EXCHANGE TRADED CONCEPTS TRUST

North Shore Global Uranium Mining ETF

 

 

Semi -Annual Report

February 28, 2022

 

North Shore Global Uranium Mining ETF

Table of Contents

  

Schedule of Investments

 

1

Statement of Assets and Liabilities

 

2

Statement of Operations

 

3

Statements of Changes in Net Assets

 

4

Financial Highlights

 

5

Notes to the Financial Statements

 

6

Disclosure of Fund Expenses

 

17

Review of Liquidity Risk Management Program

 

18

Supplemental Information

 

19

Board Consideration of Approval of Advisory Agreement

 

20

The Fund files its complete schedule of holdings with the U.S. Securities and Exchange Commission (the “Commission”) for the first and third quarters of each fiscal year an exhibit to its reports on Form N -PORT within sixty days after the end of the period. The Fund’s Form N -PORT reports are available on the Commission’s website at http://www.sec.gov.

Exchange Traded Concepts, LLC’s proxy voting policies and procedures are attached to the Fund’s Statement of Additional Information (the “SAI”). The SAI, as well as information relating to how the Fund voted proxies relating to the Fund’s securities during the most recent 12 -month period ended June 30, is available without charge, upon request, by calling 877 -876-6383 and on the Commission’s website at https://www.sec.gov.

 

North Shore Global Uranium Mining ETF

Schedule of Investments

February 28, 2022 (Unaudited)

Description

 

Shares

 

Fair Value

COMMON STOCK — 89.1%

     

 

 

Australia — 11.4%

     

 

 

Bannerman Energy*

 

50,440,063

 

$

7,686,412

Berkeley Energia*

 

12,012,687

 

 

2,055,035

Boss Energy*

 

11,922,554

 

 

18,947,073

Deep Yellow*

 

13,923,575

 

 

8,082,942

Lotus Resources*

 

40,154,557

 

 

8,450,094

Paladin Energy*

 

61,103,622

 

 

34,141,799

Peninsula Energy*

 

41,698,599

 

 

5,749,152

Toro Energy*

 

163,163,516

 

 

2,249,601

Vimy Resources*

 

43,756,864

 

 

5,715,410

       

 

93,077,518

Canada — 43.7%

     

 

 

Appia Rare Earths &
Uranium*

 

4,504,300

 

 

1,882,193

Cameco

 

5,830,780

 

 

143,320,572

CanAlaska Uranium*

 

4,593,343

 

 

1,883,185

Consolidated Uranium*

 

1,742,278

 

 

3,708,874

Denison Mines*

 

26,673,582

 

 

39,743,637

Encore Energy*

 

12,069,979

 

 

14,750,241

Fission Uranium*

 

27,077,440

 

 

19,213,700

Forsys Metals*

 

8,089,307

 

 

5,548,703

Global Atomic*

 

6,786,424

 

 

23,489,101

GoviEx Uranium, Cl A*

 

22,301,501

 

 

7,121,148

IsoEnergy*

 

4,138,017

 

 

13,441,582

Labrador Uranium*

 

365,692

 

 

51,950

Laramide Resources*

 

7,397,798

 

 

4,316,136

Mega Uranium*

 

14,560,253

 

 

4,017,888

NexGen Energy*

 

7,608,694

 

 

40,326,078

Skyharbour Resources*

 

4,374,618

 

 

2,345,362

UEX*

 

19,135,340

 

 

5,657,549

Uranium Royalty*

 

6,000,367

 

 

24,600,393

Western Uranium &
Vanadium*

 

1,599,499

 

 

2,320,399

       

 

357,738,691

China — 3.5%

     

 

 

CGN Mining

 

246,815,000

 

 

28,744,596

Kazakhstan — 13.0%

     

 

 

NAC Kazatomprom JSC GDR

 

3,604,936

 

 

105,985,118

Description

 

Shares

 

Fair Value

United Kingdom — 6.4%

     

 

 

Yellow Cake PLC*

 

11,100,408

 

$

52,426,454

United States — 11.1%

     

 

 

Energy — 11.1%

     

 

 

Energy Fuels*

 

4,880,169

 

 

39,870,981

Uranium Energy*

 

9,763,684

 

 

38,957,099

Ur-Energy*

 

8,119,106

 

 

12,016,277

       

 

90,844,357

Total Common Stock
(Cost $729,035,885)

     

 

728,816,734

CLOSED-END FUND — 8.9%

     

 

 

Sprott Physical Uranium
Trust

 

5,956,064

 

 

73,256,277

Total Closed-End Fund
(Cost $64,373,517)

     

 

73,256,277

Total Investments – 98.0%
(Cost $793,409,402)

     

$

802,073,011

Percentages are based on Net Assets of $818,198,120.

*    Non -income producing security.

Cl — Class

GDR — Global Depositary Receipt

JSC — Joint Stock Company

PLC — Public Limited Company

As of February 28, 2022, all of the Fund’s investments were considered Level 1, in accordance with the authoritative guidance on fair value measurements and disclosure under U.S. generally accepted accounting principles.

For the period ended February 28, 2022, there have been no transfers in or out of Level 3.

The accompanying notes are an integral part of the financial statements.

1

North Shore Global Uranium Mining ETF

Statement of Assets and Liabilities

February 28, 2022 (Unaudited)

Assets:

 

 

 

Investments at Cost

 

$

793,409,402

Investments at Fair Value

 

$

802,073,011

Cash and Cash Equivalents

 

 

2,908,069

Receivable for Capital Shares Sold

 

 

33,065,687

Receivable for Investment Securities Sold

 

 

3,976,980

Total Assets

 

 

842,023,747

Liabilities:

 

 

 

Payable for Investment Securities Purchased

 

 

23,171,590

Advisory Fees Payable

 

 

440,524

Due to Custodian

 

 

213,513

Total Liabilities

 

 

23,825,627

Net Assets

 

$

818,198,120

Net Assets Consist of:

 

 

 

Paid-in Capital

 

$

809,588,922

Total Distributable Earnings

 

 

8,609,198

Net Assets

 

$

818,198,120

Outstanding Shares of Beneficial Interest
(unlimited authorization — no par value)

 

 

11,000,000

Net Asset Value, Offering and Redemption Price Per Share

 

$

74.38

The accompanying notes are an integral part of the financial statements.

2

North Shore Global Uranium Mining ETF

Statement of Operations

For the period ended February 28, 2022 (Unaudited)

Investment Income:

 

 

 

 

Dividend Income

 

$

366,655

 

Interest Income

 

 

51

 

Less: Foreign Taxes Withheld

 

 

(91,664

)

Total Investment Income

 

 

275,042

 

Expenses:

 

 

 

 

Advisory Fees

 

 

3,058,426

 

Total Expenses

 

 

3,058,426

 

Net Investment Loss

 

 

(2,783,384

)

Net Realized Gain (Loss) on:

 

 

 

 

Investments (1)

 

 

54,281,623

 

Foreign Currency Transactions

 

 

(47,947

)

Net Realized Gain

 

 

54,233,676

 

Net Change in Unrealized Appreciation (Depreciation) on:

 

 

 

 

Investments

 

 

(11,468,433

)

Foreign Currency Translations

 

 

223

 

Net Realized and Unrealized Gain on Investments

 

 

42,765,466

 

Net Increase in Net Assets Resulting from Operations

 

$

39,982,082

 

(1)      Includes realized gains (losses) as a result of in -kind redemptions (See Note 4 in Notes to the Financial Statements).

The accompanying notes are an integral part of the financial statements.

3

North Shore Global Uranium Mining ETF

Statements of Changes in Net Assets

  

 

Period Ended
February 28,
2022
(Unaudited)

 

Year ended
August 31,
2021

Operations:

 

 

 

 

 

 

 

 

Net Investment Income (Loss)

 

$

(2,783,384

)

 

$

1,293,759

 

Net Realized Gain on Investments (1)  and Foreign Currency Transactions

 

 

54,233,676

 

 

 

16,434,542

 

Net Change in Unrealized Appreciation (Depreciation) on Investments and Foreign Currency Translations

 

 

(11,468,210

)

 

 

17,948,847

 

Net Increase in Net Assets Resulting from Operations

 

 

39,982,082

 

 

 

35,677,148

 

Distributions:

 

 

(46,290,058

)

 

 

(1,049,134

)

Capital Share Transactions:

 

 

 

 

 

 

 

 

Issued

 

 

693,819,382

 

 

 

364,704,764

 

Redeemed

 

 

(225,089,682

)

 

 

(57,740,668

)

Increase in Net Assets from Capital Share Transactions

 

 

468,729,700

 

 

 

306,964,096

 

Total Increase in Net Assets

 

 

462,421,724

 

 

 

341,592,110

 

Net Assets:

 

 

 

 

 

 

 

 

Beginning of Period

 

 

355,776,396

 

 

 

14,184,286

 

End of Period

 

$

818,198,120

 

 

$

355,776,396

 

Share Transactions:

 

 

 

 

 

 

 

 

Issued

 

 

8,100,000

 

 

 

6,350,000

 

Redeemed

 

 

(2,825,000

)

 

 

(1,050,000

)

Net Increase in Shares Outstanding from Share Transactions

 

 

5,275,000

 

 

 

5,300,000

 

(1)      Includes realized gains (losses) as a result of in -kind redemptions (See Note 4 in Notes to the Financial Statements).

The accompanying notes are an integral part of the financial statements.

4

North Shore Global Uranium Mining ETF

Financial Highlights

 

Selected Per Share Data & Ratios

For the Period Ended February 28, 2022 (Unaudited), the Year Ended August 31, 2021, and the Period Ended August 31, 2020

For a Share Outstanding Throughout the Period

 

Net Asset
Value,
Beginning
of Period

 

Net
Investment
Income
(Loss)*

 

Net Realized
and
Unrealized
Gain on
Investments

 

Total
from
Operations

 

Distributions
from Net
Investment
Income

 

Total
Distributions

 

Net Asset
Value, End
of Period

 

Market
Price, End
of Period

 

Total
Return
(1)

 

Net Assets
End of
Period
(000)

 

Ratio of
Expenses to
Average
Net Assets

 

Ratio of Net
Investment
Income
(Loss) to
Average
Net Assets

 

Portfolio
Turnover
(2)

2022‡

 

$

 62.14

 

$

(0.30

)

 

$

17.36

 

$

17.06

 

$

(4.82

)

 

$

(4.82

)

 

$

74.38

 

$

76.30

 

27.44

%

 

$

818,198

 

0.83

% (3)

 

(0.76

)% (3)

 

5

%

2021

 

 

33.37

 

 

0.46

 

 

 

29.41

 

 

29.87

 

 

(1.10

)

 

 

(1.10

)

 

 

62.14

 

 

62.77

 

91.13

 

 

 

355,776

 

0.85

%

 

0.81

 

 

26

 

2020

 

 

25.00

 

 

0.15

 

 

 

8.22

 

 

8.37

 

 

 

 

 

 

 

 

33.37

 

 

33.79

 

33.48

 

 

 

14,184

 

0.85

% (3)

 

0.74

(3)

 

28

 

*    Per share data calculated using average shares method.

‡   For the six -month period ended February 28, 2022 (unaudited).

†   Commenced operations on December 3, 2019.

(1)      Total return is for the period indicated and has not been annualized for periods less than one year. Returns do not reflect the deduction of taxes the shareholder would pay on fund distributions or redemption of Fund shares.

(2)      Portfolio turnover rate is for the period indicated and periods of less than one year have not been annualized. Excludes effect of securities received or delivered from processing in -kind creations or redemptions.

(3)      Annualized.

The accompanying notes are an integral part of the financial statements.

5

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited)

1. ORGANIZATION

Exchange Traded Concepts Trust (the “Trust”) is a Delaware statutory trust formed on July 17, 2009. The Trust is registered with the Commission under the Investment Company Act of 1940 (the “1940 Act”) as an open -end management investment company with multiple investment portfolios. The financial statements herein are those of North Shore Global Uranium Mining ETF (the “Fund”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the North Shore Global Uranium Mining Index (the “Index”). Exchange Traded Concepts, LLC (the “Adviser”), an Oklahoma limited liability company, serves as the investment adviser for the Fund and is subject to the supervision of the Board of Trustees (the “Board”). The Fund is classified as “non -diversified ” under the 1940 Act (see “Non -Diversification Risk” under Note 6). The Fund commenced operations on December 3, 2019.

Shares of the Fund are listed and traded on the NYSE Arca, Inc. (the “Exchange”). Market prices for the shares may be different from their net asset value (“NAV”). The Fund issues and redeems shares on a continuous basis to certain institutional investors (typically market makers or other broker -dealers ) at NAV only in large blocks of shares, typically of at least 25,000 shares, called “Creation Units”. Creation Units are issued and redeemed principally in -kind for securities and/or cash constituting a substantial representation, or a representation of the securities in the Index. Once created, shares trade in a secondary market at market prices that change throughout the day in share amounts less than a Creation Unit.

2. SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies, which are consistently followed in the preparation of the financial statements of the Trust, are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for investment companies. The accompanying financial statements have been prepared in accordance with U.S. GAAP on the accrual basis of accounting. Management has reviewed Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies (“ASC 946”), and concluded that the Fund meets criteria of an “investment company,” and therefore, the Fund prepares its financial statements in accordance with investment company accounting as outlined in ASC 946.

Use of Estimates and Indemnifications  — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

In the normal course of business, the Trust, on behalf of the Fund, enters into contracts that contain a variety of representations which provide general indemnifications. The Fund’s maximum exposure under these arrangements cannot be known; however, the Fund expects any risk of loss to be remote.

Security Valuation  — The Fund records its investments at fair value. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale, at the most recent quoted bid price for long positions and the most recent ask price for short positions. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. If available, debt securities are priced based upon valuations provided by independent, third -party pricing agents. Such values generally reflect the last reported sales price if the security is actively traded.

The third -party pricing agents may also value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker -supplied valuations, or other methodologies designed to identify the fair value for such securities. Debt obligations with remaining maturities of sixty days or less when acquired will be valued at their market value. If a market value is not available from a pricing vendor or from an independent broker,

6

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

the security shall be fair valued according to the Trust’s Fair Value Procedures. Prices for most securities held in the Fund are provided daily by recognized independent pricing agents. If a security price cannot be obtained from an independent, third -party pricing agent, the Fund seeks to obtain a bid price from at least one independent broker.

Securities for which market prices are not “readily available” are valued in accordance with fair value procedures established by the Board. The Fund’s fair value procedures are implemented through a Fair Value Committee (the “Committee”) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using fair value procedures include: the security’s trading has been halted or suspended; the security has been de -listed from a national exchange; the security’s primary trading market is temporarily closed at a time, when under normal conditions, it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government -imposed restrictions. In addition, the Fund may fair value its securities if an event that may materially affect the value of the Fund’s securities that traded outside of the United States (a “Significant Event”) has occurred between the time of the security’s last close and the time that the Fund calculates its net asset value. A Significant Event may relate to a single issuer or to an entire market sector. Events that may be Significant Events include, but are not limited to: government actions, natural disasters, armed conflict, acts of terrorism and significant market fluctuations. If the Adviser becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates its net asset value, it may request that a Committee meeting be called. When a security is valued in accordance with the fair value procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

•     Level 1 – Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;

•     Level 2 – Quoted prices which are not active, or inputs that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

•     Level 3 – Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The valuation techniques used by the Fund to measure fair value during the year ended February 28, 2022 maximized the use of observable inputs and minimized the use of unobservable inputs.

For the period ended February 28, 2022, there have been no significant changes to the Fund’s fair valuation methodologies.

Federal Income Taxes —  It is the Fund’s intention to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly, no provisions for Federal income taxes have been made in the financial statements.

The Fund’s policy is to classify interest and penalties associated with underpayment of federal and state income taxes, if any, as income tax expense on its Statement of Operations. As of February 28, 2022, the Fund did not have any interest or penalties associated with the underpayment of any income taxes. Current tax year remains open and subject to examination by tax jurisdictions. The Fund has reviewed all major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on its tax returns.

7

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

Foreign Taxes  — The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The Fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains earned.

Security Transactions and Investment Income  — Security transactions are accounted for on trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on specific identification. Dividend income is recorded on the ex -dividend date. Interest income is recognized on the accrual basis. Withholding taxes and reclaims on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

Foreign Currency Translation  — The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. Purchases and sales of investment securities, income and expenses are translated into U.S. dollars at the relevant rates of exchange prevailing on the respective dates of such transactions. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. The Fund may be subject to foreign taxes related to foreign income received, capital gain on the sale of securities and certain foreign currency transactions (a portion of which may be reclaimable). All foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invests.

Cash and Cash Equivalents  — Idle cash may be swept into various overnight demand deposits and is classified as Cash and Cash equivalents on the Statement of Assets and Liabilities. The Fund maintains cash in bank deposit accounts which, at times, may exceed United States federally insured limits. Amounts swept overnight are available on the next business day.

Dividends and Distributions to Shareholders  — The Fund pays out dividends from its net investment income and distributes its net capital gains, if any, to investors at least annually. All distributions are recorded on the ex -dividend date.

Creation Units  — The Fund issues and redeems shares at NAV and only in Creation Units or multiples thereof. Except when aggregated in Creation Units, shares are not redeemable securities. Purchasers of Creation Units (“Authorized Participants”) at NAV must pay a standard creation transaction fee of $500 per transaction, regardless of the number of Creation Units created in a given transaction. The fee is a single charge and will be the same regardless of the number of Creation Units created in the transaction. An Authorized Participant who holds Creation Units and wishes to redeem at NAV would also pay a standard redemption transaction fee of $500 per transaction to the custodian on the date of such redemption, regardless of the number of Creation Units redeemed in a given transaction. The Fund may charge, either in lieu of or in addition to the fixed creation transaction fee, a variable fee for creations and redemptions in order to cover certain non -standard brokerage, tax, foreign exchange, execution, market impact and other costs and expenses related to the execution of trades resulting from such transaction. In all cases, such fees will be limited in accordance with the requirements of the Commission applicable to management investment companies offering redeemable securities. The Adviser may retain all or a portion of the transaction fee to the extent the Adviser bears the expenses that otherwise would be borne by the Trust in connection with the purchase or redemption of a Creation Unit, which the transaction fee is designed to cover.

8

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

Shares of the Fund may only be purchased or redeemed directly from the Fund by Authorized Participants. An Authorized Participant is either (i) a broker -dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company (“DTC”) participant and, in each case, must have executed an Authorized Participant Agreement with the Fund’s distributor. Most retail investors will not qualify as Authorized Participants or have the resources to buy and sell whole Creation Units. Therefore, they will be unable to purchase or redeem the shares directly from the Fund. Rather, most retail investors will purchase and sell shares of the Fund in the secondary market with the assistance of a broker and will be subject to customary brokerage commissions or fees.

If a Creation Unit is purchased or redeemed for cash, a higher transaction fee will be charged. The following table discloses the Creation Unit breakdown based on the NAV as of February 28, 2022:

 

Creation
Unit Shares

 

Creation
Transaction
Fee

 

Value

 

Redemption
Transaction
Fee

North Shore Global Uranium Mining ETF

 

25,000

 

$

500

 

$

1,859,500

 

$

500

To the extent the Fund permits the contribution of securities in exchange for the purchase of shares (contribution in -kind ), shares may be issued in advance of receipt by the Fund at all or a portion of the applicable deposit securities. In these circumstances, the Fund may require the Authorized Participant to maintain with the Trust an amount of 115% of the daily mark -to -market of the missing deposit securities. Amounts are disclosed as Segregated Cash Balances with Authorized Participants for Deposit Securities and Collateral Payable upon Return of Deposits Securities on the Statement of Assets and Liabilities, when applicable.

3. SERVICE PROVIDERS

Investment Advisory Agreement

The Adviser is an Oklahoma limited liability company located at 10900 Hefner Pointe Drive, Suite 400, Oklahoma City, Oklahoma 73120, its principal place of business, and 295 Madison Avenue, New York, New York 10017. The Adviser serves as investment adviser to the Trust, including the Fund, pursuant to an investment advisory agreement (“Advisory Agreement”). Under the Advisory Agreement, the Adviser provides investment advisory services to the Fund. The Adviser is responsible for the day -to -day management of the Fund, including, among other things, implementing changes to the Fund’s portfolio in connection with any rebalancing or reconstitution of the Index, trading portfolio securities on behalf of the Fund, and selecting broker -dealers to execute purchase and sale transactions, subject to the supervision of the Board. The Adviser also arranges for transfer agency, custody, fund administration and accounting, and other non -distribution related services necessary for the Fund to operate. The Adviser administers the Fund’s business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services, and provides its officers and employees to serve as officers or Trustees of the Trust.

For the services it provides to the Fund, the Adviser receives a fee, which is calculated daily and paid monthly, at an annual rate of 0.85% on up to $500 million in assets, 0.80% on the next $500 million in assets, and 0.70% on assets greater than $1 billion.

Under the Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund except for the advisory fee, interest, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, extraordinary expenses, and distribution fees and expenses paid by the Fund under any distribution plan adopted pursuant to Rule 12b -1 under the 1940 Act (“Excluded Expenses”).

The Adviser has entered into an arrangement with North Shore Indices, Inc., the Fund’s index provider (the “Index Provider”) pursuant to which the Adviser and the Fund are permitted to use the Index. As part of the arrangement between the Index Provider and the Adviser, the Index Provider has agreed to assume the Adviser’s obligation to pay all expenses of the Fund (except Excluded Expenses) and, to the extent applicable, to pay the Adviser a minimum fee.

9

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

3. SERVICE PROVIDERS (Continued)

Distribution Arrangement

SEI Investments Distribution Co. (the “Distributor”) serves as the Fund’s underwriter and distributor of shares pursuant to a Distribution Agreement. Under the Distribution Agreement, the Distributor, as agent, receives orders to purchase of Fund shares in Creation Units and transmits such orders to the Fund’s custodian and transfer agent. The Distributor has no obligation to sell any specific quantity of Fund shares. The Distributor bears the following costs and expenses relating to the distribution of shares: (i) the expenses of maintaining its registration or qualification as a dealer or broker under federal or state laws; (ii) filing fees; and (iii) all other expenses incurred in connection with the distribution services, that are not reimbursed by the Adviser, as contemplated in the Distribution Agreement. The Distributor does not maintain any secondary market in Fund shares.

The Fund has adopted a Distribution and Service Plan (the “Plan”) pursuant to Rule 12b -1 under the 1940 Act. In accordance with the Plan, the Fund is authorized to pay an amount up to 0.25% of its average net assets each year for certain distribution -related activities. For the year ended February 28, 2022, no fees were paid under the Plan and the Plan will only be implemented with approval of the Board.

Administrator, Custodian and Transfer Agent

SEI Investments Global Funds Services (the “Administrator”) serves as the Fund’s Administrator pursuant to an Administration Agreement. Brown Brothers Harriman & Co. (the “Custodian” and “Transfer Agent”) serves as the Fund’s Custodian and Transfer Agent pursuant to a Custodian Agreement and Transfer Agency Services Agreement. The Adviser of the Fund pays these fees.

An officer of the Trust is affiliated with the Administrator and receives no compensation from the Trust for serving as an officer.

4. INVESTMENT TRANSACTIONS

For the period ended February 28, 2022, the purchases and sales of investments in securities, excluding in -kind transactions, long -term U.S. Government and short -term securities were:

 

Purchases

 

Sales and
Maturities

   

$

35,955,821

 

$

79,447,183

 

There were no purchases or sales of long -term U.S. Government securities by the Fund.

For the period ended February 28, 2022, in -kind transactions associated with creations and redemptions were:

 

Purchases

 

Sales

 

Realized
Gain/(Loss)

   

$

665,906,200

 

$

218,588,070

 

$

77,798,944

 

For the period ended August 31, 2021, in -kind transactions associated with creations and redemptions were:

 

Purchases

 

Sales

 

Realized
Gain/(Loss)

   

$

353,237,968

 

$

51,844,158

 

$

22,868,808

 

5. TAX INFORMATION

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to paid -in capital, or distributable earnings (accumulated losses), as appropriate, in the period that the differences arise.

10

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

5. TAX INFORMATION (Continued)

Accordingly, the following permanent differences primarily attributable to redemptions in -kind have been reclassified within the components of net assets for the year ended August 31, 2021:

 

Total
Distributable
Earnings

 

Paid-in Capital

   

$

( 21,692,594)

 

$

21,692,594

 

These reclassifications have no impact on net assets or net asset value per share.

The tax character of dividends paid during the year ended August 31, 2021 were as follows:

 

Ordinary
Income

 

Long-Term
Capital Gain

 

Total

2021

 

$

1,049,134

 

$

 

$

1,049,134

As of August 31, 2021, the components of Distributable Earnings on a tax basis were as follows:

Undistributed Ordinary Income

 

$

12,555,561

 

Capital Loss Carryforwards – Short Term

 

 

(79,773

)

Post October losses

 

 

(1,505,932

)

Unrealized Appreciation

 

 

3,947,334

 

Other Temporary Differences

 

 

(16

)

Total Distributable Earnings

 

$

14,917,174

 

Post -October capital losses represent capital losses realized on investment transactions from November 1, 2020 through August 31, 2021, that, in accordance with Federal income tax regulations, the Fund may elect to defer and treat as having arisen in the following fiscal year.

The Fund is permitted to utilize capital losses that are carried forward and will retain their character as either short -term or long -term capital losses. As of August 31, 2021, the Fund has the following capital/loss carry forwards to offset capital gains for an unlimited period:

 

Short-Term

 

Long-Term

 

Total Capital
Losses
Carryforwards

   

$

79,773

 

$

 

$

79,773

 

For federal income tax purposes, the cost of securities owned at August 31, 2021, and the net realized gains or losses on securities sold for the period, were different from amounts reported for financial reporting purposes primarily due to wash sales adjustments, which cannot be used for Federal income tax purposes in the current year and have been deferred for use in future years.

The Federal tax cost and aggregate gross unrealized appreciation and depreciation on investments, held by the Fund at February 28, 2022, were as follows:

 

Federal Tax
Cost

 

Aggregated
Gross
Unrealized
Appreciation

 

Aggregated
Gross
Unrealized
Depreciation

 

Net
Unrealized
Appreciation

North Shore Global Uranium Mining ETF

 

$

793,409,402

 

$

49,099,582

 

$

(40,435,973)

 

$

8,663,609

11

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

6. RISKS OF INVESTING IN THE FUND

As with all exchange traded funds (‘ETFs”), a shareholder of the Fund is subject to the risk that his or her investment could lose money. The Fund is subject to the principal risks noted below, any of which may adversely affect the Fund’s NAV, trading price, yield, total return and ability to meet its investment objective. A more complete description of the principal risks is included in the prospectus under the heading “Additional Principal Risk Information”. Please refer to the Fund’s prospectus for a complete description of the principal risks of investing in the Fund.

Commodity Exposure Risk: The Fund invests in Uranium Companies (as defined in the Fund’s Prospectus), which may be susceptible to fluctuations in the underlying commodities market. Commodity prices may be influenced or characterized by unpredictable factors, including, where applicable, high volatility, changes in supply and demand relationships, weather, agriculture, trade, changes in interest rates and monetary and other governmental policies, action and inaction. Securities of companies held by the Fund that are dependent on a single commodity, or are concentrated on a single commodity sector, may typically exhibit even higher volatility attributable to commodity prices. The Index measures the performance of Uranium Companies and not the performance of the price of uranium itself. The securities of Uranium Companies may under- or over -perform the price of uranium over the short -term or the long -term .

Common Stock Risk: Common stock holds the lowest priority in the capital structure of a company, and, therefore, takes the largest share of the company’s risk and its accompanying volatility. The value of the common stock held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or facts relating to specific companies in which the Fund invests.

Currency Exchange Rate Risk: The Fund may invest a relatively large percentage of its assets insecurities denominated in non -U .S. currencies. Changes in currency exchange rates and the relative value of non -U .S. currencies will affect the value of the Fund’s investment and the value of your shares. Because the Fund’s NAV is determined in U.S. dollars, the Fund’s NAV could decline if the currency of the non -U .S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Fund’s holdings, measured in the foreign currency, increases. Currency exchange rates can be very volatile and can change quickly and unpredictably. As a result, the value of an investment in the Fund may change quickly and without warning and you may lose money.

Depositary Receipt Risk: ADRs are subject to the risks associated with investing directly in foreign securities. In addition, investments in ADRs may be less liquid than the underlying shares in their primary trading market.

Early Close / Trading Halt Risk: An exchange or market may close or issue trading halts on specific securities, or the ability to buy or sell certain securities or financial instruments may be restricted, which may result in the Fund being unable to buy or sell certain securities or financial instruments. In such circumstances, the Fund may be unable to rebalance its portfolio, may be unable to accurately price its investments, and/or may incur substantial trading losses.

Emerging Markets Securities Risk: Emerging markets are subject to greater market volatility, lower trading volume, political and economic instability, uncertainty regarding the existence of trading markets and more governmental limitations on foreign investment than more developed markets. In addition, securities in emerging markets may be subject to greater price fluctuations than securities in more developed markets. Differences in regulatory, accounting, auditing, and financial reporting and recordkeeping standards could impede the Sub -Adviser ’s ability to evaluate local companies and impact the Fund’s performance. Investments in securities of issuers in emerging markets may also be exposed to risks related to a lack of liquidity, greater potential for market manipulation, issuers’ limited reliable access to capital, and foreign investment structures. Additionally, the Fund may have limited rights and remedies available to it to pursue claims against issuers in emerging markets.

Foreign Securities Risk: Investments in non -U .S. securities involve certain risks that may not be present with investments in U.S. securities. For example, investments in non -U .S. securities may be subject to risk of loss due to foreign currency fluctuations or to expropriation, nationalization or adverse political or economic developments.

12

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

6. RISKS OF INVESTING IN THE FUND (Continued)

Foreign securities may have relatively low market liquidity and decreased publicly available information about issuers. Investments in non -U .S. securities also may be subject to withholding or other taxes and may be subject to additional trading, settlement, custodial, and operational risks. Non -U .S. issuers may also be subject to inconsistent and potentially less stringent accounting, auditing, financial reporting and investor protection standards than U.S. issuers. These and other factors can make investments in the Fund more volatile and potentially less liquid than other types of investments. In addition, where all or a portion of the Fund’s portfolio holdings trade in markets that are closed when the Fund’s market is open, there may be valuation differences that could lead to differences between the Fund’s market price and the value of the Fund’s portfolio holdings.

Geographic Investment Risk: To the extent the Fund invests a significant portion of its assets in the securities of companies of a single country or region, it is more likely to be impacted by events or conditions affecting that country or region. As of December 1, 2021, a significant portion of the Index consisted of securities of Australian, Canadian, and Kazakh issuers.

Investing in Australia Risk: Investments in securities of Australian issuers involve risks and special considerations not typically associated with investments in the U.S. securities markets. The Australian economy is heavily dependent on exports from the agriculture and mining industries. This makes the Australian economy susceptible to fluctuations in the commodity markets. Australia is also dependent on trading with key trading partners.

Investing in Canada Risk: The Canadian economy is susceptible to adverse changes in certain commodities markets, including those related to the agricultural and mining industries. It is also heavily dependent on trading with key partners. Any reduction in this trading may adversely affect the Canadian economy.

Investing in Kazakhstan Risk: Kazakhstan’s economy is a resource -based economy that is heavily dependent on the export of natural resources. Fluctuations in certain commodity markets or sustained low prices for its exports could have a significant, adverse effect on Kazakhstan’s economy. While Kazakhstan has recently pursued economic reform and liberalization of many areas in the economy, there is no guarantee that the government will not become directly involved in aspects of the economy in the future.

Illiquid Investments Risk: This risk exists when particular Fund investments are difficult to purchase or sell, which can reduce the Fund’s returns because the Fund may be unable to transact at advantageous times or prices.

Index Tracking Risk: The Fund’s return may not match or achieve a high degree of correlation with the return of the Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund sought to replicate the Index.

Industry Concentration Risk: Because the Fund’s assets will be concentrated in an industry or group of industries to the extent the Index concentrates in a particular industry or group of industries, the Fund is subject to loss due to adverse occurrences that may affect that industry or group of industries. As of December 1, 2021, the Index was concentrated in the oil, gas and consumable fuels industry.

Oil, Gas and Consumable Fuels Industry Risk: The oil, gas and consumable fuels industry is cyclical and highly dependent on the market price of fuel. The market value of companies in the oil, gas and consumable fuels industry are strongly affected by the levels and volatility of global commodity prices, supply and demand, capital expenditures on exploration and production, energy conservation efforts, the prices of alternative fuels, exchange rates and technological advances. Companies in this sector are subject to substantial government regulation and contractual fixed pricing, which may increase the cost of business and limit these companies’ earnings. A significant portion of their revenues depends on a relatively small number of customers, including governmental entities and utilities. As a result, governmental budget restraints may have a material adverse effect on the stock prices of companies in the industry.

13

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

6. RISKS OF INVESTING IN THE FUND (Continued)

Issuer -Specific Risk: Fund performance depends on the performance of individual securities to which the Fund has exposure. Issuer -specific events, including changes in the financial condition of an issuer, can have a negative impact on the value of the Fund.

Large -Capitalization Risk: Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and mid -sized companies. The securities of large capitalization companies may also be relatively mature compared to smaller companies and therefore subject to slower growth during times of economic expansion. Large -capitalization may also be unable to respond quickly to new competitive challenges, such as changes in technology and consumer tastes.

Limited Authorized Participants, Market Makers and Liquidity Providers Risk: Because the Fund is an ETF, only a limited number of institutional investors (known as “Authorized Participants”) are authorized to purchase and redeem shares directly from the Fund. In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occurs, the risk of which is higher during periods of market stress, shares of the Fund may trade at a material discount to NAV and possibly face delisting: (i) Authorized Participants exit the business or otherwise become unable to process creation and/or redemption orders and no other Authorized Participants step forward to perform these services, or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions.

Market Risk: The market price of a security or instrument could decline, sometimes rapidly or unpredictably, due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic or political conditions throughout the world, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Local, regional, or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues, recessions, or other events could have a significant impact on the market generally and on specific securities. The market value of a security may also decline because of factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry.

Micro -Capitalization Risk: The micro -capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies, and may underperform other segments of the market or the equity market as a whole. Securities of micro -capitalization companies generally trade in lower volumes, are often more vulnerable to market volatility, and are subject to greater and more unpredictable price changes than larger capitalization stocks or the stock market as a whole.

Non -Diversification Risk: The Fund is a non -diversified investment company under the 1940 Act, meaning that, as compared to a diversified fund, it can invest a greater percentage of its assets in securities issued by or representing a small number of issuers. As a result, the performance of these issuers can have a substantial impact on the Fund’s performance.

Operational Risk: The Fund and its service providers may experience disruptions that arise from human error, processing and communications errors, counterparty or third -party errors, technology or systems failures, any of which may have an adverse impact on the Fund.

Passive Investment Risk: The Fund is not actively managed and, therefore, the Fund would not sell a security due to current or projected underperformance of the security, industry, or sector unless that security is removed from the Index or selling the security is otherwise required upon a rebalancing of the Index.

14

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Continued)

6. RISKS OF INVESTING IN THE FUND (Continued)

Sector Focus Risk: The Fund may invest a significant portion of its assets in one or more sectors and thus will be more susceptible to the risks affecting those sectors. While the Fund’s sector exposure is expected to vary over time based on the composition of the Index, the Fund anticipates that it may be subject to some or all of the risks described below. The list below is not a comprehensive list of the sectors to which the Fund may have exposure over time and should not be relied on as such.

Energy Sector Risk: Issuers in energy -related industries can be significantly affected by fluctuations in energy prices and supply and demand of energy fuels. Markets for various energy -related commodities can have significant volatility, and are subject to control or manipulation by large producers or purchasers. Companies in the energy sector may need to make substantial expenditures, and to incur significant amounts of debt, in order to maintain or expand their reserves. Oil and gas exploration and production can be significantly affected by natural disasters, as well as changes in exchange rates, interest rates, government regulation, world events and economic conditions. These companies may be at risk for environmental damage claims.

Small- and Mid -Capitalization Risk: The small- and mid -capitalization companies in which the Fund invests may be more vulnerable to adverse business or economic events than larger, more established companies, and may underperform other segments of the market or the equity market as a whole. Securities of small- and mid -capitalization companies generally trade in lower volumes, are often more vulnerable to market volatility, and are subject to greater and more unpredictable price changes than larger capitalization stocks or the stock market as a whole.

Trading Risk: Shares of the Fund may trade on the Exchange above (premium) or below (discount) their NAV. The NAV of shares of the Fund will fluctuate with changes in the market value of the Fund’s holdings. The market prices of the Fund’s shares will fluctuate continuously throughout trading hours based on market supply and demand and may deviate significantly from the value of the Fund’s holdings, particularly in times of market stress, with the result that investors may pay more or receive less than the underlying value of the Fund shares bought or sold. When buying or selling shares in the secondary market, you may incur costs attributable to the difference between the highest price a buyer is willing to pay to purchase shares of the Fund (bid) and the lowest price a seller is willing to accept for shares of the Fund (ask), which is known as the bid -ask spread. In addition, although the Fund’s shares are currently listed on the Exchange, there can be no assurance that an active trading market for shares will develop or be maintained. Trading in Fund shares may be halted due to market conditions or for reasons that, in the view of the Exchange, make trading in shares of the Fund inadvisable. In stressed market conditions, the market for the Fund’s shares may become less liquid in response to deteriorating liquidity in the markets for the Fund’s underlying portfolio holdings. In such circumstances, the Fund’s shares could trade at a premium or discount to their NAV.

Uranium Companies Risk: Uranium Companies may be significantly subject to the effects of competitive pressures in the uranium business and the price of uranium. The price of uranium may be affected by changes in inflation rates, interest rates, monetary policy, economic conditions and political stability. The price of uranium may fluctuate substantially over short periods of time, therefore the Fund’s share price may be more volatile than other types of investments. In addition, Uranium Companies may also be significantly affected by import controls, worldwide competition, liability for environmental damage, depletion of resources, mandated expenditures for safety and pollution control devices, political and economic conditions in uranium producing and consuming countries, and uranium production levels and costs of production. The primary demand for uranium is from the nuclear energy industry, which uses uranium as fuel for nuclear power plants. Demand for nuclear energy may face considerable risk as a result of, among other risks, incidents and accidents, breaches of security, ill -intentioned acts or terrorism, air crashes, natural disasters (such as floods or earthquakes), equipment malfunctions or mishandling in storage, handling, transportation, treatment or conditioning of substances and nuclear materials.

15

North Shore Global Uranium Mining ETF

Notes to the Financial Statements
February 28, 2022 (Unaudited) (Concluded)

7. OTHER

At February 28, 2022, the records of the Trust reflected that 100% of the Fund’s total shares outstanding were held by six Authorized Participants, in the form of Creation Units. However, the individual shares comprising such Creation Units are listed and traded on the Exchange and have been purchased and sold by persons other than Authorized Participants.

8. RECENT MARKET EVENTS

The spread of COVID -19 around the world has caused significant volatility in U.S. and international markets. There is significant uncertainty around the breadth and duration of business disruptions related to the COVID -19 pandemic, as well as its impact on the U.S. and international economies. The operational and financial performance of the issuers of securities in which the Fund invests depends on future developments, including the duration and spread of the outbreak, and such developments may in turn impact the value of the Fund’s investments. The ultimate impact of the pandemic on the financial performance of the Fund’s investments is not reasonably estimable at this time.

On February 24, 2022, Russia engaged in military actions in the sovereign territory of Ukraine. The current political and financial uncertainty surrounding Russia and Ukraine may increase market volatility and the economic risk of investing in securities in these countries and may also cause uncertainty for the global economy and broader financial markets. The ultimate fallout and long -term impact from these events are not known.

9. SUBSEQUENT EVENTS

In preparing these financial statements, management has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.

The Board approved the proposed reorganization of the North Shore Global Uranium Mining ETF (the “Target Fund”) into the Sprott Uranium Miners ETF (the “Acquiring Fund”), a newly created series of Sprott Funds Trust, subject to certain conditions including approval by shareholders of the Target Fund.

The investment objective of the Acquiring Fund and the Target Fund are identical — to provide investment results that, before fees and expenses, correspond generally to the total return performance of the North Shore Global Uranium Mining Index. The Target Fund and Acquiring Fund have substantially similar investment strategies. Sprott Asset Management, LP serves as the investment adviser to the Acquiring Fund and ALPS Advisors, Inc. serves as its sub -adviser .

Shareholders of record of the Target Fund as of the close of business on December 15, 2021 were sent proxy materials soliciting their vote with respect to the proposed reorganization and approved the reorganization on April 6, 2022. The reorganization occurred on April 22, 2022 by transferring all of the assets and liabilities of the Target Fund to the Acquiring Fund in exchange for shares of the Acquiring Fund. As a result, shareholders of the Target Fund became shareholders of the Acquiring Fund and received shares of the Acquiring Fund equal in aggregate value at the time of the exchange to the aggregate value of such shareholder’s shares of the Target Fund immediately prior to the reorganization.

Management has determined there are no other subsequent events.

16

North Shore Global Uranium Mining ETF

Disclosure of Fund Expenses
(Unaudited)

All ETFs have operating expenses. As a shareholder of the Fund you incur an advisory fee. In addition to the advisory fee, a shareholder may pay brokerage expenses, taxes, interest, litigation expenses and other extraordinary expenses (including acquired fund fees and expenses), if any. It is important for you to understand the impact of these ongoing costs on your investment returns. Shareholders may incur brokerage commissions on their purchases and sales of Fund shares, which are not reflected in these examples.

The following examples use the annualized expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in the Fund and to compare these costs with those of other funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (September 1, 2021 to February 28, 2022) (unless otherwise noted below). The table below illustrates each Fund’s cost in two ways:

Actual Fund Return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your actual account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

Hypothetical 5% Return. This section helps you compare your Fund’s costs with those of other funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Commission requires all funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other funds.

NOTE: Because the return is set at 5% for comparison purposes — NOT your Fund’s actual return — the account values shown may not apply to your specific investment.

 

Beginning
Account
Value
9/1/2021

 

Ending
Account
Value
2/28/2022

 

Annualized
Expense
Ratios

 

Expenses
Paid
During
Period
(1)

North Shore Global Uranium Mining ETF

 

 

   

 

       

 

 

Actual Fund Return

 

$

1,000.00

 

$

1,274.40

 

0.83%

 

$

4.68

Hypothetical 5% Return

 

$

1,000.00

 

$

1,020.68

 

0.83%

 

$

4.16

(1)    Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied 181 / 365 (to reflect the one -half year period shown).

17

North Shore Global Uranium Mining ETF

Review of Liquidity Risk Management Program
February 28, 2022 (Unaudited)

Pursuant to Rule 22e -4 under the Investment Company Act of 1940, the Trust, on behalf of the series of the Trust covered by this shareholder report (the “Fund”), has adopted a liquidity risk management program to govern the Trust’s approach to managing liquidity risk. Rule 22e -4 seeks to promote effective liquidity risk management, thereby reducing the risk that the Fund will be unable to meet its redemption obligations and mitigating dilution of the interests of its shareholders. The Trust’s liquidity risk management program (the “Program”), which adopts the liquidity risk management policies and procedures of Exchange Traded Concepts, LLC, the Trust’s investment adviser (the “Adviser”), is tailored to reflect the Fund’s particular risks, but not to eliminate all adverse impacts of liquidity risk, which would be incompatible with the nature of the Fund.

The Adviser, which is the administrator of the Program, has formed a Liquidity Risk Working Group (“LRWG”) consisting of certain individuals from the Adviser’s portfolio management, capital markets and compliance teams. The LRWG is responsible for conducting an initial assessment of the liquidity risk of the Fund and to manage the liquidity risk of the Fund on an ongoing basis. Meetings of the LRWG are held no less than monthly.

At the February 2022 meeting of the Board of Trustees of the Trust, the Trustees received a report pertaining to the operation, adequacy, and effectiveness of implementation of the Program for the period ended December 31, 2021. The report concluded that the Program is adequately designed to assess and manage the Fund’s liquidity risk and has been effectively implemented. The report reflected that no material changes have been made to the Program since its implementation.

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other principal risks to which an investment in the Fund may be subject.

18

North Shore Global Uranium Mining ETF

Supplemental Information
(Unaudited)

NAV is the price per share at which the Fund issues and redeems shares. It is calculated in accordance with the standard formula for valuing mutual fund shares. The “Market Price” of the Fund generally is determined using the midpoint between the highest bid and the lowest offer on the stock exchange on which the shares of the Fund are listed for trading, as of the time that the Fund’s NAV is calculated. The Fund’s Market Price may be at, above or below its NAV. The NAV of the Fund will fluctuate with changes in the market value of the Fund’s holdings. The NAV of the Fund may also be impacted by the accrual of deferred taxes. The Market Price of the Fund will fluctuate in accordance with changes in its NAV, as well as market supply and demand.

Premiums or discounts are the differences (expressed as a percentage) between the NAV and Market Price of the Fund on a given day, generally at the time NAV is calculated. A premium is the amount that the Fund is trading above the reported NAV, expressed as a percentage of the NAV. A discount is the amount that the Fund is trading below the reported NAV, expressed as a percentage of the NAV.

Further information regarding premiums and discounts is available on the Fund’s website at www.urnmetf.com

19

North Shore Global Uranium Mining ETF

Board Considerations of Approval of Advisory Agreement
February 28, 2022

At a meeting of the Board of Trustees (the “Board”) of Exchange Traded Concepts Trust (the “Trust”) on September 23, 2021 (the “Meeting”), the Board considered and approved the continuance of the investment advisory agreement between the Trust, on behalf of the North Shore Global Uranium Mining ETF (the “Fund”), and Exchange Traded Concepts, LLC (“ETC” or the “Adviser”) pursuant to which the Adviser provides advisory services to the Fund (the “Agreement”).

Pursuant to Section 15 of the Investment Company Act of 1940 (the “1940 Act”), the Agreement must be approved by a vote of (i) the Trustees or the shareholders of the Fund and (ii) a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In connection with its consideration of such approvals, the Board must request and evaluate, and the Adviser is required to furnish, such information as may be reasonably necessary to evaluate the terms of the Agreement. In addition, rules under the 1940 Act require an investment company to disclose in its shareholder reports the material factors and the conclusions with respect thereto that formed the basis for the Board’s approval of an investment advisory agreement.

Although the 1940 Act requires that the Agreement be approved by the in -person vote of a majority of the Independent Trustees, the Meeting was held virtually through the internet in view of the health risks associated with holding an in -person meeting during the COVID -19 pandemic. The Meeting was held in reliance on an order issued by the Securities and Exchange Commission that provides temporary relief from the in -person voting requirements of the 1940 Act with respect to the approval of a fund’s advisory agreement in response to the challenges arising in connection with the COVID -19 pandemic.

Consistent with these responsibilities, prior to the Meeting, the Board reviewed written materials from the Adviser and, at the Meeting, representatives from the Adviser presented additional oral and written information to help the Board evaluate the Agreement. Among other things, representatives from the Adviser provided an overview of its advisory business, including investment personnel and investment processes. Prior to the Meeting, the Trustees met to review and discuss the information provided. During the Meeting, the Board discussed the materials it received, including a memorandum from legal counsel to the Independent Trustees on the responsibilities of Trustees in considering the approval of investment advisory agreements under the 1940 Act, considered the Adviser’s oral presentation, and deliberated on the approval of the Agreement in light of this information. Throughout the process, the Trustees were afforded the opportunity to ask questions of, and request additional materials from, the Adviser. The Independent Trustees were assisted in their review by independent legal counsel and met with counsel separately and without management present.

In considering whether to approve the continuance of the Agreement, the Board took into consideration (i) the nature, extent, and quality of the services provided by the Adviser to the Fund; (ii) the Fund’s performance, including the extent to which the Fund tracks its underlying index; (iii) the Adviser’s costs of and profits realized from providing advisory services to the Fund, including any fall -out benefits enjoyed by the Adviser or its affiliates; (iv) comparative fee and expense data for the Fund; (v) the extent to which the advisory fee for the Fund reflects economies of scale shared with Fund shareholders; and (vi) other factors the Board deemed to be relevant. The Independent Trustees were assisted in their review by independent legal counsel and met with counsel separately without management present.

Nature, Extent, and Quality of Services

In considering the nature, extent, and quality of the services provided to the Fund, the Board considered ETC’s specific responsibilities in all aspects of day -to-day management of the Fund. The Board noted that such responsibilities include providing investment advisory services to the Fund, including, among other things, monitoring compliance with various Fund policies and procedures and applicable securities regulations, trading portfolio securities and other investment instruments on behalf of the Fund, selecting broker -dealers to execute purchase and sale transactions, determining the daily baskets of deposit securities and cash components, executing portfolio securities trades for purchases and redemptions of Fund shares conducted on a cash -in-lieu basis, oversight of general portfolio compliance with relevant law, responsibility for quarterly reporting to the Board, and implementing Board directives as they relate to the Fund. The Board considered the qualifications, experience, and responsibilities of ETC’s investment personnel, the quality of ETC’s compliance infrastructure,

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North Shore Global Uranium Mining ETF

Board Considerations of Approval of Advisory Agreement
February 28, 2022 (Continued)

and the determination of the Trust’s Chief Compliance Officer that ETC has appropriate compliance policies and procedures in place. The Board noted that it had been provided with ETC’s registration form on Form ADV as well as ETC’s responses to a detailed series of questions describing ETC’s operations, service offerings, personnel, compliance program, risk management program, and financial condition. The Board considered ETC’s experience working with ETFs, including other series of the Trust and other ETFs managed by ETC outside of the Trust. The Board also considered other services provided to the Fund by ETC, such as arranging for transfer agency, custody, fund administration and accounting, and other non -distribution related services necessary for the Fund to operate; administering the Fund’s business affairs; providing office facilities and equipment and certain clerical, bookkeeping, and administrative services; liaising with and reporting to the Board on matters relating to Fund operations, portfolio management and other matters essential to the Fund’s business activities; supervising the Fund’s registration as an investment company and the offering of its shares to the public, including oversight and preparation of regulatory filings; working with ETF market participants, including authorized participants, market makers, and exchanges, to help facilitate an orderly trading environment for the Fund’s shares; and providing its officers and employees to serve as officers or Trustees of the Trust. Based on the factors discussed above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent, and quality of the services provided to the Fund by the Adviser.

Performance

The Board was provided with reports regarding the past performance of the Fund, including a report comparing the Fund’s performance with the performance of a group of peer funds for various time periods, as well as a report comparing the Fund’s performance with the performance of the Fund’s underlying index for various time periods. The Board noted the index -based investment objective of the Fund and focused on the extent to which the Fund achieved its investment objective as a passively managed fund. In that regard, the Board reviewed information regarding factors impacting the performance of the Fund, including the construction and rebalancing of its underlying index. The Board reviewed information regarding the Fund’s index tracking, noting, as applicable, various factors which contributed to the Fund’s tracking error over certain periods of time. The Board noted that while the Fund had slightly underperformed its underlying index over certain periods, such underperformance was to be expected as it partially was the result of costs incurred by the Fund that were not incurred by its underlying index. The Board also noted that the Fund’s performance was nonetheless generally in line with that of its underlying index and believed that the extent of the underperformance therefore did not necessitate significant additional review. The Board further noted that it received regular reports regarding the Fund’s performance at its quarterly meetings.

Cost of Advisory Services and Profitability

The Board reviewed the advisory fee paid to ETC for its services provided to the Fund under the Agreement. The Board reviewed a report prepared by ISS, an independent third party, comparing the Fund’s advisory fee to those paid by a group of peer funds. The Board noted that the Fund’s advisory fee was the high end of the range of advisory fees paid by a group of peer funds. The Board took into account that, due to the specialized nature of the Fund’s underlying index and, thus, the Fund’s strategy, there can be limitations in comparing the Fund’s advisory fee to those of other funds. The Board also took into account that the advisory fee schedule includes asset level breakpoints at which the advisory fee would be reduced on assets above those levels as the Fund grows in size. The Board took into consideration that the advisory fee for the Fund is a “unitary fee,” meaning that the Fund pays no expenses other than the advisory fee and certain expenses customarily excluded from unitary fee arrangements, such as brokerage commissions, taxes, and interest. The Board noted that, under the Agreement, ETC is responsible for compensating the Fund’s other service providers and paying the Fund’s other expenses out of its own fee and resources and that, while the Fund’s index provider has agreed to assume such responsibility, the Adviser is ultimately responsible for ensuring t