annual report and audited financial · pdf fileannual report and audited financial statements...

For the year ended30 April 2014

AnnuAl report And Audited FinAnciAl stAtementsisHAres pHYsicAl metAls plc

[1] i s H A r e s p H Y s i c A l m e tA l s p l c A n n u A l r e p o r t

Contents

General information 2

Background 3

Arranger and Adviser’s Report 5

Directors’ report 8

Independent Auditors’ report 12

Accounting policies 13

Financial risk management 16

Financial statements of the Company

Statement of comprehensive income 20

Statement of changes in equity 20

Statement of financial position 21

Statement of cash flows 22

Notes to the financial statements of the Company 23

Disclaimers 27

i s H A r e s p H Y s i c A l m e tA l s p l c

[2]i s H A r e s p H Y s i c A l m e tA l s p l c A n n u A l r e p o r t

General informationi s H A r e s p H Y s i c A l m e tA l s p l c

Board oF direCtorsMichael Griffin (Chairman) (Irish)*Kevin O’Brien (Irish)*Barry O’Dwyer (Irish)**

administratorState Street Bank and Trust Company1 Lincoln StreetBoston MA 02111USA

registrarComputershare Investor Services (Ireland) LimitedHeron HouseCorrig RoadSandyford Industrial EstateDublin 18Ireland

Company secretaryChartered Corporate ServicesTaney HallEglinton TerraceDundrumDublin 14Ireland

arranger and adviserBlackRock Advisors (UK) Limited

Registered office:12 Throgmorton AvenueLondon EC2N 2DLUnited Kingdom

trusteeState Street Custodial Services (Ireland) Limited78 Sir John Rogerson’s QuayDublin 2Ireland

CustodianJPMorgan Chase Bank N.A., London Branch125 London WallLondon EC2Y 5AJUnited Kingdom

registered officeJPMorgan HouseInternational Financial Services CentreDublin 1Ireland

Legal advisor to the arranger and adviseras to Irish Law:William FryFitzwilton HouseWilton PlaceDublin 2Ireland

as to English Law:Linklaters LLPOne Silk StreetLondon EC2Y 8HQUnited Kingdom

independent auditorsPriceWaterhouseCoopersChartered Accountants and Statutory Audit Firm One Spencer DockNorth Wall QuayDublin 1Ireland

* Non-executive and independent** Non-executive


Backgroundi s H A r e s p H Y s i c A l m e tA l s p l c

iShares Physical Metals public limited company (the “Company”) was incorporated in Ireland under registration number 494646 on 7 February 2011 with limited liability and is organised under the laws of Ireland as a Public Limited Company (“plc”) pursuant to the Companies Act, 1963 to 2013. It has been established as a special purpose vehicle for the purpose of issuing asset backed securities. The Company will be taxable as a securitisation company pursuant to section 110 of the Taxes Consolidation Act 1997. Profits arising to the Company will be taxable at a rate of 25 per cent.

Principal activitiesThe Company has established a secured precious metal linked securities programme (the “Programme”) under which secured precious metal linked debt securities (“ETC Securities”), backed by physical holdings of the relevant precious metal, may be issued from time to time. The series of ETC Securities (the “Series”) which may be issued under the Programme are iShares Physical Gold ETC, iShares Physical Silver ETC, iShares Physical Platinum ETC and iShares Physical Palladium ETC. Each Series provides exposure to a different metal indicated by the name of that Series.

The ETC Securities constitute secured, limited recourse obligations of the Company, issued in the form of debt securities and are issued in Series. The ETC Securities are backed by fully-allocated physical holdings of the relevant precious metal custodied in secured vaults. The ETC Securities are undated (have no final maturity date) and are non-interest bearing. The ETC Securities provide a simple and cost-effective means of gaining exposure very similar to a direct investment in the relevant precious metal. Each ETC Security of a Series has a metal entitlement (the “Metal Entitlement”) expressed as an amount in weight (in troy or fine troy ounces) of the relevant metal linked to such Series. This Metal Entitlement starts at a predetermined initial Metal Entitlement for the relevant Series and is reduced daily by the Total Expense Ratio (“TER”) (in metal) for the Series. The objective is for the value of the ETC Securities to reflect, at any given time, the price of the relevant precious metal underlying such ETC Securities at that time, less fees and expenses.

Only registered broker-dealers “Authorised Participants” may subscribe and request buy-backs of ETC Securities directly with the Company and except in certain limited circumstances, these subscriptions and buy-backs can only be carried out in specie. During the life of the ETC Securities, Securityholders can buy and sell ETC Securities on each exchange on which the ETC Securities are listed, through financial intermediaries.

The term “BlackRock” is used to represent BlackRock Advisors (UK) Limited.

Changes to the Company An updated prospectus was issued dated 20 December 2013.

The following Series of ETC Securities were in operation at 30 April 2014. The Series are priced daily, based on the metal reference price source (“Benchmark”) in the table below:

series Benchmark

iShares Physical Gold ETC London Bullion Market Association – Gold PM Fix

iShares Physical Silver ETC London Bullion Market Association – Silver Fix

iShares Physical Platinum ETC London Platinum & Palladium Market – Platinum PM Fix

iShares Physical Palladium ETC London Platinum & Palladium Market – Palladium PM Fix

stock exchange ListingsThe Company maintains a standard debt listing on the London Stock Exchange (“LSE”). Each Series first listed on the LSE on 11 April 2011.



total expense ratioThe TER is the rate set out below for each Series and is applied to the Metal Entitlement on a daily basis to determine a daily deduction of an amount of Metal from the Metal Entitlement:

series ter %

iShares Physical Gold ETC 0.25

iShares Physical Silver ETC 0.40

iShares Physical Platinum ETC 0.40

iShares Physical Palladium ETC 0.40

Background (continued)


Arranger and Adviser’s report

series perFormAnce*

The performance of the Series for the year under review is shown below:

series

series returnfor the year ended

30/04/2014%

Benchmark returnfor the year ended

30/04/2014%

series returnfor the year ended

30/04/2013%

Benchmark returnfor the year ended

30/04/2013%

iShares Physical Gold ETC (12.51) (12.29) (11.26) (11.04)

iShares Physical Silver ETC (21.36) (21.05) (22.04) (21.73)

iShares Physical Platinum ETC (5.89) (5.51) (4.40) (4.01)

iShares Physical Palladium ETC 14.42 14.88 2.53 2.95

* Series performance returns are shown net of fees and expenses (TER).

ArrAnger And Adviser’s review

Covering the year ended 30 April 2014.

mArket BAckground

ishares Physical Gold etCGold prices fell over the course of the year, reflecting some reduction in demand for ‘safe haven’ investments as earlier concerns over the outlook for the global economy receded. News that the US Federal Reserve (“Fed”) was to reduce its economic stimulus package and a broad softening of global inflation data also weighed on gold prices during the review year.

Gold prices slipped from their highs in May 2013 on news that the Fed was seeking to wind down its $85bn/month quantitative easing (“QE”) programme. Originally introduced in the depths of the 2008/09 global financial crisis, the bond-buying QE programme was regarded by many investors as a potential driver of inflation. Given gold’s role as a traditional hedge against inflation, the prospect of an end to QE saw gold prices slide from $1,475/oz at the beginning of May to a low of $1,200/oz in late June, the lowest level in three years.

However, rising geopolitical tensions driven by the Syrian crisis and US Dollar weakness helped to underpin gold prices early in the third quarter of 2013. Despite concerns over the possible demand impact of India’s increase in gold import taxes in August, a move aimed at protecting local jewellery makers and helping to cap the country’s current account deficit, optimism over rising Chinese demand helped gold prices to recover to $1,400/oz in late August. Although the Fed’s surprise September decision to maintain QE - citing rising mortgage rates, slower-than-expected jobs market growth and political uncertainty as budget disputes briefly triggered a partial shutdown of the US government – lent some support, gold prices drifted lower for the remainder of 2013. Geopolitical tensions eased following a Russian-led deal that averted Western military intervention related to the use of chemical weapons in Syria and a US political agreement to raise the debt ceiling, thereby averting the risk of a debt default, saw gold prices slip back to $1,200/oz in early December.

Although the Fed’s December announcement that January would see the onset of QE tapering, with bond repurchases to be progressively reduced by $10bn/month, had been partly discounted by investors, gold prices rallied in January and February as rising levels of uncertainties triggered volatility in emerging markets. QE tapering prompted concerns that some developing economies could be hit hard by a reversal of previous QE-related inflows, while the deepening crisis in Ukraine added to investors’ worries amid the threat of military conflict with Russia. Gold prices reached a 2014-to-date high of $1,392/oz in mid-March, as Russia’s military occupation of Crimea raised the prospect of a fragmentation of Ukraine. However, gold prices subsequently eased to end the year at $1,289/oz weighed by comments from Fed Chair Janet Yellen suggesting that US interest rates could rise as early as mid 2015, a move widely regarded as likely to help suppress inflation.

ishares Physical silver etCMirroring the performance of gold early in the Company’s review year, news that the Fed was planning on bringing QE to an end saw silver prices slide sharply, from around $24/oz in early May to just below $19/oz in late June. Silver prices remained subdued in July as robust US factory orders and statements from European Central Bank (“ECB”) and Bank of England officials suggesting that European interest rates would stay low boosted the dollar. However, a rise in geopolitical tensions, largely based on concerns over the prospect of Western military intervention in Syria following the suspected use of chemical weapons, triggered a strong rally in silver prices. Given silver’s status as an industrial as well as a monetary metal, the price rally was even more pronounced than that of gold in August, as news that the eurozone had emerged from recession in the second quarter had prompted expectations of rising demand for specialist industrial applications. Prices approached $25/oz late in the month, compared to $20/oz at the end of July. However, news of a relatively disappointing level of buying from India following import tax changes weighed on prices into the final quarter of 2013. Although this was partly offset by ongoing optimism over the demand outlook in the US and the recovering European economies, with the ECB cutting interest



Arranger and Adviser’s report (continued)

rates for the second time in 2013 and pledging to maintain support for the eurozone economy, prices waned further towards the end of the year. The Russian-led non-intervention deal relating to Syria acted as an additional drag on silver, with spot prices ending 2013 at $19/oz.

Although unexpectedly weak US economic data in early 2014 – partly attributed to the harsh weather around Christmas – raised some doubts over the sustainability of industrial demand, silver prices rose sharply in February, outpacing even the rally in gold. The gains were driven by robust physical demand as rising doubts over the sustainability of US growth as the Fed maintained its QE tapering – reducing monthly purchases to $55bn/month by the end of the Company’s review period – prompted renewed demand for the safe haven of physical silver, with coins in particular favour following silver’s poor returns for much of 2013. However, prices subsequently slipped as some Ukraine-related tension eased and as more reassuring economic headlines in the US suggested that the global economy remains on track to continue its muted recovery, despite some ongoing tensions in emerging markets.

ishares Physical Platinum etCDespite the headwind from falling gold prices as the Fed took a step towards exiting QE, supply concerns underpinned platinum prices to some extent relatively to other precious metals early in the Company’s review year. Having traded around the $1,500/oz level in early May and sliding to a low of $1,312/oz by late June as precious metals were dragged lower following the Fed’s announcement, platinum prices rebounded strongly early in the third quarter of 2013, rising to $1,550/oz in August. The rally was driven by a combination of Asian buying, news of a wage demand by the militant South African Association of Mineworkers and Construction Union (“AMCU”) and fresh fears over potential supply disruption given the growing tensions between the union and employers. Despite the Fed’s stated intention to end QE, potentially as early as mid 2014, optimism that ongoing support from other global central banks, including in Europe and Japan, would help to underpin the world economy, in turn driving demand in the automobile industry, also lent support to platinum prices. The market’s strength was also partly attributable to investors seeking safe havens in precious metals amid worries over the prospect of Allied military intervention in Syria and concerns that industrial tension in South Africa could provoke further industrial unrest elsewhere. Following August’s peak, platinum prices subsequently eased broadly in line with other metals in late September, weighed by concerns over the impact of the partial US government shutdown and the risk of a debt default amid political wrangling over budgets. However,

platinum prices subsequently recovered as US political risks receded amid a short-term deal between the Republicans and Democrats. Nevertheless, although more encouraging eurozone economic newsflow following the single currency zone’s emergence from recession raised hopes of a demand recovery for the European car industry, speculation that firmer US economic data would soon prompt the tapering of QE was vindicated in December, with platinum prices re-testing the July lows, dipping to around $1,340/oz around the turn of the calendar year.

Given some uncertainties over the demand outlook amid some softer US economic data in January and February, coupled with high volatility in emerging markets, platinum prices staged a recovery before settling in a relatively tight $1,370-$1,480/oz trading range for the remainder of the Company’s review year. Ongoing concerns over the supply outlook deepened in late January as rising industrial unrest resulted in a strike by more than 70,000 members of the AMCU, crippling production in the Rustenburg region of South Africa. Amid sporadic violence and recriminations, wages talks between producers and the union subsequently collapsed, with the impact on Anglo American Platinum, Lonmin and Impala Platinum hitting approximately 40% of global production in a dispute that remained unresolved at the end of April. Nevertheless, despite the supply loss, given the uncertain near-term demand outlook, platinum prices traded in a relatively narrow range in March and April, ending the Company’s review year at $1,424/oz.

ishares Physical Palladium etCPalladium prices began the Company’s review year on a relatively firm note. Despite the selloff in gold and silver as inflation concerns receded on speculation over the future of QE, palladium prices were underpinned by supply concerns as industry research showed that market had suffered a large supply shortfall in 2012. However, having touched $750/oz in May, confirmation that the Fed was aiming to exit the QE stimulus that was originally introduced around five years earlier saw palladium prices slide into late June, with prices sliding to $642/oz by early July, their lowest level during the Company’s review year. However, concerns over the security of supplies as wage negotiations loomed in South Africa lifted palladium prices in July and August. News that the eurozone had finally emerged from recession in the second quarter prompted further buying amid hopes that the improving economic backdrop could spur demand for palladium, the most industrial of the precious metals complex, used primarily in catalytic convertor production. Optimism that the Fed could yet relent to give the US economic recovery time to gather further momentum – thereby helping to drive demand from the US automotive sector – underpinned the rally, with prices hitting $760/oz in late August.

mArket BAckground (continued)

ishares Physical silver etC (continued)



Arranger and Adviser’s report (continued)

Palladium prices subsequently eased slightly in September and would trade in a relatively tight range of $690-$750/oz for the remainder of 2013. Although safe haven buying of precious metals prices abated amid diplomatic efforts to avert a military attack on Syria, palladium found support from the Fed’s surprise decision to maintain QE in September. Prices remained range bound in January, with concerns of potential supply disruptions largely balanced by the prospect of more subdued demand as the Chinese economy showed signs of a modest slowdown and the tone of US economic data softened slightly into the new calendar year.

Nevertheless, palladium prices subsequently began to rally, underpinned by industry research suggesting that the palladium market had been in supply deficit of approximately 9% of total annual demand in 2013. With much of the shortfall made up by the significant running down of above-ground stock inventories in countries such as Russia, the industrial disputes that crippled production in South Africa during the first quarter of 2014 served to push palladium prices sharply higher during the final weeks of the Company’s review year. Further underpinned by optimism that the industrial demand prospects were improving as the European economic recovery showed signs of firming, palladium prices ended the review year on a high at $803/oz.

outLookDespite some ongoing headwinds from emerging markets, recent evidence has suggested that the weaker tone of US economic data in early 2014 was largely attributable to harsh winter weather. Should the improvement in data continue, the strengthening US economy is likely to result in the end of the Fed’s QE programme early in the second half of this year, a prospect that could put some downward pressure on precious metal prices. Nevertheless, given the Fed’s conviction to gradually withdraw the stimulus even during the ‘soft patch’ of economic data during the first quarter, much of the effect of the QE tapering could already be priced in. Moreover, there is potential for robust underlying demand for precious metals, particularly gold and silver, from central banks and individual investors to continue to underpin prices given the significant level of global monetary easing that has already been undertaken. While the Bank of Japan’s massive QE programme continues, the disappointing nature of the eurozone’s economic recovery and the lingering risks of deflation have recently raised the prospect that the ECB could soon embark on QE of its own.

Meanwhile, supply side worries could continue to underpin platinum and palladium prices during the months ahead. Despite signs that the South African labour strike that has impacted heavily on global output has moved close to

resolution over recent weeks, tensions remain high, with the risk that further violence could threaten the viability of future investment in production. Nevertheless, some commentators believe that additional recycling programmes, such as the processing of used catalytic convertors in the car industry, could increasingly help to offset some of the potential supply issues. Although signs that the eurozone car market is beginning to recover after several years in the doldrums should underpin demand for platinum and palladium, some analysts believe that non-automotive industrial demand for palladium could ease this year as cheaper base metals can be substituted in applications such as electronics and dentistry.

Blackrock advisors (uk) LimitedMay 2014

mArket BAckground (continued)

ishares Physical Palladium etC (continued)



Directors’ report

The Directors present their report and audited financial statements from 1 May 2013 to 30 April 2014.

statement of directors’ responsibilitiesThe Directors are responsible for preparing the annual report and the audited financial statements in accordance with the Irish Companies Acts, 1963 to 2013 and International Financial Reporting Standards (“IFRS”) as adopted by the European Union and interpretations issued by the International Accounting Standards Board (“IASB”) and published by the Institute of Chartered Accountants in Ireland.

Irish Company law requires the Directors to prepare financial statements for each financial year which gives a true and fair view of the state of affairs of the Company for that year. In preparing these financial statements, the Directors are required to:

} select suitable accounting policies and apply them consistently;

} make judgements and estimates that are reasonable and prudent;

} prepare the financial statements on the going concern basis, unless it is appropriate to presume that the Company will not continue in business.

The Directors confirm that they have complied with the above requirements in preparing the financial statements.

The Directors are responsible for keeping proper books of account which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements are prepared in accordance with IFRS and comply with the Irish Companies Acts, 1963 to 2013. In this regard State Street Bank and Trust Company have been appointed for the purpose of maintaining proper books of accounts. Accordingly, the books of accounts are kept at the following address on behalf of State Street Bank and Trust Company:

State Street Fund Services Ireland Limited 78 Sir John Rogerson’s Quay Dublin 2 Ireland

The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Directors have entrusted the assets of the Company to the Custodian for safekeeping in accordance with the Memorandum and Articles of Association of the Company. In this regard the Directors have appointed JPMorgan Chase Bank N.A. as

Custodian pursuant to the terms of a Custodian Agreement. The address at which this business is conducted is as follows:

JPMorgan Chase Bank N.A., London Branch 125 London Wall London EC2Y 5AJ United Kingdom

The financial statements are published on the www.iShares.com website. The Directors, together with the Arranger and Adviser are responsible for the maintenance and integrity of the financial information included on this website. Legislation in the Republic of Ireland governing the presentation and dissemination of the financial statements may differ from legislation in other jurisdictions.

Corporate Governance statementGeneral PrinciplesThe Company is subject to and complies with Irish statute comprising the Companies Acts 1963 to 2013 (the “Companies Acts”). As the Company has been admitted to listing on the official list of the UK Listing Authority and to trading on the regulated market of the London Stock Exchange plc, the Company adheres to the Listing Rules of the London Stock Exchange (“LSE”) in so far as it relates to an overseas company trading in secured metal linked debt securities. As well as being mindful of the requirements of the Companies Acts and the LSE, the Company complies with its own corporate governance requirements as set out in its Articles of Association (the “Articles”).

internal Control and risk Management systems in relation to Financial reportingThe Directors are responsible for establishing and maintaining adequate internal control and risk management systems of the Company in relation to the financial reporting process. Such systems are designed to manage rather than eliminate the risk of failure to achieve the Company’s financial reporting objectives.

The Board has put in place a formal procedure to ensure that relevant accounting records for the Company are properly maintained and are readily available, and includes the procedure for the production of half yearly and audited annual financial accounts for the Company. The annual financial accounts of the Company are produced by the Administrator, reviewed by the Arranger and Adviser, then presented to the Board of Directors for consideration and approval and are filed with the Companies Registration Office, the Irish Stock Exchange in accordance with the provisions of the Transparency Directive (2004/109/EC Regulations 2007)



Directors’ report (continued)

and the LSE. The financial statements of the Company are prepared in accordance with applicable Irish law and IFRS.

During the period of these accounts, the Board was responsible for the review and approval of the annual financial statements as set out in the Statement of Directors’ Responsibilities. It is a statutory requirement that the annual financial statements are audited by one or more persons empowered to audit accounts in accordance with the Irish Companies Acts and in this regard the Board engages the Independent Auditors. As part of its review procedures the Board receives presentations from relevant parties including consideration of Irish / International accounting standards and their impact on the annual financial statements, and presentations and reports on the audit process. The Independent Auditor’s report is reproduced in full in the annual report of the Company.

dealings with shareholdersThe convening and conduct of shareholders’ meetings are governed by the Articles and the Irish Companies Acts. Although the Directors may convene an extraordinary general meeting of the Company at any time, the Directors are required to convene an annual general meeting of the Company in each calendar year and within fifteen months of the date of the previous annual general meeting provided that each annual general meeting is held within nine months of the end of each accounting period of the Company. Shareholders representing not less than one-tenth of the paid up share capital of the Company may also request the Directors to convene a shareholders’ meeting. At least twenty one clear days notice of every annual general meeting and any meeting convened for the passing of a special resolution must be given to shareholders and fourteen days notice must be given in the case of any other general meeting, unless the Auditors of the Company and all the shareholders of the Company entitled to attend and vote agree to shorter notice thereof.

Two shareholders present either in person or by proxy constitutes a quorum at a general meeting. The share capital of the Company can be divided into different classes of shares and the Irish Companies Acts and the Articles provide that the quorum for a general meeting convened to consider any alteration to the rights attached to any class of shares, is two or more shareholders present in person or by proxy, holding or representing by proxy at least one third of the issued shares of the relevant class.

Every shareholder present, in person or by proxy who, votes on a show of hands is entitled to one vote. On a poll, every shareholder present, in person or by proxy, is entitled to one

vote in respect of each share held by him. At any general meeting, a resolution put to the vote of the meeting is decided on a show of hands unless, before or upon the declaration of the result of the show of hands, a poll is demanded by the chairman of the general meeting, or by at least two members or shareholders present, in person or by proxy, having the right to vote at such meeting, or any shareholder or shareholders present, in person or by proxy, representing at least one tenth of the shares in issue having the right to vote at such meeting.

Shareholders may resolve to sanction an ordinary resolution or special resolution at a shareholders’ meeting. Alternatively, a resolution in writing signed by all of the shareholders for the time being entitled to attend and vote on such resolution at a general meeting of the Company, will be valid and effective for all purposes as if the resolution had been passed at a general meeting of the Company duly convened and held. An ordinary resolution of the Company (or of the shareholders of a particular class of shares) requires a simple majority of the votes cast by the shareholders voting, in person or by proxy, at the meeting at which the resolution is proposed. A special resolution of the Company (or of the shareholders of a particular class of shares) requires a majority of not less than 75% of shareholders present, in person or by proxy, and voting in general meeting in order to pass a special resolution including a resolution to amend the Articles of Association.

Board Composition and activitiesIn accordance with the Articles, unless otherwise determined by an ordinary resolution of the Company in a general meeting, the number of Directors may not be more than nine, nor less than three, provided always that a majority of the Directors shall be Independent Directors. In accordance with the Articles, it is not necessary for directors to retire by rotation or otherwise seek re-election. BlackRock has the power at any time and from time to time to appoint or remove any person as BlackRock Director or Secretary. Directors may, subject to the Articles, appoint additional Independent Directors.

Where there are less than two Independent Directors holding office, Ordinary Shareholders and the Trustee may appoint Independent Directors. Ordinary Shareholders and the Trustee may remove Independent Directors by ordinary resolution in accordance with the Articles and the Companies Acts. The Board currently comprises three non-executive Directors, two of whom are independent. Details of the current Directors are on the next page, under the heading “Directors”.

The Board is responsible for the Company’s overall direction and strategy and to this end it reserves the decision making power on issues such as the determination of medium and long term goals, review managerial performance, supervision of delegates, organisational structure and capital needs and commitments

internal Control and risk Management systems in relation to Financial reporting (continued)




to achieve the Company’s strategic goals. To achieve these responsibilities, the Board meets twice a year to review the operations of the Company, address matters of strategic importance and to receive reports from the Administrator, Custodian and the Arranger and Adviser. However, a Director may, and the Company Secretary on the requisition of a Director will, at any time summon a meeting of the Directors.

Questions arising at any meeting of the Directors are determined by the Chairman. In the case of an equality of votes, the Chairman of the meeting at which the show of hands takes place or at which the poll is demanded shall be entitled to a second or casting vote. The quorum necessary for the transaction of business at a meeting of the Directors is two Independent Directors.

During the financial year ended 30 April 2014, there was full attendance by the Directors at all Board meetings.

role of the Board of directorsThe Directors control the affairs of the Company and are responsible for the overall investment policy which will be determined by them and provided to the Arranger and Adviser. The Directors have delegated certain duties and responsibilities to the Arranger and Adviser with regards to the management of the Company.

the arranger and adviserThe Company has appointed BlackRock Advisors (UK) Limited as its Arranger and Adviser pursuant to the Management Agreement. Under the terms of the Management Agreement, the Arranger and Adviser has responsibility for the management and administration of the Company’s affairs and the distribution of the shares, subject to the overall supervision and control of the Directors.

resultsThe results for the year are set out in the statement of comprehensive income on page 20.

significant events since the year endThe significant events which have occurred since the statement of financial position date are set out in note 15 of the notes to the financial statements of the Company.

directorsThe Directors who served during the year are shown on page 2.

Michael Griffin (Chairman), (Irish): Mr Griffin has over 14 years of experience as a non-executive Director of a wide range of fund companies and trusts listed in Dublin and Luxembourg. He was with the corporate banking arm of the Ulster Bank Group from 1973 to 1999 and was a Director and member

of the management committee of Ulster Investment Bank Limited from 1987 to 1996 with responsibility for Treasury trading. In 1995, Mr Griffin was appointed Head of Trading (with responsibility for Money Markets, Foreign Exchange & Sovereign Bond Trading) and from 1996 to 1999, he was a Director and Head of Trading of Ulster Bank Markets Limited. Mr Griffin was Chairman of the Irish Bankers’ Federation EMU Capital Markets Expert Group from 1997 to 1999. Mr Griffin is a fellow of the Institute of Bankers in Ireland.

Kevin O’Brien (Irish): Mr O’Brien graduated from University College Cork (The National University of Ireland) with an Honours degree in Commerce. He joined Coopers & Lybrand (now PricewaterhouseCoopers) where he qualified as a Chartered Accountant. He joined Lifetime Assurance (the bancassurance subsidiary of the Bank of Ireland Group) as a Senior Financial Accountant, before being appointed Operations Manager and subsequently Managing Director of the Bank of Ireland’s general insurance business. He joined Bank of Ireland Asset Management in 2000, where he held a number of senior roles including Director - Wholesale Funds and Director - Business Strategy. In 2009 he completed a Certificate and Diploma in Company Direction and was admitted by the Institute of Directors as a Chartered Director in 2013. He now works as an Independent non-executive Director within the investment funds and insurance sectors. Through his portfolio of directorships he has exposure to a fund services provider, the equity, fixed income, precious metal and derivatives markets together with life and non-life (re)insurance.

Barry O’Dwyer is a Managing Director at BlackRock and is responsible for oversight of Corporate Governance for BlackRock’s European open-ended fund range. He is the Chief Operating Officer for BlackRock’s Irish business and serves as a Director on a number of BlackRock corporate, fund, and management companies in Ireland, Luxembourg, Switzerland and Germany and on BlackRock’s UK Life company. He is the vice-chairman for the Irish Funds Industry Association and a Board Director of Financial Services Ireland. He joined BlackRock Advisors (UK) Limited in 1999 as head of risk management and moved to his present role in 2006. Prior to joining BlackRock Advisors (UK) Limited, Mr O’Dwyer worked as risk manager at Gartmore Investment Management and at HypoVereinsbank and National Westminster Bank. Mr O’Dwyer graduated from Trinity College Dublin with a degree in Business Studies and Economics in 1991. He holds a Chartered Association of Certified Accountants qualification and an MBA from London City University Business School.

directors’ and Company secretary’s interests and transactionsThe Directors and Company Secretary had no interest in the shares of the Company during the year ended 30 April 2014,

Board Composition and activities (continued)




other than those disclosed in the related party note on pages 25 and 26.

No Director had at any time during the year, a material interest in any contract of significance, during or at the end of the year in relation to the business of the Company.

review of Business and Future developmentsA review of market activities and market outlook can be found in the Arranger and Adviser’s report on pages 5 to 7.

risk Management objectives and PoliciesPlease refer to the Financial risk management on pages 16 to 19.

independent auditorsThe auditors, PricewaterhouseCoopers, will be re-appointed in accordance with section 160(2) of the Companies Acts, 1963.

On behalf of the Board of Directors

Michael Griffin Kevin O’BrienDirector Director

18 June 2014 18 June 2014

directors’ and Company secretary’s interests and transactions (continued)



Independent Auditors’ reportto the members of iShares Physical Metals Plc

We have audited the financial statements of iShares Physical Metals plc for the year ended 30 April 2014 which comprise the Statement of Comprehensive Income, the Statement of Changes in Equity, the Statement of Financial Position, the Statement of Cash Flows and the related notes. The financial reporting framework that has been applied in their preparation is Irish law and Internanational Financial Reporting Standards (“IFRS”) as adopted by the European Union.

respective responsibilities of directors and auditorsAs explained more fully in the Statement of Directors’ responsibilities set out on page 8, the directors are responsible for the preparation of the financial statements giving a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with Irish law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.

This report, including the opinion has been prepared for and only for the Company’s members as a body in accordance with Section 193 of the Companies Act, 1990 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

scope of the audit of the financial statementsAn audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the accounting policies are appropriate to the company’s circumstances and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and non-financial information in the Annual Report to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

opinion on financial statementsIn our opinion the financial statements:

} give a true and fair view in accordance with IFRS as adopted by the European Union, of the state of the company’s affairs as at 30 April 2014 and of its profit and cash flows for the year then ended; and

} have been properly prepared in accordance with the requirements of the Companies Acts 1963 to 2013.

Matters on which we are required to report by the Companies acts 1963 to 2013} We have obtained all the information and explanations which we consider necessary for the purposes of our audit. } In our opinion proper books of account have been kept by the Company. } The financial statements are in agreement with the books of account. } In our opinion the information given in the Directors’ Report is consistent with the financial statements.} The net assets of the company, as stated in the Statement of Financial Position, are more than half of the amount of its

called-up share capital and, in our opinion, on that basis there did not exist at 30 April 2014 a financial situation which under Section 40 (1) of the Companies (Amendment) Act, 1983 would require the convening of an extraordinary general meeting of the company.

Matters on which we are required to report by exceptionWe have nothing to report in respect of the provisions in the Companies Acts 1963 to 2013 which require us to report to you if, in our opinion, the disclosures of Directors’ remuneration and transactions specified by law are not made.

Vincent MacMahon for and on behalf of PricewaterhouseCoopers Chartered Accountants and Statutory Audit Firm Dublin

18 June 2014



* The accounting policies are an integral part of the notes to the financial statements.

Accounting policies*

The Company’s financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) and its interpretations as adopted by the European Union and Irish statute comprising the Companies Acts, 1963 to 2013.

The financial statements have been prepared under the historical-cost convention, as modified by the revaluation of physical metals and ETC Securities held at fair value.

The financial statements have been prepared on a going concern basis.

The principal accounting policies and estimation techniques are consistent with those applied to the previous annual financial statements except for the statement of cash flows where the method applied in the presentation has changed from the direct method to the indirect method. The comparatives have also been restated to reflect this change in presentation.

The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and the reported amount of income and expenses during the year. Actual results could differ from those estimates. Details of any critical accounting estimates and judgements are set out in note d).

New standards, amendments and interpretations issued but not effective for the financial year (not early adopted).IFRS 9, “Financial Instruments”, effective for annual periods beginning on or after 1 January 2018, specifies how an entity should classify and measure financial assets and liabilities, including some hybrid contracts. The standard improves and simplifies the approach for classification and measurement of financial assets compared with the requirements of IAS 39. Most of the requirements in IAS 39 for classification and measurement of financial liabilities were carried forward unchanged. The standard applies a consistent approach to classifying financial assets and replaces the numerous categories of financial assets in IAS 39, each of which had its own classification criteria. The standard is not expected to have any significant impact on the Company’s financial position or performance.

New standards, amendments and interpretations effective for the financial year IFRS 13, ‘Fair Value Measurement’, effective for annual periods beginning on or after 1 January 2013. The standard improves consistency and reduces complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRS. The requirements do not extend the use of fair

value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within IFRS. If an asset or a liability measured at fair value has a bid price and an ask price, the standard requires valuation to be based on a price within the bid-ask spread that is most representative of fair value and allows the use of mid-market pricing or other pricing conventions that are used by market participants as a practical expedient for fair value measurement within a bid-ask spread. The standard has no impact on the Company’s financial position or performance, however, has resulted in additional disclosures in the notes to the financial statements.

New standards, amendments and interpretations effective for the financial year which have no impact on the financial statements of the Company.A number of new standards, amendments to standards and interpretations are effective for annual periods beginning on or after 1 January 2013, and have not been applied in preparing these financial statements. These have no impact on the financial statements of the Company.

The significant accounting policies adopted by the Company are:

a) etC securities

i) issue and redemption of etC securitiesThe Company issues Exchange Traded Commodity (ETC) Securities to provide investors with exposure to the performance of various physical metals. The ETC Securities, which are undated, are issued in the form of debt instruments that are backed by fully allocated physical holdings of the relevant metal. A security is issued or redeemed when a corresponding amount of physical metal has transferred into or from the allocated accounts maintained by the Company’s Custodian or relevant Sub-Custodian.

ii) Classification and measurement of etC securitiesThe Company designates the ETC Securities issued as financial liabilities at fair value through profit or loss both on initial recognition and on an ongoing basis. The fair value of the ETC Securities is determined by reference to the exchange quoted price of the ETC Securities.

The exchange quoted price of the ETC Securities is determined by reference to the underlying physical metals. Changes in the fair value of the ETC Securities are recognised in the statement of comprehensive income. The ETC Securities have been designated as at fair value through profit or loss in order to eliminate an accounting mismatch, that would otherwise arise with the physical metals, enabling both the ETC Securities and the physical metals to be measured at




Accounting policies* (continued)

fair value with gains or losses on both being recognised in the statement of comprehensive income.

b) Physical metalThe Company holds physical metal at least equal to the amount due to holders of ETC Securities solely for the purposes of meeting its obligations under the ETC Securities. The physical metal is measured at fair value and changes in fair value are recognised in the statement of comprehensive income.

Any costs to sell physical metal that arise in the course of settling the Company’s obligations under the ETC Securities are borne by the holders of the ETC Securities.

The physical metal is recognised when the metal is received into the vault of the Custodian or relevant Sub-Custodian. The physical metal is derecognised when the risks and rewards of ownership have all been substantially transferred.

c) determining the fair value of physical metalThe fair value of physical metal as at the reporting date is determined by reference to price fixes published by the London Bullion Market Association (“LBMA”), for Gold and Silver and the London Platinum and Palladium Market (“LPPM”), in respect of Platinum and Palladium.

d) Critical accounting estimates and judgementsThe preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies.

The estimates and associated judgements are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources.

Actual results may differ from these estimates. Management makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the actual results.

e) Fees and expensesThe TER is the rate per annum as disclosed on page 4 and is applied to the Metal Entitlement on a daily basis. Each day, the Metal Entitlement attached to each ETC Security is reduced at a rate equal to the portion of the TER in metal

applicable to such day. The TER is accounted for on an accruals basis and is payable monthly in arrears.

f) Foreign currency

i) Functional and presentation currencyForeign currency items included in the Company’s financial statements are measured using the functional currency which is United States Dollar. The presentation currency is the same as the functional currency.

ii) transactions and balancesThe Euro denominated cash balance held in relation to the equity share capital of the Company is translated into the functional currency at the exchange rate in effect at the date of the transaction.

The Company did not partake in any other foreign currency transactions during the year ended 30 April 2014 (30 April 2013: Nil).

g) PayablesPayables are recognised initially at fair value. The carrying amount of payables approximates to their fair value and would be classified within level 2 of the fair value hierarchy if measured at fair value.

h) Cash and cash equivalentsCash and cash equivalents may include deposits held on call with banks and other short-term highly liquid investments with original maturities of three months or less.

The carrying amount of cash and cash equivalents approximates to their fair value and would be classified within level 1 of the fair value hierarchy if measured at fair value.

i) segmental reportingA business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. It is the opinion of the Directors that each Series can be treated as a segment as the return on each Series is linked to a different metal.

The split of physical metals at fair value and ETC Securities at fair value by Series and the unit price per Series are shown in notes 7 and 8 to the financial statements. Performance figures of each Series are included in the Arranger and Adviser’s report. There were no transactions between reportable segments during the year.

a) etC securities (continued)



Accounting policies* (continued)

j) statement of cash flowsThe indirect method has been applied in the preparation of the statement of cash flows. The cash amount shown on the statement of cash flows is the net amount of cash and cash equivalents and bank overdraft reported in the statement of financial position.

k) taxationTax on profit on ordinary activities is recognised in the statement of comprehensive income.

Current tax is expected tax payable on the taxable income for the year, using tax rates applicable to the Company’s activities at the year end date.

l) other incomeOther income is accounted for on an accruals basis.



* The information relating to financial risk management is an integral part of the notes to the financial statements.


Financial risk management*

The Company’s activities expose it to the various types of risk which are associated with the physical metals, ETC Securities and the markets in which it operates. The following information is not intended to be a comprehensive summary of all risks and investors should refer to the prospectus for a more detailed discussion of the risks inherent in investing in the Company.

The Directors (the “Board”) review half yearly investment performance reports and receive half yearly presentations from the Arranger and Adviser covering the Company’s performance and risk profile during the year. The Board has appointed the Arranger and Adviser to act on behalf of the Company under the Terms and Conditions of the ETC Securities and the Company’s transaction documents.

The risk exposure of the Company is set out as follows:

a) Market riskMarket risk arises mainly from uncertainty about future values of physical metals influenced by price movements. It represents the potential loss the Company may suffer through holding market positions in the face of market movements.

Physical metals are generally more volatile than most other asset classes, making investments in physical metals riskier and more complex than other investments. The performance of a physical metal is dependent upon various factors, including (without limitation) supply and demand, liquidity, natural disasters, direct investment costs, location, changes in tax rates and changes in laws, regulations and the activities of governmental or regulatory bodies.

i) Market risk arising from other price riskOther price risk is the risk that the fair value of future cash flows of physical metals or ETC Securities will fluctuate because of changes in market prices whether those changes are caused by factors specific to the metals, the individual ETC Securities or its issuer, or factors affecting similar assets or ETC Securities traded in the market.

The Company is exposed to other price risk arising from its holding of physical metals. The movements in the prices of these holdings result in movements in the performance of the Company. The Securityholders are exposed to the market price risk of their Metal Entitlement.

The market price of each Series of ETC Securities will be affected by a number of factors, including, but not limited to:

(i) the value and volatility of the physical metal referenced by the relevant Series of ETC Securities;(ii) the value and volatility of metals in general;(iii) market perception, interest rates, yields and foreign exchange rates;

(iv) the creditworthiness of, among others, the Custodian, any applicable Sub-Custodian, the Administrator, the Registrars, the Authorised Participants and each Metal Counterparty; and(v) liquidity in the ETC Securities on the secondary market.

The Company does not consider other price risk to be a significant risk to the Company as any fluctuation in the value of the physical metal will ultimately be borne by the Securityholders. Therefore, assuming all other variables remain constant any increase/(decrease) in the market price of the physical metals would have an equal increase/(decrease) on the value of the ETC Securities issued.

The Series of ETC Securities offer investors instant, easily-accessible and flexible exposure to the movement in spot prices of the relevant physical metal. Each Series’ performance is correlated to its benchmark. The correlation of the Series’ performance against the benchmark is a metric monitored by key management personnel.

ii) Market risk arising from foreign currency riskForeign currency risk is the risk that the fair value of future cash flows of assets will fluctuate because of changes in foreign exchange rates.

The Company does not have significant exposure to foreign currency risk as subscriptions and buy-backs are predominantly carried out by transfers of physical metal. The Company maintains an amount of foreign currency in relation to the equity share capital of the Company, held in a Euro denominated account, however the associated risk is insignificant.

iii) Market risk arising from interest rate riskInterest rate risk is the risk that the fair value of future cash flows of its assets will fluctuate because of changes in market interest rates.

There is some interest rate risk associated with cash held at bank. However, it is not considered significant. The Company has no other interest rate risk.

b) Counterparty credit riskCredit risk is the risk that the counterparty to a transaction will fail to fulfil an obligation or commitment that it has entered into with the Company.

The Company is exposed to counterparty credit risk from the parties with which it trades and will bear the risk of settlement default from transactions involving its holdings of physical metals, its transactions with Metal Counterparties in order to meet its monthly TER and any potential buy-back requests.




Financial risk management* (continued)

The Company’s Custodian is JPMorgan Chase Bank N.A., London Branch (the “Custodian”). The Company’s ability to meet its obligations with respect to the ETC Securities is dependent upon the performance by the Custodian of its obligations under the relevant Custody Agreement. Secured Property (metal held in allocated accounts in the Custodial network) in respect of each Series is held by the Custodian or with a Sub-Custodian who has entered into a Sub-Custodian Agreement with the Custodian. Consequently, the Securityholders are relying on the creditworthiness of the Custodian and/or any relevant Sub-Custodian. The physical metals are segregated from the assets of the Custodian and Sub-Custodian into allocated accounts, with ownership rights remaining with the Company.

Securityholders will be at risk if the Custodian or any relevant Sub-Custodian does not, in practice, maintain such a segregation. In order to mitigate the risk of the Custodian or any Sub-Custodian not segregating and/or allocating underlying metal, the Custody Agreement provides that the Custodian will maintain a list setting out the vault location and serial identification numbers of all bars, plates or ingots of underlying metal held by the Custodian and any Sub-Custodian for the benefit of the Company in the allocated account(s) and will update this list on at least a daily basis.

Furthermore the Company’s risk exposure to the Custodian and Sub-Custodian is reduced as it issues ETC Securities only after the metal representing the subscription settlement amount has been deposited to the allocated accounts. While the Company has put in place this arrangement to minimise the holding of metal in unallocated accounts, there may be short periods of time during which underlying metal may pass through unallocated accounts. Bankruptcy or insolvency of the Custodian or Sub-Custodian may cause the Company’s rights with respect to its physical metals to be delayed or limited.

To mitigate the Company’s exposure to the Custodian and Sub-Custodian, the Arranger and Adviser employs specific procedures to ensure that the Custodian is a reputable institution and that the counterparty credit risk is acceptable to the Company. The Company only transacts with Custodians that are regulated entities subject to prudential supervision, or with high credit-ratings assigned by international credit-rating agencies.

The physical metals are held by the Custodian or relevant Sub-Custodian at its vault premises. The Custodian and Sub-Custodian have no obligation to maintain insurance specific to the Company or specific only to the physical metal held for the Company against theft, damage or loss, however insurance is maintained in connection with the Custodian’s business including in support of its obligations to the Company under the Custodian Agreement.

There is a risk that the physical metal could be lost, stolen or damaged and the Company would not be able to satisfy its obligations in respect of the ETC Securities. In such an event the Company may, with the consent of the Trustee and the Arranger and Adviser, adjust the Metal Entitlement of each Security of the relevant Series to the extent necessary to reflect such damage or loss.

The long term credit rating of JPMorgan Chase Bank N.A., London Branch is Aa3 (30 April 2013: Aa3).

Counterparty credit risk is monitored and managed by BlackRock’s Risk and Quantitative Analysis (RQA) Counterparty & Concentration Risk Team. The team is headed by BlackRock’s Chief Credit Officer who reports directly to the Global Head of RQA. Credit authority resides with the Chief Credit Officer and selected team members to whom specific credit authority has been delegated. As such, counterparty approvals may be granted by the Chief Credit Officer or by identified RQA Credit Risk Officers who have been formally delegated authority by the Chief Credit Officer as deemed appropriate.

BlackRock’s RQA Counterparty & Concentration Risk Team completes a formal review of each new counterparty, monitors and reviews all approved counterparties on an ongoing basis and maintains an active oversight of counterparty exposures.

The Company has appointed State Street Bank and Trust Company to provide services relating to the establishment and operation of a cash account in respect of each Series of ETC Securities and the Company cash account which holds the share capital and any potential profit of the Company. The Company will be exposed to the counterparty credit risk of State Street Bank and Trust Company in respect of the cash held by same. In the event of the insolvency or bankruptcy of State Street Bank and Trust Company, the Company will be treated as a general creditor.

The long term credit rating of the parent company of State Street Bank and Trust Company, State Street Corporation is A1 (30 April 2013: A1).

There were no past due or impaired assets as of 30 April 2014 or 30 April 2013.

c) Liquidity riskLiquidity risk is the risk that the Company will encounter difficulties in meeting obligations associated with its ETC Securities.

The Company does not have a significant exposure to liquidity risk due to the buy-back of ETC Securities being settled in transfers of physical metal except in certain limited circumstances.

b) Counterparty credit risk (continued)




The Authorised Participant of a Series may request that the Company buy-back ETC Securities of a Series. ETC Securities bought back from Authorised Participants will be subject to a buy-back fee and will be settled by physical delivery of an amount of the relevant metal equal to the product of the Metal Entitlement as at the relevant buy-back trade date and the aggregate number of ETC Securities to be repurchased.

In limited circumstances (such as when there are no Authorised Participants in respect of a Series), the Company may, in its sole discretion, by issuing a Non-Authorised Participant Buy-Back Notice, allow Securityholders who are not Authorised Participants to request that the Company buy-back ETC Securities in respect of the relevant Series.

ETC Securities bought back from each Non-Authorised Participant Securityholder will be subject to a buy-back fee and will be for a cash amount in US Dollar equal to the sale proceeds of the Metal Entitlement as at the relevant buy-back trade date. The Company will be exposed to the liquidity risk of meeting these buy-backs and will need to sell the metal at prevailing market prices to meet liquidity demands.

Not all markets in physical metals are liquid and able to quickly and adequately react to changes in supply and demand. The fact that there are only a few market participants in the physical metals markets means that speculative investments can have negative consequences and may distort prices and market liquidity.

The Company may not be able to sell the full Metal Entitlement for the ETC Securities in one day and may need to sell such metal over a series of days. For these reasons, buy-back proceeds (in cash) for cash buy-backs are likely to take longer to be paid out than buy-back proceeds (in metal) for physical metal buy-backs.

The Company’s liquidity risk is managed by the Arranger and Adviser in accordance with established policies and procedures in place.

d) Valuation of financial instrumentsThe Company is required to classify fair value measurements using a fair value hierarchy that reflects the significance of inputs used in making the measurements.

The fair value hierarchy has the following levels:

Level 1 – Quoted market price in an active market for an identical instrument.

A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent

actual and regularly occurring market transactions on an arm’s length basis.

Level 2 – Valuation techniques used to price securities based on observable inputs. This category includes instruments valued using: quoted market prices in active markets for similar instruments; quoted prices for similar instruments in markets that are considered less than active; or other valuation techniques where all significant inputs are directly or indirectly observable from market data.

Valuation techniques used for non-standardised financial instruments include the use of comparable recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow analysis, option pricing models and other valuation techniques commonly used by market participants making the maximum use of market inputs and relying as little as possible on entity-specific inputs.

Level 3 – Valuation techniques using significant unobservable inputs. This category includes all instruments where the valuation technique includes inputs not based on observable data and the unobservable inputs could have a significant impact on the instrument’s valuation.

This category includes instruments that are valued based on quoted prices for similar instruments where significant unobservable adjustments or assumptions are required to reflect differences between the instruments and instruments for which there is no active market.

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. For this purpose, the significance of an input is assessed against the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

The determination of what constitutes ‘observable’ requires significant judgement by the Arranger and Adviser. The Arranger and Adviser considers observable data to be that market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.

ETC Securities issued by the Company in relation to each Series are classified within level 2 due to the value of the ETC Securities being adjusted by the TER on a daily basis.

c) Liquidity risk (continued)






There were no transfers between levels for ETC Securities during the year. The Company did not hold any level 3 securities throughout the year or at 30 April 2014 or 30 April 2013.


d) Valuation of financial instruments (continued)

The accompanying notes form an integral part of these financial statements.


STATEMENT OF COMPREHENSIVE INCOME For the year ended 30 April 2014

notesYear ended

30 April 2014Year ended

30 April 2013

$ $

Other income 2,3 500 500

Net losses on physical metals at fair value 3 (28,699,015) (42,493,903)

Net gains on ETC Securities at fair value 3 29,222,207 43,274,931

net income 523,692 781,528

Operating expenses 3 (523,192) (781,028)

net profit for the financial year before tax 500 500

Taxation 5 (125) (125)

total comprehensive income for the year 375 375

There are no recognised gains or losses arising in the year other than those dealt with in the statement of comprehensive income. In arriving at the results of the financial year, all amounts relate to continuing operations.

Approved on behalf of the Board of Directors


18 June 2014 18 June 2014

STATEMENT OF CHANGES IN EQUITY For the year ended 30 April 2014

share capital

revenue reserves

total equity

$ $ $

Balance as at 30 April 2012 56,413 375 56,788

Total comprehensive income for the year - 375 375

Distribution (750) (750)

Balance as at 30 April 2013 56,413 - 56,413

Total comprehensive income for the year - 375 375

Balance as at 30 April 2014 56,413 375 56,788




STATEMENT OF FINANCIAL POSITION As at 30 April 2014

notes 30 April 2014 30 April 2013

$ $

current Assets

Cash and cash equivalents 56,913 181,655

Physical metals at fair value 7 219,392,572 249,507,054

total current assets 219,449,485 249,688,709

eQuitY

Share capital 6 (56,413) (56,413)

Revenue reserves (375) –

total equity (56,788) (56,413)

current liABilities

Payables 9 (49,720) (183,370)

Corporation tax payable 5 (125) –

ETC Securities at fair value 8 (219,342,852) (249,448,926)

total current liabilities (219,392,697) (249,632,296)

total equity and liabilities (219,449,485) (249,688,709)

Approved on behalf of the Board of Directors


18 June 2014 18 June 2014




STATEMENT OF CASH FLOWS For the year ended 30 April 2014

Year ended30 April 2014


$ $

cash flows from operating activities

Total comprehensive income for the year 375 375

Adjustments to reconcile net income to net cash used in operating activities:

decrease in operating assets:

Physical metals at fair value 30,114,482 143,273,145

Receivables – 4,936

(decrease)/incease in operating liabilities:

ETC Securities at fair value (30,106,074) (143,245,094)

Payables (133,525) 97,066

net cash used in operating activities (124,742) 130,428

cash flows financing activities:

Issue of share capital – –

Distribution – (750)

net cash used in financing activities – (750)

Net (decrease)/increase in cash and cash equivalents (124,742) 129,678

Cash and cash equivalents, beginning of the year 181,655 51,977

cash and cash equivalents, end of the year 56,913 181,655



NOTES TO FINANCIAL STATEMENTS OF THE COMPANY For the year ended 30 April 2014


1. aCCouNtiNG PoLiCies aNd FiNaNCiaL risk MaNaGeMeNtThe accounting policies are set out on pages 13 to 15. The financial risk management policies are set out on pages 16 to 19.

2. otHer iNCoMe



$ $

Other income 500 500

total 500 500

3. GaiNs aNd Losses Per series

Year ended 30 april 2014

ishares physicalgold etc

ishares physicalsilver etc

ishares physicalplatinum etc

ishares physicalpalladium etc company total

$ $ $ $ $

Other income 125 125 125 125 500

Net (losses)/gains on physical metal at fair value (25,733,424) (3,828,212) (307,570) 1,170,191 (28,699,015)

Net gains/(losses) on ETC securities at fair value 26,141,096 3,886,368 331,916 (1,137,173) 29,222,207

net income 407,797 58,281 24,471 33,143 523,692

operating expenses:

Arranger and Adviser fees (407,672) (58,156) (24,346) (33,018) (523,192)

net profit for the financial year 125 125 125 125 500

Year ended 30 april 2013

ishares physicalgold etc

ishares physicalsilver etc

ishares physicalplatinum etc

ishares physicalpalladium etc company total

$ $ $ $ $

Other income 125 125 125 125 500

Net losses on physical metal at fair value (38,686,294) (3,505,923) (206,531) (95,155) (42,493,903)

Net gains on ETC Securities at fair value 39,368,007 3,565,454 226,787 114,683 43,274,931

total gains 681,838 59,656 20,381 19,653 781,528

operating expenses:

Arranger and Adviser fees (681,713) (59,531) (20,256) (19,528) (781,028)

net profit for the financial year 125 125 125 125 500

4. arraNGer aNd adViser Fees Fees earned by the Arranger and Adviser during the year and balances outstanding as at 30 April 2014 are disclosed in note 3 and note 9 respectively.

Each Series pays an “all in one” operational fee to the Arranger and Adviser, which accrues at a rate per annum equal to the TER. The Arranger and Adviser use this fee to pay the agreed fees of other service providers of the Company.

The TER is the rate set out on page 4 for each Series and is applied to the Metal Entitlement on a daily basis to determine

a daily deduction of an amount of Metal from the Metal Entitlement.

Fees and expenses payable on a monthly basis by the Company to the Arranger and Adviser will be paid out of the relevant Series of ETC Securities by way of the sale of metal. The amount of metal to be sold is a predetermined amount based on the Metal Entitlements of the ETC Securities of each Series.

For the year ended 30 April 2014, Director’s fees of $41,595, (30 April 2013: $39,552) are included in the Arranger and Adviser fees.


NOTES TO FINANCIAL STATEMENTS OF THE COMPANYFor the year ended 30 April 2014 (continued)


Audit fees relating to the audit of the annual accounts of $37,089, (30 April 2013: $32,960) are payable out of the TER. There were no fees other than the audit fees paid to PricewaterhouseCoopers in Ireland as the auditor of the Company as no other services were provided.

The TER may be varied by the Company at the request of the Arranger and Adviser and in the case of an increase, 30 calendar days notice will be given to Securityholders.

Save as disclosed above, no commissions, discounts, brokerages or other special terms have been granted or are payable by the Company in connection with the issue of ETC Securities or sale of any metal of the Company.

5. taXatioNThe Company will be taxable as a securitisation company pursuant to Section 110 of the Taxes Consolidation Act 1997. Profits arising to the Company are charged at a corporation tax rate of 25 per cent. All expenses that are not capital in nature and are for the purposes of the Company’s activities will be deductible from income in order to determine taxable profits.



$ $

Net profit for the financial year before tax 500 500

Corporation tax rate 25% 125 125

taxation charge 125 125

6. sHare CaPitaLThe authorised share capital of the Company is €100,000 divided into 100,000 ordinary shares of €1 each, of which €40,000 divided into 40,000 ordinary shares of €1 each have been issued. All of the issued shares are fully–paid up and are held by or to the order of Wilmington Trust SP Services (Dublin) Limited (the “Share Trustee”). The Share Trustee holds them on trust for charitable purposes to the value of €40,000 ($56,413).

7. PHYsiCaL MetaLs at Fair VaLueThe following tables summarise activity in metal bullion during the year:

30 april 2014

gold troy

ounces*

silver troy

ounces

platinum troy

ounces

palladium troy

ounces

Balance at the beginning of year 151,044 636,431 3,274 10,226

Metal Contributed 54,565 347,763 3,583 1,011

Metal Distributed (64,242) – – –

Metal Sold (318) (2,706) (16) (45)

Balance at the end of year 141,049 981,488 6,841 11,192

physical metals at fair valuetroy

ounces*

price pertroy

ounce Fair value

$ $

Gold 141,049 1,288.50 181,741,651

Silver 981,488 19.28 18,923,081

Platinum 6,841 1,424.00 9,741,033

Palladium 11,192 803.00 8,986,807

total 219,392,572

30 april 2013

gold troy

ounces*

silver troy

ounces

platinum troy

ounces

palladium troy

ounces

Balance at the beginning of year 222,882 489,215 3,287 6,365

Metal Contributed 89,582 149,186 – 3,889

Metal Distributed (160,992) – – –

Metal Sold (428) (1,970) (13) (28)

Balance at the end of year 151,044 636,431 3,274 10,226

physical metals at fair valuetroy

ounces*

price pertroy

ounce Fair value

$ $

Gold 151,044 1,469.00 221,883,276

Silver 636,431 24.42 15,541,633

Platinum 3,274 1,507.00 4,933,882

Palladium 10,226 699.00 7,148,263

total 249,507,054

* All metal amounts are measured in troy ounces except for gold which is measured in fine troy ounces. Metal amounts are rounded to whole numbers. Valuations disclosed are based on the unrounded metal amounts.

8. etC seCurities at Fair VaLueThe following tables summarise activity in the ETC Securities of each Series during the year:

30 april 2014

ishares physical

gold etc

no. of securities

ishares physical

silver etc

no. of securities

ishares physical

platinum etc

no. of securities

ishares physical

palladium etc

no. of securities

Balance at the beginning of year 7,589,616 641,508 220,000 343,590

ETC Securitiesissued 2,748,045 351,776 241,528 33,945

ETC Securitiesredeemed (3,232,395) – – –

Balance at the end of year 7,105,266 993,284 461,528 377,535

4. arraNGer aNd adViser Fees (continued)




no. of securities

price per security* Fair value*

$ $

iShares Physical Gold ETC 7,105,266 25.5732 (181,704,205)

iShares Physical Silver ETC 993,284 19.0448 (18,916,848)

iShares Physical Platinum ETC 461,528 21.0994 (9,737,952)

iShares Physical Palladium ETC 377,535 23.7961 (8,983,847)

total (219,342,852)

30 april 2013

ishares physical

gold etc

no. of securities

ishares physical

silver etc

no. of securities

ishares physical

platinum etc

no. of securities

ishares physical

palladium etc

no. of securities

Balance at the beginning of year 11,171,491 491,141 220,000 213,000

ETC SecuritiesIssued 4,495,356 150,367 – 130,590

ETC Securitiesredeemed (8,077,231) – – –

Balance at the end of year 7,589,616 641,508 220,000 343,590

no. of securities

price per security* Fair value*

$ $

iShares Physical Gold ETC 7,589,616 29.2287 (221,834,401)

iShares Physical Silver ETC 641,508 24.2189 (15,536,625)

iShares Physical Platinum ETC 220,000 22.4189 (4,932,148)

iShares Physical Palladium ETC 343,590 20.7973 (7,145,752)

total (249,448,926)

* Price per security is rounded to 4 decimal places. Valuations disclosed are based on the unrounded price per security.

9. PaYaBLes

Arranger and Adviser fees

30 April 2014

30 April 2013

$ $

iShares Physical Gold ETC (37,446) (156,839)

iShares Physical Silver ETC (6,233) (14,884)

iShares Physical Platinum ETC (3,081) (5,135)

iShares Physical Palladium ETC (2,960) (6,512)

total (49,720) (183,370)

10. seGMeNtaL rePortiNGA business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. It is the opinion of the Directors that each

Series can be treated as a segment as the return on each Series is linked to a different metal.

The split of physical metals at fair value and ETC Securities at fair value by Series and the unit price per Series are shown in notes 7 and 8 to the financial statements. Performance figures of each Series are included in the Arranger and Adviser’s report. There were no transactions between reportable segments during the year.

11. CoMMitMeNts aNd CoNtiNGeNt LiaBiLitiesThere were no significant commitments or contingent liabilities at the year ended 30 April 2014, (30 April 2013: Nil).

12. eXCHaNGe ratesThe rates of exchange ruling as at 30 April 2014 were:

30 April 2014

EUR1 = USD 1.3865

The rates of exchange ruling as at 30 April 2013 were:

30 April 2013

EUR1 = USD 1.3184

13. eMPLoYees oF tHe CoMPaNYThe Company had no employees during the year and the Directors are all non–executive.

14. reLated PartiesParties are considered to be related if one party has the ability to control the other party or is able to exercise significant influence over the other party, in making financial or operational decisions.

The following entities are disclosed as related parties to the Company as at 30 April 2014 and 30 April 2013:

Board of Directors of the CompanyArranger and Adviser: BlackRock Advisors (UK) Limited

The ultimate holding Company of the Arranger and Adviser is BlackRock Inc. (“BlackRock”), a company incorporated in Delaware USA. PNC Financial Services Group Inc. (“PNC”), is a substantial shareholder in BlackRock. PNC did not provide any services to the Company in the year ended 30 April 2014 (30 April 2013: Nil).

Fees payable to the Arranger and Adviser are paid out of the TER charged to the Company. This fee forms part of the TER included in operating expenses in the statement of comprehensive income.

8. etC seCurities at Fair VaLue (continued)




Barry O’Dwyer is a non-executive Director of the Company, an employee of the BlackRock group and also serves on the Boards of a number of BlackRock Companies.

All of the issued shares of the Company are fully paid up and are held by or to the order of Wilmington Trust SP Services (Dublin) Limited (the “Share Trustee”). The Share Trustee holds them on trust for charitable purposes.

No provisions have been recognised by the Company against amounts due from related parties at the year end date (30 April 2013: Nil).

No amounts have been written off in the year in respect of amounts due to or from related parties (30 April 2013: Nil).

No commitments secured or unsecured or guarantees have been entered into with related parties during the year (30 April 2013: Nil).

15. suBseQueNt eVeNtsThe London Silver Market Fixing Limited announced in May 2014 that it will cease to administer the London Silver Fixing, the current primary pricing and benchmark source of iShares Physical Silver ETC, with effect from close of business on 14 August 2014. The London Bullion Market Association has begun a consultation with regards to developing an alternative to the London Silver Fixing and the Directors are monitoring this.

There have been no other events subsequent to the year end which in the opinion of the Directors of the Company may have had a material impact on the financial statements for the year ended 30 April 2014.

16. aPProVaL dateThe financial statements were approved by the Directors on 18 June 2014.

14. reLated Parties (continued)


Disclaimers


regulatory informationBlackRock Advisors (UK) Limited, which is authorised and regulated by the Financial Conduct Authority, (‘FCA’) registered office at 12 Throgmorton Avenue, London, EC2N 2DL, England, Tel +44 (0)20 7743 3000.

risk warningsInvestment in the products mentioned in this document may not be suitable for all investors and involve a significant degree of risk. Investors should read carefully and ensure they understand the Risk Factors in the Prospectus. Past performance is not a guide to future performance and should not be the sole factor of consideration when selecting a product. The price of the investments may go up or down and the investor may not get back the amount invested. Your income is not fixed and may fluctuate. The securities are priced in US Dollars and the value of the investment in other currencies will be affected by exchange rate movements. We remind you that the levels and bases of, and reliefs from, taxation can change.

The securities issued by iShares Physical Metals plc are limited recourse obligations which are payable solely out of the underlying secured property. If the secured property is insufficient any outstanding claims will remain unpaid.

Precious metal prices are generally more volatile than most other asset classes, making investments riskier and more complex than other investments.

In respect of the products mentioned this document is intended for information purposes only and does not constitute investment advice or an offer to sell or a solicitation of an offer to buy the securities described within. This document may not be distributed without authorisation from BlackRock Advisors (UK) Limited.

© 2014 BlackRock, Inc. All Rights reserved. BLACKROCK, BLACKROCK SOLUTIONS, ALADDIN, iSHARES, LIFEPATH, SO WHAT DO I DO WITH MY MONEY, INVESTING FOR A NEW WORLD, and BUILT FOR THESE TIMES are registered and unregistered trademarks of BlackRock, Inc. or its subsidiaries in the United States and elsewhere. All other trademarks are those of their respective owners.

For more inFormAtion

BlackRock Advisors (UK) Limited,

12 Throgmorton Avenue,

London, EC2N 2DL,

England.

n Tel: +44 (0) 20 7 743 3000 n Website: ishares.com

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