cik0001604813-20220731
FCF
Advisors
FCF
International Quality ETF (TTAI)
FCF
US Quality ETF (TTAC)
Prospectus
November 28,
2022
This
Prospectus provides important information about the FCF International
Quality ETF and the FCF
US Quality ETF (each a “Fund” and together, the “Funds”), each a series of
TrimTabs ETF Trust (“Trust”), that you should know before investing in the
Funds. Please read it carefully and keep it for future reference.
These
securities have not been approved or disapproved by the Securities and Exchange
Commission nor has the Securities and Exchange Commission passed upon the
accuracy or adequacy of this Prospectus. Any representation to the contrary is a
criminal offense.
Shares
of the Funds (“Shares”) are listed and traded on Cboe BZX Exchange, Inc. (“Cboe”
or “Exchange”). Shares are not individually redeemable. The Trust is a
registered investment company under the Investment Company Act of 1940, as
amended (“1940 Act”).
TABLE
OF CONTENTS
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FCF
International Quality ETF |
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FCF
US Quality ETF |
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BUYING
AND SELLING SHARES |
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No
person has been authorized to give any information or to make any
representations other than those contained in this Prospectus and the Funds’
Statement of Additional
Information
(“SAI”) dated November
28, 2022
(which is incorporated by reference into this Prospectus and is legally a part
of this Prospectus) and, if given or made, such information or representations
may not be relied upon as having been authorized by us.
FUND
SUMMARY
FCF International Quality
ETF
Investment Objective
The
FCF International Quality ETF (the “Fund”) seeks to generate
long-term
total
returns.
Fees and Expenses
This table describes the fees
and expenses that you may pay if you buy, hold and sell Shares. You may also pay
other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table or example
below.
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment):
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Management
Fee1 |
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Other
Expenses |
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Total
Annual Fund Operating Expenses |
| 0.59% |
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1.
The
management fee is structured as a “unified fee,” pursuant to which the Fund’s
investment adviser pays all expenses of the Fund, except for the management fee,
payments under the Fund’s Rule 12b-1 plan, brokerage expenses, acquired fund
fees and expenses, taxes, interest (including borrowing costs and dividend
expenses on securities sold short), litigation expenses and other extraordinary
expenses (including litigation to which the Trust or the Fund may be a party and
indemnification of the Trustees and officers with respect
thereto).
Example
The following example
is intended to help you compare the cost of investing in the Fund with the cost
of investing in other funds. The example assumes that you invest $10,000 for the
time periods indicated and then redeem all of your Shares at the end of those
periods. The example also assumes that the Fund provides a return of 5% per year
and that operating expenses remain the same. The example does not reflect any
brokerage commissions that you may pay on purchases and sales of
Shares. Although your actual costs may be higher
or lower, based on these assumptions your costs would
be:
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One
Year |
Three
Years |
Five
Years |
Ten
Years |
$60 |
$189 |
$329 |
$738 |
Portfolio
Turnover
The
Fund may pay transaction costs, including commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in the annual
fund operating expenses or in the example, affect the Fund’s performance. For
the fiscal year ended July
31, 2022, the Fund’s portfolio turnover rate was 42%
of the average value of its portfolio.
Principal Investment
Strategies
The
Fund is an actively managed exchange-traded fund (“ETF”). To pursue its
investment objective, the Fund invests, under normal market circumstances, at
least 80% of its net assets (plus any borrowings for investment purposes) in
equity securities of companies from foreign countries, or depositary receipts
representing such securities. The Fund considers an issuer to be from a foreign
country if: (i) its securities are organized under the laws of a foreign country
or the issuer maintains its principal place of business in a foreign country;
(ii) its securities are traded principally in a foreign country; or (iii) during
the issuer's most recent fiscal year, it derived at least 50% of its revenues or
profits from goods produced or sold, investments made, or services performed in
a foreign country or has at least 50% of its assets in a foreign country. The
companies in which the Fund primarily invests are those from developed foreign
markets, although the Fund will also invest a portion of its assets in companies
located in emerging markets (i.e., those that are in the early stages of their
economic development). The Fund seeks to invest in stocks of any market
capitalization that have fundamental characteristics, which FCF Advisors LLC
(the “Adviser”) believes are associated with superior long-term performance,
based on the extensive historical research of the Adviser.
The
Adviser utilizes proprietary, systematic stock selection models (the “Systematic
Models”), which are based on the Adviser’s research and analysis, to select
securities eligible for inclusion in the Fund’s portfolio. The Systematic Models
evaluate securities from foreign markets and ranks them based on proprietary
measures of free cash flow, which represents the cash that a company is able to
generate after accounting for capital expenditures. The top decile of securities
ranked are intended to represent the companies with the strongest proprietary
free cash flow rankings.
Under
normal market circumstances, approximately 150 of the highest ranked securities
are selected by the Systematic Models and reweighted to create a modified market
capitalization, log weighted portfolio, which allows for increased exposure to
companies with the strongest proprietary free cash flow rankings while enhancing
issuer diversification, as compared to a market capitalization weighted
portfolio. The final basket of securities selected by the Systematic Models is
then given an aggregate environmental, social and governance (“ESG”) rating
based on the weighted average score of all securities comprising the portfolio
(the “Portfolio ESG Score”). If the Portfolio ESG Score does not satisfy any of
the following criteria (the “ESG Criteria”), which are based on third-party
research, then the Adviser will remove individual securities from the portfolio
until the Portfolio ESG Score satisfies all three criteria: (i) the ESG risk
rank is above “average”; (ii) the individual environmental risk score, social
risk score, and governance risk score are in the top 10%; and (iii) the carbon
risk score is in the top 10%. A high ESG rating is intended to imply a lower ESG
risk.
The
Adviser will primarily place trades for the Fund’s portfolio based on
information received from the Systematic Models, but will generally utilize its
own discretion to:
a)
screen out companies with an extreme rise in shares count and/or increase in
leverage;
b)
screen out individual securities if the Portfolio ESG Score does not satisfy any
of the ESG
Criteria,
as discussed above;
c)
determine the best vehicle (e.g., stock or depositary receipt) to trade based on
liquidity and
costs;
d)
reserve the ability to raise cash during abnormal market conditions;
and
e)
perform other active trades for securities with significant events and/or
corporate actions.
While
the Systematic Models are run on a daily basis, they typically update on a
quarterly basis after companies report their quarterly earnings and balance
sheet data. Accordingly, the Adviser will generally trade the Fund’s assets more
actively on a quarterly basis, after the Systematic Models are updated, although
the Adviser maintains full discretion to modify the Fund’s portfolio, subject to
the oversight and supervision of the Board of Trustees of the Trust (the
“Board”), at any time.
Because
the consideration of ESG ratings is just one component of the Adviser’s overall
investment process, which primarily targets securities with the strongest
proprietary free cash flow rankings, the Adviser may still invest the Fund’s
assets in securities of issuers with high ESG risk profiles. The ESG factors on
which the Portfolio ESG Score is based may change over time, and one or more
factors may not be relevant with respect to all securities eligible for
investment by the Fund.
The
Fund can use derivative instruments, including exchange-traded futures
contracts, to seek to protect the Fund's current or intended investments from
broad fluctuations in securities prices.
From
time to time the Fund may focus its investment (i.e., invest more than 15% of its total assets)
in one or more particular sectors or geographic regions. As of September 30,
2022, the Fund focuses its investments in Asia and Europe, and also in the
financials, industrials and technology sectors.
Principal Risks
An
investment in the Fund involves risk, including those described below.
There
is no assurance that the Fund will achieve its investment objective.
An investor may lose money by investing in the
Fund.
Foreign
Investment Risk.
Returns on investments in foreign securities could be more volatile than, or
trail the returns on, investments in U.S. securities. Exposures to foreign
securities entail special risks, including due to: differences in information
available about foreign issuers; differences in investor protection standards in
other jurisdictions; capital controls risks, including the risk of a foreign
jurisdiction imposing restrictions on the ability to repatriate or transfer
currency or other assets; political, diplomatic and economic risks; regulatory
risks; and foreign market and trading risks, including the costs of trading and
risks of settlement in foreign jurisdictions. In addition, the Fund’s
investments in securities denominated in other currencies could decline due to
changes in local currency relative to the value of the U.S. dollar, which may
affect the Fund’s returns.
Equity
Investing Risk.
An investment in the Fund involves risks similar to those of investing in any
fund holding equity securities, such as market fluctuations, changes in interest
rates and perceived trends in stock prices. The values of equity securities
could decline generally or could underperform other investments. In addition,
securities may decline in value due to factors affecting a specific issuer,
market or securities markets generally.
Geographic
Region Risk.
To the extent that the Fund invests a significant portion of its assets in a
specific geographic region or a particular country, the Fund will generally have
more exposure to that region or country’s economic risks. In the event of
economic or political turmoil or a deterioration of diplomatic relations in a
region or country where a significant portion of the Fund’s assets are invested,
the Fund may experience substantial illiquidity or reduction in the value of the
Fund’s investments. Adverse conditions in a certain region or country can also
adversely affect securities of issuers in other countries whose economies appear
to be unrelated.
Asia
Risk. Investments
in securities of issuers in Asian countries involve risks that are specific to
Asia, including certain legal, regulatory, political and economic risks. Certain
Asian countries have experienced expropriation and/or nationalization of assets,
confiscatory taxation, political instability,
armed
conflict and social instability as a result of religious, ethnic, socio-economic
and/or political unrest. Some economies in this region are dependent on a range
of commodities, and are strongly affected by international commodity prices and
particularly vulnerable to price changes for these products. The market for
securities in this region may also be directly influenced by the flow of
international capital, and by the economic and market conditions of neighboring
countries. Many Asian economies have experienced rapid growth and
industrialization, and there is no assurance that this growth rate will be
maintained. Some Asian economies are highly dependent on trade and economic
conditions in other countries can impact these economies.
Europe
Risk.
Decreasing imports or exports, changes in governmental or European Union (the
“EU”) regulations on trade, changes in the exchange rate of the euro, the
default or threat of default by an EU member country on its sovereign debt,
and/or an economic recession in an EU member country may have a significant
adverse effect on the securities of EU issuers. The European financial markets
have recently experienced volatility and adversity due to concerns about
withdrawal of member countries from the EU and economic downturns and rising
government debt levels in several European countries. These events have
adversely affected the exchange rate of the euro and may continue to
significantly affect every country in Europe.
Emerging
Markets Risk. Investments
in emerging markets are generally subject to greater market volatility,
political, social and economic instability, uncertain trading markets and more
governmental limitations than investments in more developed markets. Companies
in emerging markets may be subject to less stringent regulatory, accounting,
auditing, and financial reporting and recordkeeping standards than companies in
more developed countries, which could impede the Adviser's ability to evaluate
such companies or impact the Fund's performance. Securities laws and the
enforcement of systems of taxation in many emerging market countries may change
quickly and unpredictably, and the ability to bring and enforce actions may be
limited or otherwise impaired. In addition, investments in emerging markets may
experience lower trading volume, greater price fluctuations, delayed settlement,
unexpected market closures and lack of timely information, and may be subject to
additional transaction costs.
Sector
Focus Risk.
To the extent that the Fund’s investments are focused on a particular sector,
the Fund is subject to loss due to adverse occurrences that may affect that
sector. Focusing on a particular sector could increase the Fund’s volatility
over the short term.
Small
and Medium Capitalization Company Risk.
Investing in securities of small and medium capitalization companies involves
greater risk than customarily is associated with investing in larger, more
established companies. These companies’ securities may be more volatile and less
liquid than those of more established companies. Often, small and medium
capitalization companies and the industries in which they focus are still
evolving and, as a result, they may be more sensitive to changing market
conditions. Small and medium capitalization companies may be particularly
affected by interest rate increases, as they may find it more difficult to
borrow money to continue or expand operations or may have difficulty in repaying
any loans which are floating rate.
Depositary
Receipts Risk.
The risks of investments in depositary receipts are substantially similar to
Foreign Investment Risks. In addition, depositary receipts may not track the
price of the underlying foreign securities, and their value may change
materially at times when the U.S. markets are not open for
trading.
Derivatives
Risk.
A derivative instrument derives its value from an underlying security, currency,
commodity, interest rate, index or other asset (collectively, “underlying
asset”). The Fund’s investments
in
derivatives may pose risks in addition to and greater than those associated with
investing directly in
the
underlying assets, including counterparty, leverage and liquidity risks.
Derivatives may also be harder to value, less tax efficient and subject to
changing government regulation that could impact the Fund’s ability to use
certain derivatives or their cost. Derivatives strategies may not always be
successful.
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Futures
Contracts Risk. Exchange-traded
futures contracts are a type of derivative, which call for the future delivery
of an asset, or cash settlement, at a certain stated price on a specified future
date. Futures contracts involve the risk of imperfect correlation between
movements in the price of the instruments and the price of the underlying
assets. In addition, there is the risk that the Fund may not be able to enter
into a closing transaction because of an illiquid market. Exchanges can limit
the number of positions that can be held or controlled by the Fund thus limiting
the ability to implement the Fund’s strategies. Futures markets are highly
volatile, and the use of futures may increase the volatility of the Fund’s
NAV.
Management
Risk. The
Fund is actively managed using proprietary Systematic Models. There can be no
guarantee that the Fund will achieve its investment objective or that the
Systematic Models will produce the intended results. The Fund may be adversely
affected by imperfections, errors or limitations in the construction or
implementation of the Systematic Models and/or the Adviser's ability to monitor
and timely adjust the metrics or update the data or features underlying the
Systematic Models. Any of these factors could result in the Fund underperforming
comparable investment vehicles.
ESG
Evaluation Risk.
The ESG factors utilized in rating the Fund’s portfolio and individual
securities may vary across eligible investments and issuers, and not every ESG
factor may be identified or evaluated by the Adviser. The Fund’s portfolio will
not be solely based on ESG considerations and, therefore, the issuers in which
the Fund invests may not be considered ESG-focused issuers. In addition,because
individual securities are only excluded from the Fund’s portfolio based on their
ESG rating if the Portfolio ESG Score fails to satisfy the ESG Criteria, the
Fund will likely invest in securities that, individually, would not satisfy the
ESG Criteria. The evaluation of ESG ratings may affect the Fund’s exposure to
certain issuers or industries and may not work as intended. The Fund may
underperform other funds that do not assess an issuer’s ESG rating or that use a
different methodology or different factors to determine a security’s or an
entire portfolio’s ESG rating. Information used by the Adviser to evaluate the
ESG rating of the Fund’s portfolio or any individual security may not be readily
available, complete or accurate, and may vary across providers and issuers, as
ESG is not a uniformly defined characteristic. There is no guarantee that
screening the Fund’s portfolio or individual securities based on their ESG
ratings will increase the Fund’s performance.
Market
Events Risk.
The value of securities in the Fund's portfolio may decline due to daily
fluctuations in the securities markets that are generally beyond the Fund's
control, including the quality of the Fund's investments, economic conditions,
adverse investor sentiment, lower demand for a company's goods or services, and
general market conditions. In a declining market, the prices for all securities
(including those in the Fund's portfolio) may decline, regardless of their
long-term prospects. Security values tend to move in cycles, with periods when
securities markets generally rise and periods when they generally decline. In
addition, local, regional or global events such as war, acts of terrorism, the
spread of infectious illness or other public health issue, recessions, or other
events could have a significant impact on the Fund, its investments and the
trading of its Shares. For example, an outbreak of an infectious respiratory
illness, COVID-19, has caused
adverse effects on many companies, sectors, nations, regions and the markets in
general. The ongoing effects of COVID-19 are unpredictable and
may
adversely impact the value and performance of the Fund and its ability to buy
and sell investments at appropriate valuations and/or achieve its investment
objective.
ETF
Risk. As
an ETF, the Fund is subject to the following risks:
•Authorized
Participants Concentration Risk.
The Fund may have a limited number of financial institutions that may act as
Authorized Participants (“APs”). To the extent that those APs exit the business
or are unable to process creation and/or redemption orders, Shares may trade at
a discount to NAV and possibly face delisting.
•Flash
Crash Risk.
Sharp price declines in securities owned by the Fund may trigger trading halts,
which may result in the Fund’s shares trading in the market at an increasingly
large discount to NAV during part (or all) of a trading day. Shareholders could
suffer significant losses to the extent that they sell Shares at these
temporarily low market prices.
•International
Closed Markets Trading Risk.
Because
certain of the Fund’s investments trade in markets that are closed when the Fund
and Exchange are open, there are likely to be deviations between the current
prices of such investments and the prices at which such investments are valued
by the Fund. As a result, Shares may appear to trade at a significant discount
or premium to NAV.
•Large
Shareholder Risk. Certain
shareholders, including the Adviser or an affiliate of the Adviser, or groups of
related shareholders, such as those investing through one or more model
portfolios, may own a substantial amount of the Shares. The disposition of
Shares by large shareholders resulting in redemptions through or by APs could
have a significant negative impact on the Fund. In addition, transactions by
large shareholders may account for a large percentage of the trading volume on
the Exchange and may, therefore, have a material upward or downward effect on
the market price of the Shares.
•Premium-Discount
Risk.
Shares
may trade above or below their NAV. Accordingly, investors may pay more than NAV
when purchasing Shares or receive less than NAV when selling Shares. The market
prices of Shares will generally fluctuate in accordance with changes in NAV,
changes in the relative supply of, and demand for, Shares, and changes in the
liquidity, or the perceived liquidity, of the Fund’s holdings.
•Secondary
Market Trading Risk.
Investors
buying or selling Shares in the secondary market may pay brokerage commissions
or other charges, which may be a significant proportional cost for investors
seeking to buy or sell relatively small amounts of Shares. Although the Shares
are listed on the Exchange, there can be no assurance that an active or liquid
trading market for them will develop or be maintained. In addition, trading in
Shares on the Exchange may be halted.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance from year to
year as of December 31. The table illustrates how the Fund’s average annual
returns for the 1-year and since inception periods compare with those of a broad
measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.fcf-funds.com.
Calendar Year Total
Returns
For
the year-to-date period
ended
September 30,
2022,
the Fund’s total return was -32.56%
During the period of time shown in the bar chart, the Fund’s highest quarterly return
was 19.03% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-22.25% for the quarter ended March 31,
2020.
Average
Annual Total Returns
For
the Period Ended December 31, 2021
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FCF
International Quality ETF |
1
Year |
Since
Inception
(6/27/2017) |
Return Before
Taxes |
17.03% |
10.23% |
Return After Taxes on
Distributions |
16.58% |
10.05% |
Return After Taxes on Distributions and
Sale of Shares |
10.57% |
8.19% |
S&P
Developed Ex-U.S. BMI®
(reflects no deduction for
fees, expenses, or taxes) |
10.87% |
7.88% |
MSCI
All Country World Index ex USA
(reflects no deduction for fees, expenses or taxes)1 |
7.82% |
7.42% |
1
Effective March 28, 2022, the
Fund's broad-based securities market index was changed from the S&P
Developed Ex-U.S. BMI®
to the MSCI All Country World Index ex USA to more closely align the Fund's
principal investment strategy, which includes exposure to emerging markets
countries.
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes.
Actual after-tax returns
depend on an investor’s tax situation and may differ from those shown. After-tax
returns shown are not relevant to investors who hold their Shares through
tax-advantaged arrangements such as an individual retirement account (“IRA”) or
other tax-advantaged accounts.
Investment
Adviser
FCF
Advisors LLC serves as the investment adviser of the Fund.
Portfolio
Managers
Bob
Shea and Vince (Qijun) Chen are the Fund’s portfolio managers. Mr. Shea has
served as the Fund’s portfolio manager since January 2021 and is also Chief
Investment Officer and Portfolio Manager of the Adviser. Mr. Chen has served as
the Fund’s portfolio manager since January 2021 and is also Director
of Research and
Portfolio Manager of the Adviser.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities (the “Deposit Securities”) and/or a designated amount of U.S.
cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.fcf-funds.com.
Tax
Information
Distributions
you receive from the Fund are generally taxable to you as ordinary income for
federal income tax purposes, except that distributions reported by the Fund as
“capital gain dividends” are taxed to you as long-term capital gains, and
distributions may also be subject to state and/or local taxes. Fund
distributions generally are not taxable to you if you are investing through a
tax-advantaged retirement plan account or you are a tax-exempt investor,
although you may be taxed on withdrawals from your tax-advantaged
account.
Purchases
Through Broker-Dealers and Other Financial Intermediaries
If
you purchase Shares through a broker-dealer or other financial intermediary, the
Adviser and its related companies may pay the intermediary for the sale of
Shares and related services. These payments may create a conflict of interest by
influencing the broker-dealer or other intermediary and your salesperson to
recommend Shares over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
FCF US Quality ETF
Investment Objective
The
FCF US Quality ETF (the “Fund”) seeks to generate long-term returns in excess of
the total return of the Russell 3000®
Index (the “Index”), with less volatility than the
Index.
Fees and Expenses
This table describes the fees
and expenses that you may pay if you buy, hold and sell Shares. You may also pay
other fees, such as brokerage commissions and other fees to financial
intermediaries on the purchase and sale of Shares, which are not reflected in
the table or example below.
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment):
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Management
Fee1 |
| 0.59% |
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Other
Expenses |
| 0.00% |
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Total
Annual Fund Operating Expenses |
| 0.59% |
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1. The management fee is
structured as a “unified fee,” pursuant to which the Fund’s investment adviser
pays all expenses of the Fund, except for the management fee, payments under the
Fund’s Rule 12b-1 plan, brokerage expenses, acquired fund fees and expenses,
taxes, interest (including borrowing costs and dividend expenses on securities
sold short), litigation expenses and other extraordinary expenses (including
litigation to which the Trust or the Fund may be a party and indemnification of
the Trustees and officers with respect thereto).
Example
The following example
is intended to help you compare the cost of investing in the Fund with the cost
of investing in other funds. The example assumes that you invest $10,000 for the
time periods indicated and then redeem all of your Shares at the end of those
periods. The example also assumes that the Fund provides a return of 5% per year
and that operating expenses remain the same. The example does not reflect any
brokerage commissions that you may pay on purchases and sales of
Shares. Although your actual costs may be higher
or lower, based on these assumptions your costs would
be:
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One
Year |
Three
Years |
Five
Years |
Ten
Years |
$60 |
$189 |
$329 |
$738 |
Portfolio
Turnover
The
Fund may pay transaction costs, including commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in the annual
fund operating expenses or in the example, affect the Fund’s performance. For
the fiscal year ended July
31, 2022, the Fund’s portfolio turnover rate was 51% of
the average value of its portfolio.
Principal Investment
Strategies
The Fund is an actively managed
exchange-traded fund (“ETF”). To pursue its investment objective, the Fund
invests, under normal market circumstances, at least 80% of its net assets (plus
any borrowings for investment purposes) in equity securities of companies from
the United States. The
Fund
considers an issuer to be from the United States if: (i) its securities are
organized under the laws of the United States or the issuer maintains its
principal place of business in the United States; (ii) its securities are traded
principally in the United States; or (iii) during the issuer's most recent
fiscal year, it derived at least 50% of its revenues or profits from goods
produced or sold, investments made, or services performed in the United States
or has at least 50% of its assets in the United States. The Fund seeks to invest
in stocks of any market capitalization that have fundamental characteristics,
which FCF Advisors LLC (the “Adviser”) believes are associated with superior
long-term performance, based on the extensive historical research of the
Adviser.
The
Adviser utilizes proprietary, systematic stock selection models (the “Systematic
Models”), which are based on the Adviser’s research and analysis, to select
securities eligible for inclusion in the Fund’s portfolio. The Systematic Models
evaluate securities included in the Index and rank them based on proprietary
measures of free cash flow, which represents the cash that a company is able to
generate after accounting for capital expenditures. The top decile of securities
ranked are intended to represent the companies with the strongest proprietary
free cash flow rankings.
Under
normal market circumstances, approximately 150 of the highest ranked securities
are selected by the Systematic Models and reweighted to create a modified market
capitalization, log weighted portfolio, which allows for increased exposure to
companies with the strongest proprietary free cash flow rankings while enhancing
issuer diversification, as compared to a market capitalization weighted
portfolio. The final basket of securities selected by the Systematic Models is
then given an aggregate environmental, social and governance (“ESG”) rating
based on the weighted average score of all securities comprising the portfolio
(the “Portfolio ESG Score”). If the Portfolio ESG Score does not satisfy any of
the following criteria (the “ESG Criteria”), which are based on third-party
research, then the Adviser will remove individual securities from the portfolio
until the Portfolio ESG Score satisfies all three criteria: (i) the ESG risk
rank is above “average”; (ii) the individual environmental risk score, social
risk score, and governance risk score are in the top 10%; and (iii) the carbon
risk score is in the top 10%. A high ESG rating is intended to imply a lower ESG
risk.
The
Adviser will primarily place trades for the Fund’s portfolio based on
information received from the Systematic Models, but will generally utilize its
own discretion to:
a)
screen out companies with an extreme rise in shares count and/or increase in
leverage;
b)
screen out individual securities if the Portfolio ESG Score does not satisfy any
of the ESG
Criteria,
as discussed above;
c)
reserve the ability to raise cash during abnormal market conditions;
and
d)
perform other active trades for securities with significant events and/or
corporate actions.
While
the Systematic Models are run on a daily basis, they typically update on a
quarterly basis after companies report their quarterly earnings and balance
sheet data. Accordingly, the Adviser will generally trade the Fund’s assets more
actively on a quarterly basis, after the Systematic Models are updated, although
the Adviser maintains full discretion to modify the Fund’s portfolio, subject to
the oversight and supervision of the Board of Trustees of the Trust (the
“Board”), at any time.
Because
the consideration of ESG ratings is just one component of the Adviser’s overall
investment process, which primarily targets securities with the strongest
proprietary free cash flow rankings, the Adviser may still invest the Fund’s
assets in securities of issuers with high ESG risk profiles. The
ESG
factors on which the Portfolio ESG Score is based may change over time, and one
or more factors may not be relevant with respect to all securities eligible for
investment by the Fund.
The
Fund can use derivative instruments, including exchange-traded futures
contracts, to seek to protect the Fund's current or intended investments from
broad fluctuations in securities prices.
From
time to time the Fund may focus its investment (i.e.,
invest more than 15% of its total assets) in one or more particular sectors. As
of September
30, 2022,
the Fund focuses its investments in the technology and
healthcare
sectors.
Principal Risks
An
investment in the Fund involves risk, including those described below.
There
is no assurance that the Fund will achieve its investment objective.
An investor may lose money by investing in the
Fund.
Geographic
Region Risk. Because
the Fund invests a significant portion of its assets in the U.S., the Fund will
generally have more exposure to economic risks affecting the U.S. In the event
of economic or political turmoil or a deterioration of diplomatic relations in
the U.S., the Fund may experience substantial illiquidity or reduction in the
value of the Fund’s investments. Adverse conditions in other countries whose
economies appear to be unrelated can also adversely affect the Fund’s U.S.
investments.
Equity
Investing Risk. An
investment in the Fund involves risks similar to those of investing in any fund
holding equity securities, such as market fluctuations, changes in interest
rates and perceived trends in stock prices. The values of equity securities
could decline generally or could underperform other investments. In addition,
securities may decline in value due to factors affecting a specific issuer,
market or securities markets generally.
Sector
Focus Risk.
To the extent that the Fund’s investments are focused on a particular sector,
the Fund is subject to loss due to adverse occurrences that may affect that
sector. Focusing on a particular sector could increase the Fund’s volatility
over the short term.
Small
and Medium Capitalization Company Risk.
Investing in securities of small and medium capitalization companies involves
greater risk than customarily is associated with investing in larger, more
established companies. These companies’ securities may be more volatile and less
liquid than those of more established companies. Often, small and medium
capitalization companies and the industries in which they focus are still
evolving and, as a result, they may be more sensitive to changing market
conditions. Small and medium capitalization companies may be particularly
affected by interest rate increases, as they may find it more difficult to
borrow money to continue or expand operations, or may have difficulty in
repaying any loans which are floating rate.
Derivatives
Risk.
A derivative instrument derives its value from an underlying security,
currency,
commodity,
interest rate, index or other asset (collectively, “underlying asset”). The
Fund’s investments in derivatives may pose risks in addition to and greater than
those associated with investing directly in the underlying assets, including
counterparty, leverage and liquidity risks. Derivatives may also be harder to
value, less tax efficient and subject to changing government regulation that
could impact the Fund’s ability to use certain derivatives or their cost.
Derivatives strategies may not always be successful.
•
Futures Contracts Risk.
Exchange-traded futures contracts are a type of derivative, which call for the
future delivery of an asset, or cash settlement, at a certain stated price on a
specified
future date. Futures contracts involve the risk of imperfect correlation between
movements in the price of the instruments and the price of the underlying
assets. In addition, there is the risk that the Fund may not be able to enter
into a closing transaction because of an illiquid market. Exchanges can limit
the number of positions that can be held or controlled by the Fund thus limiting
the ability to implement the Fund’s strategies. Futures markets are highly
volatile, and the use of futures may increase the volatility of the Fund’s
NAV.
Management
Risk.
The Fund is actively managed using proprietary Systematic Models. There can be
no guarantee that the Fund will achieve its investment objective or that the
Systematic Models will produce the intended results. The Fund may be adversely
affected by imperfections, errors or limitations in the construction or
implementation of the Systematic Models and/or the Adviser's ability to monitor
and timely adjust the metrics or update the data or features underlying the
Systematic Models. Any of these factors could result in the Fund underperforming
comparable investment vehicles.
ESG
Evaluation Risk.
The ESG factors utilized in rating the Fund’s portfolio and individual
securities may vary across eligible investments and issuers, and not every ESG
factor may be identified or evaluated by the Adviser. The Fund’s portfolio will
not be solely based on ESG considerations and, therefore, the issuers in which
the Fund invests may not be considered ESG-focused issuers. In addition,because
individual securities are only excluded from the Fund’s portfolio based on their
ESG rating if the Portfolio ESG Score fails to satisfy the ESG Criteria, the
Fund will likely invest in securities that, individually, would not satisfy the
ESG Criteria. The evaluation of ESG ratings may affect the Fund’s exposure to
certain issuers or industries and may not work as intended. The Fund may
underperform other funds that do not assess an issuer’s ESG rating or that use a
different methodology or different factors to determine a security’s or an
entire portfolio’s ESG rating. Information used by the Adviser to evaluate the
ESG rating of the Fund’s portfolio or any individual security may not be readily
available, complete or accurate, and may vary across providers and issuers, as
ESG is not a uniformly defined characteristic. There is no guarantee that
screening the Fund’s portfolio or individual securities based on their ESG
ratings will increase the Fund’s performance.
Market
Events Risk.
The value of securities in the Fund's portfolio may decline due to daily
fluctuations in the securities markets that are generally beyond the Fund's
control, including the quality of the Fund's investments, economic conditions,
adverse investor sentiment, lower demand for a company's goods or services, and
general market conditions. In a declining market, the prices for all securities
(including those in the Fund's portfolio) may decline, regardless of their
long-term prospects. Security values tend to move in cycles, with periods when
securities markets generally rise and periods when they generally decline. In
addition, local, regional or global events such as war, acts of terrorism, the
spread of infectious illness or other public health issue, recessions, or other
events could have a significant impact on the Fund, its investments and the
trading of its Shares. For example, an outbreak of an infectious respiratory
illness, COVID-19, has caused
adverse effects on many companies, sectors, nations, regions and the markets in
general. The ongoing effects of COVID-19 are unpredictable and may adversely
impact the value and performance of the Fund and its ability to buy and sell
investments at appropriate valuations and/or achieve its investment
objective.
ETF
Risk. As
an ETF, the Fund is subject to the following risks:
•Authorized
Participants Concentration Risk.
The Fund may have a limited number of financial institutions that may act as
Authorized Participants (“APs”). To the extent that those
APs
exit the business or are unable to process creation and/or redemption orders,
Shares may trade at a discount to NAV and possibly face delisting.
•Flash
Crash Risk.
Sharp price declines in securities owned by the Fund may trigger trading halts,
which may result in the Fund’s shares trading in the market at an increasingly
large discount to NAV during part (or all) of a trading day. Shareholders could
suffer significant losses to the extent that they sell Shares at these
temporarily low market prices.
•Large
Shareholder Risk. Certain
shareholders, including the Adviser or an affiliate of the Adviser, or groups of
related shareholders, such as those investing through one or more model
portfolios, may own a substantial amount of the Shares. The disposition of
Shares by large shareholders resulting in redemptions through or by APs, could
have a significant negative impact on the Fund. In addition, transactions by
large shareholders may account for a large percentage of the trading volume on
the Exchange and may, therefore, have a material upward or downward effect on
the market price of the Shares.
•Premium-Discount
Risk.
Shares may trade above or below their NAV. Accordingly, investors may pay more
than NAV when purchasing Shares or receive less than NAV when selling Shares.
The market prices of Shares will generally fluctuate in accordance with changes
in NAV, changes in the relative supply of, and demand for, Shares, and changes
in the liquidity, or the perceived liquidity, of the Fund’s
holdings.
•Secondary
Market Trading Risk. Investors
buying or selling Shares in the secondary market may pay brokerage commissions
or other charges, which may be a significant proportional cost for investors
seeking to buy or sell relatively small amounts of Shares. Although the Shares
are listed on the Exchange, there can be no assurance that an active or liquid
trading market for them will develop or be maintained. In addition, trading in
Shares on the Exchange may be halted.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance from year to
year as of December 31. The table illustrates how the Fund’s average annual
returns for the 1-year and since inception periods compare with those of a broad
measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.fcf-funds.com.
Calendar Year Total
Returns
For
the year-to-date period ended
September 30,
2022,
the Fund’s total return was -21.50%.
During the period of time shown in the bar chart, the Fund’s highest quarterly return
was 22.22% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-21.87% for the quarter ended March 31,
2020.
Average
Annual Total Returns
For
the Period Ended December
31, 2021
|
|
|
|
|
|
|
|
|
|
| |
FCF
US Quality ETF |
1
Year |
5
Years |
Since
Inception
(9/27/2016) |
Return Before
Taxes |
30.69% |
18.07% |
18.82% |
Return After Taxes on
Distributions |
27.74% |
17.41% |
18.18% |
Return After Taxes on Distributions and
Sale of Shares |
19.91% |
14.63% |
15.33% |
Russell
3000®
Index (reflects no deduction for
fees, expenses, or taxes) |
25.66% |
17.97% |
18.02% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. The “Return After Taxes on
Distributions and Sale of Fund Shares” may be higher than other return figures
because when a capital loss occurs upon redemption of portfolio shares, a tax
deduction is provided that benefits the investor. Actual after-tax returns
depend on an investor’s tax situation and may differ from those shown. After-tax
returns shown are not relevant to investors who hold their Shares through
tax-advantaged arrangements such as an individual retirement account (“IRA”) or
other tax-advantaged accounts.
Investment
Adviser
FCF
Advisors LLC serves as the investment adviser of the Fund.
Portfolio
Managers
Bob
Shea and Vince (Qijun) Chen are the Fund’s portfolio managers. Mr. Shea has
served as the Fund’s portfolio manager since January 2021 and is also Chief
Investment Officer and Portfolio Manager of the Adviser. Mr. Chen has served as
the Fund’s portfolio manager since January 2021
and
is also Director
of Research
and Portfolio Manager of the Adviser.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities (the “Deposit Securities”) and/or a designated amount of U.S.
cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.fcf-funds.com.
Tax
Information
Distributions
you receive from the Fund are generally taxable to you as ordinary income for
federal income tax purposes, except that distributions reported by the Fund as
“capital gain dividends” are taxed to you as long-term capital gains, and
distributions may also be subject to state and/or local taxes. Fund
distributions generally are not taxable to you if you are investing through a
tax-advantaged retirement plan account or you are a tax-exempt investor,
although you may be taxed on withdrawals from your tax-advantaged
account.
Purchases
Through Broker-Dealers and Other Financial Intermediaries
If
you purchase Shares through a broker-dealer or other financial intermediary, the
Adviser and its related companies may pay the intermediary for the sale of
Shares and related services. These payments may create a conflict of interest by
influencing the broker-dealer or other intermediary and your salesperson to
recommend Shares over another investment. Ask your salesperson or visit your
financial intermediary’s website for more information.
ADDITIONAL
INFORMATION ABOUT THE FUNDS
Additional
Information About Each Fund’s Investment Strategies
This
Prospectus describes the principal investment strategies and risks of the FCF
International Quality ETF (the “International ETF”) and the FCF US Quality ETF
(the “US ETF”), but does not describe all of the Funds’ investment practices.
For more information about other types of investments the Funds may make, and
about the risks of investing in the Funds, please see the Funds’ SAI, which is
available upon request. Each Fund’s investment objective is non-fundamental and
may be changed without a vote of shareholders upon at least 60 days’ prior
written notice to shareholders. There is no assurance that each Fund will
achieve its investment objectives.
The
International ETF’s policy to invest, under normal market circumstances, at
least 80% of its net assets (plus borrowings for investment purposes) in equity
securities of companies from foreign countries or depository receipts
representing such securities may be changed upon 60 days’ prior notice to
shareholders.
The
US ETF's policy to invest at least 80% of its net assets (plus borrowings for
investment purposes) in equity securities of companies from the United States
may be changed upon 60 days' prior notice to shareholders.
Each
Fund is an actively managed ETF and, thus, does not seek to replicate the
performance of a specified passive index of securities. Instead, each Fund uses
an active investment strategy in seeking to meet its respective investment
objective. Accordingly, the Adviser, subject to the oversight of the Board, has
discretion on a daily basis to manage each Fund’s portfolio actively in
accordance with the Fund’s respective investment objective and investment
policies.
For
the International ETF, the
MSCI All Country World Index ex USA consists of the following countries/regions
as of October 31, 2022: Australia, Austria, Belgium, Brazil, Canada, Chile,
China, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany,
Greece, Hong Kong, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan,
Korea, Kuwait, Malaysia, Mexico, Netherlands, New Zealand, Norway, Peru,
Philippines, Poland, Portugal, Qatar, Saudi Arabia, Singapore, South Africa,
Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, the United Arab Emirates,
and the United Kingdom.
MSCI
Disclaimer.
Source:
MSCI. Neither MSCI nor any other party involved in or related to compiling,
computing or creating the MSCI data makes any express or implied warranties or
representations with respect to such data (or the results to be obtained by the
use thereof), and all such parties hereby expressly disclaim all warranties of
originality, accuracy, completeness, merchantability or fitness for a particular
purpose with respect to any of such data. Without limiting any of the foregoing,
in no event shall MSCI, any of its affiliates or any third party involved in or
related to compiling, computing or creating the data have any liability for any
direct, indirect, special, punitive, consequential or any other damages
(including lost profits) even if notified of the possibility of such damages. No
further
distribution or dissemination of the MSCI data is
permitted without MSCI's express written consent.
For
the US ETF, the Russell 3000®
Index measures the performance of the 3,000 largest publicly traded U.S.
companies, based on market capitalization. The Index measures the performance of
approximately 98% of the total market capitalization of the publicly traded U.S.
equity market. The use of the trademark in this Prospectus is for reference
purposes only.
Temporary
Defensive Positions.
To respond to adverse market, economic, political or other conditions, each Fund
may invest up to 100% of its total assets, without limitation, in high-quality
short-term debt securities and money market instruments either directly or
through ETFs. The Funds may be invested in this manner for extended periods,
depending on the Adviser’s assessment of market conditions. Debt securities and
money market instruments include shares of mutual funds, commercial paper,
certificates of deposit, bankers’ acceptances, U.S. government securities,
repurchase agreements, and bonds that are rated BBB or higher. While a Fund is
in a defensive position, the opportunity to achieve its investment objective
will be limited. Furthermore, to the extent that a Fund invests in mutual funds
or ETFs, the Fund would bear its pro rata portion of each such fund’s advisory
fees and operational expenses.
Additional
Information about the Funds’ Risks
The
section below provides additional information about the risks of investing in
the Funds, including the principal risks identified under “Principal Risks” in
each Fund Summary. Unless otherwise noted, the following risks apply to both
Funds.
Principal
Risks
Asia
Risk (International
ETF only).
Investments
in securities of issuers in Asian countries involve risks that are specific to
Asia, including certain legal, regulatory, political and economic risks. Certain
Asian countries have experienced expropriation and/or nationalization of assets,
confiscatory taxation, political instability, armed conflict and social
instability as a result of religious, ethnic, socio-economic and/or political
unrest. Some economies in this region are dependent on a range of commodities,
and are strongly affected by international commodity prices and particularly
vulnerable to price changes for these products. The market for securities in
this region may also be directly influenced by the flow of international
capital, and by the economic and market conditions of neighboring countries.
Many Asian
economies
have experienced rapid growth and industrialization, and there is no assurance
that this growth rate will be maintained. Some Asian economies are highly
dependent on trade and economic conditions in other countries can impact these
economies.
Depositary
Receipts Risk (International
ETF only).
The Fund’s investments in foreign companies may be in the form of depositary
receipts or other securities convertible into securities of foreign issuers,
including American Depositary Receipts (“ADRs”), European Depositary Receipts
(“EDRs”) and Global Depositary Receipts (“GDRs”). ADRs, EDRs, and GDRs are
generally subject to the risks of investing directly in foreign securities and,
in some cases, there may be less information available about the underlying
issuers than would be the case with a direct investment in the foreign issuer.
ADRs are U.S. dollar-denominated receipts representing shares of foreign-based
corporations. GDRs are similar to ADRs but are shares of foreign-based
corporations generally issued by international banks in one or more markets
around the world. Investment in ADRs and GDRs may be less liquid than the
underlying shares in their primary trading market and GDRs, many of which are
issued by companies in emerging markets, may be more volatile. Depositary
receipts may be “sponsored” or “unsponsored” and may be unregistered and
unlisted. Sponsored depositary receipts are established jointly by a depositary
and the underlying issuer, whereas unsponsored depositary receipts may be
established by a depositary without participation by the underlying issuer.
Holders of an unsponsored depositary receipt generally bear all the costs
associated with establishing the unsponsored depositary receipt. In addition,
the issuers of the securities underlying unsponsored depositary receipts are not
obligated to disclose material information in the United States and, therefore,
there may be less information available regarding such issuers and there may not
be a correlation between such information and the market value of the depositary
receipts. The Fund’s investments may also include ADRs and GDRs that are not
purchased in the public markets and are restricted securities that can be
offered and sold only to “qualified institutional buyers” under Rule 144A of the
Securities Act of 1933, as amended (the “Securities Act”). The Adviser will
determine the liquidity of these investments pursuant to guidelines established
by the Board of Trustees. If a particular investment in such ADRs or GDRs is
deemed illiquid, that investment will be included within the Fund’s limitation
on investment in illiquid securities. Moreover, if adverse market conditions
were to develop during the period between the Fund’s decision to sell these
types of ADRs or GDRs and the point at which the Fund is permitted or able to
sell such security, the Fund might obtain a price less favorable than the price
that prevailed when it decided to sell.
Derivatives
Risk. A
derivative instrument derives its value from an underlying security, currency,
commodity, interest rate, index or other asset (collectively, “underlying
asset”). A Fund’s investments in derivatives may pose risks in addition to and
greater than those associated with investing directly in the underlying assets,
including counterparty, leverage and liquidity risks. Counterparty risk is the
risk that the counterparty to the derivative instrument will default on its
obligation to pay a Fund the amount owed or otherwise perform under the
derivative instrument. Derivatives create leverage risk because they do not
require payment up front equal to the economic exposure created by holding a
position in the derivative. As a result, an adverse change in the value of the
underlying asset could result in a Fund sustaining a loss that is substantially
greater than the amount invested in the derivative, which may make the Fund’s
returns more volatile and increase the risk of loss. Derivative instruments may
also be less liquid than more traditional investments and a Fund may be unable
to sell or close out its derivative positions at a desirable time or price. This
risk may be more acute under adverse market conditions, during which a Fund may
be most in need of liquidating its derivative positions. Derivatives may also be
harder to value, less tax efficient and subject to changing government
regulation that could impact a Fund’s ability to use certain derivatives or
their cost. Derivatives strategies may not always be successful.
•
Futures Contracts Risk.
Exchange-traded futures contracts are a type of derivative, which call for the
future delivery of an asset, or cash settlement, at a certain stated price on a
specified future date. Futures contracts involve the risk of imperfect
correlation between movements in the price of the instruments and the price of
the underlying assets. In addition, there is the risk that a Fund may not be
able to enter into a closing transaction because of an illiquid market.
Exchanges can limit the number of positions that can be held or controlled by a
Fund, thus limiting the ability to implement the Fund’s strategies. Futures
markets are highly volatile, and the use of futures may increase the volatility
of a Fund’s NAV.
Emerging
Markets Risk (International
ETF Only).
Investments
in emerging markets are generally subject to greater market volatility,
political, social and economic instability, uncertain trading markets and more
governmental limitations than investments in more developed markets. Companies
in emerging markets may be subject to less stringent regulatory, accounting,
auditing, and financial reporting and recordkeeping standards than companies in
more developed countries, which could impede the Adviser's ability to evaluate
such companies or impact the Fund's performance. Securities laws and the
enforcement of systems of taxation in many emerging market countries may change
quickly and unpredictably, and the ability to bring and enforce actions may be
limited or otherwise impaired. In addition, investments in emerging markets may
experience lower trading volume, greater price fluctuations, delayed settlement,
unexpected market closures and lack of timely information, and may be subject to
additional transaction costs.
Equity
Investing Risk. An
investment in the Funds involves risks similar to those of investing in any fund
holding equity securities, such as market fluctuations, changes in interest
rates and perceived trends in stock prices. The values of equity securities
could decline generally or could underperform other investments. Different types
of equity securities tend to go through cycles of outperformance and
underperformance in comparison to the general securities markets. In addition,
securities may decline in value due to factors affecting a specific issuer,
market or securities markets generally. Recent unprecedented turbulence in
financial markets, reduced liquidity in credit and fixed income markets, or
rising interest rates may negatively affect many issuers worldwide, which may
have an adverse effect on the Funds.
ESG
Evaluation Risk. The
ESG factors utilized in rating a Fund's portfolio and individual securities may
vary across eligible investments and issuers, and not every ESG factor may be
identified or evaluated by the Adviser. A Fund's portfolio will not be solely
based on ESG considerations and, therefore, the issuers in which a Fund invests
may not be considered ESG focused issuers. In addition, because individual
securities are only excluded from a Fund’s portfolio based on their ESG rating
if the Portfolio ESG Score fails to satisfy the ESG Criteria, the Fund will
likely invest in securities that, individually, would not satisfy the ESG
Criteria. The evaluation of ESG ratings may affect a Fund’s exposure to certain
issuers or industries and may not work as intended. The Funds may under perform
other funds that do not assess an issuer’s ESG rating or that use a different
methodology or different factors to determine a security’s or an entire
portfolio’s ESG rating. Information used by the Adviser to evaluate the ESG
rating of a Fund’s portfolio or any individual security may not be readily
available, complete or accurate, and may vary across providers and issuers, as
ESG is not a uniformly defined characteristic. There is no guarantee that
screening a Fund’s portfolio or individual securities based on their ESG ratings
will increase the Fund’s performance.
ETF
Risk. As
an ETF, each Fund is subject to the following risks:
•Authorized
Participants Concentration Risk.
The Funds may have a limited number of financial institutions that may act as
APs. Only APs who have entered into agreements with
the
Funds’ distributor may engage in creation or redemption transactions directly
with the Funds. To the extent that those APs exit the business or are unable to
process creation and/or redemption orders, and no other AP is able to step
forward to create and redeem in either of those cases, Shares may trade like
closed-end fund shares at a discount to NAV and possibly face delisting from the
Exchange.
•Flash
Crash Risk.
Sharp price declines in securities owned by a Fund may trigger trading halts,
which may result in the Fund’s shares trading in the market at an increasingly
large discount to NAV during part (or all) of a trading day. In such market
conditions, market or stop-loss orders to sell the ETF shares may be executed at
market prices that are significantly below NAV. Shareholders could suffer
significant losses to the extent that they sell Shares at these temporarily low
market prices.
•International
Closed Markets Trading Risk (International ETF only).
Because certain of the Fund’s investments trade in markets that are closed when
the Fund and Exchange are open, there are likely to be deviations between the
current prices of such investments and the prices at which such investments are
valued by the Fund. As a result, shares may appear to trade at a significant
discount or premium to NAV.
•Large
Shareholder Risk.
Certain shareholders, including the Adviser or an affiliate of the Adviser, or
groups of related shareholders, such as those investing through one or more
model portfolios, may own a substantial amount of a Fund’s Shares. In addition,
a third party investor, the Adviser or an affiliate of the Adviser, an AP, a
lead market maker, or another entity may invest in a Fund and hold its
investment for a limited period of time solely to facilitate commencement of the
Fund or to facilitate the Fund’s achieving a specified size or scale. There can
be no assurance that any large shareholder would not sell its Shares in the
secondary market or transact through an AP to redeem its investment.
Dispositions of a large number of Shares by these shareholders may adversely
affect a Fund’s liquidity and net assets to the extent such transactions result
in redemptions through or by an AP. These redemptions may also force a Fund to
sell portfolio securities when it might not otherwise do so, which may
negatively impact the Fund’s NAV and increase the Fund’s brokerage costs. To the
extent these large shareholders transact in Shares on the secondary market, such
transactions may account for a large percentage of the trading volume on the
Exchange and may, therefore, have a material upward or downward effect on the
market price of the Shares.
•Premium-Discount
Risk.
The Shares may trade above or below their NAV. Accordingly, investors may pay
more than NAV when purchasing Shares or receive less than NAV when selling
Shares. The NAV of each Fund will generally fluctuate with changes in the market
value of the Fund’s holdings. The market prices of Shares, however, will
generally fluctuate in accordance with changes in NAV as well as the relative
supply of, and demand for, Shares on the Exchange. The trading price of Shares
may deviate significantly from NAV during periods of market volatility. Price
differences may be due, in large part, to the fact that supply and demand forces
at work in the secondary trading market for Shares will be closely related to,
but not identical to, the same forces influencing the prices of the securities
held by a Fund. The market price of Shares may also fluctuate in accordance with
changes in the liquidity, or the perceived liquidity, of a Fund’s holdings, and
a decrease, or a perceived decrease, in such liquidity may lead to increased
divergence between the Shares’ market price and NAV. Such divergence is more
likely under stressed market conditions.
•Secondary
Market Trading Risk.
Investors buying or selling Shares in the secondary market will generally pay
brokerage commissions or other charges imposed by brokers as determined by that
broker. Brokerage commissions are often a fixed amount and may be a significant
proportional cost for investors seeking to buy or sell relatively small amounts
of Shares. In addition, secondary market investors will also incur the cost of
the difference between the price that an investor is willing to pay for Shares
(the “bid” price) and the price at which an investor is willing to sell Shares
(the “ask” price). This difference in bid and ask prices is often referred to as
the “spread” or “bid/ask spread.” The bid/ask spread varies over time for Shares
based on trading volume and market liquidity, and is generally lower if Shares
have more trading volume and market liquidity and higher if Shares have little
trading volume and market liquidity. Further, increased market volatility may
cause increased bid/ask spreads. Although Shares are listed on the Exchange,
there can be no assurance that an active or liquid trading market for them will
develop or be maintained. Market makers are not obligated to make a market, nor
are APs obligated to purchase Shares. In times of market stress, market makers
and authorized participants can refrain from these activities and any such
absences can lead to greater premiums and discounts. In addition, trading in
Shares on the Exchange may be halted due to market conditions or for reasons
that, in the view of the Exchange, make trading in Shares inadvisable. Further,
trading in Shares on the Exchange is subject to trading halts caused by
extraordinary market volatility pursuant to the Exchange “circuit breaker”
rules. There can be no assurance that the requirements of the Exchange necessary
to maintain the listing of the Funds will continue to be met or will remain
unchanged.
Europe
Risk (International
ETF only).
The European Union (the "EU") requires compliance with restrictions on inflation
rates, deficits, interest rates, debt levels and fiscal and monetary controls,
each of which may significantly affect every country in Europe. Decreasing
imports or exports, changes in governmental or EU regulations on trade, changes
in the exchange rate of the euro, the default or threat of default by an EU
member country on its sovereign debt, and/or an economic recession in an EU
member country may have a significant adverse effect on the economies of EU
member countries and their trading partners. The European financial markets have
recently experienced volatility and adverse trends due to concerns about
economic downturns in, or rising government debt levels in several European
countries, including Greece, Italy, Portugal and Spain. These events have
adversely affected the exchange rate of the euro and may continue to
significantly affect every country in Europe, including countries that do not
use the euro. Following a referendum in June 2016, the United Kingdom (the "UK")
formally exited from the EU on January 31, 2020 (known as “Brexit”). In April
2021, the UK and EU ratified a Trade Agreement and while the Trade Agreement is
viewed as a positive step towards finalizing the framework of the future
relationship between the EU and UK, many aspects of the relationship are still
under negotiation and it is unclear when these negotiations will be complete.
For example, the Trade Agreement is limited with respect to its treatment of the
trade of services. As the outcomes of these negotiations remain unclear, the
effects on the UK, EU and the broader global economy cannot be determined at
this time. Brexit's impact on the UK and EU economies, and the broader global
economy, could be significant and may result in increased volatility and
illiquidity, potentially lower economic growth on markets in the UK, Europe, and
globally, and changes in legal and regulatory regimes to which certain Fund
assets are or become subject, any of which may adversely affect the value of a
Fund’s investments. Brexit could lead to legal and tax uncertainty and
potentially divergent national laws and regulations, as the UK determines which
EU laws to replace or replicate. The extent of the impact of Brexit remains
unclear, and the uncertainty may have a significant negative effect on the value
of a Fund investments. If one or more other countries were to exit the EU or
abandon the use of the euro as a currency, the value of investments tied to
those countries or the euro could decline significantly and unpredictably.
Foreign
Investment Risk (International
ETF only).
The
Fund may invest in foreign securities, including non-U.S. dollar-denominated
securities traded outside of the United States and U.S. dollar-denominated
securities of foreign issuers traded in the United States. Returns on
investments in foreign securities could be more volatile than, or trail the
returns on, investments in U.S. securities. Investments in foreign securities,
including investments in depositary receipts, are subject to special risks,
including the following:
•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 political or economic instability. There may be less information publicly
available about non-U.S. issuers. Non-U.S. issuers may be subject to different
accounting, auditing, financial reporting and investor protection standards.
Changes to the financial condition or credit rating of foreign issuers may also
adversely affect the value of the Fund’s securities. Investments in non-U.S.
securities may be subject to withholding or other taxes and may be subject to
additional trading, settlement, custodial, and operational risks. Because legal
systems differ, there is also the possibility that it will be difficult to
obtain or enforce legal judgments in certain countries. Since foreign exchanges
may be open on days when the Fund does not price its Shares, the value of the
securities in the Fund’s portfolio may change on days when shareholders will not
be able to purchase or sell Shares. Conversely, Shares may trade on days when
foreign exchanges are closed. Investment in foreign securities may involve
higher costs than investment in U.S. securities, including higher transaction
and custody costs as well as the imposition of additional taxes by foreign
governments. Each of these factors can make investments in the Fund more
volatile and potentially less liquid than other types of
investments.
•Capital
Controls Risk.
Economic conditions, such as volatile currency exchange rates and interest
rates, political events and other conditions may, without prior warning, lead to
government intervention and the imposition of “capital controls” or
expropriation or nationalization of assets. The possible establishment of
exchange controls or freezes on the convertibility of currency, or the adoption
of other governmental restrictions, might adversely affect an investment in
foreign securities. Capital controls include the prohibition of, or restrictions
on, the ability to transfer currency, securities or other assets within or out
of a jurisdiction. Levies may be placed on profits repatriated by foreign
entities (such as the Fund). Capital controls may impact the ability of the Fund
to buy, sell or otherwise transfer securities or currency, may adversely affect
the trading market and price for Shares, and may cause the Fund to decline in
value.
•Currency
Exchange Rate Risk.
The Fund’s NAV is determined on the basis of U.S. dollars; therefore, the Fund
may lose value if the local currency of a foreign market depreciates against the
U.S. dollar, even if the local currency value of the Fund’s holdings goes up.
Currency exchange rates may fluctuate significantly over short periods of time.
Currency exchange rates also can be affected unpredictably by intervention; by
failure to intervene by U.S. or foreign governments or central banks; or by
currency controls or political developments in the U.S. or abroad. Changes in
foreign currency exchange rates may affect the NAV of the Fund and the price of
the Fund’s Shares. Devaluation of a currency by a country’s government or
banking authority would have a significant impact on the value of any
investments denominated in that currency.
•Political
and Economic Risk. The
Fund is subject to foreign political and economic risk not associated with U.S.
investments, meaning that political events (civil unrest, national elections,
changes
in political conditions and foreign relations, imposition of exchange controls
and repatriation restrictions), social and economic events (labor strikes,
rising inflation) and natural disasters occurring in a foreign country could
cause the Fund’s investments to experience gains or losses. The Fund also could
be unable to enforce its ownership rights or pursue legal remedies in countries
where it invests.
•Foreign
Market and Trading Risk.
The trading markets for many foreign securities are not as active as U.S.
markets and may have less governmental regulation and oversight. Foreign markets
also may have clearance and settlement procedures that make it difficult for the
Fund to buy and sell securities. The procedures and rules governing foreign
transactions and custody (holding of the Fund’s assets) also may involve delays
in payment, delivery or recovery of money or investments. These factors could
result in a loss to the Fund by causing the Fund to be unable to dispose of an
investment or to miss an attractive investment opportunity, or by causing Fund
assets to be uninvested for some period of time.
Geographic
Region Risk. To
the extent that a Fund invests a significant portion of its assets in a specific
geographic region or a particular country, the Fund will generally have more
exposure to that region or country’s economic risks. In the event of economic or
political turmoil or a deterioration of diplomatic relations in a region or
country where a significant portion of a Fund’s assets are invested, the Fund
may experience substantial illiquidity or reduction in the value of the Fund’s
investments. Adverse conditions in a certain region or country can also
adversely affect securities of issuers in other countries whose economies appear
to be unrelated.
Investment
Risk. As
with all investments, an investment in the Funds is subject to investment risk.
Investors in the Funds could lose money, including the possible loss of the
entire principal amount of an investment, over short or long periods of time. An
investment in the Funds is not a bank deposit and it is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency.
Large
Capitalization Company Risk. Investments
in large capitalization companies may go in and out of favor based on market and
economic conditions and may underperform other market segments. Some large
capitalization companies may be unable to respond quickly to new competitive
challenges and attain the high growth rate of successful smaller companies,
especially during extended periods of economic expansion. As such, returns on
investments in stocks of large capitalization companies could trail the returns
on investments in stocks of small and mid capitalization companies.
Management
Risk.
The Funds are actively managed and use proprietary Systematic Models. There can
be no guarantee that the Systematic Models will produce the intended results and
no guarantee that a Fund will achieve its investment objective or outperform
other investment strategies over the short- or long-term market cycles. Each
Fund may be adversely affected by imperfections, errors or limitations in the
construction or implementation of the Systematic Models and/or the Adviser's
ability to monitor and timely adjust the metrics or update the data or features
underlying the Systematic Models. Any of these factors could result in a Fund’s
underperformance compared to other funds with similar investment
objectives.
Market
Events Risk. The
value of securities in each Fund's portfolio may decline due to daily
fluctuations in the securities markets that are generally beyond the Fund's
control, including the quality of the Fund's investments, economic conditions,
adverse investor sentiment, lower demand for a company's goods or services, and
general market conditions. In a declining market, the prices for all securities
(including those in the Fund's portfolio) may decline, regardless of their
long-term prospects.
Security
values tend to move in cycles, with periods when securities markets generally
rise and periods when they generally decline. In addition, local, regional or
global events such as war, acts of terrorism, the spread of infectious illness
or other public health issue, recessions, or other events could have a
significant impact on a Fund, its investments and the trading of its Shares. For
example, an outbreak of an infectious respiratory illness, COVID-19, has
caused
adverse effects on many companies, sectors, nations, regions and the markets in
general. The ongoing effects of COVID-19 are unpredictable and may adversely
impact the value and performance of a Fund and its ability to buy and sell
investments at appropriate valuations and/or achieve its investment objective.
Sector
Focus Risk. To
the extent that a Fund’s investments focus on a particular sector, the Fund is
subject to loss due to adverse occurrences that may affect that sector. Market
conditions, interest rates, and economic, regulatory, or financial developments
could significantly affect a single sector or a group of related industries, and
the securities of companies in that sector or group of industries could react
similarly to these or other developments. Focusing on a particular sector could
increase a Fund’s volatility over the short term. While each Fund’s sector
exposure is expected to vary, from time to time the Fund may invest a
significant percentage of its assets in issuers in a single sector (or the same
group of industries) or sector of the economy.
•Financials
Sector Risk (International
ETF Only).
Companies in the U.S. and non‑U.S. financials sector of the economy are often
subject to extensive governmental regulation and intervention, which may
adversely affect the scope of their activities, the prices they can charge and
the amount of capital they must maintain. Governmental regulation may change
frequently and may have significant adverse consequences for companies in the
financials sector, including effects not intended by such regulation. The impact
of recent or future regulation on any individual financial company or on the
sector as a whole cannot be predicted. Certain risks may impact the value of
investments in the financials sector more severely than those of investments
outside this sector, including the risks associated with companies that operate
with substantial financial leverage. Companies in the financials sector may also
be adversely affected by increases in interest rates and loan losses, decreases
in the availability of money or asset valuations, credit rating downgrades and
adverse conditions in other related markets.
•Healthcare
Sector Risk (US ETF Only).
Market or economic factors impacting healthcare companies could have a
significant impact on the value of the Fund’s investments. Healthcare companies
are subject to extensive government regulation and their profitability can be
significantly affected by restrictions on government reimbursement for medical
expenses, rising costs of medical products and services, pricing pressure,
limited product lines, and an increased emphasis on the delivery of healthcare
through outpatient services. These companies are heavily dependent on their
patents. Accordingly, their profitability will be impacted by their ability to
obtain and defend patents, as well as the expiration of existing patents.
Healthcare companies are also subject to extensive litigation based on product
liability and similar claims. In addition, their products can become obsolete
due to industry innovation and changes in technologies or other market
developments. Many new products in the healthcare sector require significant
research and development and may be subject to regulatory approvals, all of
which may be time consuming and costly with no guarantee that any product will
come to market.
•Industrials
Sector Risk (International ETF Only).
Market or economic factors impacting industrials companies could have a
significant impact on the value of the Fund’s investments. Industrials companies
are affected by supply and demand both for their specific products or services
and for industrials sector products generally. Government regulation, world
events, exchange rates and economic conditions, technological developments and
liabilities for environmental damage and general civil liabilities could also
impact the performance of these companies. Aerospace and defense companies,
which comprise part of the industrials sector, can be significantly affected by
government spending policies because these companies rely, to a significant
extent, on U.S. and foreign government demand for their products and services.
Thus,
the
financial condition of, and investor interest in, aerospace and defense
companies are heavily influenced by governmental defense spending policies,
which are typically under pressure from efforts to control the U.S. and other
government budgets. Transportation companies, which also comprise a part of the
industrials sector, are cyclical and have occasional sharp price movements,
which may result from changes in the economy, fuel prices, labor agreements and
insurance costs.
•Technology
Sector Risk.
Market or economic factors impacting technology companies and those that rely
heavily on technology (together, “technology companies”) could have a
significant impact on the value of the Fund’s investments. The values of these
companies’ stocks are particularly vulnerable to rapid changes in product
cycles, rapid product obsolescence, government regulation, and competition with
other companies, both domestically and internationally. Stocks of technology
companies also tend to be more volatile than the overall market, especially for
smaller, less-seasoned companies. Technology companies are heavily dependent on
patent and intellectual property rights, the loss or impairment of which may
adversely affect their profitability. Additionally, technology companies may
face dramatic and often unpredictable changes in growth rates and competition
for the services of qualified personnel.
Small
and Medium Capitalization Company Risk. Investing
in the securities of small and medium capitalization companies involves greater
risks and the possibility of greater price volatility than customarily is
associated with investing in larger, more established companies. Such companies
often have narrower markets for their goods and/or services and more limited
managerial and financial resources than larger, more established companies, and
often have limited product lines, services, markets, financial resources or are
dependent on a small management group. In addition, because such securities are
not well-known to the investing public, do not have significant institutional
ownership and are followed by relatively few security analysts, there will
normally be less publicly available information concerning these securities
compared to what is available for the securities of larger companies. As a
result, the performance of small and medium capitalization companies may be more
volatile and they may face greater risk of business failure, which could
increase the volatility of a Fund’s portfolio.
FUND
MANAGEMENT
FCF
Advisors LLC acts as the Funds’ investment adviser. The Adviser is located at
1345 Avenue of the Americas, 2nd Floor, New York, NY 10105. The Adviser is an
investment adviser registered with the Securities and Exchange Commission
(“SEC”) under the Investment Advisers Act of 1940, as amended. The
Adviser was founded in 2005 and managed $320.1 million as of June 30,
2022.
Since 2015, the Glick family has held a controlling interest in the Adviser
through ownership of one or more entities holding a majority of the membership
units in the Adviser.
The
Adviser is responsible for overseeing the management and business affairs of the
Funds, and has discretion to purchase and sell securities in accordance with
each Fund’s respective objectives, policies, and restrictions. The Adviser
continuously reviews, supervises, and administers the Funds’ investment
programs, subject to the general supervision and control of the Board of
Trustees. The Adviser has entered into an investment advisory agreement
(“Management Agreement”) with respect to the Funds. Pursuant to that Management
Agreement, each Fund pays the Adviser an annual advisory fee based on its
average daily net assets for the services and facilities it provides payable at
the annual rates set forth below
(the "Advisory Fee"):
|
|
|
|
| |
Fund |
Advisory
Fee |
FCF
International Quality ETF |
0.59% |
FCF
US Quality ETF |
0.59% |
For
the fiscal period ended July
31, 2022,
the Adviser received the full advisory fee from each Fund. The Adviser bears all
of its own costs associated with providing these advisory services. The
Advisory Fee for each Fund is structured as a "unified fee."
Accordingly,
the Adviser
pays
all expenses of each Fund, except for the fee payment under the Management
Agreement, payments under each Fund’s Rule 12b-1 plan, brokerage expenses,
acquired fund fees and expenses, taxes, interest (including borrowing costs and
dividend expenses on securities sold short), litigation expenses and other
extraordinary expenses (including litigation to which the Trust or a Fund may be
a party and indemnification of the Trustees and officers with respect
thereto).
A
discussion regarding the basis for the Board of Trustees’ approval of the
Management Agreement with respect to each Fund is available in the Funds’
annual
report
for the period ended July
31, 2022.
PORTFOLIO
MANAGERS
The
following employees of the Adviser are the Funds’ portfolio managers, each of
whom is jointly and primarily responsible for the day-to-day management of each
Fund’s portfolio and has served in such position since 2021:
Bob
Shea, Chief
Investment Officer and Portfolio Manager of the Adviser.
Mr.
Shea joined the Adviser as Chief Investment Officer in January 2020 and
served as CEO until November 2022.
Prior to joining the Adviser, Mr. Shea was President and Co-Chief Investment
Officer of W.E. Donoghue & Co., LLC, from December 2017 through December
2019. Prior to that, Mr. Shea co-founded and served as Strategic Advisor and CEO
of JA Forlines Global from January 2009 through December 2017.
Vince
(Qijun) Chen, Director
of Research
and Portfolio Manager of the Adviser.
Mr.
Chen joined the Adviser as Quantitative Analyst in October 2017 and was promoted
to Senior Quantitative Analyst in June 2019 and
Director of Research in November 2022.
Prior to joining the Adviser, Mr. Chen was Application Developer at NYC Human
Resources Administration and NLP (Natural Language Processing) Graduate
Researcher at Weissman Center of International Business. Mr. Chen holds a Master
of Science in Quantitative Methods and Modeling from Baruch College and a
Bachelor of Economics in International Economics from Guangdong University of
Foreign Studies.
The
Funds’ SAI provides additional information about the portfolio managers,
including other accounts managed, ownership in the Funds, and
compensation.
OTHER
SERVICE PROVIDERS
U.S.
Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services,
located at 615 East Michigan Street, Milwaukee, Wisconsin 53202, serves as the
administrator, accountant and transfer agent to the Funds.
U.S.
Bank N.A., located at 1555 N. RiverCenter Drive, Suite 302, Milwaukee, Wisconsin
53212, serves as the custodian to the Funds.
Quasar
Distributors, LLC, located at 111 East Kilbourn Avenue, Suite 2200, Milwaukee,
Wisconsin 53202, serves as the Funds’ distributor (the
"Distributor").
BBD,
LLP, located at 1835 Market Street, 3rd Floor, Philadelphia, Pennsylvania 19103,
serves as the Independent Registered Public Accounting Firm to the
Funds.
Stradley
Ronon Stevens & Young LLP, located at 2005 Market Street, Suite 2600,
Philadelphia, Pennsylvania, 19103, serves as legal counsel to the
Funds.
BUYING
AND SELLING SHARES
The
Funds issue and redeem Shares at NAV only in Creation Units. Only APs may
acquire Shares directly from the Funds, and only APs may tender their Shares for
redemption directly to the Funds, at NAV. APs must be a member or participant of
a clearing agency registered with the SEC and must execute a Participant
Agreement that has been agreed to by the Distributor, and that has been accepted
by the Funds' transfer agent, with respect to purchases and redemptions of
Creation Units. Once created, Shares trade in the secondary market in quantities
less than a Creation Unit.
BUYING
AND SELLING SHARES ON THE SECONDARY MARKET
Most
investors will buy and sell Shares in secondary market transactions through
brokers and, therefore, must have a brokerage account to buy and sell Shares.
Shares can be bought or sold through your broker throughout the trading day like
shares of any publicly traded issuer. When buying or selling Shares through a
broker, you will incur customary brokerage commissions and charges, and you may
pay some or all of the spread between the bid and the offered prices in the
secondary market for Shares. The price at which you buy or sell Shares
(i.e.,
the market price) may be more or less than the NAV of the Shares. Unless imposed
by your broker, there is no minimum dollar amount you must invest in the Fund
and no minimum number of Shares you must buy.
Shares
are listed on the Exchange under the following symbols:
|
|
|
|
| |
Fund |
Ticker
Symbol |
FCF
International Quality ETF |
TTAI |
FCF
US Quality ETF |
TTAC |
The
Exchange is generally open Monday through Friday and is closed for weekends and
the following holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’
Day, Good Friday, Memorial Day, Juneteenth National Independence Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
For
information about buying and selling Shares on the Exchange or in the secondary
markets, please contact your broker or dealer.
Book
Entry. Shares
are held in book entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”), or its nominee, will be the registered
owner of all outstanding Shares and is recognized as the owner of all Shares.
Participants in DTC include securities brokers and dealers, banks, trust
companies, clearing corporations and other institutions that directly or
indirectly maintain a custodial relationship with DTC. As a beneficial owner of
Shares, you are not entitled to receive physical delivery of stock certificates
or to have Shares registered in your name, and you are not considered a
registered owner of Shares. Therefore, to exercise any right as an owner of
Shares, you must rely on the procedures of DTC and its participants. These
procedures are the same as those that apply to any stocks that you hold in book
entry or “street name” through your brokerage account. Your account information
will be maintained by your broker, which will provide you with account
statements, confirmations of your purchases and sales of Shares, and tax
information. Your broker also will be responsible for distributing income
dividends and capital gain distributions and for ensuring that you receive
shareholder reports and other communications from the Funds.
Share
Trading Prices. The
trading prices of Shares may differ from a Fund’s daily NAV, and can be affected
by market forces of supply and demand for Shares, the prices of a Fund’s
portfolio securities, economic conditions and other factors.
Continuous
Offering. The
method by which Creation Units of Shares are created and traded may raise
certain issues under applicable securities laws. Because new Creation Units of
Shares are issued and sold by the Funds on an ongoing basis, a “distribution,”
as such term is used in the Securities Act, may occur at any point.
Broker-dealers and other persons are cautioned that some activities on their
part may, depending on the circumstances, result in their being deemed
participants in a distribution in a manner which could render them statutory
underwriters and subject them to the prospectus delivery requirements and
liability provisions of the Securities Act. For example, a broker-dealer firm or
its client may be deemed a statutory underwriter if it takes Creation Units
after placing an order with the Distributor, breaks them down into constituent
Shares and sells Shares directly to customers or if it chooses to couple the
creation of a supply of new Shares with an active selling effort involving
solicitation of secondary market demand for Shares. A determination of whether
one is an underwriter for purposes of the Securities Act must take into account
all the facts and circumstances pertaining to the activities of the
broker-dealer or its client in the particular case, and the examples mentioned
above should not be considered a complete description of all the activities that
could lead to a characterization as an underwriter.
Broker-dealer
firms should also note that dealers who are not “underwriters” but are effecting
transactions in Shares, whether or not participating in the distribution of
Shares, are generally required to deliver a prospectus. This is because the
prospectus delivery exemption in Section 4(3) of the Securities Act is not
available in respect of such transactions as a result of Section 24(d) of the
1940 Act. As a result, broker-dealer firms should note that dealers who are not
“underwriters” but are participating in a distribution (as contrasted with
engaging in ordinary secondary market transactions) and thus dealing with the
Shares that are part of an overallotment within the meaning of Section 4(3)(C)
of the Securities Act, will be unable to take advantage of the prospectus
delivery exemption provided by Section 4(3) of the Securities Act. For delivery
of prospectuses to exchange members, the prospectus delivery mechanism of Rule
153 under the Securities Act is only available with respect to transactions on a
national exchange.
ACTIVE
INVESTORS AND MARKET TIMING
The
Board of Trustees has evaluated the risks of market timing activities by the
Funds’ shareholders. The Board noted that Shares can only be purchased and
redeemed directly from the Funds in Creation Units by APs and that the vast
majority of trading in Shares occurs on the secondary market. Because the
secondary market trades do not directly involve the Funds, it is unlikely those
trades would cause the harmful effects of market timing, including dilution,
disruption of portfolio management, increases in the Funds’ trading costs and
the realization of capital gains.
With
regard to the purchase or redemption of Creation Units directly with the Funds,
to the extent effected in-kind (i.e.,
for securities), the Board of Trustees noted that those trades do not cause the
harmful effects (as previously noted) that may result from frequent cash trades.
To the extent trades are effected in whole or in part in cash, the Board of
Trustees noted that those trades could result in dilution to a Fund and
increased transaction costs, which could negatively impact the Fund’s ability to
achieve its investment objective. However, the Board of Trustees also noted that
direct trading by APs is critical to ensuring that Shares trade at or close to
NAV. The Funds may also employ fair valuation pricing, which may minimize
potential dilution from market timing. In addition, the Funds impose transaction
fees on purchases and redemptions of Shares to cover the custodial and other
costs incurred by the Funds in effecting trades. Given this structure, the Board
of Trustees determined that it is not necessary to adopt policies and procedures
to detect and deter market timing of Shares.
DISTRIBUTION
AND SERVICE PLAN
The
Funds have adopted a distribution and service plan (“Plan”) pursuant to Rule
12b-1 under the 1940 Act. Under the Plan, the Funds are authorized to pay
distribution fees to the Distributor and other firms that provide distribution
and shareholder services (“Service Providers”). If a Service Provider provides
such services, the Funds may pay fees at an annual rate not to exceed 0.25% of
average daily net assets, pursuant to Rule 12b-1 under the 1940
Act.
No
distribution or service fees are currently paid by the Funds, however, and there
are no current plans to impose these fees. In the event Rule 12b-1 fees are
charged, over time they would increase the cost of an investment in the Funds
because they would be paid on an ongoing basis.
NET
ASSET VALUE
The
net asset value, or “NAV,” of Shares is calculated each business day as of the
close of regular trading on the New York Stock Exchange (“NYSE”), generally 4:00
p.m., Eastern time.
Each
Fund calculates its NAV per Share by:
•Taking
the current market value of its total assets,
•Subtracting
any liabilities, and
•Dividing
that amount by the total number of Shares owned by shareholders.
If
you buy or sell Shares on the secondary market, you will pay or receive the
market price, which may be higher or lower than NAV. Your transaction will be
priced at NAV only if you purchase or redeem your Shares in Creation
Units.
Because
securities listed on foreign exchanges may trade on weekends or other days when
a Fund does not price its Shares, the NAV of a Fund holding foreign securities
may change on days when shareholders will not be able to purchase or sell
Shares.
When
calculating the NAV of Shares, expenses are accrued and applied daily and stocks
held by a Fund are valued at their market value when reliable market quotations
are readily available. Equity securities are valued primarily on the basis of
market quotations reported on stock exchanges and other securities markets
around the world. Securities listed on a national securities exchange, market or
automated quotation system for which quotations are readily available (except
for portfolio securities traded on the NASDAQ Stock Market, LLC (“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 on valuation date (or at approximately 4:00 p.m. Eastern time if a
security’s primary exchange is normally open at that time), or, if there is no
such reported sale on the valuation date, at the most recent quoted bid price.
For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
If such prices are not available, the security will be valued as set forth in
the Trust’s “Use of Independent Brokers to Value Securities Procedures” and
“Fair Value Procedures,” as applicable. Investments in non-exchange traded
investment companies are valued at their NAVs. Foreign currency exchange rates
are generally determined as of 4:00 p.m., New York time. Both market quotations
and indicative bids are obtained from outside pricing services approved and
monitored pursuant to a policy approved by the Funds’ Board of
Trustees.
If
a market quotation is not readily available or is deemed not to reflect market
value, each Fund will determine the price of the security held by the Fund based
on a determination of the security’s fair value pursuant to policies and
procedures approved by the Board. In addition, each Fund may use fair valuation
to price securities that trade on a foreign exchange when a significant event
has occurred after the foreign exchange closes but before the time at which the
Fund’s NAV is calculated. Foreign exchanges typically close before the time at
which Share prices are calculated and may be closed altogether on some days when
the Exchange is open for trading.
Fair
valuation may have the effect of reducing stale pricing arbitrage opportunities
presented by the pricing of Shares. However, when the Funds use fair valuation
to price securities, they may value those securities higher or lower than
another fund would have priced the security. Also, the use of fair valuation may
cause the Shares’ NAV performance to diverge from the Shares’ market price and
from the performance of various benchmarks used to compare Fund performance.
Because of the judgment involved in fair valuation decisions, there can be no
assurance that the value ascribed to a particular security is
accurate.
FUND
WEBSITE AND DISCLOSURE OF PORTFOLIO HOLDINGS
The
Trust maintains a website for the Funds at www.fcf-funds.com.
Among other things, this website includes this Prospectus and the SAI, and
includes the Funds’ last annual
and semi-annual reports, certain market price information about Shares, daily
NAV and a historical comparison of the Shares’ market prices to
NAV.
In
addition, each day the Funds are open for business, the Trust publicly
disseminates each Fund’s full portfolio holdings as of the close of the previous
day through the website. A description of the Trust’s policies and procedures
with respect to the disclosure of the Funds’ portfolio holdings is also
available in the Funds’ SAI.
DIVIDENDS,
OTHER DISTRIBUTIONS AND TAXES
Fund
Distributions
Each
Fund generally pays out dividends from its net investment income, if any, and
distributes its net capital gains, if any, to shareholders at least annually.
Each Fund typically earns dividends from stocks in which it invests and may
generate net gains from certain foreign currency transactions. These amounts,
net of expenses, are distributed to Fund shareholders as “income dividends.”
Each Fund realizes capital gains or losses whenever it sells securities. Net
long-term capital gains are distributed to shareholders as “capital gain
dividends.”
Brokers
may make available to their customers who own Shares the DTC book-entry dividend
reinvestment service. To determine whether this service is available and whether
there is a commission or other charge for using this service, consult your
broker. Brokers may require a Fund’s shareholders to adhere to specific
procedures and timetables. If this service is available and used, dividend
distributions of both net income and net realized gains will be automatically
reinvested in additional whole Shares purchased in the secondary market. Without
this service, investors would receive all their distributions in
cash.
Taxes
The
following is a summary of the material federal income tax considerations
applicable to an investment in Shares. The summary is based on the laws and
regulations in effect on the date of this Prospectus and existing published
judicial and administrative interpretations thereof, all of which are subject to
change, possibly with retroactive effect. In addition, this summary assumes that
a shareholder holds Shares as “capital assets” within the meaning of the
Internal Revenue Code of 1986, as amended, and does not hold Shares in
connection with a trade or business. This summary does not address all potential
federal income tax considerations possibly applicable to shareholders holding
Shares through a partnership (or other pass-through entity) or to shareholders
subject to special tax rules. Prospective shareholders are urged to consult
their own tax advisors with respect to the specific federal, state, local, and
foreign tax consequences of investing in Shares based on their particular
circumstances.
Fund
distributions to you and sales of your Shares will have tax consequences to you.
Such consequences may not apply if you hold your Shares through a tax-exempt
entity or tax-advantaged retirement account, such as an individual retirement
account or 401(k) plan.
Taxes
on Distributions
Distributions
by the Funds generally are taxable to you as ordinary income or capital gain.
Distributions of a Fund’s “investment company taxable income” (which is,
generally, net investment income, net short-term capital gain in excess of net
long-term capital loss, and net gains or losses from certain foreign currency
transactions, if any) are taxable as ordinary income to the extent of the Fund’s
current or accumulated earnings and profits, whether paid in cash or reinvested
in additional Shares.
Distributions
of a Fund’s net capital gain (which is the excess of net long-term capital gain
over short-term capital loss) that are properly reported by the Fund as “capital
gain dividends” will be taxable to you as long-term capital gains at rates of
0%, 15% or 20% depending on the taxable income of an individual, trust or estate
(each an “individual”), regardless of your holding period for your Shares and
whether paid in cash or, if available, reinvested in additional Shares.
Distributions to you in excess of a Fund’s earnings and profits will be treated
as a return of capital and first will reduce your adjusted tax basis in your
Shares and, after your adjusted basis is reduced to zero, will constitute
capital gain. Such
capital
gain will be long-term capital gain, and thus will be taxed at the maximum rates
noted above, if the distributions are attributable to Shares held by you for
more than one year. Distributions by the Funds that qualify as “qualified
dividend income” are taxable to individuals at the long-term capital gain rates
mentioned above. In order for a distribution by a Fund to be treated as
qualified dividend income by you, (1) it must be attributable to dividends the
Fund receives on stock of most domestic corporations and certain foreign
corporations with respect to which the Fund satisfies certain holding period and
other requirements and, (2) you must meet similar requirements with respect to
your Shares.
In
the case of an individual, distributions by the Funds and net capital gains
realized on sales of Shares will also be subject to a 3.8% tax on the lesser of
(1) the individual’s “net investment income” (which generally includes those
distributions and gains) or (2) the excess of the individual’s “modified
adjusted gross income” over $200,000 (or $250,000 if married and filing
jointly).
If
a Fund qualifies to pass through to you the tax benefits from foreign taxes it
pays on its investments, and elects to do so, then any foreign taxes it pays on
these investments may be passed through as a foreign tax credit.
Corporate
shareholders are generally eligible for the 50% dividends-received deduction
with respect to a Fund’s ordinary income dividends, but not its capital gain
dividends, to the extent the Fund reports such dividends as qualifying for this
deduction, except that the aggregate amount so reported in any year cannot
exceed the dividends received by the Fund from domestic
corporations.
Under
a dividend reinvestment service, you may have the option to have all cash
distributions automatically reinvested in additional Shares. Any distributions
reinvested under such a service will nevertheless be taxable to you. You will
have an adjusted basis in the additional Shares purchased through such a
reinvestment service equal to the amount of the reinvested distribution plus the
amount of any fees charged for the transaction. The additional Shares will have
a holding period commencing on the day following the day on which they are
credited to your account.
A
distribution will reduce a Fund’s NAV per Share and may be taxable to you even
though, from an investment standpoint, the distribution may constitute a return
of capital. In general, distributions are subject to federal income tax for the
calendar year when they are paid. However, certain distributions paid in January
may be treated as paid on December 31 of the prior year.
If
you are a non-corporate shareholder of a Fund, you may be subject to federal
back-up withholding tax if you have not provided the Fund with a taxpayer
identification number (for an individual, a social security number) and made
other required certifications. You may also be subject to state and local taxes
on distributions, sales and redemptions.
Taxes
When Shares are Sold
Generally,
you will recognize taxable gain or loss if you sell or otherwise dispose of your
Shares. Any gain arising from such a disposition generally will be treated as
long-term capital gain if you held the Shares for more than one year; otherwise,
it will be classified as short-term capital gain, which is taxable at ordinary
income tax rates. However, any capital loss arising from the disposition of
Shares held for six months or less will be treated as long-term capital loss to
the extent of the amount of capital gain dividends received with respect to such
Shares. In addition, all or a portion of any loss recognized upon a disposition
of Shares may be disallowed under “wash sale” rules if other Shares of the same
Fund are purchased (whether through reinvestment of distributions or otherwise)
within 30 days before or after the disposition. If disallowed, the loss will be
reflected in an adjustment to the basis of the acquired Shares.
Taxes
on Purchase and Redemption of Creation Units
An
AP that exchanges equity securities for one or more Creation Units generally
will recognize a gain or a loss on the exchange. The gain or loss will be equal
to the difference between the market value of the Creation Unit(s) at the time
of purchase (plus any cash received by the AP as part of the issue) and the AP’s
aggregate basis in the securities surrendered (plus any cash paid by the AP as
part of the issue). An AP who exchanges one or more Creation Unit(s) for equity
securities generally will recognize a gain or loss equal to the difference
between the AP's basis in the Creation Unit(s) (plus any cash paid by the AP as
part of the exchange) and the aggregate market value of the securities received
(plus any cash received by the AP as part of the exchange). The Internal Revenue
Service, however, may assert that a loss realized upon an exchange of securities
for Creation Unit(s) cannot be deducted currently under the rules governing
“wash sales” or on the basis that there has been no significant change in
economic position. APs exchanging securities should consult their own tax
advisors with respect to whether wash sale rules apply and when a loss might be
deductible.
Any
capital gain or loss realized upon a redemption of one or more Creation Unit(s)
is generally treated as long-term capital gain or loss if the Creation Unit(s)
have been held for more than one year and as short-term capital gain or loss if
they have been held for one year or less, assuming that such Creation Units are
held as a capital asset.
If
a Fund redeems Creation Units in cash, it may recognize more capital gains than
it will if it redeems Creation Units in-kind.
The
foregoing is only a summary of certain federal income tax considerations under
current law, which is subject to change in the future. Shareholders such as
non-resident aliens, foreign trusts or estates, or foreign corporations or
partnerships may be subject to different U.S. federal income tax
treatment.
You
should consult your tax advisor for further information regarding federal,
state, local and/or foreign tax consequences relevant to your specific
situation. More information about federal taxes is in the Funds’
SAI.
HOUSEHOLDING
POLICY
It
is the policy of the Funds to mail only one copy of the prospectus, annual
report,
semi-annual report and proxy statements to all shareholders who share the same
mailing address and share the same last name and have invested in the Fund(s)
covered by the same document. You are deemed to consent to this policy unless
you specifically revoke this policy and request that separate copies of such
documents be mailed to you. In such case, you will begin to receive your own
copies within 30 days after our receipt of the revocation. You may request that
separate copies of these disclosure documents be mailed to you by writing to us
at: TrimTabs ETF Trust, c/o U.S. Bank Global Fund Services, P.O.
Box 701,
Milwaukee, Wisconsin 53201 or calling us at: 800-617-0004.
ADDITIONAL
INFORMATION
The
Trust enters into contractual arrangements with various parties, which may
include, among others, the Funds’ investment adviser, custodian, and transfer
agent, who provide services to the Funds. Shareholders are not parties to any
such contractual arrangements and are not intended beneficiaries of those
contractual arrangements, and those contractual arrangements are not intended to
create in any shareholder any right to enforce them against the service
providers or to seek any remedy under them against the service providers, either
directly or on behalf of the Trust.
This
Prospectus provides information concerning the Funds that you should consider in
determining whether to purchase Shares. Neither this Prospectus nor the SAI is
intended, or should be read, to be or give rise to an agreement or contract
between the Trust or the Funds and any investor, or to give rise to any rights
in any shareholder or other person other than any rights under federal or state
law that may not be waived.
FINANCIAL
HIGHLIGHTS
The
financial highlights tables that follow are intended to help you understand the
Funds’ financial performance for the period of the Funds’ operations. Certain
information reflects financial results for a single Fund share. The total
returns in the table represent the rate that an investor would have earned or
lost on an investment in a Fund (assuming reinvestment of all dividends and
distributions). The financial highlights below have been derived from the Funds’
financial statements. This information has been audited by BBD, LLP, the Funds’
independent registered public accounting firm, whose report, along with the
Funds’ financial statements, is included in the Funds’ annual
report
to shareholders for the fiscal year ended July
31, 2022,
which is available upon request.
FCF
International Quality ETF
For
a capital share outstanding throughout each year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Year
Ended July 31, 2022 |
Year Ended July
31, 2021 |
Year Ended July
31, 2020 |
Year Ended July
31, 2019 |
| Year Ended July
31, 2018 |
Net
Asset Value, Beginning of Year |
$ |
36.38 |
| $ |
26.16 |
| $ |
26.02 |
| $ |
26.93 |
|
| $ |
25.48 |
|
|
|
|
|
|
| |
Income
from Investment Operations: |
|
|
|
|
| |
Net
Investment Income(a) |
1.12 |
| 0.44 |
| 0.25 |
| 0.37 |
|
| 0.34 |
|
Net
Realized and Unrealized Gain (Loss) on Investments |
(7.50) |
| 9.98 |
| 0.40 |
| (1.08) |
|
| 1.18 |
|
Total
from Investment Operations |
(6.38) |
| 10.42 |
| 0.65 |
| (0.71) |
|
| 1.52 |
|
|
|
|
|
|
| |
Less
Distributions: |
|
|
|
|
| |
From
Net Investment Income |
(0.31) |
| (0.20) |
| (0.51) |
| (0.20) |
|
| (0.07) |
|
From
Net Realized Gain on Investments |
(0.42) |
| — |
| — |
| — |
|
| — |
|
Total
Distributions |
(0.73) |
| (0.20) |
| (0.51) |
| (0.20) |
|
| (0.07) |
|
Net
Asset Value, End of Year |
$ |
29.27 |
| $ |
36.38 |
| $ |
26.16 |
| $ |
26.02 |
|
| $ |
26.93 |
|
Total
Return |
-17.93 |
% |
39.96 |
% |
2.42 |
% |
-2.47 |
% |
| 5.97 |
% |
|
|
|
|
|
| |
Supplemental
Data: |
|
|
|
|
| |
Net
Assets at End of Year (000’s) |
$ |
54,157 |
| $ |
59,114 |
| $ |
11,116 |
| $ |
12,361 |
|
| $ |
10,098 |
|
|
|
|
|
|
| |
Ratios
to Average Net Assets: |
|
|
|
|
| |
Expenses
to Average Net Assets |
0.59 |
% |
0.59 |
% |
0.59 |
% |
0.59 |
% |
| 0.59 |
% |
Net
Investment Income to Average Net Assets |
3.32 |
% |
1.32 |
% |
1.00 |
% |
1.48 |
% |
| 1.28 |
% |
Portfolio
Turnover Rate(b) |
42 |
% |
87 |
% |
45 |
% |
43 |
% |
| 83 |
% |
(a)Calculated
based on average shares outstanding during the year.
(b)Excludes
impact of in-kind transactions.
FCF
US Quality ETF
For
a capital share outstanding throughout each year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Year Ended July
31, 2022 |
| Year Ended July
31, 2021 |
Year Ended July
31, 2020 |
Year Ended July
31, 2019 |
| Year Ended July
31, 2018 |
|
Net
Asset Value, Beginning of Year |
$ |
55.12 |
|
| $ |
39.92 |
| $ |
37.59 |
| $ |
36.41 |
|
| $ |
29.81 |
| |
|
|
|
|
|
|
|
| |
Income
from Investment Operations: |
|
|
|
|
|
|
| |
Net
Investment Income(a) |
0.60 |
|
| 0.28 |
| 0.25 |
| 0.30 |
|
| 0.21 |
| |
Net
Realized and Unrealized Gain (Loss) on Investments |
(1.59) |
|
| 15.11 |
| 2.36 |
| 1.07 |
|
| 6.53 |
| |
Total
from Investment Operations |
(0.99) |
|
| 15.39 |
| 2.61 |
| 1.37 |
|
| 6.74 |
| |
|
|
|
|
|
|
|
| |
Less
Distributions: |
|
|
|
|
|
|
| |
From
Net Investment Income |
(0.47) |
|
| (0.19) |
| (0.28) |
| (0.19) |
|
| (0.14) |
| |
From
Net Realized Gain on Investments |
(4.85) |
|
| — |
| — |
| — |
|
| — |
| |
Total
Distributions |
(5.32) |
|
| (0.19) |
| (0.28) |
| (0.19) |
|
| (0.14) |
| |
Net
Asset Value, End of Year |
$ |
48.81 |
|
| $ |
55.12 |
| $ |
39.92 |
| $ |
37.59 |
|
| $ |
36.41 |
| |
Total
Return |
-2.92 |
% |
(c) |
38.64 |
% |
6.97 |
% |
3.89 |
% |
| 22.62 |
% |
|
|
|
|
|
|
|
|
| |
Supplemental
Data: |
|
|
|
|
|
|
| |
Net
Assets at End of Year (000’s) |
$ |
176,938 |
|
| $ |
203,949 |
| $ |
108,791 |
| $ |
124,056 |
|
| $ |
99,214 |
| |
|
|
|
|
|
|
|
| |
Ratios
to Average Net Assets: |
|
|
|
|
|
|
| |
Expenses
to Average Net Assets |
0.59 |
% |
| 0.59 |
% |
0.59 |
% |
0.59 |
% |
| 0.59 |
% |
|
Net
Investment Income to Average Net Assets |
1.15 |
% |
| 0.61 |
% |
0.68 |
% |
0.84 |
% |
| 0.60 |
% |
|
Portfolio
Turnover Rate(b) |
51 |
% |
| 98 |
% |
83 |
% |
49 |
% |
| 42 |
% |
|
(a)Calculated
based on average shares outstanding during the year.
(b)Excludes
impact of in-kind transactions.
(c)During
the fiscal year ended July 31, 2022, the Advisor reimbursed the Fund for certain
losses. Had the Fund not been reimbursed for these losses the total return would
have remained at -2.92%.
If
you would like more information about the Funds and the Trust, the following
documents are available free, upon request:
Annual/Semi-Annual
Reports to Shareholders
Additional
information about the Funds is available in their annual and semi-annual reports
to shareholders, when available. The
annual report
will explain the market conditions and investment strategies affecting each
Fund’s performance during the preceding fiscal year.
Statement
of Additional Information
The
SAI
dated November
28, 2022,
which contains more details about the Funds, is incorporated by reference in its
entirety into this Prospectus, which means that it is legally part of this
Prospectus.
To
receive a free copy of the latest annual or semi-annual report, or the SAI, or
to request additional information about the Funds, please contact us as
follows:
Call: 800-617-0004
Write: TrimTabs
ETF Trust
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201
Visit: www.fcf-funds.com
Information
Provided by the Securities and Exchange Commission
Information
about the Funds, including their reports and the SAI, has been filed with the
SEC. They are available on the EDGAR database on the SEC’s internet site
(http://www.sec.gov).
You can also request copies of these materials, upon payment of a duplicating
fee, by electronic request at the SEC’s e-mail address
([email protected]).
Investment
Company Act File No. 811-22995.