to do so. For
instance, there were steep increases in the value of certain digital assets,
including bitcoin, over the course of 2021, and multiple market observers
asserted that digital assets were experiencing a “bubble.” These increases were
followed by steep drawdowns throughout 2022 in digital asset trading prices,
including for bitcoin. These episodes of rapid price appreciation followed by
steep drawdowns have occurred multiple times throughout bitcoin’s history,
including in 2011, 2013-2014, and 2017-2018, before repeating again in
2021-2022. Throughout 2023, 2024 and 2025, bitcoin prices continued to exhibit
extreme volatility. Such volatility may persist.
The
further development of the Bitcoin Network and the acceptance and use of bitcoin
are subject to a variety of factors that are difficult to evaluate. The slowing,
stopping or reversing of the development of the Bitcoin Network or the
acceptance of bitcoin may adversely affect the price of bitcoin. Bitcoin is
subject to the risk of fraud, theft, manipulation or security failures,
operational or other problems that impact digital asset trading venues.
Additionally, if one or a coordinated group of miners were to gain control of
51% of the Bitcoin Network, they would have the ability to manipulate
transactions, halt payments and fraudulently obtain bitcoin. A significant
portion of bitcoin is held by a small number of holders sometimes referred to as
“whales.” Transactions of these holders may influence the price of bitcoin.
Unlike
the exchanges for more traditional assets, such as equity securities and futures
contracts, bitcoin and digital asset trading venues are largely unregulated and
highly fragmented. Due to the fragmentation, regulatory non-compliance and lack
of oversight of these trading venues there is a heightened potential for fraud
and manipulation. Digital asset trading platforms on which bitcoin is traded,
and which may serve as a pricing source for the calculation of the reference
rate that is used for the purposes of valuing the Fund’s investments, are or may
become subject to enforcement actions by regulatory authorities, and such
enforcement actions may have a material adverse impact on the Fund, its
investments, and its ability to implement its investment strategy.