The
information in this Prospectus is not complete and may be changed. The Trust may
not sell these securities until the registration statement filed with the
Securities and Exchange Commission is effective. This Prospectus is not an offer
to sell these securities and is not soliciting an offer to buy these securities
in any jurisdiction where the offer or sale is not permitted.
Subject
to Completion
Preliminary
Prospectus dated February 16, 2023
Russia
ETF [ ]
Russia
Small-Cap ETF [ ]
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The
U.S. Securities and Exchange Commission (“SEC”) has not approved or
disapproved these securities or passed upon the accuracy or adequacy of
this Prospectus. Any representation to the contrary is a criminal
offense. |
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800.826.2333 vaneck.com
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TABLE
OF CONTENTS |
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Summary
Information |
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SUMMARY
INFORMATION
INVESTMENT
OBJECTIVE
VanEck®
Russia ETF’s (the “Fund”) stated investment objective is to seek to replicate as
closely as possible, before fees and expenses, the price and yield performance
of the MVIS®
Russia Index (the “Russia Index”).
However,
due to the suspension of the rebalancing of the Russia Index and the ongoing
restrictions relating to Russian securities, the Fund will be unable to meet its
investment objective. The Fund is in the process of liquidating its assets and
winding up its business pursuant to a plan of liquidation.
FUND
FEES AND EXPENSES
The
following tables describe the fees and expenses of the Fund during liquidation
of its portfolio. The Fund shall bear the expenses incurred in connection with
carrying out liquidation, including, but not limited to, printing and legal
expenses, audit and tax services fees, and the expenses of reports to
shareholders. All such expenses will be considered extraordinary expenses for
purposes of any expense limitation in effect with respect to the Fund.
You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the tables and examples below.
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Shareholder
Fees (fees
paid directly from your investment) |
None |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment)
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Management
Fee(a) |
[
]% |
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Other
Expenses(b) |
[
]% |
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Total
Annual Fund Operating Expenses(c) |
[
]% |
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Fee
Waivers and Expense Reimbursement(c) |
[
]% |
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Total
Annual Fund Operating Expenses After Fee Waivers and Expense
Reimbursement(b) |
[
]% |
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(a) Starting
March 11, 2022, Van Eck Associates Corporation (the “Adviser”) implemented a
waiver of the Fund’s management fee, which will continue in effect while the
Fund liquidates.
(b) “Other
Expenses” have been restated to reflect current fees.
(c) The
Adviser has agreed to waive fees and/or pay Fund expenses to the extent
necessary to prevent the operating expenses of the Fund (excluding acquired fund
fees and expenses, interest expense, depositary receipt fees/expenses, trading
expenses, taxes and extraordinary expenses) from exceeding 0.62% of the Fund’s
average daily net assets per year until at least [ ]. During such time, the
expense limitation is expected to continue until the Fund’s Board of Trustees
acts to discontinue all or a portion of such expense limitation.
EXPENSE
EXAMPLE
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. This example does not take into account
brokerage commissions that you pay when purchasing or selling Shares of the
Fund.
The
example assumes that you invest $10,000 in the Fund for the time periods
indicated and then sell or hold all of your Shares at the end of those periods.
The example also assumes that your investment has a 5% annual return and that
the Fund’s operating expenses remain the same (except that the example
incorporates the fee waivers and/or expense reimbursement arrangement for only
the first year). Although your actual costs may be higher or lower, based on
these assumptions, your costs would be:
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YEAR |
EXPENSES |
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1 |
[
] |
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3 |
[
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5 |
[
] |
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10 |
[
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PORTFOLIO
TURNOVER
The
Fund will pay transaction costs, such as commissions, when it purchases and
sells securities (or “turns over” its portfolio). A higher portfolio turnover
will cause the Fund to incur additional transaction costs and may result in
higher taxes when Fund Shares are held in a taxable account. These costs, which
are not reflected in annual fund operating expenses or in the example, may
affect the Fund’s performance. During the most recent fiscal year, the Fund’s
portfolio turnover rate was [ ]% of the average value of its
portfolio.
PRINCIPAL
INVESTMENT STRATEGIES
The
Fund formerly sought to replicate as closely as possible, before fees and
expenses, the price and yield performance of the Russia Index. MarketVector
Indexes GmbH (the “Index Provider”) has suspended future rebalances of the
Russia Index. The Fund is currently prevented by Russian law and U.S. economic
sanctions from selling its portfolio securities and from repatriating the
proceeds of any such sale in U.S. dollars. On September 29, 2022, the Board of
Trustees (the “Board of Trustees”) of VanEck ETF Trust (the “Trust”) unanimously
voted to approve a Plan of Liquidation and Termination of the Fund, contingent
on receiving any necessary relief from the SEC. On December 28, 2022, the SEC
granted exemptive relief to the Fund permitting the Fund to suspend the right of
redemption with respect to shares of the Fund and, if necessary, postpone the
date of payment of redemption proceeds with respect to redemption orders
received but not yet paid until the Fund completes the liquidation of its
portfolio and distributes all its assets to remaining shareholders.
On
January 12, 2023, an initial distribution was sent to shareholders. The Fund is
currently operating pursuant to a plan of liquidation filed with the SEC, which
provides that, pending liquidating distributions, the Fund will invest proceeds
of cash dispositions of portfolio securities solely in U.S. government
securities, money market funds that are registered under the Investment Company
Act of 1940, as amended (the “Investment Company Act of 1940”) and comply with
the requirements of Rule 2a-7 under the Investment Company Act of 1940, cash
equivalents, securities eligible for purchase by a registered money market fund
meeting the requirements of Rule 2a-7 under the Investment Company Act of 1940
with legal maturities not in excess of 90 days and, if determined to be
necessary to protect the value of a portfolio position in a rights offering or
other dilutive transaction, additional securities of the affected
issuer.
Furthermore,
because the Fund has been delisted by Cboe BZX Exchange, Inc. in connection with
the liquidation of the Fund, the Fund is no longer an exchange-traded fund and
we do not anticipate that there will be a trading market for your shares. Upon
payment of the final liquidating distribution, it is anticipated that the Fund
will be terminated.
The
Fund is classified as a non-diversified fund under the Investment Company Act of
1940, and, therefore, may invest a greater percentage of its assets in a
particular issuer. The Fund’s stated concentration policy is that the Fund may
concentrate its investments in a particular industry or group of industries to
the extent that the Russia Index concentrates in an industry or group of
industries. However, due to the suspension of the rebalancing of the Russia
Index and ongoing restrictions relating to Russian securities, the Fund may be
unable to follow its industry concentration policy.
PRINCIPAL
RISKS OF INVESTING IN THE FUND
Investors
in the Fund should be willing to accept a high degree of volatility in the price
of the Fund’s Shares and the possibility of significant losses. An investment in
the Fund involves a substantial degree of risk. An investment in the Fund is not
a deposit with a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Therefore, you should
consider carefully the following risks before investing in the Fund, each of
which could significantly and adversely affect the value of an investment in the
Fund.
Due
to the suspension of the rebalancing of the Russia Index and ongoing
restrictions relating to Russian securities, the Fund will be unable to meet its
investment objective or pursue its prior principal investment strategies. It is
possible that the liquidation of the Fund will take an extended period of time
if circumstances involving Russian securities do not improve. Furthermore,
because the Fund has been delisted by Cboe BZX Exchange, Inc. in connection with
the liquidation of the Fund, the Fund is no longer an exchange-traded fund and
it is unlikely that there will be a trading market for your shares.
Special
Risk Considerations of Investing in Russian Issuers.
Investments in securities of Russian issuers, including issuers located outside
of Russia that generate significant revenues from Russia, involve risks and
special considerations not typically associated with investments in the U.S.
securities markets. Such heightened risks include, among others, expropriation
and/or nationalization of assets, restrictions on and government intervention in
international trade, confiscatory or punitive taxation, regional conflict,
political instability, including authoritarian and/or military involvement in
governmental decision making, armed conflict, the imposition of economic
sanctions by other nations, the impact on the economy as a result of civil war,
and social instability as a result of religious, ethnic and/or socioeconomic
unrest.
The
securities markets of Russia are underdeveloped and are often considered to be
less correlated to global economic cycles than those markets located in more
developed countries. As a result, securities markets in Russia are subject to
greater risks associated with market volatility, lower market capitalization,
lower trading volume, inflation, greater price fluctuations, uncertainty
regarding the existence of trading markets, governmental control and heavy
regulation of labor and industry. Securities markets in Russia are subject to
additional risks relating to the settlement, clearing and registration of
securities transactions. Additionally, certain investments in Russia may become
less liquid in response to market developments or adverse investor perceptions,
or become illiquid after purchase by the Fund, particularly during periods of
market turmoil. When the Fund holds illiquid investments, its portfolio may be
harder to value, especially in changing markets. Moreover, trading on securities
markets in Russia may be suspended altogether.
The
government in Russia may restrict or control to varying degrees the ability of
foreign investors to invest in securities of issuers located or operating in
Russia. These restrictions and/or controls may at times limit or prevent foreign
investment in securities of
issuers
located or operating in Russia. Moreover, governmental approval or special
licenses may be required prior to investments by foreign investors and may limit
the amount of investments by foreign investors in a particular industry and/or
issuer and may limit such foreign investment to a certain class of securities of
an issuer that may have less advantageous rights than the classes available for
purchase by domiciliaries of Russia and/or impose additional taxes on foreign
investors. Less information may be available about companies in which the Fund
invests because many companies that are tied economically to Russia are not
subject to accounting, auditing and financial reporting standards or to other
regulatory practices required by U.S. companies. These factors, among others,
make investing in issuers located or operating in Russia significantly riskier
than investing in issuers located or operating in more developed countries, and
any one of them could cause a further decline in the value of the Fund’s
Shares.
Russia
launched a large-scale invasion of Ukraine on February 24, 2022. The extent and
duration of the military action, resulting sanctions and resulting future market
disruptions, including declines in its stock markets and the value of the ruble
against the U.S. dollar, are impossible to predict, but could be significant.
Any such disruptions caused by Russian military action or other actions
(including cyberattacks and espionage) or resulting actual and threatened
responses to such activity, including purchasing and financing restrictions,
import and export restrictions, boycotts or changes in consumer or purchaser
preferences, sanctions, tariffs or cyberattacks on the Russian government,
Russian companies, or Russian individuals, including politicians, may impact
Russia’s economy and Russian issuers of securities in which the Fund
invests.
For
these or other reasons, the Fund has suspended creations and redemptions of
Creation Units.
The
Russian government continues to control a large share of economic activity in
the region. Political and economic reforms are too recent to establish a
definite trend away from centrally planned economics and state- owned
industries. The Russian government owns shares in corporations in a range of
sectors including banking, energy production and distribution, automotive,
transportation and telecommunications. Additionally, because Russia produces and
exports large volumes of oil and gas, the Russian economy is particularly
sensitive to the price of oil and gas on the world market, and a decline in the
price of oil and gas could have a significant negative impact on the Russian
economy. Political and economic events in Russia may continue to have
significant adverse effects on the Russian Ruble and on the value and liquidity
of the Fund’s investments.
Foreign
Securities Risk.
Investments
in the securities of foreign issuers involve risks beyond those associated with
investments in U.S. securities. These additional risks include greater market
volatility, the availability of less reliable financial information, higher
transactional and custody costs, taxation by foreign governments, decreased
market liquidity and political instability. Because certain foreign securities
markets may be limited in size, the activity of large traders may have an undue
influence on the prices of securities that trade in such markets. The Fund
invests in securities of issuers located in countries whose economies are
heavily dependent upon trading with key partners. Any reduction in this trading
may have an adverse impact on the Fund’s investments.
Emerging
Market Issuers Risk. Investments
in securities of emerging market issuers involve risks not typically associated
with investments in securities of issuers in more developed countries that may
negatively affect the value of your investment in the Fund. Such heightened
risks may include, among others, expropriation and/or nationalization of assets,
restrictions on and government intervention in international trade, confiscatory
taxation, political instability, including authoritarian and/or military
involvement in governmental decision making, armed conflict, the impact on the
economy as a result of civil war, crime (including drug violence) and social
instability as a result of religious, ethnic and/or socioeconomic unrest.
Issuers in certain emerging market countries are subject to less stringent
requirements regarding accounting, auditing, financial reporting and record
keeping than are issuers in more developed markets, and therefore, all material
information may not be available or reliable. Emerging markets are also more
likely than developed markets to experience problems with the clearing and
settling of trades, as well as the holding of securities by local banks, agents
and depositories. Low trading volumes and volatile prices in less developed
markets may make trades harder to complete and settle, and governments or trade
groups may compel local agents to hold securities in designated depositories
that may not be subject to independent evaluation. Local agents are held only to
the standards of care of their local markets. In general, the less developed a
country’s securities markets are, the greater the likelihood of custody
problems. Additionally, each of the factors described below could have a
negative impact on the Fund’s performance and increase the volatility of the
Fund.
Securities
Markets.
Securities markets in emerging market countries are underdeveloped and are often
considered to be less correlated to global economic cycles than those markets
located in more developed countries. Securities markets in emerging market
countries are subject to greater risks associated with market volatility, lower
market capitalization, lower trading volume, illiquidity, inflation, greater
price fluctuations, uncertainty regarding the existence of trading markets,
governmental control and heavy regulation of labor and industry. These factors,
coupled with restrictions on foreign investment and other factors, limit the
supply of securities available for investment by the Fund. This will affect the
rate at which the Fund is able to invest in emerging market countries, the
purchase and sale prices for such securities and the timing of purchases and
sales. Emerging markets can experience high rates of inflation, deflation and
currency devaluation. The prices of certain securities listed on securities
markets in emerging market countries have been subject to sharp fluctuations and
sudden declines, and no assurance can be given as to the future performance of
listed securities in general. Volatility of prices may be greater than in more
developed securities markets. Moreover, securities markets in emerging market
countries may be closed for extended periods of time or trading on securities
markets may be suspended altogether due to political or
civil
unrest. Market volatility may also be heightened by the actions of a small
number of investors. Brokerage firms in emerging market countries may be fewer
in number and less established than brokerage firms in more developed markets.
Since the Fund may need to effect securities transactions through these
brokerage firms, the Fund is subject to the risk that these brokerage firms will
not be able to fulfill their obligations to the Fund. This risk is magnified to
the extent the Fund effects securities transactions through a single brokerage
firm or a small number of brokerage firms. In addition, the infrastructure for
the safe custody of securities and for purchasing and selling securities,
settling trades, collecting dividends, initiating corporate actions, and
following corporate activity is not as well developed in emerging market
countries as is the case in certain more developed markets.
Political
and Economic Risk. Certain
emerging market countries have historically been subject to political
instability and their prospects are tied to the continuation of economic and
political liberalization in the region. Instability may result from factors such
as government or military intervention in decision making, terrorism, civil
unrest, extremism or hostilities between neighboring countries. Any of these
factors, including an outbreak of hostilities could negatively impact the Fund’s
returns. Limited political and democratic freedoms in emerging market countries
might cause significant social unrest. These factors may have a significant
adverse effect on an emerging market country’s economy.
Many
emerging market countries may be heavily dependent upon international trade and,
consequently, may continue to be negatively affected by trade barriers, exchange
controls, managed adjustments in relative currency values and other
protectionist measures imposed or negotiated by the countries with which it
trades. They also have been, and may continue to be, adversely affected by
economic conditions in the countries with which they trade.
In
addition, commodities (such as oil, gas and minerals) represent a significant
percentage of certain emerging market countries’ exports and these economies are
particularly sensitive to fluctuations in commodity prices. Adverse economic
events in one country may have a significant adverse effect on other countries
of this region. In addition, most emerging market countries have experienced, at
one time or another, severe and persistent levels of inflation, including, in
some cases, hyperinflation. This has, in turn, led to high interest rates,
extreme measures by governments to keep inflation in check, and a generally
debilitating effect on economic growth.
Although
inflation in many countries has lessened, there is no guarantee it will remain
at lower levels. The political history of certain emerging market countries has
been characterized by political uncertainty, intervention by the military in
civilian and economic spheres, and political corruption. Such events could
reverse favorable trends toward market and economic reform, privatization, and
removal of trade barriers, and result in significant disruption in securities
markets in the region.
Also,
from time to time, certain issuers located in emerging market countries in which
the Fund invests may operate in, or have dealings with, countries subject to
sanctions and/or embargoes imposed by the U.S. Government and the United Nations
and/or countries identified by the U.S. Government as state sponsors of
terrorism. As a result, an issuer may sustain damage to its reputation if it is
identified as an issuer which operates in, or has dealings with, such countries.
The Fund, as an investor in such issuers, will be indirectly subject to those
risks.
The
economies of one or more countries in which the Fund may invest may be in
various states of transition from a planned economy to a more market oriented
economy. The economies of such countries differ from the economies of most
developed countries in many respects, including levels of government
involvement, states of development, growth rates, control of foreign exchange
and allocation of resources. Economic growth in these economies may be uneven
both geographically and among various sectors of their economies and may also be
accompanied by periods of high inflation. Political changes, social instability
and adverse diplomatic developments in these countries could result in the
imposition of additional government restrictions, including expropriation of
assets, confiscatory taxes or nationalization of some or all of the property
held by the underlying issuers of securities included in the Fund’s Index. There
is no guarantee that the governments of these countries will not revert back to
some form of planned or non-market oriented economy, and such governments
continue to be active participants in many economic sectors through ownership
positions and regulation. The allocation of resources in such countries is
subject to a high level of government control. Such countries’ governments may
strictly regulate the payment of foreign currency denominated obligations and
set monetary policy. Through their policies, these governments may provide
preferential treatment to particular industries or companies. The policies set
by the government of one of these countries could have a substantial effect on
that country’s economy.
Investment
and Repatriation Restrictions.
The government in an emerging market country may restrict or control to varying
degrees the ability of foreign investors to invest in securities of issuers
located or operating in such emerging market countries. These restrictions
and/or controls may at times limit or prevent foreign investment in securities
of issuers located or operating in emerging market countries. In addition, the
Fund may not be able to buy or sell securities or receive full value for such
securities. Moreover, certain emerging market countries may require governmental
approval or special licenses prior to investments by foreign investors and may
limit the amount of investments by foreign investors in a particular industry
and/or issuer; may limit such foreign investment to a certain class of
securities of an issuer that may have less advantageous rights than the classes
available for purchase by domiciliaries of such emerging market countries;
and/or may impose additional taxes on foreign investors. A delay in obtaining a
required government approval or a license would delay investments in those
emerging market countries, and, as a result, the Fund may not be able to invest
in certain securities while approval is pending.
The
government of certain emerging market countries may also withdraw or decline to
renew a license that enables the Fund to invest in such country. These factors
make investing in issuers located or operating in emerging market countries
significantly riskier than investing in issuers located or operating in more
developed countries, and any one of them could cause a decline in the value of
the Fund’s Shares.
Additionally,
investments in issuers located in certain emerging market countries may be
subject to a greater degree of risk associated with governmental approval in
connection with the repatriation of investment income, capital or the proceeds
of sales of securities by foreign investors. Moreover, there is the risk that if
the balance of payments in an emerging market country declines, the government
of such country may impose temporary restrictions on foreign capital
remittances. Consequently, the Fund could be adversely affected by delays in, or
a refusal to grant, required governmental approval for repatriation of capital,
as well as by the application to the Fund of any restrictions on investments.
Furthermore, investments in emerging market countries may require the Fund to
adopt special procedures, seek local government approvals or take other actions,
each of which may involve additional costs to the Fund.
Available
Disclosure About Emerging Market Issuers.
Issuers located or operating in emerging market countries are not subject to the
same rules and regulations as issuers located or operating in more developed
countries. Therefore, there may be less financial and other information publicly
available with regard to issuers located or operating in emerging market
countries and such issuers are not subject to the uniform accounting, auditing
and financial reporting standards applicable to issuers located or operating in
more developed countries.
Foreign
Currency Considerations. The
Fund’s assets that are invested in securities of issuers in emerging market
countries will generally be denominated in foreign currencies, and the proceeds
received by the Fund from these investments will be principally in foreign
currencies. The value of an emerging market country’s currency may be subject to
a high degree of fluctuation. This fluctuation may be due to changes in interest
rates, the effects of monetary policies issued by the United States, foreign
governments, central banks or supranational entities, the imposition of currency
controls or other national or global political or economic developments. The
economies of certain emerging market countries can be significantly affected by
currency devaluations. Certain emerging market countries may also have managed
currencies which are maintained at artificial levels relative to the U.S. dollar
rather than at levels determined by the market. This type of system can lead to
sudden and large adjustments in the currency which, in turn, can have a
disruptive and negative effect on foreign investors.
The
Fund’s exposure to an emerging market country’s currency and changes in value of
such foreign currencies versus the U.S. dollar may reduce the Fund’s investment
performance and the value of your investment in the Fund. Meanwhile, the Fund
will compute and expects to distribute its income in U.S. dollars, and the
computation of income will be made on the date that the income is earned by the
Fund at the foreign exchange rate in effect on that date. Therefore, if the
value of the respective emerging market country’s currency falls relative to the
U.S. dollar between the earning of the income and the time at which the Fund
converts the relevant emerging market country’s currency to U.S. dollars, the
Fund may be required to liquidate certain positions in order to make
distributions if the Fund has insufficient cash in U.S. dollars to meet
distribution requirements under the Internal Revenue Code. The liquidation of
investments, if required, could be at disadvantageous prices or otherwise have
an adverse impact on the Fund’s performance.
Certain
emerging market countries also restrict the free conversion of their currency
into foreign currencies, including the U.S. dollar. There is no significant
foreign exchange market for many such currencies and it would, as a result, be
difficult for the Fund to engage in foreign currency transactions designed to
protect the value of the Fund’s interests in securities denominated in such
currencies. Furthermore, if permitted, the Fund may incur costs in connection
with conversions between U.S. dollars and an emerging market country’s currency.
Foreign exchange dealers realize a profit based on the difference between the
prices at which they are buying and selling various currencies. Thus, a dealer
normally will offer to sell a foreign currency to the Fund at one rate, while
offering a lesser rate of exchange should the Fund desire immediately to resell
that currency to the dealer. The Fund will conduct its foreign currency exchange
transactions either on a spot (i.e.,
cash) basis at the spot rate prevailing in the foreign currency exchange market,
or through entering into forward, futures or options contracts to purchase or
sell foreign currencies.
Operational
and Settlement Risk.
In addition to having less developed securities markets, emerging market
countries have less developed custody and settlement practices than certain
developed countries. Rules adopted under the Investment Company Act of 1940
permit the Fund to maintain its foreign securities and cash in the custody of
certain eligible non-U.S. banks and securities depositories. Banks in emerging
market countries that are eligible foreign sub-custodians may be recently
organized or otherwise lack extensive operating experience. In addition, in
certain emerging market countries there may be legal restrictions or limitations
on the ability of the Fund to recover assets held in custody by a foreign
sub-custodian in the event of the bankruptcy of the sub-custodian. Because
settlement systems in emerging market countries may be less organized than in
other developed markets, there may be a risk that settlement may be delayed and
that cash or securities of the Fund may be in jeopardy because of failures of or
defects in the systems. Under the laws in many emerging market countries, the
Fund may be required to release local shares before receiving cash payment or
may be required to make cash payment prior to receiving local shares, creating a
risk that the Fund may surrender cash or securities without ever receiving
securities
or cash from the other party. Settlement systems in emerging market countries
also have a higher risk of failed trades and back to back settlements may not be
possible.
The
Fund may not be able to convert a foreign currency to U.S. dollars in time for
the settlement of redemption requests. In the event of a redemption request from
an Authorized Participant, the Fund will be required to deliver U.S. dollars to
the Authorized Participant on the settlement date. In the event that the Fund is
not able to convert the foreign currency to U.S. dollars in time for settlement,
which may occur as a result of the delays described above, the Fund may be
required to liquidate certain investments and/or borrow money in order to fund
such redemption. The liquidation of investments, if required, could be at
disadvantageous prices or otherwise have an adverse impact on the Fund’s
performance (e.g.,
by causing the Fund to overweight foreign currency denominated holdings and
underweight other holdings which were sold to fund redemptions). In addition,
the Fund will incur interest expense on any borrowings and the borrowings will
cause the Fund to be leveraged, which may magnify gains and losses on its
investments.
In
certain emerging market countries, the marketability of investments may be
limited due to the restricted opening hours of trading exchanges, and a
relatively high proportion of market value may be concentrated in the hands of a
relatively small number of investors. In addition, because certain emerging
market countries’ trading exchanges on which the Fund’s portfolio securities may
trade are open when the relevant Exchanges are closed, the Fund may be subject
to heightened risk associated with market movements. Trading volume may be lower
on certain emerging market countries’ trading exchanges than on more developed
securities markets and securities may be generally less liquid. The
infrastructure for clearing, settlement and registration on the primary and
secondary markets of certain emerging market countries are less developed than
in certain other markets and under certain circumstances this may result in the
Fund experiencing delays in settling and/or registering transactions in the
markets in which it invests, particularly if the growth of foreign and domestic
investment in certain emerging market countries places an undue burden on such
investment infrastructure. Such delays could affect the speed with which the
Fund can transmit redemption proceeds and may inhibit the initiation and
realization of investment opportunities at optimum times.
Certain
issuers in emerging market countries may utilize share blocking schemes. Share
blocking refers to a practice, in certain foreign markets, where voting rights
related to an issuer’s securities are predicated on these securities being
blocked from trading at the custodian or sub-custodian level for a period of
time around a shareholder meeting. These restrictions have the effect of barring
the purchase and sale of certain voting securities within a specified number of
days before and, in certain instances, after a shareholder meeting where a vote
of shareholders will be taken. Share blocking may prevent the Fund from buying
or selling securities for a period of time. During the time that shares are
blocked, trades in such securities will not settle. The blocking period can last
up to several weeks. The process for having a blocking restriction lifted can be
quite onerous with the particular requirements varying widely by country. In
addition, in certain countries, the block cannot be removed. As a result of the
ramifications of voting ballots in markets that allow share blocking, the
Adviser, on behalf of the Fund, reserves the right to abstain from voting
proxies in those markets.
Corporate
and Securities Laws. Securities
laws in emerging market countries are relatively new and unsettled and,
consequently, there is a risk of rapid and unpredictable change in laws
regarding foreign investment, securities regulation, title to securities and
securityholders rights. Accordingly, foreign investors may be adversely affected
by new or amended laws and regulations. In addition, the systems of corporate
governance to which emerging market issuers are subject may be less advanced
than those systems to which issuers located in more developed countries are
subject, and therefore, securityholders of issuers located in emerging market
countries may not receive many of the protections available to securityholders
of issuers located in more developed countries. In circumstances where adequate
laws and securityholders rights exist, it may not be possible to obtain swift
and equitable enforcement of the law. In addition, the enforcement of systems of
taxation at federal, regional and local levels in emerging market countries may
be inconsistent and subject to sudden change. The Fund has limited rights and
few practical remedies in emerging markets and the ability of U.S. authorities
to bring enforcement actions in emerging markets may be limited.
Foreign Currency Risk.
The
Fund’s exposure to foreign currencies and changes in the value of foreign
currencies versus the U.S. dollar may result in reduced returns for the Fund,
and the value of certain foreign currencies may be subject to a high degree of
fluctuation. The Fund may also incur costs in connection with conversions
between U.S. dollars and foreign currencies.
Depositary Receipts
Risk.
The Fund may invest in depositary receipts (including American Depositary
Receipts), which involve similar risks to those associated with investments in
foreign securities. Depositary receipts are receipts listed on U.S. or foreign
exchanges issued by banks or trust companies that entitle the holder to all
dividends and capital gains that are paid out on the underlying foreign shares.
The issuers of certain depositary receipts are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities. Investments
in depositary receipts may be less liquid than the underlying shares in their
primary trading market. The issuers of depositary receipts may discontinue
issuing new depositary receipts and withdraw existing depositary receipts at any
time, which may result in costs and delays in the distribution of the underlying
assets to the Fund and may negatively impact the Fund’s
performance.
Illiquid
Investments Risk.
As a result of the current conditions related to Russian securities and Russian
markets, the Fund is unable to dispose of the Russian securities in its
portfolio and the Fund's portfolio has become illiquid. It is unknown when
current restrictions will be lifted. In the event that it becomes possible to
dispose of Russian securities, other market participants may attempt to
liquidate holdings at the same time as the Fund, and the Fund may be unable to
transact at advantageous times or prices.
Medium-Capitalization
Companies Risk.
Medium-capitalization
companies may be more volatile and more likely than large-capitalization
companies to have narrower product lines, fewer financial resources, less
management depth and experience and less competitive strength. In addition,
these companies often have greater price volatility, lower trading volume and
less liquidity than larger more established companies. Returns on investments in
securities of medium-capitalization companies could trail the returns on
investments in securities of large-capitalization companies.
Equity Securities Risk.
The value of the equity securities held by the Fund may fall due to general
market and economic conditions, perceptions regarding the markets in which the
issuers of securities held by the Fund participate, or factors relating to
specific issuers in which the Fund invests. Equity securities are subordinated
to preferred securities and debt in a company’s capital structure with respect
to priority to a share of corporate income, and therefore will be subject to
greater dividend risk than preferred securities or debt instruments. In
addition, while broad market measures of equity securities have historically
generated higher average returns than fixed income securities, equity securities
have generally also experienced significantly more volatility in those returns.
Market
Risk.
The prices of securities are subject to the risks associated with investing in
the securities market, including general economic conditions, sudden and
unpredictable drops in value, exchange trading suspensions and closures and
public health risks. These risks may be magnified if certain social, political,
economic and other conditions and events (such as natural disasters, epidemics
and pandemics, terrorism, conflicts and social unrest) adversely interrupt the
global economy; in these and other circumstances, such events or developments
might affect companies world-wide. Overall securities values could decline
generally or underperform other investments. An investment may lose
money.
Operational
Risk.
The Fund is exposed to operational risk arising from a number of factors,
including human error, processing and communication errors, errors of the Fund’s
service providers, counterparties or other third-parties, failed or inadequate
processes and technology or system failures.
Index Tracking Risk.
Due
to the suspension of the rebalancing of the Russia Index and ongoing
restrictions relating to Russian securities, the Fund’s return will not match
the return of the Index.
No
Active Trading Market.
It is unlikely that there will be a trading market for your shares. In addition,
creations and redemptions of Fund shares have been halted.
Valuation
Risk.
The price the Fund could receive upon the sale of a security or other asset may
differ from the Fund's valuation of the security or other asset, particularly
for securities or other assets that trade in low volume or volatile markets or
that are valued using a fair value methodology as a result of trade suspensions
or for other reasons. The Fund’s ability to value investments may be impacted by
technological issues or errors by pricing services or other third-party service
providers. DUE TO INABILITY TO TRADE RUSSIAN SECURITIES, THE FUND'S ASSETS ARE
VALUED USING A FAIR VALUE METHODOLOGY. THE ACTUAL PRICE RECEIVED BY THE FUND FOR
ITS ASSETS MAY DIFFER SUBSTANTIALLY FROM THE FAIR VALUE ASSIGNED TO SUCH
ASSETS.
Issuer-Specific
Changes Risk. The
value of individual securities in the Fund’s portfolio can be more volatile than
the market as a whole and can perform differently from the value of the market
as a whole, which may have a greater impact if the Fund’s portfolio is
concentrated in a country, region, market, industry, sector or asset class. A
change in the financial condition, market perception or the credit rating of an
issuer of securities included in the Fund’s Index may cause the value of its
securities to decline.
Non-Diversified
Risk.
The Fund is classified as a “non-diversified” fund under the Investment Company
Act of 1940. Therefore, the Fund may invest a relatively high percentage of its
assets in a smaller number of issuers or may invest a larger proportion of its
assets in a single issuer. Moreover, the gains and losses on a single investment
may have a greater impact on the Fund’s net asset value and may make the Fund
more volatile than more diversified funds.
Concentration
Risk. The
Fund’s stated concentration policy is that the Fund may concentrate its
investments in a particular sector or sectors or industry or group of industries
to the extent the Russia Index concentrates in a particular sector or sectors or
industry or group of industries. However, due to the suspension of the
rebalancing of the Russia Index and ongoing restrictions relating to Russian
securities, the Fund will be unable to follow its industry concentration
policy.
PERFORMANCE
The
bar chart that follows shows how the Fund performed for the calendar years
shown. The table below the bar chart shows the Fund’s average annual returns
(before and after taxes). The bar chart and table provide an indication of the
risks of investing in the Fund by comparing the Fund’s performance from year to
year and by showing how, before the Fund entered liquidation, the Fund’s average
annual returns for the one year, five year, ten year and/or since inception
periods, as applicable, compared with the Fund’s benchmark index before its
suspension and a broad measure of market performance. Prior to March 19, 2012,
the Fund sought to replicate as closely as possible, before fees and expenses,
the price and yield performance of the DAXglobal®
Russia+Index (the “Prior Index”). Therefore, performance information prior to
March 19, 2012 reflects the performance of the Fund while seeking to track the
Prior Index. All returns assume reinvestment of dividends and distributions. The
Fund’s past performance (before and after taxes) is not necessarily indicative
of how the Fund will perform in the future. Updated performance information is
available online at www.vaneck.com.
Annual
Total Returns (%)—Calendar Years - [TO BE UPDATED]
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Best
Quarter: |
[
]% |
[
] |
Worst
Quarter: |
[
]% |
[
] |
Average
Annual Total Returns for the Periods Ended December 31, 2022
The
after-tax returns presented in the table below are calculated using the highest
historical individual federal marginal income tax rates and do not reflect the
impact of state and local taxes. Your actual after-tax returns will depend on
your specific tax situation and may differ from those shown below. After-tax
returns are not relevant to investors who hold Shares of the Fund through
tax-deferred arrangements, such as 401(k) plans or individual retirement
accounts.
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Past One
Year |
Past Five
Years |
Past Ten
Years |
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VanEck
Russia ETF (return before taxes) |
[
] |
[
] |
[
] |
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VanEck
Russia ETF (return after taxes on distributions) |
[
] |
[
] |
[
] |
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VanEck
Russia ETF (return after taxes on distributions and sale of Fund
Shares) |
[
] |
[
] |
[
] |
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MVIS
Russia Index (reflects no deduction for fees, expenses or taxes, except
withholding taxes)* |
[
] |
[
] |
[
] |
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S&P
500®
Index (reflects no deduction for fees, expenses or taxes) |
[
] |
[
] |
[
] |
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*Prior
to March 19, 2012, the Fund sought to replicate as closely as possible, before
fees and expenses, the price and yield performance of the Prior Index.
Therefore, performance information prior to March 19, 2012 reflects the
performance of the Fund while seeking to track the Prior Index. Prior to March
19, 2012, index data reflects that of the Prior Index. From March 19, 2012, the
index data reflects that of the Russia Index. Future rebalances of the Russia
Index have been suspended.
See
“License Agreements and Disclaimers” for important information.
PORTFOLIO
MANAGEMENT
Investment
Adviser. Van
Eck Associates Corporation.
Portfolio
Manager.
The following individual is primarily responsible for the day-to-day management
of the Fund’s portfolio:
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Name |
Title
with Adviser |
Date
Began Managing the Fund |
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Peter
H. Liao |
Portfolio
Manager |
April
2007 |
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PURCHASE
AND SALE OF FUND SHARES
For
important information about the purchase and sale of Fund Shares, and tax
information, please turn to the “Summary Information About Purchases and Sales
of Fund Shares, and Taxes ” section of this Prospectus.
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VANECK®
RUSSIA SMALL-CAP ETF |
SUMMARY
INFORMATION
INVESTMENT
OBJECTIVE
VanEck®
Russia Small-Cap ETF’s (the “Fund”) stated investment objective is to seek to
replicate as closely as possible, before fees and expenses, the price and yield
performance of the MVIS®
Russia Small-Cap Index (the “Russia Small-Cap Index”).
However,
due to the suspension of the rebalancing of the Russia Index and the ongoing
restrictions relating to Russian securities, the Fund will be unable to meet its
investment objective. The Fund is in the process of liquidating its assets and
winding up its business pursuant to a plan of liquidation.
FUND
FEES AND EXPENSES
The
following tables describe the fees and expenses of the Fund during liquidation
of its portfolio. The Fund shall bear the expenses incurred in connection with
carrying out liquidation, including, but not limited to, printing and legal
expenses, audit and tax services fees, and the expenses of reports to
shareholders. All such expenses will be considered extraordinary expenses for
purposes of any expense limitation in effect with respect to the Fund.
You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the tables and examples below.
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Shareholder
Fees (fees
paid directly from your investment) |
None |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment)
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Management
Fee(a) |
[
] |
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Other
Expenses(b) |
[
] |
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Total
Annual Fund Operating Expenses(c) |
[
] |
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Fee
Waivers and Expense Reimbursement(c) |
[
] |
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Total
Annual Fund Operating Expenses After Fee Waivers and Expense
Reimbursement(c) |
[
] |
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(a) Starting
March 11, 2022, Van Eck Associates Corporation (the “Adviser”) implemented a
waiver of the Fund’s management fee, which will continue in effect while the
Fund liquidates.
(b) “Other
Expenses” have been restated to reflect current fees.
(c) The
Adviser has agreed to waive fees and/or pay Fund expenses to the extent
necessary to prevent the operating expenses of the Fund (excluding acquired fund
fees and expenses, interest expense, depositary receipt fees/expenses, trading
expenses, taxes and extraordinary expenses) from exceeding 0.67% of the Fund’s
average daily net assets per year until at least [ ]. During such time, the
expense limitation is expected to continue until the Fund’s Board of Trustees
acts to discontinue all or a portion of such expense limitation.
EXPENSE
EXAMPLE
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. This example does not take into account
brokerage commissions that you pay when purchasing or selling Shares of the
Fund.
The
example assumes that you invest $10,000 in the Fund for the time periods
indicated and then sell or hold all of your Shares at the end of those periods.
The example also assumes that your investment has a 5% annual return and that
the Fund’s operating expenses remain the same (except that the example
incorporates the fee waivers and/or expense reimbursement arrangement for only
the first year). Although your actual costs may be higher or lower, based on
these assumptions, your costs would be:
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YEAR |
EXPENSES |
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1 |
[
] |
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3 |
[
] |
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5 |
[
] |
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10 |
[
] |
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PORTFOLIO
TURNOVER
The
Fund will pay transaction costs, such as commissions, when it purchases and
sells securities (or “turns over” its portfolio). A higher portfolio turnover
will cause the Fund to incur additional transaction costs and may result in
higher taxes when Fund Shares are held in a taxable account. These costs, which
are not reflected in annual fund operating expenses or in the example, may
affect the Fund’s performance. During the most recent fiscal year, the Fund’s
portfolio turnover rate was [ ]% of the average value of its
portfolio.
PRINCIPAL
INVESTMENT STRATEGIES
The
Fund formerly sought to replicate as closely as possible, before fees and
expenses, the price and yield performance of the Russia Index. MarketVector
Indexes GmbH (the “Index Provider”) has suspended future rebalances of the
Russia Index. The Fund is currently prevented by Russian law and U.S. economic
sanctions from selling its portfolio securities and from repatriating the
proceeds of any such sale in U.S. dollars. On September 29, 2022, the Board of
Trustees (the “Board of Trustees”) of VanEck ETF Trust (the “Trust”) unanimously
voted to approve a Plan of Liquidation and Termination of the Fund, contingent
on receiving any necessary relief from the SEC. On December 28, 2022, the SEC
granted exemptive relief to the Fund permitting the Fund to suspend the right of
redemption with respect to shares of the Fund and, if necessary, postpone the
date of payment of redemption proceeds with respect to redemption orders
received but not yet paid until the Fund completes the liquidation of its
portfolio and distributes all its assets to remaining shareholders.
On
January 12, 2023, an initial distribution was sent to shareholders. The Fund is
currently operating pursuant to a plan of liquidation filed with the SEC, which
provides that, pending liquidating distributions, the Fund will invest proceeds
of cash dispositions of portfolio securities solely in U.S. government
securities, money market funds that are registered under the Investment Company
Act of 1940, as amended (the “Investment Company Act of 1940”) and comply with
the requirements of Rule 2a-7 under the Investment Company Act of 1940, cash
equivalents, securities eligible for purchase by a registered money market fund
meeting the requirements of Rule 2a-7 under the Investment Company Act of 1940
with legal maturities not in excess of 90 days and, if determined to be
necessary to protect the value of a portfolio position in a rights offering or
other dilutive transaction, additional securities of the affected
issuer.
Furthermore,
because the Fund has been delisted by Cboe BZX Exchange, Inc. in connection with
the liquidation of the Fund, the Fund is no longer an exchange-traded fund and
we do not anticipate that there will be a trading market for your shares. Upon
payment of the final liquidating distribution, it is anticipated that the Fund
will be terminated.
The
Fund is classified as a non-diversified fund under the Investment Company Act of
1940, and, therefore, may invest a greater percentage of its assets in a
particular issuer. The Fund’s stated concentration policy is that the Fund may
concentrate its investments in a particular industry or group of industries to
the extent that the Russia Small-Cap Index concentrates in an industry or group
of industries. However, due to the suspension of the rebalancing of the Russia
Index and ongoing restrictions relating to Russian securities, the Fund will be
unable to follow its industry concentration policy.
PRINCIPAL
RISKS OF INVESTING IN THE FUND
Investors
in the Fund should be willing to accept a high degree of volatility in the price
of the Fund’s Shares and the possibility of significant losses. An investment in
the Fund involves a substantial degree of risk. An investment in the Fund is not
a deposit with a bank and is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Therefore, you should
consider carefully the following risks before investing in the Fund, each of
which could significantly and adversely affect the value of an investment in the
Fund.
Due
to the suspension of the rebalancing of the Russia Index and ongoing
restrictions relating to Russian securities, the Fund will be unable to meet its
investment objective or pursue its prior principal investment strategies. It is
possible that the liquidation of the Fund will take an extended period of time
if circumstances involving Russian securities do not improve. Furthermore,
because the Fund has been delisted by Cboe BZX Exchange, Inc. in connection with
the liquidation of the Fund, the Fund is no longer an exchange-traded fund and
it is unlikely that there will be a trading market for your shares.
Special
Risk Considerations of Investing in Russian Issuers.
Investments in securities of Russian issuers, including issuers located outside
of Russia that generate significant revenues from Russia, involve risks and
special considerations not typically associated with investments in the U.S.
securities markets. Such heightened risks include, among others, expropriation
and/or nationalization of assets, restrictions on and government intervention in
international trade, confiscatory or punitive taxation, regional conflict,
political instability, including authoritarian and/or military involvement in
governmental decision making, armed conflict, the imposition of economic
sanctions by other nations, the impact on the economy as a result of civil war,
and social instability as a result of religious, ethnic and/or socioeconomic
unrest.
The
securities markets of Russia are underdeveloped and are often considered to be
less correlated to global economic cycles than those markets located in more
developed countries. As a result, securities markets in Russia are subject to
greater risks associated with market volatility, lower market capitalization,
lower trading volume, inflation, greater price fluctuations, uncertainty
regarding the existence of trading markets, governmental control and heavy
regulation of labor and industry. Securities markets in Russia are subject to
additional risks relating to the settlement, clearing and registration of
securities transactions. Additionally, certain investments in Russia may become
less liquid in response to market developments or adverse investor perceptions,
or become illiquid after purchase by the Fund, particularly during periods of
market turmoil. When the Fund holds illiquid investments, its portfolio may be
harder to value, especially in changing markets. Moreover, trading on securities
markets in Russia may be suspended altogether.
The
government in Russia may restrict or control to varying degrees the ability of
foreign investors to invest in securities of issuers located or operating in
Russia. These restrictions and/or controls may at times limit or prevent foreign
investment in securities of issuers located or operating in Russia. Moreover,
governmental approval or special licenses may be required prior to investments
by foreign investors and may limit the amount of investments by foreign
investors in a particular industry and/or issuer and may
limit
such foreign investment to a certain class of securities of an issuer that may
have less advantageous rights than the classes available for purchase by
domiciliaries of Russia and/or impose additional taxes on foreign investors.
Less information may be available about companies in which the Fund invests
because many companies that are tied economically to Russia are not subject to
accounting, auditing and financial reporting standards or to other regulatory
practices required by U.S. companies. These factors, among others, make
investing in issuers located or operating in Russia significantly riskier than
investing in issuers located or operating in more developed countries, and any
one of them could cause a further decline in the value of the Fund’s
Shares.
Russia
launched a large-scale invasion of Ukraine on February 24, 2022. The extent and
duration of the military action, resulting sanctions and resulting future market
disruptions, including declines in its stock markets and the value of the ruble
against the U.S. dollar, are impossible to predict, but could be significant.
Any such disruptions caused by Russian military action or other actions
(including cyberattacks and espionage) or resulting actual and threatened
responses to such activity, including purchasing and financing restrictions,
import and export restrictions, boycotts or changes in consumer or purchaser
preferences, sanctions, tariffs or cyberattacks on the Russian government,
Russian companies, or Russian individuals, including politicians, may impact
Russia’s economy and Russian issuers of securities in which the Fund
invests.
For
these or other reasons, the Fund has suspended creations and redemptions of
Creation Units.
The
Russian government continues to control a large share of economic activity in
the region. The Russian government owns shares in corporations in a range of
sectors including banking, energy production and distribution, automotive,
transportation and telecommunications. Additionally, because Russia produces and
exports large volumes of oil and gas, the Russian economy is particularly
sensitive to the price of oil and gas on the world market, and a decline in the
price of oil and gas could have a significant negative impact on the Russian
economy. Political and economic events in Russia may continue to have
significant adverse effects on the Russian ruble and on the value and liquidity
of the Fund’s investments.
Foreign
Securities Risk.
Investments
in the securities of foreign issuers involve risks beyond those associated with
investments in U.S. securities. These additional risks include greater market
volatility, the availability of less reliable financial information, higher
transactional and custody costs, taxation by foreign governments, decreased
market liquidity and political instability. Because certain foreign securities
markets may be limited in size, the activity of large traders may have an undue
influence on the prices of securities that trade in such markets. The Fund
invests in securities of issuers located in countries whose economies are
heavily dependent upon trading with key partners. Any reduction in this trading
may have an adverse impact on the Fund’s investments.
Emerging
Market Issuers Risk. Investments
in securities of emerging market issuers involve risks not typically associated
with investments in securities of issuers in more developed countries that may
negatively affect the value of your investment in the Fund. Such heightened
risks may include, among others, expropriation and/or nationalization of assets,
restrictions on and government intervention in international trade, confiscatory
taxation, political instability, including authoritarian and/or military
involvement in governmental decision making, armed conflict, the impact on the
economy as a result of civil war, crime (including drug violence) and social
instability as a result of religious, ethnic and/or socioeconomic unrest.
Issuers in certain emerging market countries are subject to less stringent
requirements regarding accounting, auditing, financial reporting and record
keeping than are issuers in more developed markets, and therefore, all material
information may not be available or reliable. Emerging markets are also more
likely than developed markets to experience problems with the clearing and
settling of trades, as well as the holding of securities by local banks, agents
and depositories. Low trading volumes and volatile prices in less developed
markets may make trades harder to complete and settle, and governments or trade
groups may compel local agents to hold securities in designated depositories
that may not be subject to independent evaluation. Local agents are held only to
the standards of care of their local markets. In general, the less developed a
country’s securities markets are, the greater the likelihood of custody
problems. Additionally, each of the factors described below could have a
negative impact on the Fund’s performance and increase the volatility of the
Fund.
Securities
Markets.
Securities markets in emerging market countries are underdeveloped and are often
considered to be less correlated to global economic cycles than those markets
located in more developed countries. Securities markets in emerging market
countries are subject to greater risks associated with market volatility, lower
market capitalization, lower trading volume, illiquidity, inflation, greater
price fluctuations, uncertainty regarding the existence of trading markets,
governmental control and heavy regulation of labor and industry. These factors,
coupled with restrictions on foreign investment and other factors, limit the
supply of securities available for investment by the Fund. This will affect the
rate at which the Fund is able to invest in emerging market countries, the
purchase and sale prices for such securities and the timing of purchases and
sales. Emerging markets can experience high rates of inflation, deflation and
currency devaluation. The prices of certain securities listed on securities
markets in emerging market countries have been subject to sharp fluctuations and
sudden declines, and no assurance can be given as to the future performance of
listed securities in general. Volatility of prices may be greater than in more
developed securities markets. Moreover, securities markets in emerging market
countries may be closed for extended periods of time or trading on securities
markets may be suspended altogether due to political or civil unrest. Market
volatility may also be heightened by the actions of a small number of investors.
Brokerage firms in emerging market countries may be fewer in number and less
established than brokerage firms in more developed markets. Since the Fund may
need to effect securities transactions through these brokerage firms, the Fund
is subject to the risk that these brokerage firms will not be able to fulfill
their obligations to the Fund. This risk is magnified to the extent the Fund
effects securities transactions through a single brokerage firm or a small
number of brokerage firms. In addition, the infrastructure for the safe custody
of securities and for purchasing and selling securities, settling trades,
collecting dividends, initiating corporate actions, and following corporate
activity is not as well developed in emerging market countries as is the case in
certain more developed markets.
Political
and Economic Risk. Certain
emerging market countries have historically been subject to political
instability and their prospects are tied to the continuation of economic and
political liberalization in the region. Instability may result from factors such
as government or military intervention in decision making, terrorism, civil
unrest, extremism or hostilities between neighboring countries. Any of these
factors, including an outbreak of hostilities could negatively impact the Fund’s
returns. Limited political and democratic freedoms in emerging market countries
might cause significant social unrest. These factors may have a significant
adverse effect on an emerging market country’s economy.
Many
emerging market countries may be heavily dependent upon international trade and,
consequently, may continue to be negatively affected by trade barriers, exchange
controls, managed adjustments in relative currency values and other
protectionist measures imposed or negotiated by the countries with which it
trades. They also have been, and may continue to be, adversely affected by
economic conditions in the countries with which they trade.
In
addition, commodities (such as oil, gas and minerals) represent a significant
percentage of certain emerging market countries’ exports and these economies are
particularly sensitive to fluctuations in commodity prices. Adverse economic
events in one country may have a significant adverse effect on other countries
of this region. In addition, most emerging market countries have experienced, at
one time or another, severe and persistent levels of inflation, including, in
some cases, hyperinflation. This has, in turn, led to high interest rates,
extreme measures by governments to keep inflation in check, and a generally
debilitating effect on economic growth.
Although
inflation in many countries has lessened, there is no guarantee it will remain
at lower levels. The political history of certain emerging market countries has
been characterized by political uncertainty, intervention by the military in
civilian and economic spheres, and political corruption. Such events could
reverse favorable trends toward market and economic reform, privatization, and
removal of trade barriers, and result in significant disruption in securities
markets in the region.
Also,
from time to time, certain issuers located in emerging market countries in which
the Fund invests may operate in, or have dealings with, countries subject to
sanctions and/or embargoes imposed by the U.S. Government and the United Nations
and/or countries identified by the U.S. Government as state sponsors of
terrorism. As a result, an issuer may sustain damage to its reputation if it is
identified as an issuer which operates in, or has dealings with, such countries.
The Fund, as an investor in such issuers, will be indirectly subject to those
risks.
The
economies of one or more countries in which the Fund may invest may be in
various states of transition from a planned economy to a more market oriented
economy. The economies of such countries differ from the economies of most
developed countries in many respects, including levels of government
involvement, states of development, growth rates, control of foreign exchange
and allocation of resources. Economic growth in these economies may be uneven
both geographically and among various sectors of their economies and may also be
accompanied by periods of high inflation. Political changes, social instability
and adverse diplomatic developments in these countries could result in the
imposition of additional government restrictions, including expropriation of
assets, confiscatory taxes or nationalization of some or all of the property
held by the underlying issuers of securities included in the Fund’s Index. There
is no guarantee that the governments of these countries will not revert back to
some form of planned or non-market oriented economy, and such governments
continue to be active participants in many economic sectors through ownership
positions and regulation. The allocation of resources in such countries is
subject to a high level of government control. Such countries’ governments may
strictly regulate the payment of foreign currency denominated obligations and
set monetary policy. Through their policies, these
governments
may provide preferential treatment to particular industries or companies. The
policies set by the government of one of these countries could have a
substantial effect on that country’s economy.
Investment
and Repatriation Restrictions.
The government in an emerging market country may restrict or control to varying
degrees the ability of foreign investors to invest in securities of issuers
located or operating in such emerging market countries. These restrictions
and/or controls may at times limit or prevent foreign investment in securities
of issuers located or operating in emerging market countries. In addition, the
Fund may not be able to buy or sell securities or receive full value for such
securities. Moreover, certain emerging market countries may require governmental
approval or special licenses prior to investments by foreign investors and may
limit the amount of investments by foreign investors in a particular industry
and/or issuer; may limit such foreign investment to a certain class of
securities of an issuer that may have less advantageous rights than the classes
available for purchase by domiciliaries of such emerging market countries;
and/or may impose additional taxes on foreign investors. A delay in obtaining a
required government approval or a license would delay investments in those
emerging market countries, and, as a result, the Fund may not be able to invest
in certain securities while approval is pending. The government of certain
emerging market countries may also withdraw or decline to renew a license that
enables the Fund to invest in such country. These factors make investing in
issuers located or operating in emerging market countries significantly riskier
than investing in issuers located or operating in more developed countries, and
any one of them could cause a decline in the value of the Fund’s
Shares.
Additionally,
investments in issuers located in certain emerging market countries may be
subject to a greater degree of risk associated with governmental approval in
connection with the repatriation of investment income, capital or the proceeds
of sales of securities by foreign investors. Moreover, there is the risk that if
the balance of payments in an emerging market country declines, the government
of such country may impose temporary restrictions on foreign capital
remittances. Consequently, the Fund could be adversely affected by delays in, or
a refusal to grant, required governmental approval for repatriation of capital,
as well as by the application to the Fund of any restrictions on investments.
Furthermore, investments in emerging market countries may require the Fund to
adopt special procedures, seek local government approvals or take other actions,
each of which may involve additional costs to the Fund.
Available
Disclosure About Emerging Market Issuers.
Issuers located or operating in emerging market countries are not subject to the
same rules and regulations as issuers located or operating in more developed
countries. Therefore, there may be less financial and other information publicly
available with regard to issuers located or operating in emerging market
countries and such issuers are not subject to the uniform accounting, auditing
and financial reporting standards applicable to issuers located or operating in
more developed countries.
Foreign
Currency Considerations. The
Fund’s assets that are invested in securities of issuers in emerging market
countries will generally be denominated in foreign currencies, and the proceeds
received by the Fund from these investments will be principally in foreign
currencies. The value of an emerging market country’s currency may be subject to
a high degree of fluctuation. This fluctuation may be due to changes in interest
rates, the effects of monetary policies issued by the United States, foreign
governments, central banks or supranational entities, the imposition of currency
controls or other national or global political or economic developments. The
economies of certain emerging market countries can be significantly affected by
currency devaluations. Certain emerging market countries may also have managed
currencies which are maintained at artificial levels relative to the U.S. dollar
rather than at levels determined by the market. This type of system can lead to
sudden and large adjustments in the currency which, in turn, can have a
disruptive and negative effect on foreign investors.
The
Fund’s exposure to an emerging market country’s currency and changes in value of
such foreign currencies versus the U.S. dollar may reduce the Fund’s investment
performance and the value of your investment in the Fund. Meanwhile, the Fund
will compute and expects to distribute its income in U.S. dollars, and the
computation of income will be made on the date that the income is earned by the
Fund at the foreign exchange rate in effect on that date. Therefore, if the
value of the respective emerging market country’s currency falls relative to the
U.S. dollar between the earning of the income and the time at which the Fund
converts the relevant emerging market country’s currency to U.S. dollars, the
Fund may be required to liquidate certain positions in order to make
distributions if the Fund has insufficient cash in U.S. dollars to meet
distribution requirements under the Internal Revenue Code. The liquidation of
investments, if required, could be at disadvantageous prices or otherwise have
an adverse impact on the Fund’s performance.
Certain
emerging market countries also restrict the free conversion of their currency
into foreign currencies, including the U.S. dollar. There is no significant
foreign exchange market for many such currencies and it would, as a result, be
difficult for the Fund to engage in foreign currency transactions designed to
protect the value of the Fund’s interests in securities denominated in such
currencies. Furthermore, if permitted, the Fund may incur costs in connection
with conversions between U.S. dollars and an emerging market country’s currency.
Foreign exchange dealers realize a profit based on the difference between the
prices at which they are buying and selling various currencies. Thus, a dealer
normally will offer to sell a foreign currency to the Fund at one rate, while
offering a lesser rate of exchange should the Fund desire immediately to resell
that currency to the dealer. The Fund will conduct its foreign currency exchange
transactions either on a spot (i.e.,
cash) basis at the spot rate prevailing in the foreign currency exchange market,
or through entering into forward, futures or options contracts to purchase or
sell foreign currencies.
Operational
and Settlement Risk.
In addition to having less developed securities markets, emerging market
countries have less developed custody and settlement practices than certain
developed countries. Rules adopted under the Investment Company Act of 1940
permit the Fund to maintain its foreign securities and cash in the custody of
certain eligible non-U.S. banks and securities depositories. Banks in emerging
market countries that are eligible foreign sub-custodians may be recently
organized or otherwise lack extensive operating experience. In addition, in
certain emerging market countries there may be legal restrictions or limitations
on the ability of the Fund to recover assets held in custody by a foreign
sub-custodian in the event of the bankruptcy of the sub-custodian. Because
settlement systems in emerging market countries may be less organized than in
other developed markets, there may be a risk that settlement may be delayed and
that cash or securities of the Fund may be in jeopardy because of failures of or
defects in the systems. Under the laws in many emerging market countries, the
Fund may be required to release local shares before receiving cash payment or
may be required to make cash payment prior to receiving local shares, creating a
risk that the Fund may surrender cash or securities without ever receiving
securities or cash from the other party. Settlement systems in emerging market
countries also have a higher risk of failed trades and back to back settlements
may not be possible.
The
Fund may not be able to convert a foreign currency to U.S. dollars in time for
the settlement of redemption requests. In the event of a redemption request from
an Authorized Participant, the Fund will be required to deliver U.S. dollars to
the Authorized Participant on the settlement date. In the event that the Fund is
not able to convert the foreign currency to U.S. dollars in time for settlement,
which may occur as a result of the delays described above, the Fund may be
required to liquidate certain investments and/or borrow money in order to fund
such redemption. The liquidation of investments, if required, could be at
disadvantageous prices or otherwise have an adverse impact on the Fund’s
performance (e.g.,
by causing the Fund to overweight foreign currency denominated holdings and
underweight other holdings which were sold to fund redemptions). In addition,
the Fund will incur interest expense on any borrowings and the borrowings will
cause the Fund to be leveraged, which may magnify gains and losses on its
investments.
In
certain emerging market countries, the marketability of investments may be
limited due to the restricted opening hours of trading exchanges, and a
relatively high proportion of market value may be concentrated in the hands of a
relatively small number of investors. In addition, because certain emerging
market countries’ trading exchanges on which the Fund’s portfolio securities may
trade are open when the relevant Exchanges are closed, the Fund may be subject
to heightened risk associated with market movements. Trading volume may be lower
on certain emerging market countries’ trading exchanges than on more developed
securities markets and securities may be generally less liquid. The
infrastructure for clearing, settlement and registration on the primary and
secondary markets of certain emerging market countries are less developed than
in certain other markets and under certain circumstances this may result in the
Fund experiencing delays in settling and/or registering transactions in the
markets in which it invests, particularly if the growth of foreign and domestic
investment in certain emerging market countries places an undue burden on such
investment infrastructure. Such delays could affect the speed with which the
Fund can transmit redemption proceeds and may inhibit the initiation and
realization of investment opportunities at optimum times.
Certain
issuers in emerging market countries may utilize share blocking schemes. Share
blocking refers to a practice, in certain foreign markets, where voting rights
related to an issuer’s securities are predicated on these securities being
blocked from trading at the custodian or sub-custodian level for a period of
time around a shareholder meeting. These restrictions have the effect of barring
the purchase and sale of certain voting securities within a specified number of
days before and, in certain instances, after a shareholder meeting where a vote
of shareholders will be taken. Share blocking may prevent the Fund from buying
or selling securities for a period of time. During the time that shares are
blocked, trades in such securities will not settle. The blocking period can last
up to several weeks. The process for having a blocking restriction lifted can be
quite onerous with the particular requirements varying widely by country. In
addition, in certain countries, the block cannot be removed. As a result of the
ramifications of voting ballots in markets that allow share blocking, the
Adviser, on behalf of the Fund, reserves the right to abstain from voting
proxies in those markets.
Corporate
and Securities Laws. Securities
laws in emerging market countries are relatively new and unsettled and,
consequently, there is a risk of rapid and unpredictable change in laws
regarding foreign investment, securities regulation, title to securities and
securityholders rights. Accordingly, foreign investors may be adversely affected
by new or amended laws and regulations. In addition, the systems of corporate
governance to which emerging market issuers are subject may be less advanced
than those systems to which issuers located in more developed countries are
subject, and therefore, securityholders of issuers located in emerging market
countries may not receive many of the protections available to securityholders
of issuers located in more developed countries. In circumstances where adequate
laws and securityholders rights exist, it may not be possible to obtain swift
and equitable enforcement of the law. In addition, the enforcement of systems of
taxation at federal, regional and local levels in emerging market countries may
be inconsistent and subject to sudden change. The Fund has limited rights and
few practical remedies in emerging markets and the ability of U.S. authorities
to bring enforcement actions in emerging markets may be limited.
Foreign Currency Risk.
The
Fund’s exposure to foreign currencies and changes in the value of foreign
currencies versus the U.S. dollar may result in reduced returns for the Fund,
and the value of certain foreign currencies may be subject to a high degree of
fluctuation. The Fund may also incur costs in connection with conversions
between U.S. dollars and foreign currencies.
Depositary Receipts
Risk.
The Fund may invest in depositary receipts (including American Depositary
Receipts), which involve similar risks to those associated with investments in
foreign securities. Depositary receipts are receipts listed on U.S. or foreign
exchanges issued by banks or trust companies that entitle the holder to all
dividends and capital gains that are paid out on the underlying foreign shares.
The issuers of certain depositary receipts are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities. Investments
in depositary receipts may be less liquid than the underlying shares in their
primary trading market. The issuers of depositary receipts may discontinue
issuing new depositary receipts and withdraw existing depositary receipts at any
time, which may result in costs and delays in the distribution of the underlying
assets to the Fund and may negatively impact the Fund’s
performance.
Illiquid
Investments Risk.
As a result of the current conditions related to Russian securities and Russian
markets, the Fund is unable to dispose of the Russian securities in its
portfolio and the Fund's portfolio has become illiquid. It is unknown when
current restrictions will be lifted. In the event that it becomes possible to
dispose of Russian securities, other market participants may attempt to
liquidate holdings at the same time as the Fund, and the Fund may be unable to
transact at advantageous times or prices.
Micro-Capitalization
Companies Risk. Micro-capitalization
companies are subject to substantially greater risks of loss and price
fluctuations because their earnings and revenues tend to be less predictable
(and some companies may be experiencing significant losses), and their share
prices tend to be more volatile and their markets less liquid than companies
with larger market capitalizations. The shares of micro-capitalization companies
tend to trade less frequently than those of larger, more established companies,
which can adversely affect the pricing of these securities and the future
ability to sell those securities.
Small-Capitalization
Companies Risk.
Small-capitalization companies may be more volatile and more likely than medium-
and large-capitalization companies to have narrower product lines, fewer
financial resources, less management depth and experience and less competitive
strength. In addition, these companies often have greater price volatility,
lower trading volume and less liquidity than larger more established companies.
Returns on investments in securities of small-capitalization companies could
trail the returns on investments in securities of medium- and
large-capitalization companies.
Equity Securities Risk.
The value of the equity securities held by the Fund may fall due to general
market and economic conditions, perceptions regarding the markets in which the
issuers of securities held by the Fund participate, or factors relating to
specific issuers in which the Fund invests. Equity securities are subordinated
to preferred securities and debt in a company’s capital structure with respect
to priority to a share of corporate income, and therefore will be subject to
greater dividend risk than preferred securities or debt instruments. In
addition, while broad market measures of equity securities have historically
generated higher average returns than fixed income securities, equity securities
have generally also experienced significantly more volatility in those returns.
Market
Risk.
The prices of securities are subject to the risks associated with investing in
the securities market, including general economic conditions, sudden and
unpredictable drops in value, exchange trading suspensions and closures and
public health risks. These risks may be magnified if certain social, political,
economic and other conditions and events (such as natural disasters, epidemics
and pandemics, terrorism, conflicts and social unrest) adversely interrupt the
global economy; in these and other circumstances, such events or developments
might affect companies world-wide. Overall securities values could decline
generally or underperform other investments. An investment may lose
money.
Operational
Risk.
The Fund is exposed to operational risk arising from a number of factors,
including human error, processing and communication errors, errors of the Fund’s
service providers, counterparties or other third-parties, failed or inadequate
processes and technology or system failures.
Index
Tracking Risk.
Due to the suspension of the rebalancing of the Russia Index and ongoing
restrictions relating to Russian securities, the Fund’s return will not match
the return of the Russia Small-Cap Index.
No
Active Trading Market.
It is unlikely that there will be a trading market for your shares. In addition,
creations and redemptions of Fund shares have been halted.
Valuation
Risk.
The price the Fund could receive upon the sale of a security or other asset may
differ from the Fund's valuation of the security or other asset, particularly
for securities or other assets that trade in low volume or volatile markets or
that are valued using a fair value methodology as a result of trade suspensions
or for other reasons. The Fund’s ability to value investments may be impacted by
technological issues or errors by pricing services or other third-party service
providers. DUE TO INABILITY TO TRADE RUSSIAN SECURITIES, THE FUND'S ASSETS ARE
VALUED USING A FAIR VALUE METHODOLOGY. THE ACTUAL PRICE RECEIVED BY THE FUND FOR
ITS ASSETS MAY DIFFER SUBSTANTIALLY FROM THE FAIR VALUE ASSIGNED TO SUCH ASSETS.
Issuer-Specific
Changes Risk. The
value of individual securities in the Fund’s portfolio can be more volatile than
the market as a whole and can perform differently from the value of the market
as a whole, which may have a greater impact if the Fund’s portfolio is
concentrated in a country, region, market, industry, sector or asset class. A
change in the financial condition, market perception or the credit rating of an
issuer of securities included in the Fund’s Index may cause the value of its
securities to decline.
Non-Diversified
Risk.
The Fund is classified as a “non-diversified” fund under the Investment Company
Act of 1940. The Fund is subject to the risk that it will be more volatile than
a diversified fund because the Fund may invest a relatively high percentage of
its assets in a smaller number of issuers or may invest a larger proportion of
its assets in a single issuer. Moreover, the gains and losses on a single
investment may have a greater impact on the Fund’s net asset value and may make
the Fund more volatile than more diversified funds. The Fund may be particularly
vulnerable to this risk if its Index is comprised of securities of a limited
number of companies.
Concentration
Risk. The
Fund’s stated concentration policy is that the Fund may concentrate its
investments in a particular sector or sectors or industry or group of industries
to the extent the Russia Small-Cap Index concentrates in a particular sector or
sectors or industry or group of industries. However, due to the suspension of
the rebalancing of the Russia Index and ongoing restrictions relating to Russian
securities, the Fund will be unable to follow its industry concentration
policy.
PERFORMANCE
The
bar chart that follows shows how the Fund performed for the calendar years
shown. The table below the bar chart shows the Fund’s average annual returns
(before and after taxes). The bar chart and table provide an indication of the
risks of investing in the Fund by comparing the Fund’s performance from year to
year and by showing how, before the Fund entered liquidation, the Fund’s average
annual returns for the one year, five year, ten year and/or since inception
periods, as applicable, compared with the Fund’s benchmark index before its
suspension and a broad measure of market performance. All returns assume
reinvestment of dividends and distributions. The Fund’s past performance (before
and after taxes) is not necessarily indicative of how the Fund will perform in
the future. Updated performance information is available online at
www.vaneck.com.
Annual
Total Returns (%)—Calendar Years [TO BE UPDATED]
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Best
Quarter: |
[
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[
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Worst
Quarter: |
[
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[
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Average
Annual Total Returns for the Periods Ended December 31, 2022
The
after-tax returns presented in the table below are calculated using the highest
historical individual federal marginal income tax rates and do not reflect the
impact of state and local taxes. Your actual after-tax returns will depend on
your specific tax situation and may differ from those shown below. After-tax
returns are not relevant to investors who hold Shares of the Fund through
tax-deferred arrangements, such as 401(k) plans or individual retirement
accounts.
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Past One
Year |
Past Five
Years |
Past
Ten Years |
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VanEck
Russia Small-Cap ETF (return before taxes) |
[
] |
[
] |
[
] |
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VanEck
Russia Small-Cap ETF (return after taxes on distributions) |
[
] |
[
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[
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VanEck
Russia Small-Cap ETF (return after taxes on distributions and sale of
Fund Shares) |
[
] |
[
] |
[
] |
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MVIS
Russia Small-Cap Index (reflects no deduction for fees, expenses or
taxes, except withholding taxes) |
[
] |
[
] |
[
] |
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S&P
500®
Index (reflects no deduction for fees, expenses or taxes) |
[
] |
[
] |
[
] |
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See
“License Agreements and Disclaimers” for important information.
PORTFOLIO
MANAGEMENT
Investment
Adviser.
Van Eck Associates Corporation.
Portfolio
Manager.
The following individual is primarily responsible for the day-to-day management
of the Fund’s portfolio:
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Name |
Title
with Adviser |
Date
Began Managing the Fund |
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Peter
H. Liao |
Portfolio
Manager |
April
2011 |
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PURCHASE
AND SALE OF FUND SHARES
For
important information about the purchase and sale of Fund Shares, and tax
information, please turn to the “Summary Information About Purchases and Sales
of Fund Shares, and Taxes” section of this Prospectus.
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SUMMARY
INFORMATION ABOUT PURCHASES AND SALES OF FUND SHARES, AND TAXES
|
PURCHASE
AND SALE OF FUND SHARES
The
Funds have been delisted by Cboe BZX Exchange, Inc and have entered liquidation.
The Funds are no longer exchange-traded funds, and it is unlikely that there
will be a trading market for your shares.
TAX
INFORMATION
If
you are subject to federal income tax, the liquidation of a Fund will result in
one or more taxable events for you. Any liquidation proceeds paid to you should
generally be treated as received by you in exchange for your shares and will
therefore generally give rise to a capital gain or loss depending on your tax
basis. However, you may not be able to recognize a loss until you receive the
final distribution in a series of liquidating distributions. In connection with
the liquidation, a Fund may declare taxable distributions of its investment
income and/or net capital gain. If trading in Fund shares were to resume, which
is not anticipated, a sale or exchange of Fund shares prior to the liquidation
would generally give rise to a capital gain or loss to you for federal income
tax purposes. Please consult your personal tax advisor about the potential tax
consequences of a Fund’s liquidation.
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ADDITIONAL
INFORMATION ABOUT THE FUNDS’ INVESTMENT STRATEGIES AND
RISKS |
PRINCIPAL
INVESTMENT STRATEGIES
The
Funds are currently prevented by Russian law and U.S. economic sanctions from
selling their portfolio securities and from repatriating the proceeds of any
such sale in U.S. dollars. On September 29, 2022, the Board of Trustees
unanimously voted to approve a Plan of Liquidation and Termination of the Funds,
contingent on receiving any necessary relief from the SEC. On December 28, 2022,
the SEC granted exemptive relief to the Funds permitting the Funds to suspend
the right of redemption with respect to shares of the Funds and, if necessary,
postpone the date of payment of redemption proceeds with respect to redemption
orders received but not yet paid until the Funds completes the liquidation of
their portfolio and distributes all their assets to remaining
shareholders.
Russia’s
large-scale invasion of Ukraine on February 24, 2022 has led to economic
sanctions on certain Russian individuals and Russian corporate and banking
entities, the imposition of capital controls in Russia, and the closure of
Russian securities markets. Previously, on March 3, 2022 and March 2, 2022,
VanEck Russia ETF and VanEck Russia Small-Cap ETF, respectively, suspended new
creations of its shares in light of circumstances involving Russia and Ukraine
and trading in the Fund was halted by Cboe BZX Exchange, Inc. prior to market
open on March 4, 2022. Future rebalances of the Russia Index and Russia
Small-Cap Index have been suspended. On January 12, 2023, Cboe BZX Exchange,
Inc. commenced proceedings to delist the Funds and the delisting became
effective on [ ].
On
January 12, 2023 an initial distribution was sent to shareholders. The Funds
will make one or more liquidating distributions. It is possible that the
liquidation of the Funds will take an extended period of time if circumstances
involving Russian securities do not improve.
The
plan of liquidation for each Fund provides that if, at any time prior to the
termination of such Fund, the Adviser determines that legal, regulatory, or
market developments have occurred so that the Fund may lawfully sell securities
now valued at or near zero in transactions on the principal exchange for such
securities and unless the Adviser determines that temporarily delaying such a
sale would be in the best interests of Fund shareholders (including with respect
to best execution obligations), the Adviser may retain a broker, dealer,
transition manager, or entity acting in a similar capacity to sell those
securities as soon as reasonably practicable consistent with seeking best
execution for such Fund. The fees and expenses of any such transition manager
will be paid solely from the proceeds of any sale of securities effected by it.
Each Fund may alternatively sell securities now valued at or close to zero in
private transactions at a time when such Fund is not able to sell the securities
on their principal exchanges if, on the recommendation of the Adviser, the Board
of Trustees considers that such sales would be appropriate. Each Fund will
distribute the net proceeds of any sale of such securities after their receipt
or defer distribution to permit such Fund to aggregate the proceeds of multiple
sales into a single distribution.
The
plan of liquidation provides that the Fund will be terminated (A) after payment
of the final liquidating distribution and redemption of all outstanding shares
of the Fund or as soon as practicable thereafter; (B) after all securities owned
by the Fund at the time cease, by governmental or other action, to represent
valid legal interests of the Fund in their issuers; or (C) if earlier than (A)
or (B), on a date on or after December 31, 2023 determined by the Board of
Trustees upon recommendation of the Adviser (the “Termination Date”). Any
determination to terminate the Fund will be made by the Board of Trustees,
including a majority of the trustees who are not “interested persons” of the
Fund, as such term is defined in Section 2(a)(19) of the Investment Company Act
of 1940, upon a recommendation by the Adviser. In the case (B) or (C),
immediately prior to the Termination Date, any remaining Russian equity
securities will be written off of the records of the Fund and disposed of in a
manner determined by Fund management, subject to the oversight of the Board of
Trustees. The reserve has been set at an amount intended to provide substantial
flexibility to delay the Termination Date beyond December 31, 2023, if the
Adviser and the Board of Trustees consider such a delay appropriate. While each
Fund is in the process of liquidating its portfolio, such Fund will hold cash
and securities that may not be consistent with the Fund’s investment objective
and prior investment strategies. Furthermore, because Cboe BZX Exchange, Inc.
has delisted the Funds and the Funds are in the process of liquidation, the
Funds are no longer exchange-traded fund and it is unlikely that there will be a
trading market for your shares. Upon payment of the final liquidating
distribution, it is anticipated that each Fund will be terminated.
If
you are subject to federal income tax, the liquidation of a Fund will result in
one or more taxable events for you. Any liquidation proceeds paid to you should
generally be treated as received by you in exchange for your shares and will
therefore generally give rise to a capital gain or loss depending on your tax
basis. However, you may not be able to recognize a loss until you receive the
final distribution in a series of liquidating distributions. In connection with
the liquidation, a Fund may declare taxable distributions of its investment
income and/or net capital gain. If trading in Fund shares were to resume, which
is not anticipated, a sale or exchange of Fund shares prior to the liquidation
would generally give rise to a capital gain or loss to you for federal income
tax purposes. Please consult your personal tax advisor about the potential tax
consequences of a Fund’s liquidation.
Please
consult the Fund’s website for future updates about each Fund and the status of
the liquidation.
If
you have any questions, please call [VanEck at 800,826.2333].
FUNDAMENTAL
AND NON-FUNDAMENTAL POLICIES
Each
Fund’s investment objective and each of its other investment policies are
non-fundamental policies that may be changed by the Board of Trustees of the
Trust without shareholder approval, except as noted in this Prospectus or the
Statement of Additional Information (“SAI”) under the section entitled
“Investment Policies and Restrictions—Investment Restrictions.”
RISKS
OF INVESTING IN THE FUNDS
The
following section provides additional information regarding the principal risks
identified under “Principal Risks of Investing in the Fund” in each Fund’s
“Summary Information” section followed by additional risk information. The risks
listed below are applicable for each Fund unless otherwise noted.
Investors
in the Funds should be willing to accept a high degree of volatility in the
price of the Funds’ Shares and the possibility of significant losses. An
investment in the Funds involves a substantial degree of risk. An investment in
the Funds is not a deposit with a bank and is not insured or guaranteed by the
Federal Deposit Insurance Corporation or any other government agency. Therefore,
you should consider carefully the following risks before investing in the Funds,
each of which could significantly and adversely affect the value of an
investment in a Fund.
Due
to the suspension of the rebalancing of the underlying index for each of the
Funds and ongoing restrictions relating to Russian securities, the Funds will be
unable to meet their investment objectives or pursue their prior principal
investment strategies. It is possible that the liquidation of the Funds will
take an extended period of time if circumstances involving Russian securities do
not improve.
Special
Risk Considerations of Investing in Russian Issuers.
Investments in securities of Russian issuers, including issuers located outside
of Russia that generate significant revenues from Russia, involve risks and
special considerations not typically associated with investments in the U.S.
securities markets. Such heightened risks include, among others, expropriation
and/or nationalization of assets, restrictions on and government intervention in
international trade, confiscatory or punitive taxation, regional conflict,
political instability, including authoritarian and/or military involvement in
governmental decision making, armed conflict, the imposition of economic
sanctions by other nations, the impact on the economy as a result of civil war,
and social instability as a result of religious, ethnic and/or socioeconomic
unrest. Additionally, because Russia produces and exports large volumes of oil
and gas, the Russian economy is particularly sensitive to the price of oil and
gas on the world market, and a decline in the price of oil and gas could have a
significant negative impact on the Russian economy.
Investments
in securities of Russian issuers also includes the risk of delays in settling
portfolio transactions and the risk of loss arising out of the system of share
registration and custody used in Russia. Additionally, there are risks in
connection with the maintenance of the Fund’s portfolio securities and cash with
foreign sub-custodians and securities depositories, including the risk that
appropriate sub-custody arrangements will not be available to the Funds. There
is also the risk that the Funds’ ownership rights in portfolio securities could
be lost through fraud or negligence because ownership in shares of Russian
companies is recorded by the companies themselves and by registrars, rather than
by a central registration system. In addition, the risk that the Fund may not be
able to pursue claims on behalf of their shareholders because of the system of
share registration and custody, and because Russian banking institutions and
registrars are not guaranteed by the Russian government.
The
securities markets of Russia are underdeveloped and are often considered to be
less correlated to global economic cycles than those markets located in more
developed countries. As a result, securities markets in Russia are subject to
greater risks associated with market volatility, lower market capitalization,
lower trading volume, inflation, greater price fluctuations, uncertainty
regarding the existence of trading markets, governmental control and heavy
regulation of labor and industry. Securities markets in Russia are subject to
additional risks relating to the settlement, clearing and registration of
securities transactions. Additionally, certain investments in Russia may become
less liquid in response to market developments or adverse investor perceptions,
or become illiquid after purchase by the Funds, particularly during periods of
market turmoil. When the Funds hold illiquid investments, their portfolios may
be harder to value, especially in changing markets. Moreover, trading on
securities markets in Russia may be suspended altogether.
The
Russian economy is heavily dependent upon the export of a range of commodities,
including industrial metals, forestry products, oil and gas. Accordingly, it is
strongly affected by international commodity prices and is particularly
vulnerable to any weakening in global demand for these products. Any decline in
the price of oil and gas could have a significant negative impact on the Russian
economy. Foreign investors also face a high degree of currency risk when
investing in Russian securities and a lack of available currency hedging
instruments. In addition, Eastern European markets remain relatively
underdeveloped and can be particularly sensitive to political and economic
developments; adverse events in Eastern European countries may greatly impact
the Russian economy.
The
government in Russia may restrict or control to varying degrees the ability of
foreign investors to invest in securities of issuers located or operating in
Russia. These restrictions and/or controls may at times limit or prevent foreign
investment in securities of issuers located or operating in Russia. Moreover,
governmental approval or special licenses may be required prior to investments
by foreign investors and may limit the amount of investments by foreign
investors in a particular industry and/or issuer and may limit such foreign
investment to a certain class of securities of an issuer that may have less
advantageous rights than the classes available for purchase by domiciliaries of
Russia and/or impose additional taxes on foreign investors. Less information may
be available about companies in which the Funds invest because many companies
that are tied economically to Russia are not
subject
to accounting, auditing and financial reporting standards or to other regulatory
practices required by U.S. companies. These factors, among others, make
investing in issuers located or operating in Russia significantly riskier than
investing in issuers located or operating in more developed countries, and any
one of them could cause a further decline in the value of the Funds’
Shares.
Russia
launched a large-scale invasion of Ukraine on February 24, 2022. The extent and
duration of the military action, resulting sanctions and resulting future market
disruptions in the region are impossible to predict, but could be significant.
Any such disruptions caused by Russian military action or other actions (e.g.,
cyberattacks and espionage) or resulting actual and threatened responses to such
activity, including purchasing and financing restrictions, sanctions, tariffs or
cyberattacks on Russian entities or individuals could have a severe adverse
effect on the region, including significant negative impacts on the economy and
the markets for certain securities and commodities, such as oil and natural gas,
as well as other sectors. How long such military action and related events will
last cannot be predicted. These and any related events could have significant
impact on Fund performance and the value of an investment in the
Funds.
For
these or other reasons, the Funds have suspended creations and redemptions of
Creation Units.
Many
Eastern European countries, including Russia, continue to move toward market
economies at different paces with different characteristics. Most Eastern
European securities markets, including the Russian securities market, suffer
from thin trading activity, dubious investor protections and often a dearth of
reliable corporate information. Information and transaction costs, differential
taxes and sometimes political or transfer risk give a comparative advantage to
the domestic investor rather than the foreign investor. The Russian government
continues to control a large share of economic activity in the region. Political
and economic reforms are too recent to establish a definite trend away from
centrally planned economics and state- owned industries. Many of Russia’s
businesses have failed to mobilize the available factors of production because
the country’s privatization program virtually ensured the predominance of the
old management teams that are largely non-market-oriented in their management
approach. In addition, there is the risk that the Russian tax system will not be
reformed to prevent inconsistent, retroactive, and/or exorbitant taxation, or,
in the alternative, the risk that a reformed tax system may result in the
inconsistent and unpredictable enforcement of the new tax laws. The Russian
government owns shares in corporations in a range of sectors including banking,
energy production and distribution, automotive, transportation and
telecommunications. Additionally, because Russia produces and exports large
volumes of oil and gas, the Russian economy is particularly sensitive to the
price of oil and gas on the world market, and a decline in the price of oil and
gas could have a significant negative impact on the Russian economy. Political
and economic events in Russia may have significant adverse effects on the
Russian Ruble and on the value and liquidity of the Funds’
investments.
Special
Risk Considerations of Investing in European Issuers.
Investments in securities of European issuers involve risks and special
considerations not typically associated with investments in the U.S. securities
markets. The Economic and Monetary Union of the European Union requires member
countries to comply 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 European Union regulations on trade, changes in the
exchange rate of the euro, the default or threat of default by a European Union
member country on its sovereign debt, and/or an economic recession in an
European Union member country may have a significant adverse effect on the
economies of other European Union countries and on major trading partners
outside Europe. If any member country exits the Economic and Monetary Union, the
departing country would face the risks of currency devaluation and its trading
partners and banks and others around the world that hold the departing country’s
debt would face the risk of significant losses. The European financial markets
have previously experienced, and may continue to experience, volatility and have
been adversely affected, and may in the future be affected, by concerns about
economic downturns, credit rating downgrades, rising government debt levels and
possible default on or restructuring of government debt in several European
countries. These events have adversely affected, and may in the future affect,
the value and exchange rate of the euro and may continue to significantly affect
the economies of every country in Europe, including European Union member
countries that do not use the euro and non-European Union member countries. In a
referendum held on June 23, 2016, voters in the United Kingdom voted to leave
the European Union, creating economic and political uncertainty in its wake. On
January 31, 2020, the United Kingdom officially withdrew from the European Union
and the United Kingdom entered a transition period which ended on December 31,
2020. On December 30, 2020, the European Union and United Kingdom signed the
EU-UK Trade and Cooperation Agreement, an agreement on the terms governing
certain aspects of the European Union’s and the United Kingdom’s relationship
following the end of the transition period. Notwithstanding the EU-UK Trade and
Cooperation Agreement, following the transition period, there is likely to be
considerable uncertainty as to the United Kingdom’s post-transition
framework.
Responses
to the financial problems by European governments, central banks and others,
including austerity measures and reforms, may not work, may result in social
unrest and may limit future growth and economic recovery or have other
unintended consequences. The governments of European Union countries may be
subject to change and such countries may experience social and political unrest.
Unanticipated or sudden political or social developments may result in sudden
and significant investment losses. The occurrence of terrorist incidents,
outbreaks of war or ongoing regional armed conflict throughout Europe also could
impact financial markets. Further defaults or restructurings by governments and
other entities of their debt could have additional adverse effects on economies,
financial markets and asset valuations around the world. In addition, one or
more
countries
may abandon the euro and/or withdraw from the European Union. The impact of
these actions, especially if they occur in a disorderly fashion, is not clear
but could be significant and far-reaching.
Foreign
Securities Risk.
Investments in the securities of foreign issuers involve risks beyond those
associated with investments in U.S. securities. These additional risks include
greater market volatility, the availability of less reliable financial
information, higher transactional and custody costs, taxation by foreign
governments, decreased market liquidity and political instability. Because
certain foreign securities markets may be limited in size, the activity of large
traders may have an undue influence on the prices of securities that trade in
such markets. The Funds invest in securities of issuers located in countries
whose economies are heavily dependent upon trading with key partners. Any
reduction in this trading may have an adverse impact on the Fund’s
investments.
Certain
foreign markets that have historically been considered relatively stable may
become volatile in response to changed conditions or new developments. Increased
interconnectivity of world economies and financial markets increases the
possibility that adverse developments and conditions in one country or region
will affect the stability of economies and financial markets in other countries
or regions. Because the Fund may invest in securities denominated in foreign
currencies and some of the income received by the Fund may be in foreign
currencies, changes in currency exchange rates may negatively impact the Funds’
returns.
Foreign
issuers are often subject to less stringent requirements regarding accounting,
auditing, financial reporting and record keeping than are U.S. issuers, and
therefore, not all material information may be available or reliable. Securities
exchanges or foreign governments may adopt rules or regulations that may
negatively impact each Fund’s ability to invest in foreign securities or may
prevent the Fund from repatriating its investments. The Funds may also invest in
depositary receipts which involve similar risks to those associated with
investments in foreign securities. In addition, the Funds may not receive
shareholder communications or be permitted to vote the securities that they
hold, as the issuers may be under no legal obligation to distribute shareholder
communications.
Certain
foreign markets may rely heavily on particular industries or foreign capital and
are more vulnerable to diplomatic developments, the imposition of economic
sanctions against a particular country or countries, organizations, entities
and/or individuals, changes in international trade patterns, trade barriers, and
other protectionist or retaliatory measures. The United States and other nations
or international organizations may impose economic sanctions or take other
actions that may adversely affect issuers of specific countries. Economic
sanctions could, among other things, effectively restrict or eliminate the
Funds’ ability to purchase or sell securities or groups of securities for a
substantial period of time, and may make the Funds’ investments in such
securities harder to value. These sanctions, any future sanctions or other
actions, or even the threat of further sanctions or other actions, may
negatively affect the value and liquidity of the Funds.
Also,
certain issuers located in foreign countries in which the Funds invest may
operate in, or have dealings with, countries subject to sanctions and/or
embargoes imposed by the U.S. Government and the United Nations and/or countries
identified by the U.S. Government as state sponsors of terrorism. As a result,
an issuer may sustain damage to its reputation if it is identified as an issuer
which operates in, or has dealings with, such countries. The Funds, as investors
in such issuers, will be indirectly subject to those risks.
Foreign Currency Risk.
Each Fund’s exposure to foreign currencies and changes in the value of foreign
currencies versus the U.S. dollar may result in reduced returns for the Fund,
and the value of certain foreign currencies may be subject to a high degree of
fluctuation. The Fund may also incur costs in connection with conversions
between U.S. dollars and foreign currencies.
Several
factors may affect the price of euros and the British pound sterling, including
the debt level and trade deficit of the Economic and Monetary Union and the
United Kingdom, inflation and interest rates of the Economic and Monetary Union
and the United Kingdom and investors’ expectations concerning inflation and
interest rates and global or regional political, economic or financial events
and situations. The European financial markets have experienced, and may
continue to experience, volatility and have been adversely affected by concerns
about economic downturns, credit rating downgrades, rising government debt
levels and possible default on or restructuring of government debt in several
European countries. These events have adversely affected, and may in the future
affect, the value and exchange rate of the euro and may continue to
significantly affect the economies of every country in Europe, including
European Union member countries that do not use the euro and non-European Union
member countries. In a referendum held on June 23, 2016, voters in the United
Kingdom voted to leave the European Union, creating economic and political
uncertainty in its wake. On January 31, 2020, the United Kingdom officially
withdrew from the European Union and the United Kingdom entered a transition
period which ended on December 31, 2020. On December 30, 2020, the European
Union and United Kingdom signed the EU-UK Trade and Cooperation Agreement, an
agreement on the terms governing certain aspects of the European Union’s and the
United Kingdom’s relationship following the end of the transition period.
Notwithstanding the EU-UK Trade and Cooperation Agreement, following the
transition period, there is likely to be considerable uncertainty as to the
United Kingdom’s post-transition framework. Significant uncertainty exists
regarding the effects such withdrawal will have on the euro, European economies
and the global markets. In addition, one or more countries may abandon the euro
and the impact of these actions, especially if conducted in a disorderly manner,
may have significant and far-reaching consequences on the euro.
The
value of certain emerging market countries’ currencies may be subject to a high
degree of fluctuation. This fluctuation may be due to changes in interest rates,
investors’ expectations concerning inflation and interest rates, the emerging
market country’s
debt
levels and trade deficit, the effects of monetary policies issued by the United
States, foreign governments, central banks or supranational entities, the
imposition of currency controls or other national or global political or
economic developments. For example, certain emerging market countries have
experienced economic challenges and liquidity issues with respect to their
currency. The economies of certain emerging market countries can be
significantly affected by currency devaluations. Certain emerging market
countries may also have managed currencies which are maintained at artificial
levels relative to the U.S. dollar rather than at levels determined by the
market. This type of system could lead to sudden and large adjustments in the
currency, which in turn, may have a negative effect on the Fund and its
investments.
Depositary Receipts
Risk.
Each Fund may invest in depositary receipts (including American Depositary
Receipts), which involve similar risks to those associated with investments in
foreign securities. Depositary receipts are receipts listed on U.S. or foreign
exchanges issued by banks or trust companies that entitle the holder to all
dividends and capital gains that are paid out on the underlying foreign shares.
The issuers of certain depositary receipts are under no obligation to distribute
shareholder communications to the holders of such receipts, or to pass through
to them any voting rights with respect to the deposited securities. Investments
in depositary receipts may be less liquid than the underlying shares in their
primary trading market. The issuers of depositary receipts may discontinue
issuing new depositary receipts and withdraw existing depositary receipts at any
time, which may result in costs and delays in the distribution of the underlying
assets to the Fund and may negatively impact the Fund’s
performance.
Micro-Capitalization
Companies Risk.
The VanEck Russia Small-Cap ETF may invest in micro-capitalization companies.
These companies are subject to substantially greater risks of loss and price
fluctuations because their earnings and revenues tend to be less predictable
(and some companies may be experiencing significant losses), and their share
prices tend to be more volatile and their markets less liquid than companies
with larger market capitalizations. Micro-capitalization companies may be newly
formed or in the early stages of development, with limited product lines,
markets or financial resources and may lack management depth. In addition, there
may be less public information available about these companies. The shares of
micro-capitalization companies tend to trade less frequently than those of
larger, more established companies, which can adversely affect the pricing of
these securities and the future ability to sell these securities. Also, it may
take a long time before the Fund realizes a gain, if any, on an investment in a
micro-capitalization company.
Small-
and Medium-Capitalization Companies Risk.
Each Fund may invest in small- and medium-capitalization companies and,
therefore will be subject to certain risks associated with small- and medium-
capitalization companies. These companies are often subject to less analyst
coverage and may be in early and less predictable periods of their corporate
existences, with little or no record of profitability. In addition, these
companies often have greater price volatility, lower trading volume and less
liquidity than larger more established companies. These companies tend to have
smaller revenues, narrower product lines, less management depth and experience,
smaller shares of their product or service markets, fewer financial resources
and less competitive strength than large-capitalization companies. Returns on
investments in securities of small- and medium-capitalization companies could
trail the returns on investments in securities of larger companies.
Equity Securities Risk.
The value of the equity securities held by each Fund may fall due to general
market and economic conditions, perceptions regarding the markets in which the
issuers of securities held by the Fund participate, or factors relating to
specific issuers in which the Fund invests. For example, an adverse event, such
as an unfavorable earnings report, may result in a decline in the value of
equity securities of an issuer held by the Fund; the price of the equity
securities of an issuer may be particularly sensitive to general movements in
the securities markets; or a drop in the securities markets may depress the
price of most or all of the equities securities held by the Fund. In addition,
the equity securities of an issuer in the Fund’s portfolio may decline in price
if the issuer fails to make anticipated dividend payments. Equity securities are
subordinated to preferred securities and debt in a company’s capital structure
with respect to priority to a share of corporate income, and therefore will be
subject to greater dividend risk than preferred securities or debt instruments.
In addition, while broad market measures of equity securities have historically
generated higher average returns than fixed income securities, equity securities
have generally also experienced significantly more volatility in those returns.
Market
Risk.
The prices of securities are subject to the risks associated with investing in
the securities market, including general economic conditions, sudden and
unpredictable drops in value, exchange trading suspensions and closures and
public health risks. These risks may be magnified if certain social, political,
economic and other conditions and events (such as natural disasters, epidemics
and pandemics, terrorism, conflicts and social unrest) adversely interrupt the
global economy; in these and other circumstances, such events or developments
might affect companies world-wide. Overall securities values could decline
generally or underperform other investments. An investment may lose
money.
Operational
Risk.
Each Fund is exposed to operational risk arising from a number of factors,
including human error, processing and communication errors, errors of the Fund’s
service providers, counterparties or other third-parties, failed or inadequate
processes and technology or system failures.
Index Tracking Risk.
Due to the suspension of the rebalancing of the Funds’ benchmark indexes and
ongoing restrictions relating to Russian securities, each Fund’s return will not
match the return of its Index.
No
Active Trading Market. It
is unlikely that there will be a trading market for your shares. In addition,
creations and redemptions of Fund shares have been halted.
Issuer-Specific
Changes Risk.
The value of individual securities in the VanEck Russia ETF and VanEck Russia
Small-Cap ETF’s portfolios can be more volatile than the market as a whole and
can perform differently from the value of the market as a whole, which may have
a greater impact if the Fund’s portfolio is concentrated in a country, region,
market, industry, sector or asset class.
Non-Diversified
Risk.
Each Fund is classified as a “non-diversified” fund under the Investment Company
Act of 1940. The Fund is subject to the risk that it will be more volatile than
a diversified fund because the Fund may invest a relatively high percentage of
its assets in a smaller number of issuers or may invest a larger proportion of
its assets in a single issuer. Moreover, the gains and losses on a single
investment may have a greater impact on the Fund’s net asset value and may make
the Fund more volatile than more diversified funds.
Valuation
Risk. The
price each Fund could receive upon the sale of a security or other asset may
differ from such Fund's valuation of the security or other asset, particularly
for securities or other assets that trade in low volume or volatile markets or
that are valued using a fair value methodology as a result of trade suspensions
or for other reasons. Each Fund’s ability to value investments may be impacted
by technological issues or errors by pricing services or other third-party
service providers. DUE TO INABILITY TO TRADE RUSSIAN SECURITIES, EACH FUND'S
ASSETS ARE VALUED USING A FAIR VALUE METHODOLOGY. THE ACTUAL PRICE RECEIVED BY
THE FUND FOR ITS ASSETS MAY DIFFER SUBSTANTIALLY FROM THE FAIR VALUE ASSIGNED TO
SUCH ASSETS.
Concentration
Risk.
Each Fund’s stated concentration policy is that the Fund may concentrate its
investments in a particular sector or sectors or industry or group of industries
to the extent that its respective Index concentrates in a particular sector or
sectors or industry or group of industries. However, due to the suspension of
the rebalancing of each respective Index and ongoing restrictions relating to
Russian securities, each Fund will be unable to follow its industry
concentration policy.
[LENDING
PORTFOLIO SECURITIES
Each
Fund may lend its portfolio securities to brokers, dealers and other financial
institutions desiring to borrow securities to complete transactions and for
other purposes. In connection with such loans, a Fund receives cash, U.S.
government securities and stand-by letters of credit not issued by the Fund’s
bank lending agent equal to at least 102% of the value of the portfolio
securities being loaned. This collateral is marked-to-market on a daily basis.
Although a Fund will receive collateral in connection with all loans of its
securities holdings, the Fund would be exposed to a risk of loss should a
borrower fail to return the borrowed securities (e.g., the Fund would have to
buy replacement securities and the loaned securities may have appreciated beyond
the value of the collateral held by the Fund) or become insolvent. A Fund may
pay fees to the party arranging the loan of securities. In addition, a Fund will
bear the risk that it may lose money because the borrower of the loaned
securities fails to return the securities in a timely manner or at all. Each
Fund could also lose money in the event of a decline in the value of any cash
collateral or in the value of investments made with the cash collateral. These
events could trigger adverse tax consequences for a Fund. Substitute payments
for dividends received by a Fund for securities loaned out by a Fund will not be
considered qualified dividend income.]
A
description of each Fund’s policies and procedures with respect to the
disclosure of the Fund’s portfolio securities is available in the Funds’
SAI.
Board
of Trustees.
The Board of Trustees of the Trust has responsibility for the general oversight
of the management of the Funds, including general supervision of the Adviser and
other service providers, but is not involved in the day-to-day management of the
Trust. A list of the Trustees and the Trust officers, and their present
positions and principal occupations, is provided in the Funds’ SAI.
Investment
Adviser.
Under the terms of an investment management agreement between the Trust and Van
Eck Associates Corporation with respect to the Funds (the “Investment Management
Agreement”), the Adviser serves as the adviser to each Fund and, subject to the
supervision of the Board of Trustees, is responsible for the day-to-day
investment management of the Funds. As of December 31, 2022, the Adviser managed
approximately $[ ] in assets. The Adviser has been an investment adviser since
1955 and also acts as adviser or sub-adviser to mutual funds, other ETFs, other
pooled investment vehicles and separate accounts. The Adviser’s principal
business address is 666 Third Avenue, 9th Floor, New York, New York 10017. A
discussion regarding the Board of Trustees’ approval of the Investment
Management Agreement is available in the Trust’s semi- annual report for the
period ended June 30, 2022.
For
the services provided to each Fund under the Investment Management Agreement,
each Fund paid the Adviser monthly fees based on a percentage of each Fund’s
average daily net assets at the annual rate of 0.50%. The Adviser has
implemented a waiver of the Funds’ management fee beginning on March 11, 2022,
which will continue in effect while the Funds liquidate. The Adviser has agreed
to waive fees and/or pay Fund expenses to the extent necessary to prevent the
operating expenses of the VanEck Russia ETF and the VanEck Russia Small-Cap ETF
(excluding acquired fund fees and expenses, interest expense, depositary receipt
fees/expenses respectively, trading expenses, taxes and extraordinary expenses
of the Fund) from exceeding 0.62% and 0.67%, respectively.
Each
Fund is responsible for all of its expenses, including the investment advisory
fees, costs of transfer agency, custody, legal, audit and other services,
interest, taxes, any distribution fees or expenses, offering fees or expenses
and extraordinary expenses.
Administrator,
Custodian and Transfer Agent. Van
Eck Associates Corporation is the administrator for the Funds (the
“Administrator”), and State Street Bank and Trust Company is the custodian of
the Funds’ assets and provides transfer agency and fund accounting services to
the Funds. The Administrator is responsible for certain clerical, recordkeeping
and/or bookkeeping services which are required to be provided pursuant to the
Investment Management Agreement.
Distributor.
Van Eck Securities Corporation is the distributor of the Shares (the
“Distributor”). The Distributor will not distribute Shares in less than a
specified number of Shares, each called a “Creation Unit,” and does not maintain
a secondary market in the Shares. In the past, the Shares were traded in the
secondary market.
The
portfolio manager who currently is responsible for the day-to-day management of
each Fund’s portfolio is Peter H. Liao, CFA. Mr. Liao has been employed by the
Adviser as an analyst since the summer of 2004 and has been a portfolio manager
since 2006. Mr. Liao graduated from New York University in 2004 with a Bachelor
of Arts in Economics and Mathematics.
See
the Funds’ SAI for additional information about the portfolio manager’s
compensation, other accounts managed by the portfolio manager and his respective
ownership of Shares.
DETERMINATION
OF NAV
The
NAV per Share for each Fund is computed by dividing the value of the net assets
of the Fund (i.e.,
the value of its total assets less total liabilities) by the total number of
Shares outstanding. Expenses and fees, including the management fee, are accrued
daily and taken into account for purposes of determining NAV. The NAV of each
Fund is determined each business day as of the close of trading (ordinarily 4:00
p.m., Eastern time) on the New York Stock Exchange.
The
values of each Fund’s portfolio securities are based on the securities’ closing
prices on the markets on which the securities trade, when available. Due to the
time differences between the United States and certain countries in which
certain Funds invest, securities on these exchanges may not trade at times when
Shares of the Fund will trade. In the absence of a last reported sales price, or
if no sales were reported, and for other assets for which market quotes are not
readily available, values may be based on quotes obtained from a quotation
reporting system, established market makers or by an outside independent pricing
service. Debt instruments with remaining maturities of more than 60 days are
valued at the evaluated mean price provided by an outside independent pricing
service. If an outside independent pricing service is unable to provide a
valuation, the instrument is valued at the mean of the highest bid and the
lowest asked quotes obtained from one or more brokers or dealers selected by the
Adviser. Prices obtained by an outside independent pricing service may use
information provided by market makers or estimates of market values obtained
from yield data related to investments or securities with similar
characteristics and may use a computerized grid matrix of securities and its
evaluations in determining what it believes is the fair value of the portfolio
securities. Short-term debt instruments having a maturity of 60 days or less are
valued at amortized cost. Any assets or liabilities denominated in currencies
other than the U.S. dollar are converted into U.S. dollars at the current market
rates on the date of valuation as quoted by one or more sources. If a market
quotation for a security or other asset is not readily available or the Adviser
believes it does not otherwise accurately reflect the market value of the
security or asset at the time a Fund calculates its NAV, the security or asset
will be fair valued by the Adviser in accordance with the Trust’s valuation
policies and procedures. Each Fund may also use fair value pricing in a variety
of circumstances, including but not limited to, situations when the value of a
security in the Fund’s portfolio has been materially affected by events
occurring after the close of the market on which the security is principally
traded (such as a corporate action or other news that may materially affect the
price of a security) or trading in a security has been suspended or halted. In
addition, each Fund that holds foreign equity securities currently expects that
it will fair value certain of the foreign equity securities held by the Fund, if
any, each day the Fund calculates its NAV, except those securities principally
traded on exchanges that close at the same time the Fund calculates its
NAV.
Accordingly,
a Fund’s NAV may reflect certain portfolio securities’ fair values rather than
their market prices at the time the exchanges on which they principally trade
close. Fair value pricing involves subjective judgments and it is possible that
a fair value determination for a security or other asset is materially different
than the value that could be realized upon the sale of such security or asset.
In addition, fair value pricing could result in a difference between the prices
used to calculate a Fund’s NAV and the prices used by such Fund’s respective
Index. This may adversely affect a Fund’s ability to track its Index. With
respect to securities that are principally traded on foreign exchanges, the
value of a Fund’s portfolio securities may change on days when you will not be
able to purchase or sell your Shares.
BUYING
AND SELLING EXCHANGE-TRADED SHARES
Each
Fund is no longer an ETF and shares of each Fund cannot be acquired or redeemed
from the Fund. There is no guarantee that shares of a Fund may be bought or sold
in the secondary market through a broker-dealer.
DISTRIBUTIONS
The
Funds will not declare any dividends from net investment income during
liquidation. The Funds will make one or more liquidating distributions. Upon
payment of the final liquidating distribution, it is anticipated that each Fund
will be terminated.
TAX
INFORMATION
As
with any investment, you should consider how your Fund investment will be taxed.
The tax information in this Prospectus is provided as general information. You
should consult your own tax professional about the tax consequences of an
investment in a Fund, including the possible application of foreign, state and
local taxes. Unless your investment in a Fund is through a tax-exempt entity or
tax-deferred retirement account, such as a 401(k) plan, you need to be aware of
the possible tax consequences when: (i) the Fund makes distributions, (ii) you
sell Shares in the secondary market or (iii) you create or redeem Creation
Units.
Taxes
on Distributions.
The Funds will not declare any dividends from net investment income during
liquidation. The Funds will make one or more liquidating distributions. Upon
payment of the final liquidating distribution, it is anticipated that the Funds
will be terminated. Unless your investment in Fund shares is made through a
tax-exempt entity or tax-deferred retirement account, such as an IRA, in which
case your distributions generally will be taxable when withdrawn, you should
consider how your investment in shares of the Fund will be taxed. The tax
information in this Prospectus is provided as general information, based on
current law. You should consult your own tax professional about the tax
consequences of an investment in shares of the Fund. As discussed above,
pursuant to each Fund’s plan of liquidation, the Fund will sell its assets and
distribute the net proceeds of those dispositions (together with any other cash
on hand) to its shareholders in one or more liquidating distributions. Each Fund
anticipates that it will retain its qualification as a regulated investment
company (“RIC”) under the Code during the liquidation period and, therefore,
will not be taxed on the gains and losses that it realizes on the sale of its
assets. In order to maintain its qualification as a RIC, the Fund may be
required to declare and pay dividends that include any net gains that the Fund
realizes on the sale
of
its assets. Any such distributions will be taxed as described below in. For
federal income tax purposes, a shareholder will be treated as having sold the
shareholder’s Fund shares in exchange for an amount equal to the liquidating
distributions that the shareholder receives (excluding, for shareholders who
receive dividends in cash, any amounts attributable to the payment of dividends
as described in the preceding paragraph). Each shareholder will recognize
capital gain or loss with respect to each share equal to the difference between
the portion of the liquidating distributions received in exchange for such share
and the shareholder’s adjusted tax basis in such share. However, a shareholder
may not be able to recognize a loss until receipt of the final distribution in a
series of liquidating distributions. Capital gain or loss attributable to shares
held for more than one year will constitute long-term capital gain or loss,
while capital gain or loss attributable to shares held for not more than one
year will constitute short-term capital gain or loss.
Non-final
distributions made during liquidation from the Fund’s net investment income
(other than qualified dividend income), including distributions out of the
Fund’s net short-term capital gains, if any, are taxable to you as ordinary
income. Distributions by the Fund of net long-term capital gains, if any, in
excess of net short-term capital losses (capital gain dividends) are taxable to
you as long-term capital gains, regardless of how long you have held the Fund’s
shares. Non-final distributions made during liquidation by the Fund that qualify
as qualified dividend income are taxable to you at long-term capital gain rates.
Long-term capital gains and qualified dividend income are generally eligible for
taxation at a maximum rate of 15% or 20% for non-corporate shareholders,
depending on whether their income exceeds certain threshold amounts. In
addition, a 3.8% U.S. federal Medicare contribution tax is imposed on “net
investment income,” including, but not limited to, interest, dividends, and net
gain, of U.S. individuals with income exceeding $200,000 (or $250,000 if married
and filing jointly) and of estates and trusts.
In
general, your distributions are subject to U.S. federal income tax when they are
paid, whether you take them in cash or reinvest them in a Fund. Distributions of
net investment income, including net short-term gains, if any, are generally
taxable as ordinary income. Whether distributions of capital gains represent
long-term or short-term capital gains is determined by how long a Fund owned the
investments that generated them, rather than how long you have owned your
Shares. Distributions of net short-term capital gains in excess of net long—term
capital losses, if any, are generally taxable as ordinary income. Distributions
of net long-term capital gains in excess of net short-term capital losses, if
any, that are properly reported as capital gain dividends are generally taxable
as long-term capital gains. Long-term capital gains of a non-corporate
shareholder are generally taxable at a maximum rate of 15% or 20%, depending on
whether the shareholder’s income exceeds certain threshold amounts.
The
Funds may receive dividends, the distribution of which a Fund may report as
qualified dividends. In the event that a Fund receives such a dividend and
reports the distribution of such dividend as a qualified dividend, the dividend
may be taxed at the maximum capital gains rates of 15% or 20%, provided holding
period and other requirements are met at both the shareholder and the Fund
level. There can be no assurance that any significant portion of a Fund’s
distributions will be eligible for qualified dividend treatment.
Distributions
in excess of a Fund’s current and accumulated earnings and profits are treated
as a tax-free return of your investment to the extent of your basis in the
Shares, and generally as capital gain thereafter. A return of capital, which for
tax purposes is treated as a return of your investment, reduces your basis in
Shares, thus reducing any loss or increasing any gain on a subsequent taxable
disposition of Shares. A distribution will reduce a Fund’s net asset value per
Share and may be taxable to you as ordinary income or capital gain even though,
from an economic standpoint, the distribution may constitute a return of
capital.
Each
Fund may make investments in companies classified as passive foreign investment
companies (“PFICs”) for U.S. federal income tax purposes. Investments in PFICs
are subject to special tax rules which may result in adverse tax consequences to
the Fund and its shareholders. Each Fund generally intends to elect to “mark to
market” these investments at the end of each taxable year. By making this
election, a Fund will recognize as ordinary income any increase in the value of
such shares as of the close of the taxable year over their adjusted basis and as
ordinary loss any decrease in such investment (but only to the extent of prior
income from such investment under the mark to market rules). Gains realized with
respect to a disposition of a PFIC that a Fund has elected to mark to market
will be ordinary income. By making the mark to market election, a Fund may
recognize income in excess of the distributions that it receives from its
investments. Accordingly, a Fund may need to borrow money or dispose of some of
its investments in order to meet its distribution requirements. If a Fund does
not make the mark to market election with respect to an investment in a PFIC,
the Fund could become subject to U.S. federal income tax with respect to certain
distributions from, and gain on the dispositions of, the PFIC which cannot be
avoided by distributing such amounts to the Fund’s shareholders.
Dividends,
interest and gains from non-U.S. investments of a Fund may give rise to
withholding and other taxes imposed by foreign countries. Tax conventions
between certain countries and the United States may, in some cases, reduce or
eliminate such taxes.
If
more than 50% of a Fund’s total assets at the end of its taxable year consist of
foreign securities, the Fund may elect to “pass through” to its investors
certain foreign income taxes paid by the Fund, with the result that each
investor will (i) include in gross income, even though not actually received,
the investor’s pro rata share of the Fund’s foreign income taxes, and (ii)
either deduct (in calculating U.S. taxable income) or credit (in calculating
U.S. federal income), subject to certain holding period and other limitations,
the investor’s pro rata share of the Fund’s foreign income taxes. It is expected
that more than 50% of each Fund’s assets will consist of foreign
securities.
Backup
Withholding.
Each Fund may be required to withhold a percentage of your distributions and
proceeds if you have not provided a taxpayer identification number or social
security number or otherwise established a basis for exemption from backup
withholding. The backup withholding rate for individuals is currently 24%. This
is not an additional tax and may be refunded, or credited against your U.S.
federal income tax liability, provided certain required information is furnished
to the Internal Revenue Service.
[Taxes
on the Sale or Cash Redemption of Exchange Listed Shares.
Currently, any capital gain or loss realized upon a sale of Shares is generally
treated as long-term capital gain or loss if the Shares have been held for more
than one year and as a short term capital gain or loss if held for one year or
less. However, any capital loss on a sale of Shares held for six months or less
is treated as long-term capital loss to the extent that capital gain dividends
were paid with respect to such Shares. The ability to deduct capital losses may
be limited. To the extent that a Fund shareholder’s Shares are redeemed for
cash, this is normally treated as a sale for tax purposes.]
[Taxes
on Creations and Redemptions of Creation Units.
To the extent a person exchanges securities for Creation Units generally will
recognize a gain or loss. The gain or loss will be equal to the difference
between the market value of the Creation Units at the time of exchange and the
sum of the exchanger’s aggregate basis in the securities surrendered and the
amount of any cash paid for such Creation Units. A person who exchanges Creation
Units for securities will generally recognize a gain or loss equal to the
difference between the exchanger’s basis in the Creation Units and the sum of
the aggregate market value of the securities received. The IRS, however, may
assert that a loss realized upon an exchange of primarily securities for
Creation Units cannot be deducted currently under the rules governing “wash
sales,” or on the basis that there has been no significant change in economic
position. Persons exchanging securities for Creation Units or redeeming Creation
Units should consult their own tax adviser with respect to whether wash sale
rules apply and when a loss might be deductible and the tax treatment of any
creation or redemption transaction.
Under
current U.S. federal income tax laws, any capital gain or loss realized upon a
redemption (or creation) of Creation Units held as capital assets is generally
treated as long-term capital gain or loss if the Shares (or securities
surrendered) have been held for more than one year and as a short-term capital
gain or loss if the Shares (or securities surrendered) have been held for one
year or less.
If
you create or redeem Creation Units, you will be sent a confirmation statement
showing how many Shares you created or sold and at what price.]
Medicare
Tax.
An additional 3.8% Medicare tax is imposed on certain net investment income
(including ordinary dividends and capital gain distributions received from a
Fund and net gains from redemptions or other taxable dispositions of Fund
Shares) of U.S. individuals, estates and trusts to the extent that such person’s
“modified adjusted gross income” (in the case of an individual) or “adjusted
gross income” (in the case of an estate or trust) exceeds certain threshold
amounts.
Non-U.S.
Shareholders. Dividends
paid by the Funds to Non-U.S. shareholders are generally subject to withholding
tax at a 30% rate or a reduced rate specified by an applicable income tax treaty
to the extent derived from investment income and short-term capital gains.
Dividends paid by the Funds from net tax-exempt income or long-term capital
gains are generally not subject to such withholding tax. Properly-reported
dividends are generally exempt from U.S. federal withholding tax where they (i)
are paid in respect of the Funds’ “qualified net interest income” (generally,
the Funds’ U.S. source interest income, other than certain contingent interest
and interest from obligations of a corporation or partnership in which the Fund
is at least a 10% shareholder, reduced by expenses that are allocable to such
income); or (ii) are paid in respect of the Funds’ “qualified short-term capital
gains” (generally, the excess of the Fund’s net short-term capital gain over the
Fund’s long-term capital loss for such taxable year). However, depending on its
circumstances, the Funds may report all, some or none of its potentially
eligible dividends as such qualified net interest income or as qualified
short-term capital gains and/or treat such dividends, in whole or in part, as
ineligible for this exemption from withholding.
Any
capital gain realized by a Non-U.S. shareholder upon a sale of Shares of a Fund
will generally not be subject to U.S. federal income or withholding tax unless
(i) the gain is effectively connected with the shareholder’s trade or business
in the United States, or in the case of a shareholder who is a nonresident alien
individual, the shareholder is present in the United States for 183 days or more
during the taxable year and certain other conditions are met or (ii) the Fund is
or has been a U.S. real property holding corporation, as defined below, at any
time within the five-year period preceding the date of disposition of the Fund’s
Shares or, if shorter, within the period during which the Non-U.S. shareholder
has held the Shares. Generally, a corporation is a U.S. real property holding
corporation if the fair market value of its U.S. real property interests, as
defined in the Code and applicable regulations, equals or exceeds 50% of the
aggregate fair market value of its worldwide real property interests and its
other assets used or held for use in a trade or business. A Fund may be, or may
prior to a Non-U.S. shareholder’s disposition of Shares become, a U.S. real
property holding corporation. If a Fund is or becomes a U.S. real property
holding corporation, so long as the Fund’s Shares are regularly traded on an
established securities market, only a Non-U.S. shareholder who holds or held (at
any time during the shorter of the five year period preceding the date of
disposition or the holder’s holding period) more than 5% (directly or indirectly
as determined under applicable attribution rules of the Code) of the Fund’s
Shares will be subject to United States federal income tax on the disposition of
Shares.
As
part of the Foreign Account Tax Compliance Act, (“FATCA”), a Fund may be
required to withhold 30% tax on certain types of U.S. sourced income (e.g.,
dividends, interest, and other types of passive income), paid to (i) foreign
financial institutions (“FFIs”), including non-U.S. investment funds, unless
they agree to collect and disclose to the IRS information regarding their direct
and indirect U.S. account holders and (ii) certain nonfinancial foreign entities
(“NFFEs”), unless they certify certain information regarding their direct and
indirect U.S. owners. To avoid possible withholding, FFIs will need to enter
into agreements with the IRS which state that they will provide the IRS
information, including the names, account numbers and balances, addresses and
taxpayer identification numbers of U.S. account holders and comply with due
diligence procedures with respect to the identification of U.S. accounts as well
as agree to withhold tax on certain types of withholdable payments made to
non-compliant foreign financial institutions or to applicable foreign account
holders who fail to provide the required information to the IRS, or similar
account information and required documentation to a local revenue authority,
should an applicable intergovernmental agreement be implemented. NFFEs will need
to provide certain information regarding each substantial U.S. owner or
certifications of no substantial U.S. ownership, unless certain exceptions
apply, or agree to provide certain information to the IRS.
A
Fund may be subject to the FATCA withholding obligation, and also will be
required to perform due diligence reviews to classify foreign entity investors
for FATCA purposes. Investors are required to agree to provide information
necessary to allow a Fund to comply with the FATCA rules. If a Fund is required
to withhold amounts from payments pursuant to FATCA, investors will receive
distributions that are reduced by such withholding amounts.
Non-U.S.
shareholders are advised to consult their tax advisors with respect to the
particular tax consequences to them of an investment in the Funds, including the
possible applicability of the U.S. estate tax.
The
foregoing discussion summarizes some of the consequences under current U.S.
federal income tax law of an investment in a Fund. It is not a substitute for
personal tax advice. Consult your own tax advisor about the potential tax
consequences of an investment in a Fund under all applicable tax laws. Changes
in applicable tax authority could materially affect the conclusions discussed
above and could adversely affect the Funds, and such changes often
occur.
The
Russia Index, Russia Small-Cap Index are published by MV Index Solutions GmbH
(“MVIS”), which is an indirectly wholly owned subsidiary of the
Adviser.
MVIS
is referred to herein as an “Index Provider” and does not sponsor, endorse, or
promote the Funds and bear no liability with respect to the Funds or any
security.
The
Russia Index is a rules based, modified capitalization weighted, float adjusted
index intended to give investors a means of tracking the overall performance of
publicly traded companies that are incorporated in or doing substantial business
in Russia.
To
be initially eligible for the Russia Index, (i) companies must be incorporated
in Russia or have at least 50% of their revenues/related assets in Russia and
(ii) their stocks must have a market capitalization of greater than $150 million
as of the end of the month prior to the month in which a rebalancing date
occurs.
The
Russia Index is the exclusive property of MVIS (a wholly owned subsidiary of the
Adviser), which has contracted with Solactive AG to maintain and calculate the
Russia Index. Solactive AG uses its best efforts to ensure that the Russia Index
is calculated correctly. Irrespective of its obligations towards MVIS, Solactive
AG has no obligation to point out errors in the Russia Index to third parties.
VanEck Russia ETF is not sponsored, endorsed, sold or promoted by MVIS and MVIS
makes no representation regarding the advisability of investing in the VanEck
Russia ETF.
MVIS
may delay or change a scheduled rebalancing or reconstitution of the Russia
Index or the implementation of certain rules at its sole discretion. Future
rebalances of the Russia Index have been suspended.
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MVIS®
RUSSIA SMALL-CAP INDEX |
The
Russia Small-Cap Index is a rules based, modified capitalization weighted, float
adjusted index intended to give investors a means of tracking the overall
performance of publicly traded small-capitalization companies that are
incorporated in or doing substantial business in Russia.
To
be initially eligible for the Russia Small-Cap Index, (i) companies must be
incorporated in Russia or have at least 50% of their revenues/related assets in
Russia and (ii) their stocks must have a market capitalization of greater than
$150 million as of the end of the month prior to the month in which a
rebalancing date occurs.
The
Russia Small-Cap Index is the exclusive property of MVIS (a wholly owned
subsidiary of the Adviser), which has contracted with Solactive AG to maintain
and calculate the Russia Small-Cap Index. Solactive AG uses its best efforts to
ensure that the Russia Small-Cap Index is calculated correctly. Irrespective of
its obligations towards MVIS, Solactive AG has no obligation to point out errors
in the Russia Small-Cap Index to third parties. VanEck Russia Small-Cap ETF is
not sponsored, endorsed, sold or promoted by MVIS and MVIS makes no
representation regarding the advisability of investing in VanEck Russia
Small-Cap ETF.
MVIS
may delay or change a scheduled rebalancing or reconstitution of the Russia
Small-Cap Index or the implementation of certain rules at its sole discretion.
Future rebalances of the Russia Small-Cap Index have been
suspended.
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LICENSE
AGREEMENTS AND DISCLAIMERS |
The
Adviser has entered into a licensing agreement with MVIS to use each of the
Russia Index and the Russia Small-Cap Index (each an “MVIS Index”, and together,
the “MVIS Indices”). The Index provider is a wholly owned subsidiary of the
Adviser. Each of VanEck Russia ETF, VanEck Russia Small-Cap ETF (each an “MVIS
Index ETF,” and together, the “MVIS Index ETFs”) is entitled to use its Index
pursuant to a sub-licensing arrangement with the Adviser.
Shares
of the MVIS Index ETFs are not sponsored, endorsed, sold or promoted by MVIS.
MVIS makes no representation or warranty, express or implied, to the owners of
Shares of the MVIS Index ETFs or any member of the public regarding the
advisability of investing in securities generally or in the Shares of the MIVS
Index ETFs particularly or the ability of the MIVS Indices to track the
performance of its respective securities market. Each of the MVIS Indices is
determined and composed by MVIS without regard to the Adviser or the Shares of
the MVIS Index ETFs. MVIS has no obligation to take the needs of the Adviser or
the owners of Shares of the MVIS Index ETFs into consideration in determining or
composing the respective Index. MVIS is not responsible for and has not
participated in the determination of the timing of, prices at, or quantities of
the Shares of the MVIS Index ETFs are to be converted into cash. MVIS has no
obligation or liability in connection with the administration, marketing or
trading of the Shares of the MIVS Index ETFs.
MVIS
DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE MVIS INDICES OR
ANY DATA INCLUDED THEREIN AND MVIS SHALL HAVE NO LIABILITY FOR ANY ERRORS,
OMISSIONS, OR INTERRUPTIONS THEREIN. MVIS MAKES NO WARRANTY, EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY THE ADVISER, OWNERS OF SHARES OF THE MVIS INDEX
ETFS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE MVIS INDICES, OR MVIS
INDEX ETFS OR ANY DATA INCLUDED THEREIN. MVIS MAKES NO EXPRESS OR IMPLIED
WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE MVIS INDICES OR ANY DATA
INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL MVIS
HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES
(INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH
DAMAGES.
The
Shares of the MVIS Index ETFs are not sponsored, promoted, sold or supported in
any other manner by Solactive AG nor does Solactive AG offer any express or
implicit guarantee or assurance either with regard to the results of using the
MVIS Indices and/or its trade mark or its price at any time or in any other
respect. The MVIS Indices are calculated and maintained by Solactive AG.
Solactive AG uses its best efforts to ensure that the MVIS Indices are
calculated correctly. Irrespective of its obligations towards MVIS, Solactive AG
has no obligation to point out errors in the MVIS Indices to third parties
including but not limited to investors and/or financial intermediaries of the
MVIS Index ETFs. Neither publication of the MVIS Indices by Solactive AG nor the
licensing of the MVIS Indices or its trade mark for the purpose of use in
connection with the MVIS Index ETFs constitutes a recommendation by Solactive AG
to invest capital in the MVIS Index ETFs nor does it in any way represent an
assurance or opinion of Solactive AG with regard to any investment in the MVIS
Index ETFs. Solactive AG is not responsible for fulfilling the legal
requirements concerning the accuracy and completeness of the prospectus of the
MVIS Index ETFs.
The
financial highlights tables which follow are intended to help you understand the
Funds’ financial performance for the past five years or as indicated. 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
information below has been audited by [ ], the Trust’s independent registered
public accounting firm, whose report, along with the Funds’ financial
statements, is included in the Funds’ Annual Report, which is available upon
request.
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PREMIUM/DISCOUNT
INFORMATION |
Information
regarding the Funds and the status of the liquidations can be found at
www.vaneck.com.
CONTINUOUS
OFFERING
On
December 28, 2022, the SEC granted exemptive relief to the Funds permitting the
Funds to suspend the right of redemption with respect to shares of the Fund and,
if necessary, postpone the date of payment of redemption proceeds with respect
to redemption orders received but not yet paid until the Funds complete the
liquidation of their portfolios and distributes all their assets to remaining
shareholders. Previously, on March 3, 2022 and March 2, 2022, VanEck Russia ETF
and VanEck Russia Small-Cap ETF, respectively, suspended new creations of its
shares in light of circumstances involving Russia and Ukraine.
OTHER
INFORMATION
The
Trust was organized as a Delaware statutory trust on March 15, 2001. Its
Declaration of Trust currently permits the Trust to issue an unlimited number of
Shares of beneficial interest. If shareholders are required to vote on any
matters, each Share outstanding would be entitled to one vote. Annual meetings
of shareholders will not be held except as required by the Investment Company
Act of 1940 and other applicable law. See the Funds’ SAI for more information
concerning the Trust’s form of organization. Section 12(d)(1) of the Investment
Company Act of 1940 restricts investments by investment companies in the
securities of other investment companies, including Shares of a Fund. Registered
investment companies are permitted to invest in the Funds beyond the limits set
forth in Section 12(d)(1) subject to certain terms and conditions set forth in
SEC regulations, including that such investment companies enter into an
agreement with the Funds.
The
Prospectus, SAI and any other Fund communication do not create any contractual
obligations between the Funds’ shareholders and the Trust, the Funds, the
Adviser and/or the Trustees. Further, shareholders are not intended third party
beneficiaries of any contracts entered into by (or on behalf of) any Fund,
including contracts with the Adviser or other parties who provide services to
the Fund.
Dechert
LLP serves as counsel to the Trust, including the Funds. [ ] serves as the
Trust’s independent registered public accounting firm and will audit the Fund’s
financial statements annually.
ADDITIONAL
INFORMATION
This
Prospectus does not contain all the information included in the Registration
Statement filed with the SEC with respect to the Funds’ Shares. The Funds’
Registration Statement, including this Prospectus, the Funds’ SAI and the
exhibits are available on the EDGAR database at the SEC’s website
(http://www.sec.gov), and copies may be obtained, after paying a duplicating
fee, by electronic request at the following email address: [email protected].
The
SAI for the Funds, which has been filed with the SEC, provides more information
about the Funds. The SAI for the Funds is incorporated herein by reference and
is legally part of this Prospectus. Additional information about the Funds’
investments is available in each Fund’s annual and semi-annual reports to
shareholders. In each Fund’s annual report, you will find a discussion of the
market conditions and investment strategies that significantly affected the
Fund’s performance during its last fiscal year. The SAI and the Funds’ annual
and semi-annual reports may be obtained without charge by writing to the Funds
at Van Eck Securities Corporation, the Funds’ Distributor, at 666 Third Avenue,
9th Floor, New York, New York 10017 or by calling the Distributor at the
following number: Investor Information: 800.826.2333.
Shareholder
inquiries may be directed to the Funds in writing to 666 Third Avenue, 9th
Floor, New York, New York 10017 or by calling 800.826.2333.
The
Funds’ SAI is available at www.vaneck.com.
(Investment
Company Act file no. 811-10325)
For
more detailed information about the Funds, see the SAI dated [ ], as may be
supplemented from time to time. Additional information about the Funds’
investments is or will be available in the Funds’ annual and semi-annual reports
to shareholders. In each Fund’s annual report, you will find a discussion of the
market conditions and investment strategies that significantly affected each
Fund’s performance during its last fiscal year.
Call
VanEck at 800.826.2333 to request, free of charge, the annual or semi-annual
reports, the SAI, or other information about the Funds or to make shareholder
inquiries. You may also obtain the SAI or a Fund’s annual or semi-annual
reports, by visiting the VanEck website at www.vaneck.com.
Reports
and other information about the Funds are available on the EDGAR Database on the
SEC’s internet site at http://www.sec.gov. In addition, copies of this
information may be obtained, after paying a duplicating fee, by electronic
request at the following email address: [email protected].
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Transfer
Agent: State Street Bank and Trust Company
SEC
Registration Number: 333-123257
1940
Act Registration Number: 811-10325 |
800.826.2333 vaneck.com |
INTPRO |