ck0001540305-20230430
Aptus Drawdown Managed
Equity ETF (ADME)
Aptus Collared Investment
Opportunity ETF (ACIO)
(formerly,
Aptus Collared Income Opportunity ETF)
Aptus Defined Risk
ETF (DRSK)
Opus Small Cap Value
ETF (OSCV)
Aptus International
Enhanced Yield ETF (IDUB)
(formerly,
International Drawdown Managed Equity ETF (IDME))
Aptus Enhanced Yield
ETF (JUCY)
Listed
on Cboe BZX Exchange, Inc.
PROSPECTUS
August 31,
2023
The
U.S. Securities and Exchange Commission (“SEC”) has not approved or disapproved
of these securities or passed upon the accuracy or adequacy of this Prospectus.
Any representation to the contrary is a criminal offense.
Investment
Objective
The
Aptus Drawdown Managed Equity ETF (the “Fund”) seeks capital appreciation with
downside protection.
Fees and Expenses of the
Fund
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.79% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
| |
Total
Annual Fund Operating Expenses |
0.79% |
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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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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1
Year |
3
Years |
5
Years |
10
Years |
$81 |
$252 |
$439 |
$978 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the Example, affect the Fund’s performance. For the
fiscal year ended April 30, 2023, the Fund’s portfolio turnover rate was
64% of the average
value of its portfolio.
Principal Investment
Strategy
The
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve
its objective principally by investing in a portfolio of U.S.-listed equity
securities, while limiting downside risk by purchasing exchange-listed put
options on one or more of such equity securities or on broad-based indexes or
ETFs that track the performance of the U.S. equity market. Under normal
circumstances, at least 80% of the Fund’s net assets (plus borrowings for
investment purposes) will be invested in equity securities.
The
equity component of the Fund’s portfolio is comprised of U.S.-listed common
stocks of any market capitalization, real estate investment trusts (“REITs”),
and American Depository Receipts (“ADRs”). Aptus Capital Advisors, LLC, the
Fund’s investment adviser (“Aptus” or the “Adviser”), generally selects the
equity securities for the Fund based on an analysis of each company’s
fundamental and momentum characteristics to try to identify attractive
opportunities for growth. The Adviser’s proprietary analysis is built from a
“yield plus growth” framework, which takes into account fundamental
characteristics such as yield, growth, and valuation, along with momentum, to
identify attractive securities. Typically, such securities will have either an
attractive combination of yield plus growth relative to the overall market
and/or strong momentum relative to the overall market.
The
Adviser seeks to limit the Fund’s exposure to equity market declines primarily
by purchasing exchange-listed put options on individual equity securities or on
one or more equity indexes or ETFs (each, a “reference asset”) that track a
portfolio of U.S. equity securities (“Equity Puts”). A put option gives the
purchaser the right to sell shares of the reference asset at a specified price
(“strike price”) prior to a specified date (“expiration date”). The purchaser
pays a cost (premium) to purchase the put option. In the event the reference
asset declines in value below the strike price and the holder exercises its put
option, the holder will be entitled to receive the difference between the value
of the reference asset and the strike price (which gain is offset by the premium
originally paid by the holder), and in the event the reference asset closes
above the strike price as of the expiration date, the put option may end up
worthless and the holder’s loss is limited to the amount of premium it paid. The
Adviser may purchase Equity Puts that are at-the-money, near-the-money, or
out-of-the-money (also known as a “tail hedge”), and the Adviser will actively
manage the Fund’s Equity Puts as markets move or events occur (e.g.,
earnings announcements) to roll forward expiration dates or to increase or
decrease market exposure. The Adviser generally expects to invest less than 5%
of the Fund’s net assets in Equity Puts at the time of investment.
In
addition to purchasing Equity Puts, the Adviser may write (sell) covered Equity
Puts. A written (sold) put option gives the seller the obligation to buy shares
of the reference asset at a strike price until the expiration date. The writer
(seller) of the put option receives an amount (premium) for writing (selling)
the option. In the event the reference asset declines in value below the strike
price and the holder exercises the put option, the writer (seller) of the put
option will have to pay the difference between the value of the reference asset
and the strike price or deliver the reference asset (which loss is offset by the
premium initially received), and in the event the reference asset appreciates in
value, the put option may end up worthless and the writer (seller) of the put
option retains the premium. The put options written by the Fund are considered
“covered” when the Fund owns at least an equivalent number of put options on the
same reference asset with the same expiration date and a higher strike price at
the time it sells the options or the Fund segregates cash or liquid assets with
a value at least equal to the exercise price of the put option.
The
Adviser also may purchase or write (sell) covered exchange-listed call options
on individual equity securities or on one or more equity indexes or ETFs (each,
a “reference asset”) that track a portfolio of U.S. equity securities (“Equity
Calls”). A call option gives the purchaser the right to purchase shares of the
reference asset at a specified strike price prior to a specified expiration
date. The purchaser pays a cost (premium) to purchase the call option. In the
event the reference asset appreciates in value, the value of the call option
will generally increase, and in the event the reference asset declines in value,
the call option may end up worthless and the premium may be lost.
A
written (sold) call option gives the seller the obligation to sell shares of the
reference asset at a strike price until the expiration date. The writer (seller)
of the call option receives an amount (premium) for writing (selling) the
option. In the event the reference asset appreciates above the strike price and
the holder exercises the call option, the writer (seller) of the call option
will have to pay the difference between the value of the reference asset and the
strike price or deliver the reference asset (which loss is offset by the premium
initially received), and in the event the reference asset declines in value, the
call option may end up worthless and the writer (seller) of the call option
retains the premium. The call options written by the Fund are “covered” because
the Fund owns the reference asset at the time it sells the option.
In
addition to or in lieu of such Equity Puts or Equity Calls, the Adviser may
utilize a combination of purchased and written (sold) put or call options (known
as a “spread”) on individual equity securities, one or more equity indexes or
ETFs, or the Cboe Volatility Index® (the “VIX® Index”). The VIX Index reflects a
calculation designed to produce a measure of constant, 30-day expected
volatility of the U.S. stock market, derived from real-time, mid-quote prices of
S&P 500® Index call and put options. The Fund may use VIX call options as a
hedge when the market is experiencing a rapid change in volatility, and the
Adviser generally expects to invest less than 1% of the Fund’s net assets in VIX
Index call and put options at the time of investment.
As of July 31, 2023, the Fund invested a significant portion of its
assets in the information technology and consumer sectors; however, the Fund’s
sector exposure may change from time to time.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As with
any investment, there is a risk that you could lose all or a portion of your
investment in the Fund. Some or all of these risks may adversely
affect the Fund’s net asset value per share (“NAV”), trading price, yield, total
return and/or ability to meet its objectives. For more information about the
risks of investing in the Fund, see the section in the Fund’s Prospectus titled
“Additional Information About the Funds.”
•Depositary
Receipt Risk.
Depositary
Receipts involve risks similar to those associated with investments in foreign
securities, such as changes in political or economic conditions of other
countries and changes in the exchange rates of foreign currencies. Depositary
Receipts listed on U.S. exchanges are issued by banks or trust companies and
entitle the holder to all dividends and capital gains that are paid out on the
underlying foreign shares (“Underlying Shares”). When the Fund invests in
Depositary Receipts as a substitute for an investment directly in the Underlying
Shares, the Fund is exposed to the risk that the Depositary Receipts may not
provide a return that corresponds precisely with that of the Underlying Shares.
•Derivative
Securities Risk. The
Fund invests in options that derive their performance from the performance of an
underlying reference asset. Derivatives, such as the options in which the Fund
invests, can be volatile and involve various types and degrees of risks,
depending upon the characteristics of a particular derivative. Derivatives may
entail investment exposures that are greater than their cost would suggest,
meaning that a small investment in a derivative could have a substantial impact
on the performance of the Fund. The Fund could experience a loss if its
derivatives do not perform as anticipated, the derivatives are not correlated
with the performance of their reference asset, or if the Fund is unable to
purchase or liquidate a position because of an illiquid secondary market. The
market for many derivatives is, or suddenly can become, illiquid. Changes in
liquidity may result in significant, rapid, and unpredictable changes in the
prices for derivatives.
•Equity
Market Risk.
The
equity securities held in the Fund’s portfolio may experience sudden,
unpredictable drops in value or long periods of decline in value. This may occur
because of factors that affect securities markets generally or factors affecting
specific issuers, industries, or sectors in which the Fund invests. Common
stocks are generally exposed to greater risk than other types of securities,
such as preferred stock and debt obligations, because common stockholders
generally have
inferior
rights to receive payment from issuers. In addition, local, regional or global
events such as war, including Russia’s invasion of Ukraine, acts of terrorism,
spread of infectious diseases or other public health issues (such as the global
pandemic caused by the COVID-19 virus), recessions, rising inflation, or other
events could have a significant negative impact on the Fund and its investments.
Such events may affect certain geographic regions, countries, sectors and
industries more significantly than others. Such events could adversely affect
the prices and liquidity of the Fund’s portfolio securities or other instruments
and could result in disruptions in the trading markets.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”)
and may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange. In stressed market conditions, the liquidity of Shares may begin to
mirror the liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those
Shares.
•Foreign
Investment Risk.
Because
of the Fund’s investment in ADRs, changes in foreign economies and political
climates are more likely to affect the Fund than a fund that invests exclusively
in U.S. companies. There may be less government supervision of foreign markets,
resulting in non-uniform accounting practices and less publicly available
information. The value of foreign investments may be affected by changes in
exchange control regulations, application of foreign tax laws (including
withholding tax), changes in governmental administration or economic or monetary
policy (in this country or abroad) or changed circumstances in dealings between
nations.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•Market
Capitalization Risk.
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively mature
compared to smaller companies and therefore subject to slower growth during
times of economic expansion. Large-capitalization companies may also be unable
to respond quickly to new competitive challenges, such as changes in technology
and consumer tastes.
◦Mid-Capitalization
Investing. The
securities of mid-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole, but they may also be
nimbler and more responsive to new challenges than large-capitalization
companies. Some mid-capitalization companies have limited product lines,
markets, financial resources, and management personnel and tend to concentrate
on fewer geographical markets relative to large-capitalization
companies.
◦Small-Capitalization
Investing. The
securities of small-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
larger-capitalization companies. The securities of small-capitalization
companies generally trade in lower volumes and are subject to greater and more
unpredictable price changes than larger capitalization stocks or the stock
market as a whole. Some small capitalization companies have limited product
lines, markets, and financial and managerial resources and tend to concentrate
on fewer geographical
markets
relative to larger capitalization companies. There is typically less publicly
available information concerning smaller-capitalization companies than for
larger, more established companies. Small-capitalization companies also may be
particularly sensitive to changes in interest rates, government regulation,
borrowing costs and earnings.
•Options
Risk.
Selling (writing) and buying options are speculative activities and entail
greater than ordinary investment risks. Options enable the Fund to gain exposure
that is significantly greater than the premium paid or received. Consequently,
the value of such options can be volatile, and a small investment in options can
have a large impact on the performance of the Fund. The Fund’s use of call and
put options can lead to losses because of adverse movements in the price or
value of the reference asset, which may be magnified by certain features of the
options. When selling an option, the Fund will receive a premium; however, this
premium may not be enough to offset a loss incurred by the Fund if the price of
the underlying asset is below the strike price for a put option, or above the
strike price for a call option, by an amount equal to or greater than the
premium. Purchasing of put or call options involves the payment of premiums,
which may adversely affect the Fund’s performance. Purchased put or call options
may expire worthless resulting in the Fund’s loss of the premium it paid for the
option.
•REIT
Investment Risk. Investments
in REITs involve unique risks. REITs may have limited financial resources, may
trade less frequently and in limited volume, and may be more volatile than other
securities. REITs may be affected by changes in the value of their underlying
properties or mortgages or by defaults by their borrowers or tenants.
Furthermore, these entities depend upon specialized management skills, have
limited diversification and are, therefore, subject to risks inherent in
financing a limited number of projects. In addition, the performance of a U.S.
REIT may be affected by changes in the tax laws or by its failure to qualify for
tax-free pass-through of income.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Consumer
Sectors Risk.
The success of consumer product manufacturers and retailers is tied closely to
the performance of domestic and international economies, interest rates,
exchange rates, competition, consumer confidence, changes in demographics and
consumer preferences. Companies in the consumer staples sector, such as
companies that produce or sell food, beverage, and drug retail or other
household items, may be adversely impacted by changes in global and economic
conditions, rising energy prices, and changes in the supply or price of
commodities. Companies in the consumer discretionary sector, such as automobile,
textile, retail, and media companies, depend heavily on disposable household
income and consumer spending, and may be strongly affected by social trends and
marketing campaigns. These companies may be subject to severe competition, which
may have an adverse impact on their profitability.
◦Information
Technology Sector Risk. Market
or economic factors impacting information technology companies and companies
that rely heavily on technological advances could have a significant effect on
the value of the Fund’s investments. The value of stocks of information
technology companies and companies that rely heavily on technology is
particularly vulnerable to rapid changes in technology product cycles, rapid
product obsolescence, government regulation and competition, both domestically
and internationally, including competition from foreign competitors with lower
production costs. Stocks of information technology companies and companies that
rely heavily on technology, especially those of smaller, less-seasoned
companies, tend to be more volatile than the overall market. Information
technology companies are heavily dependent on patent and intellectual property
rights, the loss or impairment of which may adversely affect
profitability.
•Tail
Hedge Risk.
The Fund may purchase put options designed to mitigate the Fund’s exposure to
significant declines in the broader U.S. equity market. However, there is a risk
that the Fund will experience a loss as a result of engaging in such options
transactions. Moreover, there can be no assurance that the tail hedge will be
successful in protecting against all or any declines in the value of the Fund’s
portfolio because the amount of protection provided by the put options purchased
by the Fund and the price of such protection will be dictated by prevailing
market sentiment at the time the tail hedge is triggered. Additionally, the tail
hedge will not protect against declines in the value of the Fund’s portfolio
where such declines are based on factors other than general stock market
fluctuations.
•Tax
Risk. The use of derivatives strategies, such as writing (selling) and
purchasing options, involves complex rules that will determine for income tax
purposes the amount, character and timing of recognition of the gains and losses
the Fund realizes in connection therewith. The Fund expects to generate premiums
from its sale of options. These premiums typically will result in short-term
capital gains for federal income tax purposes. In addition, equity securities
that are hedged with put options may not be eligible for long-term capital gains
tax treatment. The Fund is not designed for investors seeking a tax efficient
investment.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for calendar
years ended December 31. The table illustrates how the Fund’s average annual
returns for the 1-year, 5-year, and since inception periods compare with those
of a broad measure of market performance. The Fund’s past performance, before and
after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is available on the
Fund’s website at www.aptusetfs.com/funds/adme.
Prior
to November 8, 2019, the Fund operated as an index-based ETF that sought to
track the performance of the Aptus Behavioral Momentum Index. Consequently,
performance for periods prior to November 8, 2019 does not reflect the Fund’s
current investment strategy as an actively-managed ETF. The Fund’s performance
may have differed if the Fund’s current strategy had been in
place.
Calendar Year Total
Return
For
the year-to-date period ended
June 30, 2023, the
Fund’s total return was 8.81%. During the period of time shown in the bar
chart, the Fund’s highest quarterly return
was 13.97% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-22.83% for the quarter ended December 31,
2018.
Average Annual Total
Returns for the Period Ended December 31, 2022
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Aptus
Drawdown Managed Equity ETF |
1
Year |
5
Years |
Since
Inception
(6/8/2016) |
Return Before
Taxes |
-21.72% |
2.71% |
5.24% |
Return After
Taxes on Distributions |
-21.86% |
2.56% |
5.09% |
Return After
Taxes on Distributions and Sale of Shares |
-12.76% |
2.08% |
4.11% |
S&P
500® Index
(reflects no deduction for
fees, expenses, or taxes) |
-18.11% |
9.42% |
11.50% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Shares through tax-deferred arrangements such as an individual retirement
account (“IRA”) or other tax-advantaged accounts. In
certain cases, the figure representing “Return After Taxes on Distributions and
Sale of Shares” may be higher than the other return figures for the same period.
A higher after-tax return results when a capital loss occurs upon redemption and
provides an assumed tax deduction that benefits the
investor.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC serves as investment adviser to the Fund.
Portfolio
Managers
John
D. (“JD”) Gardner, CFA, Chief Investment Officer and Managing Member at the
Adviser, has been a portfolio manager of the Fund since August 2017.
John
Luke Tyner, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
David
Wagner III, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.aptusetfs.com/funds/adme.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Investment
Objective
The
Aptus Collared Investment Opportunity
ETF (the “Fund”) seeks current income and capital
appreciation.
Fees and Expenses of the
Fund
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.79% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
Total
Annual Fund Operating Expenses |
0.79% |
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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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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1
Year |
3
Years |
5
Years |
10
Years |
$81 |
$252 |
$439 |
$978 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the Example, affect the Fund’s performance. For the
fiscal year ended April 30, 2023, the Fund’s portfolio turnover rate was
69% of the average
value of its portfolio.
Principal Investment
Strategy
The
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve
its investment objective principally by investing in a portfolio of U.S.-listed
equity securities of any market capitalization and buying put options or an
options collar (i.e.,
a mix of written (sold) call options and long (bought) put options) on the same
underlying equity securities, a U.S. equity ETF, or on an index tracking a
portfolio of U.S. equity securities (a “U.S. Equity Index”). The U.S. Equity
Index, U.S. equity ETF, and the underlying equity securities may be of any
market capitalization. The equity securities and options held by the Fund must
be listed on a U.S.-exchange, and the equity securities may include common
stocks of U.S. companies, American Depositary Receipts (“ADRs”) (i.e.,
receipts evidencing ownership of foreign equity securities), and real estate
investment trusts (“REITs”). The Fund will typically limit investments in ADRs
to approximately 20% of the Fund’s net assets.
Aptus
Capital Advisors, LLC, the Fund’s investment adviser (“Aptus” or the “Adviser”),
selects the Fund’s equity securities based on the Adviser’s assessment of the
likelihood that the dividends paid by the issuer will increase or remain stable
and based on the liquidity of the options available for such security. The
Adviser considers factors primarily related to yield, earnings growth, revenue
growth, and distribution history in assessing the likelihood that the dividends
paid by an issuer will increase or remain stable. No more than 30% of the Fund’s
net assets will typically be invested in companies in a single sector. The
Adviser may replace a security if it believes another security offers a better
value proposition, with a bias for low portfolio turnover.
The
Fund’s options collar strategy typically consists of two components: (i) selling
covered call options on up to 100% of the equity securities held by the Fund to
generate premium from such options, while (ii) simultaneously reinvesting a
portion of such premium to buy put options on the same underlying equity
securities, a U.S. equity ETF, or the U.S. Equity Index to “hedge” or mitigate
the downside risk associated with owning equity securities. The Fund seeks to
generate income from the combination of dividends received from the equity
securities held by the Fund and premiums received from the sale of options.
Additionally, the Fund may purchase put options or utilize a combination of
purchased and written (sold) put options (known as a “spread”) on one or more
equity securities, a U.S. equity ETF, or a U.S. Equity Index to “hedge” or
mitigate the downside risk associated with owning equity
securities.
Call
Options.
A call option gives the purchaser the right to purchase shares of the reference
asset at a specified strike price prior to a specified expiration date. The
purchaser pays a cost (premium) to purchase the call option. In the event the
reference asset appreciates in value, the value of the call option will
generally increase, and in the event the reference asset declines in value, the
call option may end up worthless to the holder and the premium may be lost. A
written (sold) call option gives the seller the obligation to sell shares of the
reference asset at a specified price (“strike price”) until a specified date
(“expiration date”). The writer (seller) of the call option receives an amount
(premium) for writing (selling) the option. In the event the reference asset
appreciates above the strike price and the holder exercises the call option, the
writer (seller) of the call option will have to pay the difference between the
value of the reference asset and the strike price or deliver the reference asset
(which loss is offset by the premium initially received), and in the event the
reference asset declines in value, the call option may end up worthless and the
writer (seller) of the call option retains the premium. The call options written
by the Fund are “covered” because the Fund owns the reference asset at the time
it sells the option.
Put
Options.
A put option gives the purchaser the right to sell shares of the reference asset
at a strike price prior to its expiration date. The purchaser pays a cost
(premium) to purchase the put option. In the event the reference asset declines
in value below the strike price and the holder exercises its put option, the
holder will be entitled to receive the difference between the value of the
reference asset and the strike price (which gain is offset by the premium
originally paid by the holder), and in the event the reference asset closes
above the strike price as of the expiration date, the put option may end up
worthless and the holder’s loss is limited to the amount of premium it paid.
A
written (sold) put option gives the seller the obligation to buy shares of the
reference asset at a strike price until its expiration date. The writer (seller)
of the put option receives an amount (premium) for writing (selling) the option.
In the event the reference asset declines in value below the strike price and
the holder exercises the put option, the writer (seller) of the put option will
have to pay the difference between the value of the reference asset and the
strike price or deliver the reference asset (which loss is offset by the premium
initially received), and in the event the reference asset appreciates in value,
the put option may end up worthless and the writer (seller) of the put option
retains the premium. The put options written by the Fund are considered
“covered” when the Fund owns at least an equivalent number of put options on the
same reference asset with the same expiration date and a higher strike price at
the time it sells the options.
The
Fund may write call options on up to 100% of each equity position held in the
portfolio and will use a portion of the premium received from writing such call
options to purchase put options. Call options written by the Fund will typically
have a strike price that is higher than the current price of the reference
asset, and put options purchased by the Fund will typically have a strike price
that is lower (in some cases, significantly lower) than the current price of the
reference asset. Options selected for the Fund will typically expire one week to
nine months from their purchase date and will be rolled periodically
(e.g.,
monthly) to continue generating income or to reflect the Adviser’s revised
outlook on the underlying portfolio security. When an option is rolled, the
Adviser simultaneously closes one option contract and opens another. The new
contract opened can have a further-dated expiration (i.e.,
the option would be rolled “out”), higher strike price (i.e.,
rolled “up”), lower strike price (i.e.,
rolled “down”), or a combination of both a different expiration and
strike.
In
addition to the options strategies discussed above, the Fund may utilize a “bull
call spread” options strategy. The Fund’s bull call spread strategy entails (i)
the purchase of at-the-money call options (i.e.,
call options with a strike price roughly equal to the current price of the
underlying asset) on an index or ETF tracking an index representing the U.S.
equity market and (ii) writing (selling) out-of-the-money call options
(i.e.,
call options with a strike price higher than the current price of the underlying
asset) on the same index or ETF. The bull call spread strategy is intended to
profit from moderate increases in the value of the reference asset (up to the
strike price of the written call options). The Fund may also purchase call
options on the securities held by the Fund to enable the Fund to further benefit
from an increase in the value of such securities.
In
addition, the Adviser may utilize a combination of purchased and written (sold)
put or call options on the Cboe Volatility Index® (the “VIX® Index”). The VIX
Index reflects a calculation designed to produce a measure of constant, 30-day
expected volatility of the U.S. stock market, derived from real-time, mid-quote
prices of S&P 500® Index call and put options. The Fund may use VIX call or
put options as a hedge when the market is experiencing a rapid change in
volatility, and the Adviser generally expects to invest less than 1% of the
Fund’s net assets in VIX Index call and put options at the time of
investment.
As
of July 31, 2023, the Fund invested a significant portion of its assets in the
information technology and consumer sectors; however, the Fund’s sector exposure
may change from time to time.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As
with any investment, there is a risk that you could lose all or a portion of
your investment in the Fund. Some or all of these risks may
adversely affect the Fund’s net asset value per share (“NAV”), trading price,
yield, total return and/or ability to meet its objectives. For more information
about the risks of investing in the Fund, see the section in the Fund’s
Prospectus titled “Additional Information About the Funds.”
•Collared
Options Strategy Risk.
Selling
(writing)
and buying options are speculative activities and entail greater than ordinary
investment risks. Options
enable the Fund to gain exposure that is significantly greater than the premium
paid or received. Consequently, the value of such options can be volatile, and a
small investment in options can have a large impact on the performance of the
Fund. The
Fund’s use of call and put options can lead to losses because of adverse
movements in the price or value of the underlying security, which may be
magnified by certain features of the options. When selling a call option, the
Fund will receive a premium; however, this premium may not be enough to offset a
loss incurred by the Fund if the price of the underlying security is above the
strike price by an amount equal to or greater than the premium. The value of an
option may be adversely affected if the market for the option becomes less
liquid or smaller, and will be affected by changes in the value or yield of the
option’s underlying security, an increase in interest rates, a change in the
actual or perceived volatility of the stock market or the underlying security
and the remaining time to expiration. Additionally, the value of an option does
not increase or decrease at the same rate as the underlying security.
The
Fund’s use of the collared options strategy may reduce the Fund’s ability to
profit from increases in the value of the underlying securities.
If the price of the underlying security of a written call option rises above its
strike price, the value of the option and, consequently, the Fund may decline
significantly more than if the Fund invested solely in the underlying security
instead of using options. Similarly, if the price of the underlying security of
a purchased put option remains above its strike price, the option may become
worthless, and, consequently the value of the Fund may decline significantly
more than if the Fund invested solely in the underlying security instead of
using options.
•Depositary
Receipt Risk.
Depositary
Receipts involve risks similar to those associated with investments in foreign
securities, such as changes in political or economic conditions of other
countries and changes in the exchange rates of foreign currencies. Depositary
Receipts listed on U.S. exchanges are issued by banks or trust companies and
entitle the holder to all dividends and capital gains that are paid out on the
underlying foreign shares (“Underlying Shares”). When the Fund invests in
Depositary Receipts as a substitute for an investment directly in the Underlying
Shares, the Fund is exposed to the risk that the Depositary Receipts may not
provide a return that corresponds precisely with that of the Underlying Shares.
•Derivative
Securities Risk. The
Fund invests in options that derive their performance from the performance of an
underlying reference asset. Derivatives, such as the options in which the Fund
invests, can be volatile and involve various types and degrees of risks,
depending upon the characteristics of a particular derivative. Derivatives may
entail investment exposures that are greater than their cost would suggest,
meaning that a small investment in a derivative could have a substantial impact
on the performance of the Fund. The Fund could experience a loss if its
derivatives do not perform as anticipated, the derivatives are not correlated
with the performance of their reference asset, or if the Fund is unable to
purchase or liquidate a position because of an illiquid secondary market. The
market for many derivatives is, or suddenly can become, illiquid. Changes in
liquidity may result in significant, rapid, and unpredictable changes in the
prices for derivatives.
•Equity
Market Risk.
The
equity securities held in the Fund’s portfolio may experience sudden,
unpredictable drops in value or long periods of decline in value. This may occur
because of factors that affect securities markets generally or factors affecting
specific issuers, industries, or sectors in which the Fund invests. Common
stocks are generally exposed to greater risk than other types of securities,
such as preferred stock and debt obligations, because common stockholders
generally have inferior rights to receive payment from issuers. In addition,
local, regional or global events such as war, including Russia’s invasion of
Ukraine, acts of terrorism, spread of infectious diseases or other public health
issues (such as the global pandemic caused by the COVID-19 virus), recessions,
rising inflation, or other events could have a significant negative impact on
the Fund and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”)
and may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange. In stressed market conditions, the liquidity of Shares may begin to
mirror the liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those Shares.
•Foreign
Investment Risk.
Because
of the Fund’s investment in ADRs, changes in foreign economies and political
climates are more likely to affect the Fund than a fund that invests exclusively
in U.S. companies. There may be less government supervision of foreign markets,
resulting in non-uniform accounting practices and less publicly available
information. The value of foreign investments may be affected by changes in
exchange control regulations, application of foreign tax laws (including
withholding tax), changes in governmental administration or economic or monetary
policy (in this country or abroad) or changed circumstances in dealings between
nations.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•Market
Capitalization Risk.
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively mature
compared to smaller companies and therefore subject to slower growth during
times of economic expansion. Large-capitalization companies may also be unable
to respond quickly to new competitive challenges, such as changes in technology
and consumer tastes.
◦Mid-Capitalization
Investing. The
securities of mid-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole, but they may also be
nimbler and more responsive to new challenges than large-capitalization
companies. Some mid-capitalization companies have limited product lines,
markets, financial resources, and management personnel and tend to concentrate
on fewer geographical markets relative to large-capitalization
companies.
◦Small-Capitalization
Investing. The
securities of small-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
larger-capitalization companies. The securities of small-capitalization
companies generally trade in lower volumes and are subject to greater and more
unpredictable price changes than larger capitalization stocks or the stock
market as a whole. Some small capitalization companies have limited product
lines, markets, and financial and managerial resources and tend to concentrate
on fewer geographical markets relative to larger capitalization companies. There
is typically less publicly available information concerning
smaller-capitalization companies than for larger, more established companies.
Small-capitalization companies also may be particularly sensitive to changes in
interest rates, government regulation, borrowing costs and earnings.
•REIT
Investment Risk. Investments
in REITs involve unique risks. REITs may have limited financial resources, may
trade less frequently and in limited volume, and may be more volatile than other
securities. REITs may be affected by changes in the value of their underlying
properties or mortgages or by defaults by their borrowers or tenants.
Furthermore, these entities depend upon specialized management skills, have
limited diversification and are, therefore, subject to risks inherent in
financing a limited number of projects. In addition, the performance of a U.S.
REIT may be affected by changes in the tax laws or by its failure to qualify for
tax-free pass-through of income.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Consumer
Sectors Risk.
The success of consumer product manufacturers and retailers is tied closely to
the performance of domestic and international economies, interest rates,
exchange rates, competition, consumer confidence, changes in demographics and
consumer preferences. Companies in the consumer staples sector, such as
companies that produce or sell
food,
beverage, and drug retail or other household items, may be adversely impacted by
changes in global and economic conditions, rising energy prices, and changes in
the supply or price of commodities. Companies in the consumer discretionary
sector, such as automobile, textile, retail, and media companies, depend heavily
on disposable household income and consumer spending, and may be strongly
affected by social trends and marketing campaigns. These companies may be
subject to severe competition, which may have an adverse impact on their
profitability.
◦Financial
Sector Risk. This
sector, which includes banks, insurance companies, and financial service firms,
can be significantly affected by changes in interest rates, government
regulation, the rate of defaults on corporate, consumer and government debt, the
availability and cost of capital, and fallout from the housing and sub-prime
mortgage crisis. Banks, in particular, are subject to volatile interest rates,
severe price competition, and extensive government oversight and regulation,
which may limit certain economic activities available to banks, impact their
fees and overall profitability, and establish capital maintenance requirements.
In addition, banks may have concentrated portfolios of loans or investments that
make them vulnerable to economic conditions that affect that industry. Insurance
companies are subject to similar risks as banks, including adverse economic
conditions, changes in interest rates, increased competition and government
regulation, but insurance companies are more at risk from changes in tax law,
government imposed premium rate caps, and catastrophic events, such as
earthquakes, floods, hurricanes and terrorist acts. This sector has experienced
significant losses in the recent past, and the impact of higher interest rates,
more stringent capital requirements, and of recent or future regulation on any
individual financial company, or on the sector as a whole, cannot be predicted.
In recent years, cyber attacks and technology malfunctions and failures have
become increasingly frequent in the financial sector and have caused significant
losses.
◦Information
Technology Sector Risk. Market
or economic factors impacting information technology companies and companies
that rely heavily on technological advances could have a significant effect on
the value of the Fund’s investments. The value of stocks of information
technology companies and companies that rely heavily on technology is
particularly vulnerable to rapid changes in technology product cycles, rapid
product obsolescence, government regulation and competition, both domestically
and internationally, including competition from foreign competitors with lower
production costs. Stocks of information technology companies and companies that
rely heavily on technology, especially those of smaller, less-seasoned
companies, tend to be more volatile than the overall market. Information
technology companies are heavily dependent on patent and intellectual property
rights, the loss or impairment of which may adversely affect
profitability.
•Tax
Risk. The use of derivatives strategies, such as writing (selling) and
purchasing options, involves complex rules that will determine for income tax
purposes the amount, character and timing of recognition of the gains and losses
the Fund realizes in connection therewith. The Fund expects to generate premiums
from its sale of call options. These premiums typically will result in
short-term capital gains for federal income tax purposes. In addition, stocks
that are hedged with put options may not be eligible for long-term capital gains
tax treatment. The Fund is not designed for investors seeking a tax efficient
investment.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for the
calendar year ended December 31. The table illustrates how the Fund’s average
annual returns for the 1-year and since inception periods compared with those of
a broad measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.aptusetfs.com/funds/acio.
Calendar Year Total
Return
For
the year-to-date period ended
June 30, 2023, the
Fund’s total return was 8.37%. During the period of time shown in the bar
chart, the Fund’s highest quarterly return
was 11.91% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-11.47% for the quarter ended March 31,
2020.
Average Annual Total
Returns for the Period Ended December 31, 2022
|
|
|
|
|
|
|
| |
Aptus
Collared Investment Opportunity ETF |
1
Year |
Since
Inception
(7/9/2019) |
Return Before
Taxes |
-10.31% |
5.58% |
Return After
Taxes on Distributions |
-10.65% |
5.24% |
Return After
Taxes on Distributions and Sale of Shares |
-5.90% |
4.29% |
S&P
500® Index
(reflects no deduction for
fees, expenses, or taxes) |
-18.11% |
9.37% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Shares through tax-deferred arrangements such as an individual retirement
account (“IRA”) or other tax-advantaged accounts. In
certain cases, the figure representing “Return After Taxes on Distributions and
Sale of Shares” may be higher than the other return figures for the same period.
A higher after-tax return results when a capital loss occurs upon redemption and
provides an assumed tax deduction that benefits the
investor.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC serves as investment adviser to the Fund.
Portfolio
Managers
John
D. (“JD”) Gardner, CFA, Chief Investment Officer and Managing Member at the
Adviser, has been a portfolio manager of the Fund since its inception in July
2019.
John
Luke Tyner, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
David
Wagner III, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.aptusetfs.com/funds/acio.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Investment
Objective
The
Aptus Defined Risk ETF (the “Fund”) seeks current income and capital
appreciation.
Fees and Expenses of the
Fund
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
|
|
|
|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
|
Management
Fees |
0.69% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
Acquired
Fund Fees and Expenses1 |
0.09% |
Total
Annual Fund Operating Expenses |
0.78% |
| |
1
Acquired Fund Fees
and Expenses are the indirect costs of investing in other investment companies.
Total Annual Fund Operating Expenses do not correlate to the expense ratios in
the Fund’s Financial Highlights because the Financial Highlights include only
the direct operating expenses incurred by the Fund and exclude Acquired Fund
Fees and Expenses.
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
| |
1
Year |
3
Years |
5
Years |
10
Years |
$80 |
$249 |
$433 |
$966 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the Example, affect the Fund’s performance. For the
fiscal year ended April 30, 2023, the Fund’s portfolio turnover rate was
119% of the average
value of its portfolio.
Principal Investment
Strategies
The
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve
its objective through a hybrid fixed income and equity strategy. The Fund
typically invests approximately 75% to 95% of its assets to obtain exposure to
investment-grade corporate bonds (the “Fixed Income Strategy”) and invests the
remainder of its assets to obtain exposure to U.S. stocks, while limiting
downside risk (the “Equity Strategy”).
Fixed
Income Strategy
The
Fund’s Fixed Income Strategy seeks exposure to U.S. dollar-denominated,
investment-grade corporate bonds of U.S. and non-U.S. issuers with maturities
between one and eight years (also known as a “bond ladder”). The Fund will
primarily obtain this exposure through investments in ETFs (“Underlying Bond
ETFs”) that each track the investment results of an index composed of such bonds
maturing in a specified year during that period (e.g.,
bonds maturing in 2024) (each, a “reference asset”). The Underlying Bond ETFs
are generally expected to make monthly distributions of principal and interest
received from their underlying holdings, and each Underlying Bond ETF is
expected to make a liquidating distribution at the end of the calendar year in
which its holdings mature. The Fund generally reinvests the proceeds of such
liquidating distributions into the Underlying Bond ETF with the furthest away
maturity date in the bond ladder.
While
the Fund’s Fixed Income Strategy is expected to obtain exposure to a diversified
array of corporate bonds regardless of the size of the Fund, a significant
portion of the Underlying Bond ETFs is generally expected to be represented by
bonds issued by companies in the financial sector. The Fund will typically
rebalance its investments in Underlying Bond ETFs on a quarterly basis. The
Adviser may also decide to reallocate assets among the Equity Strategy and Fixed
Income Strategy outside of the normal rebalance activity if the Fund’s balance
of equity and fixed income exposure has shifted significantly during the
quarter.
Equity
Strategy
The
Fund’s Equity Strategy seeks exposure to small-, mid-, and large-capitalization
U.S. stocks by purchasing exchange-listed call options on individual stocks or
depositary receipts (the “Underlying Individual Equities”), on one or more
equity indexes, or on one or more other ETFs that principally invest in U.S.
equity securities (the “Underlying Equity ETFs”) (each, also, a “reference
asset”). A call option gives the purchaser the right to purchase shares of the
underlying security at a specified price (“strike price”) prior to a specified
date (“expiration date”). The purchaser pays a cost (premium) to purchase the
call option. In the event the underlying security appreciates in value, the
value of the call option will generally increase, and in the event the
underlying security declines in value, the call option may end up worthless and
the premium may be lost.
Aptus
Capital Advisors, LLC, the Fund’s investment adviser (“Aptus” or the “Adviser”),
selects the Underlying Individual Equities based primarily on the Adviser’s
proprietary analysis built from a “yield plus growth” framework, which takes
into account fundamental characteristics such as yield, growth, valuation, and
momentum. Stocks selected as Underlying Individual Equities by the Adviser must
also have call options available for purchase that meet the Fund’s minimum
liquidity threshold for investibility. The Adviser seeks to select Underlying
Individual Equities to diversify exposure across a variety of industries and to
maximize the Fund’s equity exposure given the amount allocated to the applicable
options, as described below. Underlying Equity ETFs or equity indexes may be
selected in lieu of or in addition to Underlying Individual Equities to adjust
the balance of the Fund’s exposure across industries or to maintain the Fund’s
equity exposure when the Adviser believes they present a better risk profile
than Underlying Individual Equities.
The
Fund may utilize a combination of purchased and written (sold) call options
(known as a “spread”). A written (sold) call option gives the seller the
obligation to sell shares of the reference asset at the strike price until the
expiration date. The writer (seller) of the call option receives an amount
(premium) for writing (selling) the option. In the event the reference asset
appreciates above the strike price and the holder exercises the call option, the
writer (seller) of the call option will have to pay the difference between the
value of the reference asset and the strike price or deliver the reference asset
(which loss is offset by the premium initially received), and in the event the
reference asset declines in value, the call option may end up worthless and the
writer (seller) of the call option retains the premium.
Call
options purchased by the Fund typically have a time-to-expiration of one week to
six months at the time of purchase and a strike price at or near the current
market price of the applicable reference asset. The Fund will generally turn
over its options holdings to rebalance its Equity Strategy investments on a
monthly basis, at which time the Fund allocates approximately 0.25% to 1.00% of
its net assets to options on each of the Underlying Individual Equities and may
allocate up to approximately 5.00% to options on each of the equity indexes,
Underlying Equity ETFs, or Underlying Bond ETFs selected. Each time the Fund
rebalances its Equity Strategy, the Fund will typically sell the options it
holds and purchase new ones as described above. To the extent the Fund sells
options tied to one individual stock or ETF and purchases new options tied to
the same individual stock or ETF, the rebalance will generally result in the
Fund owning options with a later expiration date than the previous set of
options. The Adviser will actively manage the Fund’s options as markets move or
events occur (e.g.,
earnings announcements) to roll forward expiration dates or to increase or
decrease market exposure to attempt to reduce the potential volatility inherent
in options where the price of the reference asset is significantly higher or
lower than the strike price.
Additionally,
the Adviser seeks to limit the Fund’s exposure to equity market declines by
utilizing a combination of purchased and written (sold) exchange-listed put
options (known as a “spread”) on Underlying Individual Equities, on one or more
equity indexes, on one or more Underlying Equity ETFs, or on one or more
Underlying Bond ETFs. A purchased put option gives the purchaser the right to
sell shares of the underlying security at a strike price prior to its expiration
date. The purchaser of the put option pays a cost (premium) to purchase the put
option. In the event the underlying security depreciates in value, the value of
the put option will generally increase, and in the event the underlying security
appreciates in value, the put option may end up worthless and the premium may be
lost. The put options written by the Fund are considered “covered” when the Fund
owns at least an equivalent number of put options on the same reference asset
with the same expiration date and a higher strike price at the time it sells the
options.
Put
options purchased by the Fund typically have a time-to-expiration of one week to
six months at the time of purchase and a strike price at or near the current
market price of the applicable reference asset. Generally, each time the Fund
rebalances its Equity Strategy, the Fund allocates approximately 0.25% to 1.50%
of its net assets to put options and will sell the options it holds and purchase
new ones as described above.
In
addition, the Adviser may utilize a combination of purchased and written (sold)
put or call options on the Cboe Volatility Index® (the “VIX® Index”). The VIX
Index reflects a calculation designed to produce a measure of constant, 30-day
expected volatility of the U.S. stock market, derived from real-time, mid-quote
prices of S&P 500® Index call and put options. The Fund may use VIX call or
put options as a hedge when the market is experiencing a rapid change in
volatility, and the Adviser generally expects to invest less than 1% of the
Fund’s net assets in VIX Index call and put options at the time of
investment.
Because
the premiums for call and put options purchased by the Fund will typically be a
fraction of the value of the underlying reference assets, the options enable the
Fund to gain greater exposure to the underlying reference assets than the amount
invested in such options. Consequently, the Fund seeks to have greater
participation in the appreciation (for call options) or depreciation (for put
options) of the applicable underlying reference assets than it would
have by investing the same amounts directly in such underlying reference assets,
while limiting the maximum loss from such options to the premiums
paid.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As
with any investment, there is a risk that you could lose all or a portion of
your investment in the Fund. Some or all of these risks may
adversely affect the Fund’s net asset value per share (“NAV”), trading price,
yield, total return and/or ability to meet its objectives. For more information
about the risks of investing in the Fund, see the section in the Fund’s
Prospectus titled “Additional Information About the Funds.”
•Depositary
Receipt Risk.
Depositary
Receipts involve risks similar to those associated with investments in foreign
securities, such as changes in political or economic conditions of other
countries and changes in the exchange rates of foreign currencies. Depositary
Receipts listed on U.S. exchanges are issued by banks or trust companies and
entitle the holder to all dividends and capital gains that are paid out on the
underlying foreign shares (“Underlying Shares”). When the Fund invests in
Depositary Receipts as a substitute for an investment directly in the Underlying
Shares, the Fund is exposed to the risk that the Depositary Receipts may not
provide a return that corresponds precisely with that of the Underlying Shares.
•Derivative
Securities Risk. The
Fund invests in options that derive their performance from the performance of an
underlying reference asset. Derivatives, such as the options in which the Fund
invests, can be volatile and involve various types and degrees of risks,
depending upon the characteristics of a particular derivative. Derivatives may
entail investment exposures that are greater than their cost would suggest,
meaning that a small investment in a derivative could have a substantial impact
on the performance of the Fund. The Fund could experience a loss if its
derivatives do not perform as anticipated, the derivatives are not correlated
with the performance of their reference asset, or if the Fund is unable to
purchase or liquidate a position because of an illiquid secondary market. The
market for many derivatives is, or suddenly can become, illiquid. Changes in
liquidity may result in significant, rapid, and unpredictable changes in the
prices for derivatives.
•Equity
Market Risk.
The
equity securities held in the Fund’s portfolio may experience sudden,
unpredictable drops in value or long periods of decline in value. This may occur
because of factors that affect securities markets generally or factors affecting
specific issuers, industries, or sectors in which the Fund invests. Common
stocks are generally exposed to greater risk than other types of securities,
such as preferred stock and debt obligations, because common stockholders
generally have inferior rights to receive payment from issuers. In addition,
local, regional or global events such as war, including Russia’s invasion of
Ukraine, acts of terrorism, spread of infectious diseases or other public health
issues (such as the global pandemic caused by the COVID-19 virus), recessions,
rising inflation, or other events could have a significant negative impact on
the Fund and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”)
and may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange. In stressed market conditions, the liquidity of Shares may begin to
mirror the liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those Shares.
•Fixed
Income Securities Risk.
The Fund invests indirectly in fixed income securities through investments in
Underlying Bond ETFs, which involve certain risks, including:
◦Credit
Risk. Credit
risk refers to the possibility that the issuer of a security will not be able to
make payments of interest and principal when due. Changes in an issuer’s credit
rating or the market’s perception of an issuer’s creditworthiness may also
affect the value of an investment in that issuer.
◦Event
Risk. Event
risk is the risk that corporate issuers may undergo restructurings, such as
mergers, leveraged buyouts, takeovers, or similar events financed by increased
debt. As a result of the added debt, the credit quality and market value of a
company’s bonds and/or other debt securities may decline significantly.
◦Extension
Risk. When
interest rates rise, certain obligations will be paid off by the obligor more
slowly than anticipated, causing the value of these securities to fall.
◦Interest
Rate Risk. Generally,
the value of fixed income securities will change inversely with changes in
interest rates. As interest rates rise, the market value of fixed income
securities tends to decrease. Conversely, as interest rates fall, the market
value of fixed income securities tends to increase. This risk will be greater
for long-term securities than for short-term securities. Changes in government
intervention may have adverse effects on investments, volatility, and
illiquidity in debt markets.
◦Prepayment
Risk. When
interest rates fall, certain obligations will be paid off by the obligor more
quickly than originally anticipated, and the proceeds may have to be invested in
securities with lower yields.
•Foreign
Investment Risk.
The Fund invests in Underlying Bond ETFs that may invest in U.S.
dollar-denominated, investment-grade corporate bonds of non-U.S. issuers.
Investments in foreign securities involve certain risks that may not be present
with investments in U.S. securities. For example, investments in foreign
securities may be subject to risk of loss due to differences in accounting,
auditing, and financial reporting standards, the possibility of expropriation or
confiscatory taxation, adverse changes in investment or exchange control
regulations, political instability, regulatory and economic differences, and
potential restrictions on the flow of international capital. Investments in
foreign securities also may be subject to withholding or other taxes and may be
subject to additional trading, settlement, custodial, and operational risks.
These and other factors can make investments in the Fund more volatile and
potentially less liquid than other types of investments.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•Market
Risk.
The
trading prices of equity and debt securities and other instruments fluctuate in
response to a variety of factors. The Fund’s NAV and market price may fluctuate
significantly in response to these and other factors. As a result, an investor
could lose money over short or long periods of time.
•Options
Risk.
Purchasing and selling (writing) options are speculative activities and entail
greater than ordinary investment risks. Options enable the Fund to gain exposure
that is significantly greater than the premium paid or received. Consequently,
the value of such options can be volatile, and a small investment in options can
have a large impact on the performance of the Fund. The Fund’s use of call and
put options can lead to losses because of adverse movements in the price or
value of the reference asset, which may be magnified by certain features of the
options. Purchasing put or call options involves the payment of premiums, which
may adversely affect the Fund’s performance. Purchased put or call options may
expire worthless resulting in the Fund’s loss of the premium it paid for the
option. When selling a put or call option, the Fund will receive a premium;
however, this premium may not be enough to offset a loss incurred by the Fund if
the price of the underlying asset is below the strike price (for a put) or above
the strike price (for a call) by an amount equal to or greater than the premium.
In addition, to the extent a written option that is part of an option spread
strategy is exercised, the corresponding option purchased by the Fund to
mitigate losses as part of an option spread strategy is not expected to offset
all losses from the written option. Even
a small decline in the value of a reference asset underlying call options or a
small increase in the value of a reference asset underlying put options can
result in the entire investment in such options being lost.
•Other
Investment Companies Risk. The
risks of investing in investment companies, such as the Underlying Bond ETFs,
typically reflect the risks of the types of instruments in which the investment
companies invest. By investing in another investment company, the Fund becomes a
shareholder of that investment company and bears its proportionate share of the
fees and expenses of the other investment company. The Fund may be subject to
statutory limits with respect to the amount it can invest in other ETFs, which
may adversely affect the Fund’s ability to achieve its investment objective.
Investments in ETFs are also subject to the “ETF Risks” described above.
•Portfolio
Turnover Risk. The
Fund may trade all or a significant portion of the securities in its portfolio
in connection with each rebalance and reconstitution of its Index. A high
portfolio turnover rate increases transaction costs, which may increase the
Fund’s expenses. Frequent trading may also cause adverse tax consequences for
investors in the Fund due to an increase in short-term capital gains.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Financial
Sector Risk. This
sector, which includes banks, insurance companies, and financial service firms,
can be significantly affected by changes in interest rates, government
regulation, the rate of defaults on corporate, consumer and government debt, the
availability and cost of capital, and fallout from the housing and sub-prime
mortgage crisis. Banks, in particular, are subject to volatile interest rates,
severe price competition, and extensive government oversight and regulation,
which may limit certain economic activities available to banks, impact their
fees and overall profitability, and establish capital maintenance requirements.
In addition, banks may have concentrated portfolios of loans or investments that
make them vulnerable to economic conditions that affect that industry. Insurance
companies are subject to similar risks as banks, including adverse economic
conditions, changes in interest rates, increased competition and government
regulation, but insurance companies are more at risk from changes in tax law,
government imposed premium rate caps, and catastrophic events, such as
earthquakes, floods, hurricanes and terrorist acts. This sector has experienced
significant losses in the recent past, and the impact of higher interest rates,
more stringent capital requirements, and of recent or future regulation on any
individual financial company, or on the sector as a whole, cannot be predicted.
In recent years, cyber attacks and technology malfunctions and failures have
become increasingly frequent in the financial sector and have caused significant
losses.
•Tax
Risk. The use of derivatives strategies, such as writing (selling) and
purchasing options, involves complex rules that will determine for income tax
purposes the amount, character and timing of recognition of the gains and losses
the Fund realizes in connection therewith. The Fund expects to generate premiums
from its sale of options. These premiums typically will result in short-term
capital gains for federal income tax purposes. In addition, equity securities
that are hedged with put options may not be eligible for long-term capital gains
tax treatment. The Fund is not designed for investors seeking a tax efficient
investment.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for the
calendar year ended December 31. The table illustrates how the Fund’s average
annual returns for the 1-year and since inception periods compared with those of
a broad measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.aptusetfs.com/funds/drsk.
Calendar Year Total
Return
For
the year-to-date period ended
June 30, 2023, the
Fund’s total return was -1.50%. During the period of time shown in the bar
chart, the Fund’s highest quarterly return
was 7.86% for the quarter ended June 30, 2020, and the
lowest quarterly return was
-5.57% for the quarter ended June 30,
2022.
Average Annual Total
Returns for the Period Ended December 31, 2022
|
|
|
|
|
|
|
| |
Aptus
Defined Risk ETF
|
1
Year |
Since
Inception
(8/7/2018) |
Return Before
Taxes |
-9.43% |
4.21% |
Return After
Taxes on Distributions |
-10.12% |
2.75% |
Return After
Taxes on Distributions and Sale of Shares |
-5.58% |
2.67% |
Bloomberg
US Aggregate Bond Index
(reflects no deduction for
fees, expenses, or taxes) |
-13.01% |
0.39% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Shares through tax-deferred arrangements such as an individual retirement
account (“IRA”) or other tax-advantaged accounts. In
certain cases, the figure representing “Return After Taxes on Distributions and
Sale of Shares” may be higher than the other return figures for the same period.
A higher after-tax return results when a capital loss occurs upon redemption and
provides an assumed tax deduction that benefits the
investor.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC serves as investment adviser to the Fund.
Portfolio
Managers
John
D. (“JD”) Gardner, CFA, Chief Investment Officer and Managing Member at the
Adviser, has been a portfolio manager of the Fund since its inception in August
2018.
John
Luke Tyner, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
Mark
Callahan, Portfolio Manager and Head of Trading at the Adviser, has been a
portfolio manager of the Fund since August 2020.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.aptusetfs.com/funds/drsk.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Investment
Objective
The
Opus Small Cap Value ETF (the “Fund”) seeks capital
appreciation.
Fees and Expenses of the
Fund
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
|
|
|
|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.79% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
Total
Annual Fund Operating Expenses |
0.79% |
| |
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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|
|
|
|
|
|
|
|
|
| |
1 Year |
3
Years |
5
Years |
10
Years |
$81 |
$252 |
$439 |
$978 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Shares are
held in a taxable account. These costs, which are not reflected in annual fund
operating expenses or in the Example, affect the Fund’s performance. For the
fiscal year ended April 30, 2023, the Fund’s portfolio turnover rate was
35% of the average
value of its portfolio.
Principal Investment
Strategies
The
Fund is an actively managed exchange-traded fund (“ETF”) that invests under
normal circumstances at least 80% of its net assets (plus any borrowings for
investment purposes) in equity securities of small-capitalization U.S.
companies. The Fund defines small-capitalization companies as those that, at the
time of investment, fall within the lowest 15% of the total U.S. equity market
capitalization (excluding, for purposes of this calculation, companies with
market capitalizations of less than $10 million), as calculated annually. As of
April 30, 2023, there were approximately 4,372 small-capitalization companies,
and those companies had market capitalizations ranging up to approximately
$12.87 billion. The Fund’s equity securities primarily include common stocks,
real estate investment trusts (“REITs”), and American Depositary Receipts
(“ADRs”) representing the stock of a foreign company. The Fund will generally
limit its investments in ADRs to 20% of its total assets. The Fund may invest in
securities offered in an initial public offering (“IPO”) or in companies that
have recently completed an IPO.
Aptus
Capital Advisors, LLC, the Fund’s investment adviser (“Aptus” or the “Adviser”),
selects stocks across a variety of sectors and industries for the Fund by
combining factor-based analysis with rigorous fundamental research to identify
high-quality, growing companies that the Adviser believes are undervalued. The
Adviser focuses on three core themes to identify companies for the Fund:
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|
|
|
| |
Higher
Quality |
Companies
with sound business models, higher returns on equity, strong balance
sheets, and shareholder-friendly management. |
Higher
Growth |
Companies
that are well-positioned to grow sales, earnings, cash flows, and
dividends. |
Lower
Valuation |
Companies
whose valuations reflect lower price-to-earnings and higher yields than
their peers. |
The
Adviser generally sells a stock for the Fund when the company is no longer
believed to be high quality, when its anticipated growth rate has significantly
declined, when it is no longer considered undervalued, or when it is no longer
considered a small-capitalization company after a significant period of time
(e.g.,
more than one year).
As of July 31, 2023, the Fund invested a significant portion of its
assets in the industrial and financial sectors; however, the Fund’s sector
exposure may change from time to time.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As
with any investment, there is a risk that you could lose all or a portion of
your investment in the Fund. Some or all of these risks may
adversely affect the Fund’s net asset value per share (“NAV”), trading price,
yield, total return and/or ability to meet its objectives. For more information
about the risks of investing in the Fund, see the section in the Fund’s
Prospectus titled “Additional Information About the Funds.”
•Depositary
Receipt Risk.
Depositary
Receipts involve risks similar to those associated with investments in foreign
securities, such as changes in political or economic conditions of other
countries and changes in the exchange rates of foreign currencies. Depositary
Receipts listed on U.S. exchanges are issued by banks or trust companies and
entitle the holder to all dividends and capital gains that are paid out on the
underlying foreign shares (“Underlying Shares”). When the Fund invests in
Depositary Receipts as a substitute for an investment directly in the Underlying
Shares, the Fund is exposed to the risk that the Depositary Receipts may not
provide a return that corresponds precisely with that of the Underlying Shares.
•Equity
Market Risk.
The
equity securities held in the Fund’s portfolio may experience sudden,
unpredictable drops in value or long periods of decline in value. This may occur
because of factors that affect securities markets generally or factors affecting
specific issuers, industries, or sectors in which the Fund invests. Common
stocks are generally exposed to greater risk than other types of securities,
such as preferred stock and debt obligations, because common stockholders
generally have inferior rights to receive payment from issuers. In addition,
local, regional or global events such as war, including Russia’s invasion of
Ukraine, acts of terrorism, spread of infectious diseases or other public health
issues (such as the global pandemic caused by the COVID-19 virus), recessions,
rising inflation, or other events could have a significant negative impact on
the Fund and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”)
and may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange. In stressed market conditions, the liquidity of Shares may begin to
mirror the liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those
Shares.
•Foreign
Investment Risk.
Because
of the Fund’s investment in ADRs, changes in foreign economies and political
climates are more likely to affect the Fund than a fund that invests exclusively
in U.S. companies. There may be less government supervision of foreign markets,
resulting in non-uniform accounting practices and less publicly available
information. The value of foreign investments may be affected by changes in
exchange control regulations, application of foreign tax laws (including
withholding tax), changes in governmental administration or economic or monetary
policy (in this country or abroad) or changed circumstances in dealings between
nations.
•IPO
Risk.
The Fund may invest in securities offered in an IPO or in companies that have
recently completed an IPO. The market value of IPO shares can have significant
volatility due to factors such as the absence of a prior public market,
unseasoned trading, a small number of shares available for trading and limited
information about the issuer. The purchase of IPO shares may involve high
transaction costs, and the Fund may lose money on an investment in such
securities.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•REIT
Investment Risk. Investments
in REITs involve unique risks. REITs may have limited financial resources, may
trade less frequently and in limited volume, and may be more volatile than other
securities. REITs may be affected by changes in the value of their underlying
properties or mortgages or by defaults by their borrowers or tenants.
Furthermore, these entities depend upon specialized management skills, have
limited diversification and are, therefore, subject to risks inherent in
financing a limited number of projects. In addition, the performance of a U.S.
REIT may be affected by changes in the tax laws or by its failure to qualify for
tax-free pass-through of income.
•Sector
Risk.
To the extent the Fund invests more heavily in particular sectors of the
economy, its performance will be especially sensitive to developments that
significantly affect those sectors.
◦Financial
Sector Risk. This
sector, which includes banks, insurance companies, and financial service firms,
can be significantly affected by changes in interest rates, government
regulation, the rate of defaults on corporate, consumer and government debt, the
availability and cost of capital, and fallout from the housing and sub-prime
mortgage crisis. Banks, in particular, are subject to volatile interest rates,
severe price competition, and extensive government oversight and regulation,
which may limit certain economic activities available to banks, impact their
fees and overall profitability, and establish capital maintenance requirements.
In addition, banks may have concentrated portfolios of loans or investments that
make them vulnerable to economic conditions that affect that industry. Insurance
companies are subject to similar risks as banks, including adverse economic
conditions, changes in interest rates, increased competition and government
regulation, but insurance companies are more at risk from changes in tax law,
government imposed premium rate caps, and catastrophic events, such as
earthquakes, floods, hurricanes and terrorist acts. This sector has experienced
significant losses in the recent past, and the impact of higher interest rates,
more stringent capital requirements, and of recent or future regulation on any
individual financial company, or on the sector as a whole, cannot be predicted.
In recent years, cyber attacks and technology malfunctions and failures have
become increasingly frequent in the financial sector and have caused significant
losses.
◦Industrial
Sector Risk. The
industrial sector can be significantly affected by, among other things,
worldwide economic growth, supply and demand for specific products and services,
rapid technological developments, international political and economic
developments, environmental issues, tariffs and trade barriers, and tax and
governmental regulatory policies. As the demand for, or prices of, industrials
increase, the value of the Fund’s investments generally would be expected to
also increase. Conversely, declines in the demand for, or prices of, industrials
generally would be expected to contribute to declines in the value of such
securities. Such declines may occur quickly and without warning and may
negatively impact the value of the Fund and your investment.
◦Consumer
Sectors Risk.
The success of consumer product manufacturers and retailers is tied closely to
the performance of domestic and international economies, interest rates,
exchange rates, competition, consumer confidence, changes in demographics and
consumer preferences. Companies in the consumer staples sector, such as
companies that produce or sell food, beverage, and drug retail or other
household items, may be adversely impacted by changes in global and economic
conditions, rising energy prices, and changes in the supply or price of
commodities. Companies in the consumer discretionary sector, such as automobile,
textile, retail, and media companies, depend heavily on disposable household
income and consumer spending, and may be strongly affected by social trends and
marketing campaigns. These companies may be subject to severe competition, which
may have an adverse impact on their profitability.
•Small-Capitalization
Investing.
The Fund may invest in the securities of small-capitalization companies. As a
result, the Fund may be more volatile than funds that invest in larger, more
established companies. The securities of small-capitalization companies
generally trade in lower volumes and are subject to greater and more
unpredictable price changes than larger capitalization stocks or the stock
market as a whole. Small-capitalization companies may be particularly sensitive
to changes in interest rates, government regulation, borrowing costs and
earnings.
•Value-Style
Investing Risk. The value investing style may over time go in and out of favor. At
times when the value investing style is out of favor, the Fund may underperform
other funds that use different investing styles.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for the
calendar year ended December 31. The table illustrates how the Fund’s average
annual returns for the 1-year and since inception periods compared with those of
a broad measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.opusetfs.com.
Calendar Year Total
Return
For
the year-to-date period ended
June 30, 2023, the
Fund’s total return was 3.85%. During the period of time shown in the bar
chart, the Fund’s highest quarterly return
was 21.02% for the quarter ended December 31, 2020, and
the lowest quarterly return was
-30.20% for the quarter ended March 31,
2020.
Average Annual Total
Returns for the Period Ended December 31, 2022
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Opus
Small Cap Value ETF |
1
Year |
Since
Inception
(7/17/2018) |
Return Before
Taxes |
-11.36% |
6.49% |
Return After
Taxes on Distributions |
-11.60% |
6.12% |
Return After
Taxes on Distributions and Sale of Shares |
-6.56% |
5.01% |
S&P
SmallCap 600 Value Total Return Index1
(reflects
no deduction for fees, expenses, or taxes) |
-11.03% |
3.92% |
Prior
Benchmark1
(reflects no deduction for
fees, expenses, or taxes) |
-14.48% |
3.04% |
1The Fund changed its
benchmark, effective as of May 1, 2023, to the S&P SmallCap 600 Value Total
Return Index, which provides comparable information to shareholders at a
reasonable cost to the Adviser. The Adviser determined that the quality of the
prior benchmark relative to that of the S&P SmallCap 600 Value Total Return
Index did not justify the substantial licensing fees that the prior benchmark
provider sought to impose on the
Adviser.
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Shares through tax-deferred arrangements such as an individual retirement
account (“IRA”) or other tax-advantaged accounts. In
certain cases, the figure representing “Return After Taxes on Distributions and
Sale of Shares” may be higher than the other return figures for the same period.
A higher after-tax return results when a capital loss occurs upon redemption and
provides an assumed tax deduction that benefits the
investor.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC (the “Adviser”)
Portfolio
Managers
John
D. (“JD”) Gardner, CFA, Chief Investment Officer and Managing Member at the
Adviser, has been a portfolio manager of the Fund since November
2019.
Brad
Rapking, CFA, Portfolio Manager and Analyst at the Adviser, has been portfolio
manager of the Fund since August 2020.
David
Wagner III, CFA, Portfolio Manager and Analyst at the Adviser, has been a
portfolio manager of the Fund since August 2020.
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.aptusetfs.com/funds/oscv.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Investment
Objective
The
Aptus International Enhanced Yield ETF (the “Fund”) seeks capital appreciation
and current income.
Fees and Expenses of the
Fund
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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Annual Fund
Operating Expenses (expenses that you pay each year as a percentage of
the value of your investment) |
Management
Fees1 |
0.39% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
Acquired
Fund Fees and Expenses2 |
0.06% |
Total
Annual Fund Operating Expenses1 |
0.45% |
| |
1
Restated to reflect the
Fund’s contractual management fee effective May 1,
2023.
2
Acquired Fund Fees
and Expenses are the indirect costs of investing in other investment companies.
Total Annual Fund Operating Expenses do not correlate to the expense ratios in
the Fund’s Financial Highlights because the Financial Highlights include only
the direct operating expenses incurred by the Fund and exclude Acquired Fund
Fees and Expenses.
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then redeem
all of your Shares at the end of those periods. The Example also assumes that
your investment has a 5% return each year and that the Fund’s operating expenses
remain the same. Although your actual costs may be higher
or lower, based on these assumptions your costs would be:
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1 Year |
3
Years |
5
Years |
10
Years |
$46 |
$144 |
$252 |
$567 |
Portfolio
Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in higher
taxes when Shares are held in a taxable account. These costs, which are not
reflected in annual fund operating expenses or in the Example, affect the Fund’s
performance. For the fiscal year ended April 30, 2023, the Fund’s portfolio
turnover rate was 102% of the average value of its
portfolio.
Principal Investment
Strategies
The
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve
its objective through a hybrid equity and equity-linked note (“ELN”) strategy.
The Fund invests primarily in a portfolio of other ETFs that invest in equity
securities of non-U.S. (international) companies in developed and emerging
markets throughout the world (the “Equity Strategy”) and invests the remainder
of its assets in ELNs to generate income (the “ELN Strategy”).
The
Fund may also invest in depositary receipts representing individual equity
securities of non-U.S. companies of any size, although such depositary receipts
will generally comprise less than 20% of the Fund’s net assets.
Equity
Strategy
Through
its Equity Strategy, under normal circumstances, the Fund invests approximately
80% to 90% of its assets in other ETFs that invest in the equity securities of
non-U.S. companies. The Fund may also invest in common stocks and depositary
receipts as part of its Equity Strategy.
Aptus
Capital Advisors, LLC, the Fund’s investment adviser (“Aptus” or the “Adviser”),
generally expects to allocate approximately 45–80% of the Fund’s exposure to
developed markets and approximately 10–45% to emerging markets. Aptus selects
the ETFs in which the Fund invests based on a variety of characteristics,
including the particular geographic exposure provided by the portfolio of
securities held by the ETF, the cost to invest in and trade the ETF’s shares,
and the size of the ETF, among others. Aptus selects the individual depositary
receipts in which the Fund invests based on a company’s fundamental and momentum
characteristics to try to identify attractive opportunities for growth.
ELN
Strategy
In
order to generate income, the Fund typically invests approximately 10% to 20% of
its net assets in ELNs. ELNs are investment products structured as notes that
are issued by counterparties, including banks, broker-dealers or their
affiliates, and designed to offer a return linked to the underlying instruments
within the ELN.
ELNs
in which the Fund invests are derivative instruments that are specially designed
to combine the economic characteristics of a non-U.S. equity ETF, non-U.S.
equity index, or individual non-U.S. equity securities (the “Underlying
Instruments”) and option spreads in a single note form. Option spreads consist
of (i) writing (selling) call options on the Underlying Instruments, while (ii)
simultaneously reinvesting a portion of such premium to buy call options on the
Underlying Instrument.
The
ELNs provide recurring cash flow to the Fund based on the premiums from the call
options the ELNs write and are an important source of the Fund’s return.
Generally, when purchasing an ELN, the Fund pays the counterparty the current
value of the ELN’s Underlying Instruments plus the cost to structure the ELN.
Upon the maturity of the note, the Fund generally receives the par value of the
note, plus interest, plus or minus a return based on the appreciation or
depreciation of the Underlying Instruments.
The
Fund invests in ELNs to enhance the Fund’s yield (i.e.,
for income generation from premiums on options sold and capital appreciation
potential). When the Fund invests in ELNs, the Fund receives cash but this
limits the Fund’s opportunity to profit from an increase in the market value of
the instrument because of the limits relating to the call options written within
the particular ELN.
The
ELNs in which the Fund invests generate interest, which is paid following the
maturity of the ELN. The ELNs in which the Fund invests are highly customizable,
individually negotiated, bilateral instruments that typically have a maturity
between one week and six months. The Fund caps its exposure to ELNs with a
single counterparty at 5% of the Fund’s assets. The ELNs in which the Fund
invests may not be sold to third parties. In order to redeem an ELN, the Adviser
would sell back the ELN to the issuing counterparty and unwind the components of
the ELN (i.e.,
the Underlying Instruments and the options spread).
In
selecting ELNs for the Fund, the Adviser considers the potential income the
Underlying Instruments will generate and the potential gains or losses that
could be experienced by the Underlying Instruments, as well as the liquidity of
the Underlying Instruments and the maturity of the
ELN.
The Fund is considered to be non-diversified, which means that it may
invest more of its assets in the securities of a single issuer or a smaller
number of issuers than if it were a diversified fund. Additionally, the Adviser
may actively and frequently purchase and sell securities for the
Fund.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As
with any investment, there is a risk that you could lose all or a portion of
your investment in the Fund. Some or all of these risks may
adversely affect the Fund’s net asset value per share (“NAV”), trading price,
yield, total return and/or ability to meet its objectives. For more information
about the risks of investing in the Fund, see the section in the Fund’s
Prospectus titled “Additional Information About the Funds.”
•Capital
Controls and Sanctions Risk.
Economic conditions, such as volatile currency exchange rates and interest
rates, political events, military action and other conditions may, without prior
warning, lead to foreign government intervention (including intervention by the
U.S. government with respect to foreign governments, economic sectors, foreign
companies and related securities and interests) and the imposition of capital
controls and/or sanctions, which may also include retaliatory actions of one
government against another government, such as seizure of assets. Capital
controls and/or sanctions include the prohibition of, or restrictions on, the
ability to transfer currency, securities or other assets. Capital controls
and/or sanctions may also impact the ability of the Fund to buy, sell or
otherwise transfer securities or currency, negatively impact the value and/or
liquidity of such instruments, adversely affect the trading market and price for
Shares, and cause the Fund to decline in value.
•Counterparty
Risk.
Counterparty risk includes the possibility that a party to a transaction
involving the Fund will fail to meet its obligations. This could cause the Fund
to lose the benefit of the transaction or prevent the Fund from selling or
buying other securities to implement its investment strategy.
•Currency
Exchange Rate Risk.
The Fund invests primarily in other ETFs that have exposure to securities
denominated in non-U.S. currencies or in securities that provide exposure to
such currencies. Changes in currency exchange rates and the relative value of
non-U.S. currencies will affect the value of the Fund’s investment and the value
of your Shares. Currency exchange rates can be very volatile and can change
quickly and unpredictably. As a result, the value of an investment in the Fund
may change quickly and without warning and you may lose money.
•Depositary
Receipt Risk. Depositary
Receipts involve risks similar to those associated with investments in foreign
securities, such as changes in political or economic conditions of other
countries and changes in the exchange rates of foreign currencies. Depositary
Receipts listed on U.S. exchanges are issued by banks or trust companies and
entitle the holder to all dividends and capital gains that are paid out on the
underlying foreign shares (“Underlying Shares”). When the Fund invests in
Depositary
Receipts
as a substitute for an investment directly in the Underlying Shares, the Fund is
exposed to the risk that the Depositary Receipts may not provide a return that
corresponds precisely with that of the Underlying Shares.
•ELNs
Risk.
Investing in ELNs may be more costly to the Fund than if the Fund had invested
in the Underlying Instruments directly. Investments in ELNs often have risks
similar to the Underlying Instruments, which include market risk, foreign
securities risk, and currency risk. The Underlying Instruments of the ELN
involve the use of options under the terms defined in the ELN itself. Due to the
utilization of options and depending on the terms of the ELN, the ELN may be
sensitive to leverage risk. That leverage risk is limited to the change in the
value of the ELN and its terms. Investments in ELNs allow for enhanced yield but
are subject to limited upside appreciation potential based on movements of a
single underlying reference asset, basket of stocks, or index of equity
securities. The Fund’s losses from investing in an ELN is limited to the
principal amount that the Fund invested in such ELN. In addition, since ELNs are
in note form, ELNs are also subject to certain debt securities risks, such as
credit or counterparty risk. Should the prices of the Underlying Instruments
move in an unexpected manner, the Fund may not achieve the anticipated benefits
of an investment in an ELN, and may realize losses, which could be significant
and could include the entire principal investment. Investments in ELNs are also
subject to liquidity risk, meaning that ELNs may be difficult to sell and value.
A lack of liquidity of an ELN may also cause the value of the ELN to decline. In
addition, ELNs may exhibit price behavior that does not correlate with the
Underlying Instruments. ELN investments are subject to the risk that issuers
and/or counterparties will fail to make payments when due or default completely.
Prices of these investments may be adversely affected if any of the issuers or
counterparties it is invested in are subject to an actual or perceived
deterioration in their credit quality. Unlike a direct investment in equity
securities, ELNs typically involve a term or expiration date, potentially
increasing the Fund’s turnover rate, transaction costs and tax liability.
•Emerging
Markets Risk.
Investments in securities and instruments traded in developing or emerging
markets, or that provide exposure to such securities or markets, can involve
additional risks relating to political, economic, or regulatory conditions not
associated with investments in U.S. securities and instruments or investments in
more developed international markets. Such conditions may impact the ability of
the Fund to buy, sell or otherwise transfer securities, adversely affect the
trading market and price for Shares and cause the Fund to decline in value. Less
information may be available about companies in emerging markets than in
developed markets because such emerging markets companies may not be subject to
accounting, auditing, and financial reporting standards or to other regulatory
practices required by U.S. companies. Additionally, limitations on the
availability of financial and business information about companies in emerging
markets may affect the Index Provider’s ability to accurately determine the
companies that meet the Index’s criteria.
◦Geopolitical
Risk. Some
countries and regions in which the Fund invests have experienced security
concerns, war or threats of war and aggression, terrorism, economic uncertainty,
natural and environmental disasters and/or systemic market dislocations that
have led, and in the future may lead, to increased short-term market volatility
and may have adverse long-term effects on the U.S. and world economies and
markets generally. Such geopolitical and other events may also disrupt
securities markets and, during such market disruptions, the Fund’s exposure to
the other risks described herein will likely increase. Each of the foregoing may
negatively impact the Fund’s investments.
•ETF
Risks. The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant. Because the
Fund’s investments have exposure to securities that may trade on foreign
exchanges that are closed when the Fund’s primary listing exchange is open,
there are likely to be deviations between the current price of a security and
the security’s last quoted price from the closed foreign market. This may result
in premiums and discounts that are greater than those experienced by domestic
ETFs.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”) and
may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange.
In stressed market conditions, the liquidity of Shares may begin to mirror the
liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those
Shares.
•Equity
Market Risk.
The
equity securities held in the Fund’s portfolio may experience sudden,
unpredictable drops in value or long periods of decline in value. This may occur
because of factors that affect securities markets generally or factors affecting
specific issuers, industries, or sectors in which the Fund invests. Common
stocks are generally exposed to greater risk than other types of securities,
such as preferred stock and debt obligations, because common stockholders
generally have inferior rights to receive payment from issuers. In addition,
local, regional or global events such as war, including Russia’s invasion of
Ukraine, acts of terrorism, spread of infectious diseases or other public health
issues (such as the global pandemic caused by the COVID-19 virus), recessions,
rising inflation, or other events could have a significant negative impact on
the Fund and its investments. Such events may affect certain geographic regions,
countries, sectors and industries more significantly than others. Such events
could adversely affect the prices and liquidity of the Fund’s portfolio
securities or other instruments and could result in disruptions in the trading
markets.
•Foreign
Investment Risk.
Investments in non-U.S. securities involve certain risks that may not be present
with investments in U.S. securities. For example, investments in non-U.S.
securities may be subject to risk of loss due to foreign currency fluctuations
or to political or economic instability. Investments in non-U.S. securities also
may be subject to withholding or other taxes and may be subject to additional
trading, settlement, custodial, and operational risks. These and other factors
can make investments in the Fund more volatile and potentially less liquid than
other types of investments. Companies in many foreign markets are not subject to
the same degree of regulatory requirements, accounting standards or auditor
oversight as companies in the U.S., and as a result, information about the
securities in which the Fund invests may be less reliable or complete. Foreign
markets often have less reliable securities valuations and greater risk
associated with the custody of securities than the U.S. There may be significant
obstacles to obtaining information necessary for investigations into or
litigation against companies and shareholders may have limited legal
remedies.
•Geographic
Investment Risk.
To the extent the Fund invests a significant portion of its assets in the
securities of companies of a single country or region, it is more likely to be
impacted by events or conditions affecting that country or region.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•Market
Capitalization Risk.
◦Large-Capitalization
Investing.
The securities of large-capitalization companies may be relatively mature
compared to smaller companies and therefore subject to slower growth during
times of economic expansion. Large-capitalization companies may also be unable
to respond quickly to new competitive challenges, such as changes in technology
and consumer tastes.
The
Fund’s performance may be adversely affected if securities of large cap
companies outperform the market as a whole because the Fund invests in ELNs with
short call option spreads on large cap equities. Because ELNs generate income
from premiums on options sold and are subject to limited upside appreciation
given their use of short call option spreads on large cap equities, the
outperformance of, or volatility related to, large cap companies may adversely
impact the ELN’s performance, which in turn may adversely impact Fund
performance.
◦Mid-Capitalization
Investing. The
securities of mid-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole, but they may also be
nimbler and more responsive to new challenges than large-capitalization
companies. Some mid-capitalization companies have limited product lines,
markets, financial resources, and management personnel and tend to concentrate
on fewer geographical markets relative to large-capitalization
companies.
The
Fund’s performance may be adversely affected if securities of mid cap companies
outperform the market as a whole because the Fund invests in ELNs with short
call option spreads on mid cap equities. Because ELNs generate income from
premiums on options sold and are subject to limited upside appreciation given
their use of short call option spreads on mid cap equities, the outperformance
of, or volatility related to, mid cap companies may adversely impact the ELN’s
performance, which in turn may adversely impact Fund performance.
•Non-Diversification
Risk. The Fund is
considered to be non-diversified, which means that it may invest more of its
assets in the securities of a single issuer or a smaller number of issuers than
if it were a diversified fund. As a result, the Fund may be more exposed to the
risks associated with and developments affecting an individual issuer or a
smaller number of issuers than a fund that invests more widely. This may
increase the Fund’s volatility and cause the performance of a relatively smaller
number of issuers to have a greater impact on the Fund’s
performance.
•Options
Risk. The
Fund invests in ELNs that utilize call options. Purchasing and selling (writing)
options are speculative activities and entail greater than ordinary investment
risks. Options enable an ELN to purchase exposure that is significantly greater
than the premium paid. Consequently, the value of such options can be volatile,
and a small investment in options can have a large impact on the performance of
an ELN as well as the Fund. The use of options can lead to losses because of
adverse movements in the price or value of the reference asset, which may be
magnified by certain features of the options. Purchasing options involves the
payment of premiums, which may adversely affect the ELNs, and, consequently, the
Fund’s performance. Purchased options may expire worthless resulting in the
ELN’s loss of the premium it paid for the option. When selling an option, the
ELN will receive a premium; however, this premium may not be enough to offset a
loss incurred by the ELN if the price of the underlying asset is above the
strike price by an amount equal to or greater than the premium. In addition, to
the extent a written option that is part of an option spread strategy is
exercised, the corresponding option purchased by the ELN to mitigate losses as
part of an option spread strategy is not expected to offset all losses from the
written option. Purchasing of put or call options involves the payment of
premiums, which may adversely affect the Fund’s performance. Purchased put or
call options may expire worthless resulting in the Fund’s loss of the premium it
paid for the option.
•Other
Investment Companies Risk. The
risks of investing in other ETFs typically reflect the risks associated with the
investment strategies of the other ETFs and the types of instruments in which
the other ETFs invest. By investing in another ETF, the Fund becomes a
shareholder of that ETF and bears its proportionate share of the fees and
expenses of the other ETF. The Fund may be subject to statutory limits with
respect to the amount it can invest in other ETFs, which may adversely affect
the Fund’s ability to achieve its investment objective. Investments in ETFs are
also subject to the “ETF Risks” described above.
•Portfolio
Turnover Risk. The Fund may trade all or a significant portion of the
securities in its portfolio in connection with each rebalance and reconstitution
of its Index. A high portfolio turnover rate increases transaction costs, which
may increase the Fund’s expenses. Frequent trading may also cause adverse tax
consequences for investors in the Fund due to an increase in short-term capital
gains.
Performance
The following
performance information indicates some of the risks of investing in the
Fund. The bar chart shows the Fund’s performance for the
calendar year ended December 31. The table illustrates how the Fund’s average
annual returns for the 1-year and since inception periods compared with those of
a broad measure of market performance. The Fund’s past performance,
before and after taxes, does not necessarily indicate how it will perform in the
future. Updated performance information is also available on the
Fund’s website at www.aptusetfs.com.
Effective May 1, 2023, the Fund no longer pursued a strategy by which
the Fund purchases and/or writes call or put options on broad-based, non-US
equity indexes or ETFs to limit downside risk, create equity exposure, and/or
generate premiums from writing call options; rather, the Fund pursues a hybrid
equity and ELN strategy. Consequently, performance for periods prior to May 1,
2023, does not reflect the Fund’s current investment objective and principal
investment strategy. The Fund’s performance may have differed if the Fund’s
current strategy had been in place.
Calendar Year Total
Return
For
the year-to-date period ended
June 30, 2023, the
Fund’s total return was 5.73%. During the period of time shown in the bar
chart, the Fund’s highest quarterly return
was 8.34% for the quarter ended December 31, 2022, and
the lowest quarterly return was
-12.48% for the quarter ended June 30,
2022.
Average Annual
Total Returns for the Period Ended December 31,
2022
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|
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| |
Aptus
International Enhanced Yield ETF |
1
Year |
Since
Inception
(July 22,
2021) |
Return
Before Taxes |
-19.59% |
-14.86% |
Return After
Taxes on Distributions |
-20.22% |
-15.56% |
Return After
Taxes on Distributions and Sale of Shares |
-11.39% |
-11.34% |
MSCI
AC World Index ex USA Net
(reflects no deduction for
fees, expenses, or taxes) |
-16.00% |
-11.34% |
After-tax returns are
calculated using the historical highest individual federal marginal income tax
rates during the period covered by the table above and do not reflect the impact
of state and local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Shares through tax-deferred arrangements such as an individual retirement
account (“IRA”) or other tax-advantaged accounts. In certain cases, the figure
representing “Return After Taxes on Distributions and Sale of Shares” may be
higher than the other return figures for the same period. A higher after-tax
return results when a capital loss occurs upon redemption and provides an
assumed tax deduction that benefits the
investor.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC serves as investment adviser to the Fund.
Portfolio
Managers
Each
of the following individuals has been a portfolio manager of the Fund since its
inception in July 2021:
John
D. (“JD”) Gardner, Chief Investment Officer and Managing Member at the
Adviser
John
Luke Tyner, Portfolio Manager and Equity Analyst at the Adviser
David
Wagner III, CFA, Portfolio Manager and Analyst at the Adviser
Brad
Rapking, CFA, Portfolio Manager and Analyst at the Adviser
Mark
Callahan, Portfolio Manager and Head of Trading at the Adviser
Purchase
and Sale of Shares
Shares
are listed on the Exchange, and individual Shares may only be bought and sold in
the secondary market through brokers at market prices, rather than NAV. Because
Shares trade at market prices rather than NAV, Shares may trade at a price
greater than NAV (premium) or less than NAV (discount).
The
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only APs (typically, broker-dealers) may purchase or redeem. The
Fund generally issues and redeems Creation Units in exchange for a portfolio of
securities and/or a designated amount of U.S. cash.
Investors
may incur costs attributable to the difference between the highest price a buyer
is willing to pay to purchase Shares (bid) and the lowest price a seller is
willing to accept for Shares (ask) when buying or selling Shares in the
secondary market (the “bid-ask spread”). Recent information about the Fund,
including its NAV, market price, premiums and discounts, and bid-ask spreads is
available on the Fund’s website at www.aptusetfs.com/idub/.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Investment
Objective
The
Aptus Enhanced Yield ETF (the “Fund”) seeks current income and capital
preservation.
The
following table describes the fees and expenses you may pay if you buy, hold,
and sell shares of the Fund (“Shares”). You
may pay other fees, such as brokerage commissions and other fees to financial
intermediaries, which are not reflected in the table and Example
below.
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|
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|
| |
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.59% |
Distribution
and/or Service (12b-1) Fees |
0.00% |
Other
Expenses |
0.00% |
Acquired
Fund Fees and Expenses1 |
0.01% |
| |
Total
Annual Fund Operating Expenses |
0.60% |
| |
1
Acquired Fund Fees
and Expenses are the indirect costs of investing in other investment companies.
Total Annual Fund Operating Expenses do not correlate to the expense ratios in
the Fund’s Financial Highlights because the Financial Highlights include only
the direct operating expenses incurred by the Fund and exclude Acquired Fund
Fees and Expenses.
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. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then continue
to hold or redeem all of your Shares at the end of those periods. The Example
also assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
| |
1
Year |
3
Years |
5
Years |
10
Years |
$61 |
$192 |
$335 |
$750 |
Portfolio
Turnover
The Fund pays transaction costs, such as commissions, when it buys
and sells securities (or “turns over” its portfolio). A higher portfolio
turnover rate may indicate higher transaction costs and may result in higher
taxes when Shares are held in a taxable account. These costs, which are not
reflected in annual fund operating expenses or in the Example, affect the Fund’s
performance. For the fiscal period October 31, 2022 (commencement of operations)
through April 30, 2023, the Fund’s portfolio turnover rate was
0% of the average
value of its portfolio.
The
Fund is an actively managed exchange-traded fund (“ETF”) that seeks to achieve
its investment objectives through a hybrid fixed income and equity-linked note
strategy. The Fund invests primarily in U.S. Treasury Bills, U.S. Treasury
Notes, and the securities of U.S. government-sponsored entities (“GSEs”) (the
“Fixed Income Strategy”) and invests the remainder of its assets in
Equity-Linked Notes (“ELNs”) (the “ELN Strategy”).
Fixed
Income Strategy
Through
its Fixed Income Strategy, under normal market conditions, the Fund invests
approximately 80% to 90% of its assets in U.S. government securities, including
U.S. Treasury securities, as well as securities of GSEs.
The
Fund typically invests in U.S. Treasury Bills or U.S. Treasury Notes with
maturities lower in duration but between about one month and twenty years (also
known as a “bond ladder”). Duration is a measure of a security’s price
sensitivity to changes in yields or interest rates and a lower duration
indicates less sensitivity to interest rates. For example, the price of a
security with a three-year duration would be expected to drop by approximately
3% in response to a 1% increase in interest rates. The Fund will generally
reinvest the principal and interest amounts in corresponding Treasury bills,
notes, or bonds, respectively, that have the furthest away maturity date in the
bond ladder.
The
Fund also invests in securities issued by GSEs, such as the Federal National
Mortgage Association (“Fannie Mae”), Federal Home Loan Mortgage Corporation
(“Freddie Mac”), Federal Home Loan Banks (“FHLBanks”), and Federal Agricultural
Mortgage Corporation (“Farmer Mac”).
ELN
Strategy
In
order to generate income, the Fund typically invests approximately 10% to 20% of
its net assets in ELNs. ELNs are investment products structured as notes that
are issued by counterparties, including banks, broker-dealers or their
affiliates, and designed to offer a return linked to the underlying instruments
within the ELN.
ELNs
in which the Fund invests are derivative instruments that are specially designed
to combine the economic characteristics of a U.S. equity index or individual
U.S. equity securities (the “Underlying Instruments”) (e.g.,
the S&P 500) and option contracts or option spreads in a single note form.
The ELNs provide recurring cash flow to the Fund based on the premiums from the
call options the ELNs write and are an important source of the Fund’s return.
Generally, when purchasing an ELN, the Fund pays the counterparty the current
value of the ELN’s Underlying Instruments plus the cost to structure the ELN.
Upon the maturity of the note, the Fund generally receives the par value of the
note, plus interest, plus or minus a return based on the appreciation or
depreciation of the Underlying Instruments.
The
Fund invests in ELNs to enhance the Fund’s yield (i.e.,
for income generation from premiums on options sold and capital appreciation
potential). When the Fund invests in ELNs, it receives cash but limits its
opportunity to profit from an increase in the market value of the instrument
because of the limits relating to the call options written within the particular
ELN.
The
ELNs in which the Fund invests generate interest, which is paid following the
maturity of the ELN. The ELNs in which the Fund invests are highly customizable,
individually negotiated, bilateral instruments that typically have a maturity
between one week and six months. The Fund caps its exposure to ELNs with a
single counterparty at 5% of the Fund’s assets. The ELNs in which the Fund
invests may not be sold to third parties. In order to redeem a ELN, the Adviser
would sell back the ELN to the issuing counterparty and unwind the two
components of the ELN (i.e.,
the derivative instruments and the options spread).
In
selecting ELNs for the Fund, Aptus Capital Advisors, LLC (“Aptus” or the
“Adviser”) considers the potential income the Underlying Instruments will
generate and the potential losses that could be experienced by the Underlying
Instruments, as well as the liquidity of the Underlying Instruments and the
maturity of the ELN.
Principal Investment
Risks
The
principal risks of investing in the Fund are summarized below. The principal
risks are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. As
with any investment, there is a risk that you could lose all or a portion of
your investment in the Fund. Some or all of these risks may
adversely affect the Fund’s net asset value per share (“NAV”), trading price,
yield, total return and/or ability to meet its objectives. For more information
about the risks of investing in the Fund, see the section in the Fund’s
Prospectus titled “Additional Information About the Fund.”
•Counterparty
Risk.
Counterparty risk includes the possibility that a party to a transaction
involving the Fund will fail to meet its obligations. This could cause the Fund
to lose the benefit of the transaction or prevent the Fund from selling or
buying other securities to implement its investment strategy.
•ELNs
Risk.
Investing in ELNs may be more costly to a Fund than if the Fund had invested in
the Underlying Instruments directly. Investments in ELNs often have risks
similar to the Underlying Instruments, which include market risk and, as
applicable, foreign securities and currency risk. The Underlying Instruments of
the ELN involve the use of options under the terms defined in the ELN itself.
Due to the utilization of options and depending on the terms of the ELN, the ELN
may be sensitive to leverage risk. That leverage risk is limited to the change
in the value of the ELN and its terms. The Fund’s losses from investing in an
ELN is limited to the principal amount that the Fund invested in such ELN. In
addition, since ELNs are in note form, ELNs are also subject to certain debt
securities risks, such as credit or counterparty risk. Should the prices of the
Underlying Instruments move in an unexpected manner, a Fund may not achieve the
anticipated benefits of an investment in an ELN, and may realize losses, which
could be significant and could include the entire principal investment.
Investments in ELNs are also subject to liquidity risk, which may make ELNs
difficult to sell and value. A lack of liquidity of an ELN may also cause the
value of the ELN to decline. In addition, ELNs may exhibit price behavior that
does not correlate with the Underlying Instruments. ELN investments are subject
to the risk that issuers and/or counterparties will fail to make payments when
due or default completely. Prices of these investments may be adversely affected
if any of the issuers or counterparties it is invested in are subject to an
actual or perceived deterioration in their credit quality. Unlike a direct
investment in equity securities, ELNs typically involve a term or expiration
date, potentially increasing the Fund’s turnover rate, transaction costs and tax
liability. Investments in ELNs allow for enhanced yield but are subject to
limited upside appreciation potential based on movements of a single underlying
reference asset, basket of stocks, or index of equity securities.
•Options
Risk. Selling
(writing) and buying options are speculative activities and entail greater than
ordinary investment risks. Options enable an ELN to purchase exposure that is
significantly greater than the premium paid. Consequently, the value of such
options can be volatile, and a small investment in options can have a large
impact on the performance of an ELN as well as the Fund. The Fund’s use of call
and put options can lead to losses because of adverse movements in the price or
value of the reference asset, which may be magnified by certain features of the
options. When selling a put option, the Fund will receive a premium; however,
this premium may not be enough to offset a loss incurred by the Fund if the
price of the underlying asset is
below
the strike price by an amount equal to or greater than the premium. In addition,
to the extent a written option that is part of an option spread strategy is
exercised, the corresponding option purchased by the ELN to mitigate losses as
part of an option spread strategy is not expected to offset all losses from the
written option. Purchasing of put or call options involves the payment of
premiums, which may adversely affect the Fund’s performance. Purchased put or
call options may expire worthless resulting in the Fund’s loss of the premium it
paid for the option.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦Authorized
Participants, Market Makers, and Liquidity Providers Concentration
Risk. The
Fund has a limited number of financial institutions that may act as Authorized
Participants (“APs”). In addition, there may be a limited number of market
makers and/or liquidity providers in the marketplace. To the extent either of
the following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small investments.
◦Shares
May Trade at Prices Other Than NAV. As
with all ETFs, Shares may be bought and sold in the secondary market at market
prices. Although it is expected that the market price of Shares will approximate
the Fund’s NAV, there may be times when the market price of Shares is more than
the NAV intra-day (premium) or less than the NAV intra-day (discount) due to
supply and demand of Shares or during periods of market volatility. This risk is
heightened in times of market volatility, periods of steep market declines, and
periods when there is limited trading activity for Shares in the secondary
market, in which case such premiums or discounts may be significant.
◦Trading. Although
Shares are listed for trading on Cboe BZX Exchange, Inc. (the “Exchange”) and
may be traded on U.S. exchanges other than the Exchange, there can be no
assurance that Shares will trade with any volume, or at all, on any stock
exchange. In stressed market conditions, the liquidity of Shares may begin to
mirror the liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than Shares, and this could lead to differences
between the market price of the Shares and the underlying value of those Shares.
•Fixed
Income Securities Risk. The
Fund invests in fixed income securities. Fixed income securities, such as bonds,
involve certain risks, which include:
◦Credit
Risk. Credit
risk refers to the possibility that the issuer of a security will not be able to
make payments of interest and principal when due. Changes in an issuer’s credit
rating or the market’s perception of an issuer’s creditworthiness may also
affect the value of an investment in that issuer.
◦Interest
Rate Risk.
Generally, the value of fixed income securities will change inversely with
changes in interest rates. As interest rates rise, the market value of fixed
income securities tends to decrease. Conversely, as interest rates fall, the
market value of fixed income securities tends to increase. This risk will be
greater for long-term securities than for short-term securities. In recent
periods, governmental financial regulators, including the U.S. Federal Reserve,
have taken steps to increase interest rates, which may increase interest rate
risk. Changes in government intervention may have adverse effects on
investments, volatility, and illiquidity in debt markets.
•Government
Obligations Risk. No
assurance can be given that the U.S. government will provide financial support
to U.S. government-sponsored agencies or instrumentalities where it is not
obligated to do so by law, such as Fannie Mae and Freddie Mac. Securities issued
by Fannie Mae and Freddie Mac have historically been supported only by the
discretionary authority of the U.S. government. While the U.S. government
provides financial support to various U.S. government-sponsored agencies and
instrumentalities, such as Fannie Mae and Freddie Mac, no assurance can be given
that it will always do so. In September 2008, at the direction of the U.S.
Department of the Treasury, Fannie Mae and Freddie Mac were placed into
conservatorship under the Federal Housing Finance Agency (“FHFA”), an
independent regulator, and they remain in such status as of the date of this
Prospectus. The U.S. government also took steps to provide additional financial
support to Fannie Mae and Freddie Mac.
•Government
Securities Risk. The
Fund invests in U.S. Treasury obligations and securities issued or guaranteed by
the U.S. Treasury. U.S. government securities are subject to market risk,
interest rate risk and credit risk. Securities, such as those issued or
guaranteed the U.S. Treasury, that are backed by the full faith and credit of
the United States are guaranteed only as to the timely payment of interest and
principal when held to maturity and the market prices for such securities will
fluctuate. Notwithstanding that these securities are backed by the full faith
and credit of the United States, circumstances could arise that would prevent
the payment of interest or principal. This would result in losses to the Fund.
Some GSE securities may not be backed by the full faith and credit of the U.S.
government, such as those issued by Freddie Mac, Fannie Mae, FHLBanks, and
Farmer Mac. These entities are, however, supported through federal subsidies,
loans or other benefits. The Fund may also invest in GSE securities that are
supported
by the full faith and credit of the U.S. Government, such as those issued by the
Government National Mortgage Association (Ginnie Mae).
•Large-Capitalization
Investing.
The
securities of large cap companies may be relatively mature compared to smaller
companies and therefore subject to slower growth during times of economic
expansion. Large-capitalization companies may also be unable to respond quickly
to new competitive challenges, such as changes in technology and consumer
tastes. The Fund’s performance may be adversely affected if securities of large
cap companies outperform the market as a whole because the Fund invests in ELNs
with short call option spreads on large cap equities (e.g.,
the S&P 500). Because ELNs generate income from premiums on options sold and
are subject to limited upside appreciation given their use of short call option
spreads on large cap equities, the outperformance of, or volatility related to,
large cap companies may adversely impact the ELN’s performance, which in turn
may adversely impact Fund performance.
•Limited
Operating History Risk.
The
Fund is a recently organized investment company with a limited operating
history. As a result, prospective investors have a limited track record or
history on which to base their investment decision.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
•Market
Risk. The trading prices of the securities held by the Fund, as well as the
Underlying Instruments of the ELNs, fluctuate in response to a variety of
factors. These factors include events impacting the entire market or specific
market segments, such as political, market and economic developments, as well as
events that impact specific issuers. The Fund’s NAV and market price, like
security and commodity prices generally, may fluctuate significantly in response
to these and other factors. Local, regional or global events such as war,
including Russia’s invasion of Ukraine, acts of terrorism, spread of infectious
diseases or other public health issues (such as the global pandemic caused by
the COVID-19 virus), recessions, rising inflation, or other events could have a
significant negative impact on the Fund and its investments.. Such events could
adversely affect the prices and liquidity of the Fund’s portfolio securities or
other instruments and could result in disruptions in the trading markets. As a
result, an investor could lose money over short or long periods of
time.
Performance
Performance information for the Fund is not
included because the Fund did not have a full calendar year of performance prior
to the date of this Prospectus. In the future, performance
information for the Fund will be presented in this section. Updated performance
information is available on the Fund’s website at www.aptusetfs.com.
Management
Investment
Adviser
Aptus
Capital Advisors, LLC serves as investment adviser to the Fund.
Portfolio
Managers
Each
of the following individuals has been a portfolio manager of the Fund since its
inception in October 2022:
John
D. (“JD”) Gardner, Chief Investment Officer and Managing Member at the
Adviser
Mark
Callahan, Portfolio Manager and Head of Trading at the Adviser
Brad
Rapking, CFA, Portfolio Manager and Analyst at the Adviser
Purchase
and Sale of Shares
The
Fund issues and redeems Shares at NAV only in Creation Units. Only APs may
acquire Shares directly from the Fund, and only APs may tender their Shares for
redemption directly to the Fund, at NAV. APs must be a member or participant of
a clearing agency registered with the SEC and must execute a Participant
Agreement that has been agreed to by the Distributor (defined below), and that
has been accepted by the Fund’s transfer agent, with respect to purchases and
redemptions of Creation Units. Once created, Shares trade in the secondary
market in quantities less than a Creation Unit.
Most
investors buy and sell Shares in secondary market transactions through brokers.
Shares are listed for trading on the secondary market on the Exchange and can be
bought and sold throughout the trading day like other publicly traded
securities.
When
buying or selling Shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the bid-ask spread on
your transactions. In addition, because secondary market transactions occur at
market prices, you may pay more than NAV when you buy Shares and receive less
than NAV when you sell those Shares.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Financial
Intermediary Compensation
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), the Adviser or its affiliates may pay
Intermediaries for certain activities related to the Fund, including
participation in activities that are designed to make Intermediaries more
knowledgeable about exchange traded products, including the Fund, or for other
activities, such as marketing, educational training or other initiatives related
to the sale or promotion of Shares. These payments may create a conflict of
interest by influencing the Intermediary and your salesperson to recommend the
Fund over another investment. Any such arrangements do not result in increased
Fund expenses. Ask your salesperson or visit the Intermediary’s website for more
information.
Each
Fund’s ticker symbol appears on the cover of this Prospectus, and references to
specific Funds in the sections below will refer to such Funds by their ticker
symbol.
Investment
Objective. Each
Fund’s investment objective has been adopted as a non-fundamental investment
policy and may be changed without shareholder approval upon written notice to
shareholders.
Principal
Investment Strategies.
ADME and OSCV will provide at least 60 days’ prior written notice to
shareholders of a change in the applicable Fund’s policy of investing at least
80% of its net assets (plus any borrowings for investment purposes) in the type
of investments suggested by the Fund’s name.
The
ELNs in which IDUB and JUCY invests are prepaid at the time they are assumed by
the Fund. There is no continuing payment obligation for the Fund.
Temporary
Defensive Positions. From
time to time, each Fund may take temporary defensive positions that are
inconsistent with its principal investment strategies in attempting to respond
to adverse market, economic, political, or other conditions. In such instances,
the Fund may invest up to 100% of its assets in a temporary defensive manner by
holding all or a substantial portion of its assets in cash, cash equivalents,
short-term U.S. government securities and government agency securities,
investment grade money market instruments, money market mutual funds, investment
grade fixed-income securities, repurchase agreements, commercial paper, or other
high quality short-term investments or in other ETFs that invest in such
instruments. The Adviser also may invest in these types of securities or hold
cash while looking for suitable investment opportunities or to maintain
liquidity. In these circumstances, a Fund may be unable to achieve its
investment objective.
Additional
Information about ADME
The
Fund will write call options only if they are “covered.” In the case of a call
option written on a security, the option is “covered” if the Fund owns the
security underlying the call or has an absolute and immediate right to acquire
that security without additional cash consideration (or, if additional cash
consideration is required, liquid assets in such amount are segregated) upon
conversion or exchange of other securities held by it. For a call option written
on an index, the option is covered if the Fund maintains with its custodian a
portfolio of securities substantially replicating the index or liquid assets
equal to the contract value. A call option also is covered if the Fund holds a
call on the same reference asset as the call written where the exercise price of
the call held is (i) equal to or less than the exercise price of the call
written, or (ii) greater than the exercise price of the call written, provided
the Fund segregates liquid assets in the amount of the difference.
All
put options written by the Fund will be covered, which means that the Fund will
segregate cash or liquid assets with a value at least equal to the exercise
price of the put option or will hold a put option on the same reference asset as
the option written where the exercise price of the option held is (i) equal to
or higher than the exercise price of the option written, or (ii) less than the
exercise price of the option written, provided the Fund segregates liquid assets
in the amount of the difference.
Additional
Information about OSCV
Investment
Process for the Fund
The
Fund’s portfolio managers lead a team constantly engaged in investment idea
generation. The team identifies companies with the characteristics they seek
using a variety of sources, including factor-based analysis, research on
competitors/suppliers, industry conferences, and conversations with company
management. While the portfolio managers’ investment approach is rooted in
fundamental research, and accordingly is bottom-up, the team maintains an
awareness of the impact of top-down factors (e.g.,
interest rates) and their effect on a given company, including any effect on the
valuation of a company.
The
portfolio managers’ approach seeks to assess each company’s ability to generate
growth in sales, earnings, cash flows, and dividends, as well as the
sustainability of its business model and potential risks. After the research
process concludes, portfolio managers engage in detailed and collegial
discussions, ranking each name being considered for purchase, then stating if
they are a buy or no buy, which helps form final consensus-based decisions.
Concurrent with buy decisions, sales are evaluated and ranked in a similar
fashion. The portfolio managers continuously monitor portfolio holdings for
relevant data that affects their evaluation of a given holding, and will sell
those holdings when the risk/return profile is no longer favorable.
Portfolio
Construction
Portfolio
manager collaboration leads to the construction of a diversified long-only
portfolio of 50–100 positions that manages risk at multiple levels for the Fund.
The Adviser anticipates turnover of approximately 50% under normal market
conditions. Individual securities are limited at the time of investment to no
more than a 3% weighting. Investments in other ETFs that have a policy of
investing, under normal circumstances, at least 80% of their net assets, plus
borrowings for investment purposes, in small-capitalization securities (as
defined above) will count towards the Fund’s 80% policy.
Additional
Information about IDUB
The
Fund considers a country or region to be a developed or emerging market based on
the classifications systems used by the ETFs in which the Fund invests.
Additional
Information About Each Fund’s Principal Risks.
This section provides additional information regarding the principal risks
described in each Fund Summary. As in each Fund Summary, the principal risks
below are presented in alphabetical order to facilitate finding particular risks
and comparing them with other funds. Each risk described below is considered a
“principal risk” of investing in the applicable Fund, regardless of the order in
which it appears. Each of the factors below could have a negative impact on the
applicable Fund’s performance and trading prices. Each risk applies to one or
more Funds as indicated in the following table:
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| ADME |
ACIO |
DRSK |
OSCV |
IDUB |
JUCY |
Capital
Controls and Sanctions Risk |
|
|
|
| X |
|
Collared
Options Strategy Risk |
| X |
|
|
| |
Counterparty
Risk |
|
|
|
| X |
X |
Currency
Exchange Rate Risk |
|
|
|
| X |
|
Depositary
Receipt Risk |
X |
X |
X |
X |
X |
|
Derivative
Securities Risk |
X |
X |
X |
|
| |
ELNs
Risk |
|
|
|
| X |
X |
Emerging
Markets Risk |
|
|
|
| X |
|
Geopolitical
Risk |
|
|
|
| X |
|
Equity
Market Risk |
X |
X |
X |
X |
X |
|
ETF
Risks |
X |
X |
X |
X |
X |
X |
Fixed
Income Securities Risk |
|
| X |
|
| X |
Foreign
Investment Risk |
X |
X |
X |
X |
X |
|
Geographic
Investment Risk |
|
|
|
| X |
|
Government
Obligations Risk |
|
|
|
|
| X |
Government
Securities Risk |
|
|
|
|
| X |
IPO
Risk |
|
|
| X |
| |
Limited
Operating History Risk |
|
|
|
|
| X |
Management
Risk |
X |
X |
X |
X |
X |
X |
Market
Capitalization Risk |
X |
X |
| X |
X |
X |
Large-Capitalization
Investing |
X |
X |
|
| X |
X |
Mid-Capitalization
Investing |
X |
X |
|
| X |
|
Small-Capitalization
Investing |
X |
X |
| X |
| |
Market
Risk |
|
| X |
|
| X |
Non-Diversification
Risk |
|
|
|
| X |
|
Options
Risk |
X |
| X |
| X |
X |
Other
Investment Companies Risk |
|
| X |
| X |
|
Portfolio
Turnover Risk |
|
| X |
| X |
|
REIT
Investment Risk |
X |
X |
| X |
| |
Sector
Risk |
X |
X |
X |
X |
| |
Consumer
Sectors Risk |
X |
X |
| X |
| |
Financial
Sector Risk |
| X |
X |
X |
| |
Industrial
Sector Risk |
|
|
| X |
| |
Information
Technology Sector Risk |
X |
X |
|
|
| |
Tail
Hedge Risk |
X |
|
|
|
| |
Tax
Risk |
X |
X |
X |
|
| |
Value
Style Investing Risk |
|
|
| X |
| |
•Capital
Controls and Sanctions Risk.
Economic conditions, such as volatile currency exchange rates and interest
rates, political events, military action and other conditions may, without prior
warning, lead to foreign government intervention (including
intervention
by the U.S. government with respect to foreign governments, economic sectors,
foreign companies and related securities and interests) and the imposition of
capital controls and/or sanctions, which may also include retaliatory actions of
one government against another government, such as seizure of assets. Capital
controls and/or sanctions include the prohibition of, or restrictions on, the
ability to transfer currency, securities or other assets. Capital controls
and/or sanctions may also impact the ability of the Fund to buy, sell or
otherwise transfer securities or currency, negatively impact the value and/or
liquidity of such instruments, adversely affect the trading market and price for
Shares, and cause the Fund to decline in value.
•Collared
Options Strategy Risk.
Writing and buying options are speculative activities and entail greater than
ordinary investment risks. The Fund’s use of call and put options can lead to
losses because of adverse movements in the price or value of the underlying
security, which may be magnified by certain features of the options. When
selling a call option, the Fund will receive a premium; however, this premium
may not be enough to offset a loss incurred by the Fund if the price of the
underlying security is above the strike price by an amount equal to or greater
than the premium. The value of an option may be adversely affected if the market
for the option becomes less liquid or smaller, and will be affected by changes
in the value or yield of the option’s underlying security, an increase in
interest rates, a change in the actual or perceived volatility of the stock
market or the underlying security and the remaining time to expiration.
Additionally, the value of an option does not increase or decrease at the same
rate as the underlying security.
The
Fund’s use of options may reduce the Fund’s ability to profit from increases in
the value of the underlying securities. If the price of the underlying security
of a written call option rises above its strike price, the value of the option
and, consequently, the Fund may decline significantly more than if the Fund
invested solely in the underlying security instead of using options. Similarly,
if the price of the underlying security of a purchased put option remains above
its strike price, the option may become worthless, and, consequently the value
of the Fund may decline significantly more than if the Fund invested solely in
the underlying security instead of using options.
•Counterparty
Risk.
Counterparty risk includes the possibility that a party to a transaction
involving the Fund will fail to meet its obligations. This could cause the Fund
to lose the benefit of the transaction or prevent the Fund from selling or
buying other securities to implement its investment strategy.
•Currency
Exchange Rate Risk. Changes
in currency exchange rates and the relative value of non-U.S. currencies will
affect the value of the Fund’s investments and the value of your Shares. Because
the Fund’s NAV is determined on the basis of U.S. dollars, the U.S. dollar value
of your investment in the Fund may go down if the value of the local currency of
the non-U.S. markets in which the Fund invests depreciates against the U.S.
dollar. This is true even if the local currency value of securities in the
Fund’s holdings goes up. Conversely, the dollar value of your investment in the
Fund may go up if the value of the local currency appreciates against the U.S.
dollar. The value of the U.S. dollar measured against other currencies is
influenced by a variety of factors. These factors include: national debt levels
and trade deficits, changes in balances of payments and trade, domestic and
foreign interest and inflation rates, global or regional political, economic or
financial events, monetary policies of governments, actual or potential
government intervention, and global energy prices. Political instability, the
possibility of government intervention and restrictive or opaque business and
investment policies may also reduce the value of a country’s currency.
Government monetary policies and the buying or selling of currency by a
country’s government may also influence exchange rates. Currency exchange rates
can be very volatile and can change quickly and unpredictably. As a result, the
value of an investment in the Fund may change quickly and without warning, and
you may lose money.
•Depositary
Receipt Risk.
The Fund may hold the securities of non-U.S. companies in the form of ADRs. ADRs
are negotiable certificates issued by a U.S. financial institution that
represent a specified number of shares in a foreign stock and trade on a U.S.
national securities exchange, such as the Exchange. Sponsored ADRs are issued
with the support of the issuer of the foreign stock underlying the ADRs and
carry all of the rights of common shares, including voting rights. The
underlying issuers of certain ADRs 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. The
underlying securities of the ADRs in the Fund’s portfolio are usually
denominated or quoted in currencies other than the U.S. dollar. As a result,
changes in foreign currency exchange rates may affect the value of the Fund’s
portfolio. In addition, because the underlying securities of ADRs trade on
foreign exchanges at times when the U.S. markets are not open for trading, the
value of the securities underlying the ADRs may change materially at times when
the U.S. markets are not open for trading, regardless of whether there is an
active U.S. market for Shares.
•Derivative
Securities Risk. The
Fund invests in options that derive their performance from the performance of an
underlying reference asset. Derivatives, such as the options in which the Fund
invests, can be volatile and involve various types and degrees of risks,
depending upon the characteristics of a particular derivative. Derivatives may
entail investment exposures that are greater than their cost would suggest,
meaning that a small investment in a derivative could have a substantial impact
on the performance of the Fund. The Fund could experience a loss if its
derivatives do not perform as anticipated, the derivatives are not correlated
with the performance of their reference asset, or if the Fund is unable to
purchase or liquidate a position because of an illiquid secondary market. The
market for many derivatives is, or suddenly can become, illiquid. Changes in
liquidity may result in significant, rapid, and unpredictable changes in the
prices for derivatives. Regulatory developments
may
limit the availability of certain derivatives, may make the use of derivatives
by the Fund more costly, and may otherwise adversely impact the performance and
value of derivatives. Regulatory developments also may change the way in which
the Fund itself is regulated.
Such
developments may affect the Fund’s ability to invest or the extent to which it
may invest in certain derivatives and subject the Fund to additional regulatory
requirements. Complying with new requirements may increase the cost of the
Fund’s investments and the cost of implementing the Fund’s investment program
and related operations, which could adversely affect the Fund’s performance. In
October 2020, the SEC adopted Rule 18f-4 under the Investment Company Act of
1940, as amended (the “1940 Act”) (“Rule 18f-4”), which took effect on August
19, 2022, and imposes new requirements and restrictions on the Fund’s use of
derivatives and eliminates the asset segregation framework currently used by
funds, including the Fund, to comply with Section 18 of the 1940 Act. Rule 18f-4
requires funds whose use of derivatives is more than a limited specified
exposure to establish and maintain a derivatives risk management program and
appoint a derivatives risk manager. It is not currently clear what impact, if
any, the new rule will have on the availability, liquidity or performance of
derivatives. To the extent the Fund’s compliance with Rule 18f-4 changes how the
Fund uses derivatives, the new rule may adversely affect the Fund’s performance
and/or increase costs related to the Fund’s use of derivatives.
•ELNs
Risk. Investing
in ELNs may be more costly to the Fund than if the Fund had invested in the
Underlying Instruments directly. Investments in ELNs often have risks similar to
the Underlying Instruments, which include market risk and, as applicable,
foreign securities and currency risk. The Underlying Instruments of the ELN
involve the use of options under the terms defined in the ELN itself. Due to the
utilization of options and depending on the terms of the ELN, the ELN may be
sensitive to leverage risk. That leverage risk is limited to the change in the
value of the ELN and its terms. The Fund’s losses from investing in an ELN is
limited to the principal amount that the Fund invested in such ELN. In addition,
since ELNs are in note form, ELNs are also subject to certain debt securities
risks, such as credit or counterparty risk. Should the prices of the Underlying
Instruments move in an unexpected manner, the Fund may not achieve the
anticipated benefits of an investment in an ELN, and may realize losses, which
could be significant and could include the entire principal investment.
Investments in ELNs are also subject to liquidity risk, which may make ELNs
difficult to sell and value. A lack of liquidity may also cause the value of the
ELN to decline. In addition, ELNs may exhibit price behavior that does not
correlate with the Underlying Instruments. ELN investments are subject to the
risk that issuers and/or counterparties will fail to make payments when due or
default completely. Prices of these investments may be adversely affected if any
of the issuers or counterparties it is invested in are subject to an actual or
perceived deterioration in their credit quality. If the ELN is held to maturity,
the issuer would pay to the purchaser the Underlying Instrument’s value at
maturity with any necessary adjustments. The holder of an ELN that is linked to
a particular underlying security or instrument may be entitled to receive
dividends paid in connection with that underlying equity security, but typically
does not receive voting rights as it would if it directly owned the underlying
equity security. Unlike a direct investment in equity securities, ELNs typically
involve a term or expiration date, potentially increasing the Fund’s turnover
rate, transaction costs and tax liability. Investments in ELNs allow for
enhanced yield but are subject to limited upside appreciation potential based on
movements of a single underlying reference asset, basket of stocks, or index of
equity securities.
•Emerging
Markets Risk.
Investments
in securities and instruments traded in developing or emerging markets, or that
provide exposure to such securities or markets, can involve additional risks
relating to political, economic, or regulatory conditions not associated with
investments in U.S. securities and instruments. For example, developing and
emerging markets may be subject to (i) greater market volatility,
(ii) lower trading volume and liquidity, (iii) greater social,
political and economic uncertainty, (iv) governmental controls on foreign
investments and limitations on repatriation of invested capital, (v) lower
disclosure, corporate governance, auditing and financial reporting standards,
(vi) fewer protections of property rights, (vii) fewer investor rights
and limited legal or practical remedies available to investors against emerging
market companies, (viii) restrictions on the transfer of securities or
currency, and (ix) settlement and trading practices that differ from those
in U.S. markets. Each of these factors may impact the ability of the Fund to
buy, sell or otherwise transfer securities, adversely affect the trading market
and price for Shares and cause the Fund to decline in value.
In
addition, investors in emerging market companies may have limited rights
relative to investors in U.S. companies. Investors may also have limited avenues
of recourse against emerging market companies in the form of shareholder claims,
such as class action lawsuits and fraud claims, which may be difficult or
impossible to pursue in emerging markets as a matter of law or
practicality.
◦Geopolitical
Risk. Some
countries and regions in which the Fund invests have experienced security
concerns, war or threats of war and aggression, terrorism, economic uncertainty,
natural and environmental disasters and/or systemic market dislocations that
have led, and in the future may lead, to increased short-term market volatility
and may have adverse long-term effects on the U.S. and world economies and
markets generally. Such geopolitical and other events may also disrupt
securities markets and, during such market disruptions, the Fund’s exposure to
the other risks described herein will likely increase. Each of the foregoing may
negatively impact the Fund’s investments.
•Equity
Market Risk.
Common stocks are susceptible to general stock market fluctuations and to
volatile increases and decreases in value as market confidence in and
perceptions of their issuers change. These investor perceptions are based on
various and unpredictable factors including: expectations regarding government,
economic, monetary and fiscal policies; inflation and interest rates; economic
expansion or contraction; local, regional or global events
such
as acts of terrorism or war, including Russia’s invasion of Ukraine; and global
or regional political, economic, public health, and banking crises. If you held
common stock, or common stock equivalents, of any given issuer, you would
generally be exposed to greater risk than if you held preferred stocks and debt
obligations of the issuer because common stockholders, or holders of equivalent
interests, generally have inferior rights
to
receive payments from issuers in comparison with the rights of preferred
stockholders, bondholders, and other creditors of such issuers.
Beginning
in the first quarter of 2020, financial markets in the United States and around
the world experienced extreme and in many cases unprecedented volatility and
severe losses due to the global pandemic caused by COVID-19, a novel
coronavirus. The pandemic has resulted in a wide range of social and economic
disruptions, including closed borders, voluntary or compelled quarantines of
large populations, stressed healthcare systems, reduced or prohibited domestic
or international travel, supply chain disruptions, and so-called “stay-at-home”
orders throughout much of the United States and many other countries. The
fall-out from these disruptions has included the rapid closure of businesses
deemed “non-essential” by federal, state, or local governments and rapidly
increasing unemployment, as well as greatly reduced liquidity for certain
instruments at times. Some sectors of the economy and individual issuers have
experienced particularly large losses. Such disruptions may continue for an
extended period of time or reoccur in the future to a similar or greater extent.
In response, the U.S. government and the Federal Reserve have taken
extraordinary actions to support the domestic economy and financial markets,
resulting in very low interest rates and in some cases negative yields. It is
unknown how long circumstances related to the pandemic will persist, whether
they will reoccur in the future, whether efforts to support the economy and
financial markets will be successful, and what additional implications may
follow from the pandemic. The impact of these events and other epidemics or
pandemics in the future could adversely affect Fund performance.
•ETF
Risks.
The
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to the
following risks:
◦APs,
Market Makers, and Liquidity Providers Concentration Risk.
The Fund has a limited number of financial institutions that may act as APs. In
addition, there may be a limited number of market makers and/or liquidity
providers in the marketplace. To the extent either of the following events
occur, Shares may trade at a material discount to NAV and possibly face
delisting: (i) APs exit the business or otherwise become unable to process
creation and/or redemption orders and no other APs step forward to perform these
services, or (ii) market makers and/or liquidity providers exit the business or
significantly reduce their business activities and no other entities step
forward to perform their functions.
◦Costs
of Buying or Selling Shares.
Investors buying or selling Shares in the secondary market will pay brokerage
commissions or other charges imposed by brokers, as determined by that broker.
Brokerage commissions are often a fixed amount and may be a significant
proportional cost for investors seeking to buy or sell relatively small amounts
of Shares. In addition, secondary market investors will also incur the cost of
the difference between the price at which an investor is willing to buy Shares
(the “bid” price) and the price at which an investor is willing to sell Shares
(the “ask” price). This difference in bid and ask prices is often referred to as
the “spread” or “bid-ask spread.” The bid-ask spread varies over time for Shares
based on trading volume and market liquidity, and the spread is generally lower
if Shares have more trading volume and market liquidity and higher if Shares
have little trading volume and market liquidity. Further, a relatively small
investor base in the Fund, asset swings in the Fund, and/or increased market
volatility may cause increased bid-ask spreads. Due to the costs of buying or
selling Shares, including bid-ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
◦Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility or periods of
steep market declines. The market price of Fund shares during the trading day,
like the price of any exchange-traded security, includes a “bid-ask” spread
charged by the exchange specialist, market makers or other participants that
trade the Fund shares. In times of severe market disruption, the bid-ask spread
can increase significantly. At those times, Fund shares are most likely to be
traded at a discount to NAV, and the discount is likely to be greatest when the
price of Fund shares is falling fastest, which may be the time that you most
want to sell your Fund shares. The Adviser believes that, under normal market
conditions, large market price discounts or premiums to NAV will not be
sustained because of arbitrage opportunities. Because IDUB’s investments have
exposure to securities that may trade on foreign exchanges that are closed when
the Fund’s primary listing exchange is open, there are likely to be deviations
between the current price of a security and the security’s last quoted price
from the closed foreign market. This may result in premiums and discounts that
are greater than those experienced by domestic ETFs.
◦Trading.
Although Shares are listed for trading on the Exchange and may be listed or
traded on U.S. and non-U.S. stock exchanges other than the Exchange, there can
be no assurance that an active trading market for such Shares will develop or be
maintained. Trading in Shares may be halted due to market conditions or for
reasons that, in the view of the Exchange, make trading in Shares inadvisable.
In addition, trading in Shares on the Exchange is subject to trading halts
caused by extraordinary market volatility pursuant to Exchange “circuit breaker”
rules, which temporarily halt trading on the Exchange when a decline in the
S&P 500®
Index during a single day reaches certain thresholds (e.g.,
7%, 13%, and 20%). Additional rules applicable to the Exchange may halt trading
in Shares when extraordinary volatility causes sudden, significant swings in
the
market price of Shares. There can be no assurance that Shares will trade with
any volume, or at all, on any stock exchange. In stressed market conditions, the
liquidity of Shares may begin to mirror the liquidity of the Fund’s underlying
portfolio holdings, which can be significantly less liquid than Shares, and this
could lead to differences between the market price of the Shares and the
underlying value of those Shares. Additionally, this adverse change in liquidity
could in turn lead to differences between the market price of Shares and the
underlying value of those Shares.
•Fixed
Income Securities Risk. The
Fund invests indirectly in fixed income securities through investments in
Underlying Bond ETFs, which involve certain risks, including:
◦Credit
Risk. Credit
risk refers to the possibility that the issuer of a security will not be able to
make principal and interest payments when due. Changes in an issuer’s credit
rating or the market’s perception of an issuer’s creditworthiness may also
affect the value of an Underlying Bond ETF’s investment in that issuer. The
degree of credit risk depends on both the financial condition of the issuer and
the terms of the obligation.
◦Event
Risk. Event
risk is the risk that corporate issuers may undergo restructurings, such as
mergers, leveraged buyouts, takeovers, or similar events financed by increased
debt. As a result of the added debt, the credit quality and market value of a
company’s bonds and/or other debt securities may decline
significantly.
◦Extension
Risk. When
interest rates rise, certain obligations will be paid off by the obligor more
slowly than anticipated, causing the value of these securities to fall. Rising
interest rates tend to extend the duration of securities, making them more
sensitive to future changes in interest rates. The value of longer-term
securities generally changes more in response to changes in interest rates than
the value of shorter-term securities. As a result, in a period of rising
interest rates, securities may exhibit additional volatility and may lose
value.
◦Interest
Rate Risk. Generally,
the value of fixed income securities will change inversely with changes in
interest rates. As interest rates rise, the market value of fixed income
securities tends to decrease. Conversely, as interest rates fall, the market
value of fixed income securities tends to increase. This risk will be greater
for long-term securities than for short-term securities. An Underlying Bond ETF
may take steps to attempt to reduce the exposure of its portfolio to interest
rate changes; however, there can be no guarantee that the Fund will take such
actions or that the Fund will be successful in reducing the impact of interest
rate changes on the portfolio. Changes in government intervention may have
adverse effects on investments, volatility, and illiquidity in debt
markets.
◦Prepayment
Risk. When
interest rates fall, certain obligations will be paid off by the obligor more
quickly than originally anticipated, and the Fund may have to invest the
proceeds in securities with lower yields. In periods of falling interest rates,
the rate of prepayments tends to increase (as does price fluctuation) as
borrowers are motivated to pay off debt and refinance at new lower rates. During
such periods, reinvestment of the prepayment proceeds by the management team
will generally be at lower rates of return than the return on the assets that
were prepaid. Prepayment reduces the yield to maturity and the average life of
the security.
•Foreign
Investment Risk. A
Fund may be exposed to foreign securities indirectly by investing in Underlying
ETFs that invest in foreign securities, by investing in ADRs, or directly by
investing in non-U.S. companies. Changes in foreign economies and political
climates are more likely to affect the Fund than a fund that invests exclusively
in U.S. companies. Foreign issuers may be subject to different accounting,
auditing, financial reporting and investor protection standards than U.S.
issuers. Investments in foreign securities may be subject to additional trading,
settlement, custodial, and operational risks. With respect to certain countries,
there is the possibility of government intervention and expropriation or
nationalization of assets. There may also be less government supervision of
foreign markets, resulting in non-uniform accounting practices and less publicly
available information. The value of foreign investments may be affected by
changes in exchange control regulations, application of foreign tax laws
(including withholding tax), changes in governmental administration or economic
or monetary policy (in this country or abroad) or changed circumstances in
dealings between nations. Investments in foreign issues could be affected by
other factors not present in the United States, including expropriation, armed
conflict, confiscatory taxation, and potential difficulties in enforcing
contractual obligations. Since foreign exchanges may be open on days when the
Fund does not price its Shares, the value of the securities in the Fund’s
portfolio may change on days when shareholders will not be able to purchase or
sell the Shares. Conversely, Shares may trade on days when foreign exchanges are
closed. Each of these factors can make investments in the Fund more volatile and
potentially less liquid than other types of investments. Foreign markets often
have less reliable securities valuations and greater risk associated with the
custody of securities than the U.S. There may be significant obstacles to
obtaining information necessary for investigations into or litigation against
companies and shareholders may have limited legal remedies. Each of these
factors can make investments in the Fund more volatile and potentially less
liquid than other types of investments.
•Geographic
Investment Risk. To
the extent that the Fund invests a significant portion of its assets in the
securities of companies of a single country or region, it is more likely to be
impacted by events or conditions affecting that country or region. For example,
political and economic conditions and changes in regulatory, tax, or economic
policy in a country could significantly affect the market in that country and in
surrounding or related countries and have a negative impact on the Fund’s
performance.
Currency
developments or restrictions, political and social instability, and changing
economic conditions have resulted in significant market volatility.
•Government
Obligations Risk.
No
assurance can be given that the U.S. government will provide financial support
to U.S. government-sponsored agencies or instrumentalities where it is not
obligated to do so by law, such as Fannie Mae and Freddie Mac. Securities issued
by Fannie Mae and Freddie Mac have historically been supported only by the
discretionary authority of the U.S. government. While the U.S. government
provides financial support to various U.S. government-sponsored agencies and
instrumentalities, such as Fannie Mae and Freddie Mac, no assurance can be given
that it will always do so. In September 2008, at the direction of the U.S.
Department of the Treasury, Fannie Mae and Freddie Mac were placed into
conservatorship under the Federal Housing Finance Agency (“FHFA”), an
independent regulator, and they remain in such status as of the date of this
Prospectus. The U.S. government also took steps to provide additional financial
support to Fannie Mae and Freddie Mac.
•Government
Securities Risk.
The
Fund invests in U.S. Treasury obligations and securities issued or guaranteed by
the U.S. Treasury. U.S. government securities are subject to market risk,
interest rate risk and credit risk. Securities, such as those issued or
guaranteed the U.S. Treasury, that are backed by the full faith and credit of
the United States are guaranteed only as to the timely payment of interest and
principal when held to maturity and the market prices for such securities will
fluctuate. Notwithstanding that these securities are backed by the full faith
and credit of the United States, circumstances could arise that would prevent
the payment of interest or principal. This would result in losses to the Fund.
Some GSE securities may not be backed by the full faith and credit of the U.S.
government, such as those issued by Freddie Mac, Fannie Mae, FHLBanks, and
Farmer Mac. These entities are, however, supported through federal subsidies,
loans or other benefits. The Fund may also invest in GSE securities that are
supported by the full faith and credit of the U.S. Government, such as those
issued by Ginnie Mae.
•IPO
Risk.
The Fund may invest in securities offered in an IPO or in companies that have
recently completed an IPO. The stocks of such companies are unseasoned equities
lacking a trading history, a track record of reporting to investors, and widely
available research coverage. IPOs are thus often subject to extreme price
volatility and speculative trading. These stocks may have above-average price
appreciation in connection with the IPO. In addition, IPOs share similar
illiquidity risks of private equity and venture capital. The free float shares
held by the public in an IPO are typically a small percentage of the market
capitalization. The ownership of many IPOs often include large holdings by
venture capital and private equity investors who seek to sell their shares in
the public market in the months following an IPO when shares restricted by
lock-up are released, causing greater volatility and possible downward pressure
during the time that locked-up shares are released.
•Limited
Operating History Risk.
The
Fund is a recently organized investment company with a limited operating
history. As a result, prospective investors have a limited track record or
history on which to base their investment decision.
•Management
Risk. The
Fund is actively managed and may not meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the
Fund.
•Market
Capitalization Risk.
◦Large-Capitalization
Investing. The
securities of large cap companies may be relatively mature compared to smaller
companies and therefore subject to slower growth during times of economic
expansion. Large-capitalization companies may also be unable to respond quickly
to new competitive challenges, such as changes in technology and consumer
tastes. The Fund’s performance may be adversely affected if securities of large
cap companies outperform the market as a whole because the Fund invests in ELNs
with short call option spreads on large cap equities. Because ELNs generate
income from premiums on options sold and are subject to limited upside
appreciation given their use of short call option spreads on large cap equities,
the outperformance of, or volatility related to, large cap companies may
adversely impact the ELN’s performance, which in turn may adversely impact Fund
performance.
◦Mid-Capitalization
Investing. The
securities of mid-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
large-capitalization companies, but they may also be subject to slower growth
than small-capitalization companies during times of economic expansion. The
securities of mid-capitalization companies generally trade in lower volumes and
are subject to greater and more unpredictable price changes than large
capitalization stocks or the stock market as a whole, but they may also be
nimbler and more responsive to new challenges than large-capitalization
companies. Some mid-capitalization companies have limited product lines,
markets, financial resources, and management personnel and tend to concentrate
on fewer geographical markets relative to large-capitalization companies. The
Fund’s performance may be adversely affected if securities of mid cap companies
outperform the market as a whole because the Fund invests in ELNs with short
call option spreads on mid cap equities. Because ELNs generate income from
premiums on options sold and are subject to limited upside appreciation given
their use of short call option spreads on mid cap equities, the outperformance
of, or volatility related to, mid cap companies may adversely impact the ELN’s
performance, which in turn may adversely impact Fund performance.
◦Small-Capitalization
Investing. The
securities of small-capitalization companies may be more vulnerable to adverse
issuer, market, political, or economic developments than securities of
larger-capitalization companies. The securities of small-capitalization
companies generally trade in lower volumes and are subject to greater and more
unpredictable price changes
than
larger capitalization stocks or the stock market as a whole. Some small
capitalization companies have limited product lines, markets, and financial and
managerial resources and tend to concentrate on fewer geographical markets
relative to larger capitalization companies. There is typically less publicly
available information concerning smaller-capitalization companies than for
larger, more established companies. Small-capitalization companies also may be
particularly sensitive to changes in interest rates, government regulation,
borrowing costs and earnings.
•Market
Risk. The
trading prices of the securities held by the Fund, as well as the Underlying
Instruments of the ELNs, fluctuate in response to a variety of factors. These
factors include events impacting the entire market or specific market segments,
such as political, market and economic developments, as well as events that
impact specific issuers. The Fund’s NAV and market price, like security and
commodity prices generally, may fluctuate significantly in response to these and
other factors. Local, regional or global events such as war, including Russia’s
invasion of Ukraine, acts of terrorism, spread of infectious diseases or other
public health issues, recessions, rising inflation, or other events could have a
significant negative impact on the Fund and its investments. For example, the
global pandemic caused by COVID-19, a novel coronavirus, and the aggressive
responses taken by many governments, including closing borders, restricting
international and domestic travel, and the imposition of prolonged quarantines
or similar restrictions, has had negative impacts, and in many cases severe
impacts, on markets worldwide. The COVID-19 pandemic has caused prolonged
disruptions to the normal business operations of companies around the world and
the impact of such disruptions is hard to predict. Such events may affect
certain geographic regions, countries, sectors and industries more significantly
than others. Such events could adversely affect the prices and liquidity of the
Fund’s portfolio securities or other instruments and could result in disruptions
in the trading markets. As a result, an investor could lose money over short or
long periods of time.
Beginning
in the first quarter of 2020, financial markets in the United States and around
the world experienced extreme and in many cases unprecedented volatility and
severe losses due to the global pandemic caused by COVID-19, a novel
coronavirus. The pandemic has resulted in a wide range of social and economic
disruptions, including closed borders, voluntary or compelled quarantines of
large populations, stressed healthcare systems, reduced or prohibited domestic
or international travel, supply chain disruptions, and so-called “stay-at-home”
orders throughout much of the United States and many other countries. The
fall-out from these disruptions has included the rapid closure of businesses
deemed “non-essential” by federal, state, or local governments and rapidly
increasing unemployment, as well as greatly reduced liquidity for certain
instruments at times. Some sectors of the economy and individual issuers have
experienced particularly large losses. Such disruptions may continue for an
extended period of time or reoccur in the future to a similar or greater extent.
In response, the U.S. government and the Federal Reserve have taken
extraordinary actions to support the domestic economy and financial markets,
resulting in very low interest rates and in some cases negative yields. It is
unknown how long circumstances related to the pandemic will persist, whether
they will reoccur in the future, whether efforts to support the economy and
financial markets will be successful, and what additional implications may
follow from the pandemic. The impact of these events and other epidemics or
pandemics in the future could adversely affect Fund performance.
•Non-Diversification
Risk.
The
Fund is considered to be non-diversified, which means that it may invest more of
its assets in the securities of a single issuer or a smaller number of issuers
than if it were a diversified fund. As a result, the Fund may be more exposed to
the risks associated with and developments affecting an individual issuer or a
smaller number of issuers than a fund that invests more widely. This may
increase the Fund’s volatility and cause the performance of a relatively smaller
number of issuers to have a greater impact on the Fund’s performance. However,
the Fund intends to satisfy the diversification requirements for qualifying as a
regulated investment company (a “RIC”) under Subchapter M of the Internal
Revenue Code of 1986, as amended (the “Code”).
•Options
Risk.
Selling (writing) and buying options are speculative activities and entail
greater than ordinary investment risks. Options enable an ELN to purchase
exposure that is significantly greater than the premium paid. Consequently, the
value of such options can be volatile, and a small investment in options can
have a large impact on the performance of an ELN as well as the Fund. The Fund’s
use of options can lead to losses because of adverse movements in the price or
value of the reference asset, which may be magnified by certain features of the
options. When selling a put option, the Fund will receive a premium; however,
this premium may not be enough to offset a loss incurred by the Fund if the
price of the underlying asset is below the strike price by an amount equal to or
greater than the premium. In addition, to the extent a written option that is
part of an option spread strategy is exercised, the corresponding option
purchased by the ELN to mitigate losses as part of an option spread strategy is
not expected to offset all losses from the written option. Purchasing of put or
call options involves the payment of premiums, which may adversely affect the
Fund’s performance. Purchased put or call options may expire worthless resulting
in the Fund’s loss of the premium it paid for the option.
The
value of an option may be adversely affected if the market for the option
becomes less liquid or smaller, and will be affected by changes in the value or
yield of the option’s reference asset, an increase in interest rates, a change
in the actual or perceived volatility of the stock market or the reference asset
and the remaining time to expiration. Additionally, the value of an option does
not increase or decrease at the same rate as the reference asset. The Fund’s use
of options may reduce the Fund’s profit from its other holdings and may result
in a significantly greater decline in the value of the Fund than if it had
invested directly in the reference asset instead of using options. If the price
of the reference asset of a purchased put option remains above its strike price
or
the price of the reference asset of a purchased call option remains below its
strike price, the option may become worthless, and, consequently the value of
the Fund may decline significantly more than if the Fund invested solely in the
reference asset instead of using options or did not invest in the options at
all.
•Other
Investment Companies Risk. The
Fund may invest in shares of other investment companies, such as ETFs. The risks
of investment in these securities typically reflect the risks of the types of
instruments in which the investment company invests. When the Fund invests in
investment company securities, shareholders of the Fund bear indirectly their
proportionate share of their fees and expenses, as well as their share of the
Fund’s fees and expenses. As a result, an investment by the Fund in an
investment company could cause the Fund’s operating expenses (taking into
account indirect expenses such as the fees and expenses of the investment
company) to be higher and, in turn, performance to be lower than if it were to
invest directly in the instruments underlying the investment company.
Additionally, there may not be an active trading market available for shares of
some ETFs. Shares of an ETF may also trade in the market at a premium or
discount to its NAV.
•Portfolio
Turnover Risk. The
Fund may trade all or a significant portion of the securities in its portfolio
in connection with each rebalance and reconstitution of its Index. A high
portfolio turnover rate increases transaction costs, which may increase the
Fund’s expenses. Frequent trading may also cause adverse tax consequences for
investors in the Fund due to an increase in short-term capital gains.
•REIT
Investment Risk.
Investments in REITs involve unique risks. REITs may have limited financial
resources, may trade less frequently and in limited volume, and may be more
volatile than other securities. In addition, to the extent the Fund holds
interests in REITs, it is expected that investors in the Fund will bear two
layers of asset-based management fees and expenses (directly at a Fund level and
indirectly at the REIT level). The risks of investing in REITs include certain
risks associated with the direct ownership of real estate and the real estate
industry in general. These include risks related to general, regional and local
economic conditions; fluctuations in interest rates and property tax rates;
shifts in zoning laws, environmental regulations and other governmental action
such as the exercise of eminent domain; cash flow dependency; increased
operating expenses; lack of availability of mortgage funds; losses due to
natural disasters; overbuilding; losses due to casualty or condemnation; changes
in property values and rental rates; and other factors.
In
addition to these risks, residential/diversified REITs and commercial equity
REITs may be affected by changes in the value of the underlying property owned
by the trusts, while mortgage REITs may be affected by the quality of any credit
extended. Further, REITs are dependent upon management skills and generally may
not be diversified. REITs are also subject to heavy cash flow dependency,
defaults by borrowers and self-liquidation. In addition, U.S. REITs could
possibly fail to qualify for the beneficial tax treatment available to REITs
under the Code, or to maintain their exemptions from registration under the 1940
Act. A REIT that fails to comply with such tax requirements may be subject
to U.S. federal income taxation, which may affect the value of the REIT and the
characterization of the REIT’s distributions. A REIT that successfully maintains
its qualification may still become subject to U.S. federal, state and local
taxes, including excise, penalty, franchise, payroll, mortgage recording, and
transfer taxes, both directly and indirectly through its subsidiaries.
•Sector
Risk.
The
Fund’s investing approach may result in an emphasis on certain sectors or
sub-sectors of the market at any given time. To the extent the Fund invests more
heavily in one sector or sub-sector of the market, it thereby presents a more
concentrated risk and its performance will be especially sensitive to
developments that significantly affect those sectors or sub-sectors. In
addition, the value of Shares may change at different rates compared to the
value of shares of a fund with investments in a more diversified mix of sectors
and industries. An individual sector or sub-sector of the market may have
above-average performance during particular periods, but it may also move up and
down more than the broader market. The several industries that constitute a
sector may all react in the same way to economic, political or regulatory
events. The Fund’s performance could also be affected if the sectors or
sub-sectors do not perform as expected. Alternatively, the lack of exposure to
one or more sectors or sub-sectors may adversely affect performance.
◦Consumer
Sectors Risk. The
success of consumer product manufacturers and retailers is tied closely to the
performance of domestic and international economies, interest rates, exchange
rates, competition, consumer confidence, tariffs and trade barriers, changes in
demographics, and consumer preferences. Companies in consumer-oriented sectors
depend heavily on disposable household income and consumer spending, and may be
strongly affected by social trends and marketing campaigns. These companies may
be subject to severe competition, which may have an adverse impact on their
profitability.
◦Financial
Sector Risk.
Companies in the financial sector of an economy, including banks, insurance
companies, and financial service firms, are often subject to extensive
governmental regulation and intervention, which may adversely affect the scope
of their activities, the prices they can charge and the amount of capital they
must maintain. Governmental regulation may change frequently and may have
significant adverse consequences for companies in the financial sector,
including effects not intended by such regulation. The impact of recent or
future regulation in various countries on any individual financial company or on
the sector as a whole cannot be predicted.
Certain
risks may impact the value of investments in the financial sector more severely
than those of investments outside this sector, including the risks associated
with companies that operate with substantial financial leverage. Companies in
the
financial
sector may also be adversely affected by increases in interest rates and loan
losses, decreases in the availability of money or asset valuations, credit
rating downgrades and adverse conditions in other related markets.
Banks,
in particular, are subject to volatile interest rates, severe price competition,
and extensive government oversight and regulation, which may limit certain
economic activities available to banks, impact their fees and overall
profitability, and establish capital maintenance requirements. In addition,
banks may have concentrated portfolios of loans or investments that make them
vulnerable to economic conditions that affect that industry. Insurance companies
are subject to similar risks as banks, including adverse economic conditions,
changes in interest rates, increased competition and government regulation, but
insurance companies are more at risk from changes in tax law and government
imposed premium rate caps. Different segments of the insurance industry can be
significantly affected by mortality and morbidity rates, environmental clean-up
costs and catastrophic events such as earthquakes, floods, hurricanes and
terrorist acts.
The
financial sector is also a target for cyber attacks and may experience
technology malfunctions and disruptions. In recent years, cyber attacks and
technology failures have become increasingly frequent and have caused
significant losses.
◦Industrial
Sector Risk. The
industrial sector can be significantly affected by, among other things,
worldwide economic growth, supply and demand for specific products and services,
rapid technological developments, international political and economic
developments, environmental issues, tariffs and trade barriers, and tax and
governmental regulatory policies. As the demand for, or prices of, industrials
increase, the value of the Fund’s investments generally would be expected to
also increase. Conversely, declines in the demand for, or prices of, industrials
generally would be expected to contribute to declines in the value of such
securities. Such declines may occur quickly and without warning and may
negatively impact the value of the Fund and your investment.
◦Information
Technology Sector Risk.
Market
or economic factors impacting information technology companies and companies
that rely heavily on technological advances could have a significant effect on
the value of the Fund’s investments. The value of stocks of information
technology companies and companies that rely heavily on technology is
particularly vulnerable to rapid changes in technology product cycles, rapid
product obsolescence, government regulation and competition, both domestically
and internationally, including competition from foreign competitors with lower
production costs. Stocks of information technology companies and companies that
rely heavily on technology, especially those of smaller, less-seasoned
companies, tend to be more volatile than the overall market. Information
technology companies are heavily dependent on patent and intellectual property
rights, the loss or impairment of which may adversely affect profitability.
Additionally, companies in the technology sector may face dramatic and often
unpredictable changes in growth rates and competition for the services of
qualified personnel.
•Tail
Hedge Risk.
When the Fund’s tail hedge is in effect, the Fund may purchase put options
designed to mitigate the Fund’s exposure to significant declines in the broader
U.S. equity market. However, there is a risk that the Fund will experience a
loss as a result of engaging in such options transactions. Moreover, there can
be no assurance that the tail hedge will be successful in protecting against all
or any declines in the value of the Fund’s portfolio because the amount of
protection provided by the put options purchased by the Fund and the price of
such protection will be dictated by prevailing market sentiment at the time the
tail hedge is triggered. Additionally, the tail hedge will not protect against
declines in the value of the Fund’s portfolio where such declines are based on
factors other than general stock market fluctuations.
•Tax
Risk.
The use of derivatives strategies, such as writing (selling) and purchasing
options and entering into forward contracts, involves complex rules that will
determine for income tax purposes the amount, character and timing of
recognition of the gains and losses the Fund realizes in connection
therewith.
The
Fund expects to generate premiums from its sale of options. The Fund expects to
generate premiums from its sale of options. These premiums typically will result
in short-term capital gains for federal income tax purposes. In addition, equity
securities that are hedged with put options may not be eligible for long-term
capital gains tax treatment. Certain derivatives strategies employed by the Fund
may also be subject to the federal tax rules applicable to straddles under the
Code. If positions held by the Fund were treated as “straddles” for federal
income tax purposes, or the Fund’s risk of loss with respect to a position was
otherwise diminished as set forth in Treasury regulations, dividends on stocks
that are a part of such positions would not constitute qualified dividend income
subject to such favorable income tax treatment in the hands of non-corporate
shareholders or eligible for the dividends received deduction for corporate
shareholders. In addition, generally, straddles are subject to certain rules
that may affect the amount, character and timing of the Fund’s recognition of
gains and losses with respect to straddle positions.
The
Fund is not designed for investors seeking a tax efficient
investment.
For
more information, please see the section entitled “Federal Income Taxes” in the
SAI.
•Value
Style Investing Risk.
Certain equity securities (generally referred to as value securities) are
purchased primarily because they are selling at prices below what the Adviser
believes to be their fundamental value and not necessarily because the issuing
companies are expected to experience significant earnings growth. The Fund bears
the risk that the companies that issued these securities may not overcome the
adverse business developments or other factors causing their securities to be
perceived by the Adviser to be underpriced or that the market may never come to
recognize their fundamental value. A value stock may not increase in price, as
anticipated by the Adviser investing in such securities, if other investors fail
to recognize the company’s
value
and bid up the price or invest in markets favoring faster growing companies. The
Fund’s strategy of investing in value stocks also carries the risk that in
certain markets value stocks will under-perform growth stocks.
Information
about the Funds’ daily portfolio holdings is available at www.aptusetfs.com and
www.opusetfs.com. A description of the Funds’ policies and procedures with
respect to the disclosure of the Funds’ portfolio holdings is available in the
Funds’ Statement of Additional Information (“SAI”).
Aptus
serves as the Funds’ investment adviser and has overall responsibility for the
general management and administration of the Funds. Aptus is a registered
investment adviser with offices located at 265 Young Street Fairhope, Alabama
36532. Aptus provides investment advisory services to separately managed
accounts, as well as the Funds. Aptus also arranges for transfer agency,
custody, fund administration, and all other related services necessary for the
Funds to operate.
For
the services it provides to the Funds, each Fund pays the Adviser a unified
management fee, which is calculated daily and paid monthly, at an annual rate
based on the applicable Fund’s average daily net assets as set forth in the
table below.
|
|
|
|
| |
Name
of Fund |
Management
Fee |
Aptus
Drawdown Managed Equity ETF (ADME) |
0.79% |
Aptus
Collared Investment Opportunity ETF (ACIO) |
0.79% |
Aptus
Defined Risk ETF (DRSK) |
0.69% |
Opus
Small Cap Value ETF (OSCV) |
0.79% |
Aptus
International Enhanced Yield ETF (IDUB)1 |
0.39% |
Aptus
Enhanced Yield ETF (JUCY) |
0.59% |
1Prior
to May 1, 2023, the Adviser received management fees equal to 0.59% of the
Fund’s average daily net assets.
Under
the investment advisory agreement, the Adviser has agreed to pay all expenses
incurred by the Funds except for interest
charges
on any borrowings, taxes, brokerage commissions and other expenses incurred in
placing orders for the purchase and sale of securities and other investment
instruments, acquired fund fees and expenses, accrued deferred tax liability,
extraordinary expenses, distribution fees and expenses paid by the Funds under
any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act, and the
unified management fee payable to the Adviser.
The
basis for the Board of Trustees’ (the “Board”) approval of ADME, ACIO, DRSK,
OSCV, and IDUB’s Investment Advisory Agreement is available in the Funds’
Annual
Report
to Shareholders dated April 30, 2023.
The
basis for the Board’s approval of JUCY’s Investment Advisory Agreement is
available in the Fund’s Semi-Annual
Report
to Shareholders dated October 31, 2022.
Each
of ADME and ACIO is jointly and primarily managed by Messrs. Gardner, Tyner, and
Wagner. DRSK is jointly and primarily managed by Messrs. Callahan, Gardner, and
Tyner. OSCV is jointly and primarily managed by Messrs. Gardner, Rapking, and
Wagner. IDUB is jointly and primarily managed by Messrs. Gardner, Tyner, Wagner,
Rapking, and Callahan. JUCY is jointly and primarily managed by Messrs.
Callahan, Gardner, and Rapking.
Mark
Callahan is a Portfolio Manager and the Head of Trading at Aptus and has been
with Aptus since 2019. In his role as Portfolio Manager, Mr. Callahan has been
focused on derivative management, timing, hedging, and trading. Prior to joining
Aptus, Mr. Callahan enjoyed a nearly 12-year career on the Sell-Side as an
Institutional Equity and Derivatives Trader, as well as a Transition Manager.
Mr. Callahan holds a BBA in Finance from the University of Oklahoma, and a MSc.
of Real Estate from the University of Texas at Arlington.
JD
Gardner, CFA, CMT, is the Managing Member and Chief Investment Officer at Aptus
and has been with Aptus since founding the firm in 2013. Prior to Aptus, Mr.
Gardner was a research analyst at Cornerstone Investment Management and an
Associated Person for a commodity trading advisor. Mr. Gardner previously held
roles in wealth and asset management for UBS and Morgan Stanley.
Brad
Rapking, CFA, is a Portfolio Manager and Analyst at Aptus and joined the firm in
2020. In his role as Portfolio Manager, Mr. Rapking is focused on portfolio
construction, fundamental research, idea generation and buy/sell decisions. Mr.
Rapking graduated from Xavier University in 2015 with a BSBA in Finance. Mr.
Rapking is a CFA Charterholder and a member of the CFA Institute and CFA Society
of Alabama. Prior to joining Aptus, Mr. Rapking was an Equity Analyst for the
Driehaus Capital Value
Equities
team responsible for fundamental research and idea generation in the Small Cap
Value, Micro Cap Value, and International Small Cap Value strategies. Mr.
Rapking has more than five years of experience in institutional equity research,
trading and operations.
John
Luke Tyner, CFA, is a Portfolio Manager and Analyst at Aptus and he has been
with Aptus since 2019. In his role as Portfolio Manager, Mr. Tyner has been
focused on custom research, and he was heavily involved in the Fund’s strategy.
In addition, he also builds and maintains asset allocation models for individual
investors in separately managed accounts. Mr. Tyner is CFA Charterholder. Prior
to joining Aptus, Mr. Tyner worked in Industrial Sales at Duncan-Williams, Inc.
since 2015. He earned a B.A. in Accounting from the University of Memphis and
was a member of the golf team.
David
Wagner III, CFA, is a Portfolio Manager and Analyst at Aptus and joined the firm
in 2020. In his role as Portfolio Manager, he is responsible for portfolio
construction, risk management, and buy/sell decisions. Additionally, he is
responsible for implementation of the investment philosophy and idea generation,
as well as the evaluation of macro-level trends and the market environment.
Mr. Wagner began his career at Opus Capital Management in 2013 as an equity
research analyst. He was most recently employed by Driehaus Capital Management
as an Assistant Portfolio Manager where he was responsible for conducting
research and analysis for various small and microcap strategies. Mr. Wagner is a
CFA Charterholder and a member of the CFA Society of Cincinnati. He earned his
BS in Accounting and BBA in Finance from the University of Kentucky. He also
earned his MBA specialized in Finance from Xavier University in Cincinnati,
Ohio.
The
Funds’ SAI provides additional information about the Portfolio Managers’
compensation structure, other accounts managed by the Portfolio Managers, and
the Portfolio Managers’ ownership of Shares.
Each
Fund issues and redeems Shares at NAV only in Creation Units. Only APs may
acquire Shares directly from a Fund, and only APs may tender their Shares for
redemption directly to a Fund, at NAV. APs must be a member or participant of a
clearing agency registered with the SEC and must execute a Participant Agreement
that has been agreed to by the Distributor (defined below), and that has been
accepted by a Fund’s transfer agent, with respect to purchases and redemptions
of Creation Units. Once created, Shares trade in the secondary market in
quantities less than a Creation Unit.
Most
investors buy and sell Shares in secondary market transactions through brokers.
Shares are listed for trading on the secondary market on the Exchange and can be
bought and sold throughout the trading day like other publicly traded
securities.
When
buying or selling Shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the spread between the
bid and the offer price in the secondary market on each leg of a round trip
(purchase and sale) transaction. In addition, because secondary market
transactions occur at market prices, you may pay more than NAV when you buy
Shares and receive less than NAV when you sell those Shares.
Shares
are held in book-entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”) or its nominee is the record owner of all
outstanding Shares.
Investors
owning Shares are beneficial owners as shown on the records of DTC or its
participants. DTC serves as the securities depository for all Shares. DTC’s
participants include securities brokers and dealers, banks, trust companies,
clearing corporations and other institutions that directly or indirectly
maintain a custodial relationship with DTC. As a beneficial owner of Shares, you
are not entitled to receive physical delivery of stock certificates or to have
Shares registered in your name, and you are not considered a registered owner of
Shares. Therefore, to exercise any right as an owner of Shares, you must rely
upon the procedures of DTC and its participants. These procedures are the same
as those that apply to any other securities that you hold in book entry or
“street name” through your brokerage account.
The
Funds impose no restrictions on the frequency of purchases and redemptions of
Shares. In determining not to approve a written, established policy, the Board
evaluated the risks of market timing activities by Fund shareholders. Purchases
and redemptions by APs, who are the only parties that may purchase or redeem
Shares directly with a Fund, are an essential part of the ETF process and help
keep Share trading prices in line with NAV. As such, the Funds accommodate
frequent purchases and redemptions by APs. However, the Board has also
determined that frequent purchases and redemptions for cash may increase
tracking error and portfolio transaction costs and may lead to the realization
of capital gains. To minimize these potential consequences of frequent purchases
and redemptions, the Funds employ fair value pricing and may impose transaction
fees on purchases and redemptions of Creation Units to cover the custodial and
other costs incurred by a Fund in effecting trades. In addition, the Funds and
the Adviser reserve the right to reject any purchase order at any time.
Each
Fund’s NAV is calculated as of the scheduled close of regular trading on the New
York Stock Exchange (“NYSE”), generally 4:00 p.m. Eastern time, each day
the NYSE is open for business. The NAV for each Fund is calculated by dividing
the Fund’s net assets by its Shares outstanding.
In
calculating its NAV, each Fund generally values its assets on the basis of
market quotations, last sale prices, or estimates of value furnished by a
pricing service or brokers who make markets in such instruments. In particular,
each Fund generally values equity securities traded on any recognized U.S. or
non-U.S. exchange at the last sale price or official closing price on the
exchange or system on which they are principally traded. If such information is
not available for a security held by a Fund or is determined to be unreliable,
the security will be valued at fair value estimates under guidelines established
by the Board (as described below).
The
Adviser has been designated by the Board as the valuation designee for the Fund
pursuant to Rule 2a-5 under the 1940 Act. In its capacity as valuation designee,
the Adviser has adopted procedures and methodologies to fair value Fund
securities whose market prices are not “readily available” or are deemed to be
unreliable. For example, such circumstances may arise when: (i) a security has
been de-listed or has had its trading halted or suspended; (ii) a security’s
primary pricing source is unable or unwilling to provide a price; (iii) a
security’s primary trading market is closed during regular market hours; or (iv)
a security’s value is materially affected by events occurring after the close of
the security’s primary trading market. The Board has appointed the Adviser as
the Fund’s valuation designee to perform all fair valuations of the Fund’s
portfolio investments, subject to the Board’s oversight. Accordingly, the
Adviser has established procedures for its fair valuation of the Fund’s
portfolio investments. Generally, when fair valuing a security held by the Fund,
the Adviser will take into account all reasonably available information that may
be relevant to a particular valuation including, but not limited to, fundamental
analytical data regarding the issuer, information relating to the issuer’s
business, recent trades or offers of the security, general and/or specific
market conditions and the specific facts giving rise to the need to fair value
the security. Fair value determinations are made in good faith and in accordance
with the fair value methodologies established by the Adviser. Due to the
subjective and variable nature of determining the fair value of a security or
other investment, there can be no assurance that the Adviser’s fair value will
match or closely correlate to any market quotation that subsequently becomes
available or the price quoted or published by other sources. In addition, the
Fund may not be able to obtain the fair value assigned to the security upon the
sale of such security.
Section 12(d)(1)
of the 1940 Act restricts investments by registered investment companies in the
securities of other investment companies, including Shares. Registered
investment companies are permitted to invest in the Fund beyond the limits set
forth in section 12(d)(1) subject to certain terms and conditions set forth in
Rule 12d1-4 under the 1940 Act, including that such investment companies enter
into an agreement with the Fund. The relief from Section 12(d)(1), however, may
not be available for investments in a Fund if the Fund invests significantly in
other ETFs.
Householding
is an option available to certain investors of the Funds. Householding is a
method of delivery, based on the preference of the individual investor, in which
a single copy of certain shareholder documents can be delivered to investors who
share the same address, even if their accounts are registered under different
names. Householding for the Funds is available through certain broker-dealers.
If you are interested in enrolling in householding and receiving a single copy
of prospectuses and other shareholder documents, please contact your
broker-dealer. If you are currently enrolled in householding and wish to change
your householding status, please contact your broker-dealer.
Dividends
and Distributions
Each
Fund intends to pay out dividends, if any, and distribute any net realized
capital gains to its shareholders at least annually. Each Fund will declare and
pay capital gain distributions in cash, if any. Distributions in cash may be
reinvested automatically in additional whole Shares only if the broker through
whom you purchased Shares makes such option available. Your broker is
responsible for distributing the income and capital gain distributions to
you.
Taxes
The
following discussion is a summary of some important U.S. federal income tax
considerations generally applicable to investments in the Funds. Your investment
in a Fund may have other tax implications. Please consult your tax advisor about
the tax consequences of an investment in Shares, including the possible
application of foreign, state, and local tax laws. This summary does not apply
to Shares held in an IRA or other tax-qualified plans, which are generally not
subject to current tax. Transactions relating to Shares held in such accounts
may, however, be taxable at some time in the future. This summary is based on
current tax laws, which may change.
Each
Fund has elected or intends to elect and intends to qualify each year for
treatment as a RIC. If a Fund meets certain minimum distribution requirements, a
RIC is not subject to tax at the fund level on income and gains from investments
that are timely distributed to shareholders. However, a Fund’s failure to
qualify as a RIC or to meet minimum distribution requirements would result (if
certain relief provisions were not available) in fund-level taxation and,
consequently, a reduction in income available for distribution to shareholders.
Unless
your investment in Shares is made through a tax-exempt entity or tax-advantaged
account, such as an IRA, you need to be aware of the possible tax consequences
when a Fund makes distributions, when you sell your Shares listed on the
Exchange, and when you purchase or redeem Creation Units (APs only).
Taxes
on Distributions
Each
Fund intends to distribute, at least annually, substantially all of its net
investment income and net capital gains. For federal income tax purposes,
distributions of investment income are generally taxable as ordinary income or
qualified dividend income. Taxes on distributions of capital gains (if any) are
determined by how long a Fund owned the investments that generated them, rather
than how long a shareholder has owned his or her Shares. Sales of assets held by
a Fund for more than one year generally result in long-term capital gains and
losses, and sales of assets held by a Fund for one year or less generally result
in short-term capital gains and losses. Distributions of a Fund’s net capital
gain (the excess of net long-term capital gains over net short-term capital
losses) that are reported by such Fund as capital gain dividends (“Capital Gain
Dividends”) will be taxable as long-term capital gains, which for non-corporate
shareholders are subject to tax at reduced rates of up to 20% (lower rates apply
to individuals in lower tax brackets), provided that certain capital gain
dividends attributable to dividends the Fund receives from REITs (i.e.,
“unrecaptured section 1250 gain”) may be taxable to non-corporate shareholders
at a rate of 25%. Distributions of short-term capital gain will generally be
taxable as ordinary income. Dividends and distributions are generally taxable to
you whether you receive them in cash or reinvest them in additional Shares.
Distributions
reported by a Fund as “qualified dividend income” are generally taxed to
non-corporate shareholders at rates applicable to long-term capital gains,
provided holding period and other requirements are met. “Qualified dividend
income” generally is income derived from dividends paid by U.S. corporations or
certain foreign corporations that are either incorporated in a U.S. possession
or eligible for tax benefits under certain U.S. income tax treaties. In
addition, dividends that a Fund received in respect of stock of certain foreign
corporations may be qualified dividend income if that stock is readily tradable
on an established U.S. securities market. Dividends received by a Fund from an
underlying fund taxable as a RIC or from a REIT may be treated as qualified
dividend income generally only to the extent so reported by such underlying fund
or REIT. Certain of the Funds’ investment strategies may significantly reduce or
eliminate a Fund’s ability to make distributions eligible to be treated as
qualified dividend income or for the dividends-received deduction.
Dividends
received by the Fund from an ETF or underlying fund taxable as a RIC may be
treated as qualified dividend income generally only to the extent so reported by
such ETF or underlying fund.
Shortly
after the close of each calendar year, you will be informed of the amount and
character of any distributions received from a Fund.
U.S.
individuals with income exceeding specified thresholds are subject to a 3.8% tax
on all or a portion of their “net investment income,” which includes interest,
dividends, and certain capital gains (generally including capital gains
distributions and capital gains realized on the sale of Shares). This 3.8% tax
also applies to all or a portion of the undistributed net investment income of
certain shareholders that are estates and trusts.
In
general, your distributions are subject to federal income tax for the year in
which they are paid. Certain distributions paid in January, however, may be
treated as paid on December 31 of the prior year. Distributions are generally
taxable even if they are paid from income or gains earned by a Fund before your
investment (and thus were included in the Shares’ NAV when you purchased your
Shares).
You
may wish to avoid investing in a Fund shortly before a dividend or other
distribution, because such a distribution will generally be taxable even though
it may economically represent a return of a portion of your investment.
If
a Fund’s distributions exceed its earnings and profits, all or a portion of the
distributions made for a taxable year may be recharacterized as a return of
capital to shareholders. A return of capital distribution will generally not be
taxable, but will reduce each shareholder’s cost basis in Shares and result in a
higher capital gain or lower capital loss when the Shares are sold. After a
shareholder’s basis in Shares has been reduced to zero, distributions in excess
of earnings and profits in respect of those Shares will be treated as gain from
the sale of the Shares.
If
you are neither a resident nor a citizen of the United States or if you are a
foreign entity, distributions (other than Capital Gain Dividends) paid to you by
a Fund will generally be subject to a U.S. withholding tax at the rate of 30%,
unless a lower treaty rate applies. Gains from the sale or other disposition of
Shares by non-U.S. shareholders generally are not subject to U.S. taxation,
unless you are a nonresident alien individual who is physically present in the
U.S. for 183 days or more per year. A Fund may, under certain circumstances,
report all or a portion of a dividend as an “interest-related dividend” or a
“short-term capital gain dividend,” which
would
generally be exempt from this 30% U.S. withholding tax, provided certain other
requirements are met. Different tax consequences may result if you are a foreign
shareholder engaged in a trade or business within the United States or if a tax
treaty applies.
Each
Fund (or a financial intermediary, such as a broker, through which a shareholder
owns Shares) generally is required to withhold and remit to the U.S. Treasury a
percentage (currently 24%) of the taxable distributions and sale proceeds paid
to any shareholder who fails to properly furnish a correct taxpayer
identification number, who has underreported dividend or interest income, or who
fails to certify that the shareholder is not subject to such
withholding.
Taxes
When Shares are Sold on the Exchange
Provided
that a shareholder holds Shares as capital assets, any capital gain or loss
realized upon a sale of Shares generally is treated as a long-term capital gain
or loss if Shares have been held for more than one year and as a short-term
capital gain or loss if Shares have been 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 of Capital Gain Dividends paid with respect
to such Shares. Any loss realized on a sale will be disallowed to the extent
Shares of a Fund are acquired, including through reinvestment of dividends,
within a 61-day period beginning 30 days before and ending 30 days after the
disposition of Shares. The ability to deduct capital losses may be limited.
The
cost basis of Shares of a Fund acquired by purchase will generally be based on
the amount paid for the Shares and then may be subsequently adjusted for other
applicable transactions as required by the Code. The difference between the
selling price and the cost basis of Shares generally determines the amount of
the capital gain or loss realized on the sale or exchange of Shares. Contact the
broker through whom you purchased your Shares to obtain information with respect
to the available cost basis reporting methods and elections for your account.
Taxes
on Purchases and Redemptions of Creation Units
An
AP having the U.S. dollar as its functional currency for U.S. federal income tax
purposes who exchanges securities for Creation Units generally recognizes a gain
or a loss. The gain or loss will be equal to the difference between the value of
the Creation Units at the time of the exchange and the exchanging AP’s aggregate
basis in the securities delivered, plus the amount of any cash paid for the
Creation Units. An AP who exchanges Creation Units for securities will generally
recognize a gain or loss equal to the difference between the exchanging AP’s
basis in the Creation Units and the aggregate U.S. dollar market value of the
securities received, plus any cash received for such Creation Units. The
Internal Revenue Service may assert, however, that a loss that is realized upon
an exchange of securities for Creation Units may not be currently deducted under
the rules governing “wash sales” (for an AP who does not mark-to-market its
holdings), or on the basis that there has been no significant change in economic
position. APs exchanging securities should consult their own tax advisor with
respect to whether the wash sales rule applies and when a loss might be
deductible.
Each
Fund may include a payment of cash in addition to, or in place of, the delivery
of a basket of securities upon the redemption of Creation Units. Such Fund may
sell portfolio securities to obtain the cash needed to distribute redemption
proceeds. This may cause such Fund to recognize investment income and/or capital
gains or losses that it might not have recognized if it had completely satisfied
the redemption in-kind. As a result, such Fund may be less tax efficient if it
includes such a cash payment in the proceeds paid upon the redemption of
Creation Units.
Taxation
of Complex Investments
Certain
of a Fund’s investments may be subject to complex provisions of the Code that,
among other things, may affect the Fund’s ability to qualify as a RIC, affect
the character of gains and losses realized by the Fund (e.g.,
may affect whether gains or losses are ordinary or capital), accelerate
recognition of income to the Fund and defer losses. These rules could therefore
affect the character, amount and timing of distributions to shareholders. These
provisions also may require a Fund to mark to market certain types of positions
in its portfolio (i.e.,
treat them as if they were closed out) which may cause the Fund to recognize
income without the Fund receiving cash with which to make distributions in
amounts sufficient to enable the Fund to satisfy the RIC distribution
requirements for avoiding income and excise taxes. Each Fund intends to monitor
its transactions, intends to make appropriate tax elections, and intends to make
appropriate entries in its books and records to mitigate the effect of these
rules and preserve the Fund’s qualification for treatment as a RIC. To the
extent a Fund invests in an ETF or underlying fund that is taxable as a RIC, the
rules applicable to the tax treatment of complex securities will also apply to
such ETF or underlying fund that also invests in such complex securities and
investments.
A
Fund may invest in U.S. REITs. “Qualified REIT dividends” (i.e.,
ordinary REIT dividends other than capital gain dividends and portions of REIT
dividends designated as qualified dividend income eligible for capital gain tax
rates) are eligible for a 20% deduction by non-corporate taxpayers. This
deduction, if allowed in full, equates to a maximum effective tax rate of 29.6%
(37% top rate applied to income after 20% deduction). Distributions by a Fund to
its shareholders that are attributable to qualified REIT dividends received by
the Fund and which the Fund properly reports as “section 199A dividends,” are
treated as “qualified REIT dividends” in the hands of non-corporate
shareholders. A section 199A dividend is treated as a qualified REIT dividend
only if the shareholder receiving such dividend holds the dividend-paying RIC
shares for at least 46 days of the 91-day period beginning 45 days before the
shares become
ex-dividend,
and is not under an obligation to make related payments with respect to a
position in substantially similar or related property. A Fund is permitted to
report such part of its dividends as section 199A dividends as are eligible, but
is not required to do so.
REITs
in which a Fund invests often do not provide complete and final tax information
to the Fund until after the time that the Fund issues a tax reporting statement.
As a result, a Fund may at times find it necessary to reclassify the amount and
character of its distributions to you after it issues your tax reporting
statement. When such reclassification is necessary, a Fund (or a financial
intermediary, such as a broker, through which a shareholder owns Shares) will
send you a corrected, final Form 1099-DIV to reflect the reclassified
information. If you receive a corrected Form 1099-DIV, use the information on
this corrected form, and not the information on the previously issued tax
reporting statement, in completing your tax returns.
Investments
in REIT equity securities may require the Funds to accrue and distribute income
not yet received. To generate sufficient cash to make the requisite
distributions, the Funds may be required to sell securities in its portfolio
(including when it is not advantageous to do so) that it otherwise would have
continued to hold. The Funds’ investments in REIT equity securities may at other
times result in the Fund’s receipt of cash in excess of the REIT’s earnings; if
the Funds distributes these amounts, these distributions could constitute a
return of capital to the Funds’ shareholders for federal income tax purposes.
Dividends paid by a REIT, other than capital gain distributions, will generally
be taxable as ordinary income up to the amount of the REIT’s current and
accumulated earnings and profits. Capital gain dividends paid by a REIT to the
Funds will be treated as long-term capital gains by the Funds and, in turn, may
be distributed by the Funds to shareholders as a capital gain distribution.
Dividends received by the Funds from a REIT generally will not constitute
qualified dividend income or qualify for the dividends received deduction. If a
REIT is operated in a manner such that it fails to qualify as a REIT, an
investment in the REIT would become subject to double taxation, meaning the
taxable income of the REIT would be subject to federal income tax at the regular
corporate rate without any deduction for dividends paid to shareholders and the
dividends would be taxable to shareholders as ordinary income (or possibly as
qualified dividend income) to the extent of the REIT’s current and accumulated
earnings and profits.
If
positions held by a Fund were treated as “straddles” for federal income tax
purposes, or the Fund’s risk of loss with respect to a position was otherwise
diminished as set forth in Treasury Regulations, dividends on stocks that are a
part of such positions would not constitute qualified dividend income subject to
such favorable income tax treatment. In addition, generally, straddles are
subject to certain rules that may affect the amount, character and timing of a
Fund’s gains and losses with respect to straddle positions by requiring, among
other things, that: (1) any loss realized on disposition of one position of a
straddle may not be recognized to the extent that the Fund has unrealized gains
with respect to the other position in such straddle; (2) the Fund’s holding
period in straddle positions be suspended while the straddle exists (possibly
resulting in a gain being treated as short-term capital gain rather than
long-term capital gain); (3) the losses recognized with respect to certain
straddle positions that are part of a mixed straddle and that are not subject to
Section 1256 of the Code be treated as 60% long-term and 40% short-term capital
loss; (4) losses recognized with respect to certain straddle positions that
would otherwise constitute short-term capital losses be treated as long-term
capital losses; and (5) the deduction of interest and carrying charges
attributable to certain straddle positions may be deferred.
Foreign
Taxes
Dividends
and interest received by a Fund from sources within foreign countries may be
subject to withholding and other taxes imposed by such countries. Tax treaties
between certain countries and the U.S. may reduce or eliminate such taxes.
Foreign tax credits, if any, received by a Fund as a result of an investment in
another RIC (including an ETF which is taxable as a RIC) will not be passed
through to you unless the Fund qualifies as a “qualified fund-of-funds” under
the Code. If a Fund is a “qualified fund-of-funds” it will be eligible to file
an election with the Internal Revenue Service that will enable the Fund to pass
along these foreign tax credits to its shareholders. A Fund will be treated as a
“qualified fund-of-funds” under the Code if at least 50% of the value of the
Fund’s total assets (at the close of each quarter of the Fund’s taxable year) is
represented by interests in other RICs. Each Fund does not expect to satisfy the
requirements for passing through to its shareholders any share of foreign taxes
paid by the Fund, with the result that shareholders will not include such taxes
in their gross incomes and will not be entitled to a tax deduction or credit for
such taxes on their own tax returns.
Net
Investment Income Tax
U.S.
individuals with income exceeding specified thresholds are subject to a 3.8% tax
on all or a portion of their “net investment income,” which includes interest,
dividends, and certain capital gains (generally including capital gains
distributions and capital gains realized on the sale of Shares). This 3.8% tax
also applies to all or a portion of the undistributed net investment income of
certain shareholders that are estates and trusts.
The
foregoing discussion summarizes some of the possible consequences under current
federal tax law of an investment in each Fund. It is not a substitute for
personal tax advice. You also may be subject to state and local tax on Fund
distributions and sales of Shares. Consult your personal tax advisor about the
potential tax consequences of an investment in Shares
under
all applicable tax laws. For more information, please see the section entitled
“Federal Income Taxes” in the SAI.
The
Distributor, Quasar Distributors, LLC, a wholly-owned subsidiary of Foreside
Financial Group, LLC (d/b/a ACA Group), is a broker-dealer registered with the
SEC. The Distributor distributes Creation Units for the Funds on an agency basis
and does not
maintain
a secondary market in Shares. The Distributor has no role in determining the
policies of the Funds or the securities that are purchased or sold by the Funds.
The Distributor’s principal address is 111 East Kilbourn Avenue, Suite 2200,
Milwaukee, Wisconsin 53202.
The
Board has adopted a Distribution and Service Plan (the “Plan”) pursuant to Rule
12b-1 under the 1940 Act. In accordance with the Plan, each Fund is authorized
to pay an amount up to 0.25% of its average daily net assets each year for
certain distribution-related activities and shareholder services.
No
Rule 12b-1 fees are currently paid by the Funds, and there are no plans to
impose these fees. However, in the event Rule 12b-1 fees are charged in the
future, because the fees are paid out of Fund assets, over time these fees will
increase the cost of your investment and may cost you more than certain other
types of sales charges.
Information
regarding how often Shares traded on the Exchange at a price above (i.e.,
at a premium) or below (i.e.,
at a discount) the NAV per Share is available, free of charge, on the Funds’
websites at www.aptusetfs.com or www.opusetfs.com, as applicable.
Shares
are not sponsored, endorsed, or promoted by the Exchange. The Exchange makes no
representation or warranty, express or implied, to the owners of the shares of a
Fund. The Exchange is not responsible for, nor has it participated in the
determination of, the timing, prices, or quantities of Shares to be issued, nor
in the determination or calculation of the equation by which Shares are
redeemable. The Exchange has no obligation or liability to owners of Shares in
connection with the administration, marketing, or trading of
Shares.
Without
limiting any of the foregoing, in no event shall the Exchange have any liability
for any lost profits or indirect, punitive, special, or consequential damages
even if notified of the possibility thereof.
The
Adviser and the Funds make no representation or warranty, express or implied, to
the owners of Shares or any member of the public regarding the advisability of
investing in securities generally or in the Funds particularly.
The
financial highlights tables are intended to help you understand each Fund’s
financial performance for each Fund’s five most recent fiscal years (or the life
of the Fund, if shorter). Certain information reflects financial results for a
single Share. The total returns in the tables represent the rate that an
investor would have earned or lost on an investment in a Fund (assuming
reinvestment of all dividends and distributions). This information has been
audited by Cohen & Company, Ltd., the Funds’ 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.
Aptus
Drawdown Managed Equity ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year
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| Year
Ended April 30, |
| 2023 |
| 2022 |
| 2021 |
| 2020 |
| 2019 |
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Net
asset value, beginning of year |
$ |
38.15 |
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| $ |
38.72 |
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| $ |
30.23 |
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| $ |
29.82 |
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| $ |
32.49 |
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INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
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|
|
|
|
|
|
|
|
| |
Net
investment income (loss) (1) |
0.29 |
|
| 0.11 |
|
| 0.10 |
|
| 0.28 |
|
| 0.29 |
|
|
| |
Net
realized and unrealized gain (loss) on investments |
(3.06) |
|
| (0.58) |
|
| 8.52 |
|
| 0.39 |
|
|
(2.72) |
|
|
| |
Total
from investment operations |
(2.77) |
|
| (0.47) |
|
| 8.62 |
|
| 0.67 |
|
| (2.43) |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
|
|
|
|
|
|
|
|
| |
From
net investment income |
(0.29) |
|
| (0.10) |
|
| (0.12) |
|
| (0.26) |
|
| (0.24) |
|
|
| |
Tax
return of capital to shareholders |
— |
|
| — |
|
| (0.01) |
|
| — |
|
| — |
|
|
| |
Total
distributions to shareholders |
(0.29) |
|
| (0.10) |
|
| (0.13) |
|
| (0.26) |
|
| (0.24) |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Net
asset value, end of year |
$ |
35.09 |
|
| $ |
38.15 |
|
| $ |
38.72 |
|
| $ |
30.23 |
|
| $ |
29.82 |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Total
return |
-7.24 |
% |
| -1.23 |
% |
| 28.59 |
% |
| 2.27 |
% |
| -7.46 |
% |
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
|
|
| |
Net
assets at end of year (000’s) |
$ |
203,258 |
|
| $ |
364,019 |
|
| $ |
222,333 |
|
| $ |
131,249 |
|
| $ |
70,065 |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
|
|
|
|
|
|
|
|
| |
Expenses
to average net assets |
0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
|
| |
Net
investment income (loss) to average net assets |
0.83 |
% |
| 0.27 |
% |
| 0.29 |
% |
| 0.94 |
% |
| 0.91 |
% |
|
| |
Portfolio
turnover rate (2) |
64 |
% |
| 43 |
% |
| 48 |
% |
| 230 |
% |
| 321 |
% |
|
| |
(1)Calculated
based on average shares outstanding during the year.
(2)Excludes
the impact of in-kind transactions.
Aptus
Collared Investment Opportunity ETF
(formerly,
Aptus Collared Income Opportunity ETF)
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year/period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
| Year
Ended April 30, |
|
Period
Ended
April
30,
2020(1) |
|
| 2023 |
| 2022 |
| 2021 |
| |
Net
asset value, beginning of year/period |
$ |
30.02 |
|
| $ |
29.67 |
|
| $ |
24.04 |
|
| $ |
25.00 |
| |
|
|
|
|
|
|
|
| |
INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
|
|
|
|
|
|
| |
Net
investment income (loss) (2) |
0.26 |
|
| 0.19 |
|
| 0.27 |
|
| 0.49 |
| |
Net
realized and unrealized gain (loss) on investments |
0.47 |
|
| 0.34 |
|
| 5.61 |
|
| (1.01) |
| |
Total
from investment operations |
0.73 |
|
| 0.53 |
|
| 5.88 |
|
| (0.52) |
| |
|
|
|
|
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
|
|
|
|
| |
From
net investment income |
(0.24) |
|
| (0.18) |
|
| (0.25) |
|
| (0.44) |
| |
From
realized gains |
(0.19) |
|
| — |
|
| — |
|
| — |
| |
Total
distributions to shareholders |
(0.43) |
|
| (0.18) |
|
| (0.25) |
|
| (0.44) |
| |
|
|
|
|
|
|
|
| |
Net
asset value, end of year/period |
$ |
30.32 |
|
| $ |
30.02 |
|
| $ |
29.67 |
|
| $ |
24.04 |
| |
|
|
|
|
|
|
|
| |
Total
return |
2.53 |
% |
| 1.78 |
% |
| 24.57 |
% |
| -2.14 |
% |
(3) |
|
|
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
| |
Net
assets at end of year/period (000’s) |
$ |
586,706 |
|
| $ |
402,233 |
|
| $ |
201,742 |
|
| $ |
112,970 |
| |
|
|
|
|
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
|
|
|
|
| |
Expenses
to average net assets |
0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
(4) |
Net
investment income (loss) to average net assets |
0.88 |
% |
| 0.60 |
% |
| 0.99 |
% |
| 2.46 |
% |
(4) |
Portfolio
turnover rate (5) |
69 |
% |
| 48 |
% |
| 46 |
% |
| 170 |
% |
(3) |
(1)Commencement
of operations on July 9, 2019.
(2)Calculated
based on average shares outstanding during the year/period.
(3)Not
annualized.
(4)Annualized.
(5)Excludes
the impact of in-kind transactions.
Aptus
Defined Risk ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year/period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
| |
| Year
Ended April 30, |
|
Period
Ended
April
30, 2019(1) |
|
| 2023 |
| 2022 |
| 2021 |
| 2020 |
| |
Net
asset value, beginning of year/period |
$ |
27.01 |
|
| $ |
29.37 |
|
| $ |
29.38 |
|
| $ |
26.51 |
|
| $ |
25.00 |
| |
|
|
|
|
|
|
|
|
|
| |
INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
|
|
|
|
|
|
|
|
| |
Net
investment income (loss) (2)(3) |
0.62 |
|
| 0.23 |
|
| 0.32 |
|
| 0.55 |
|
| 0.35 |
| |
Net
realized and unrealized gain (loss) on investments |
(1.28) |
|
| (1.86) |
|
| 1.31 |
|
| 3.14 |
|
| 1.90 |
| |
Total
from investment operations |
(0.66) |
|
| (1.63) |
|
| 1.63 |
|
| 3.69 |
|
| 2.25 |
| |
|
|
|
|
|
|
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
|
|
|
|
|
|
| |
From
net investment income |
(0.61) |
|
| (0.20) |
|
| (0.33) |
|
| (0.50) |
|
| (0.27) |
| |
From
realized gains |
— |
|
| (0.53) |
|
| (1.31) |
|
| (0.32) |
|
| (0.47) |
| |
Total
distributions to shareholders |
(0.61) |
|
| (0.73) |
|
| (1.64) |
|
| (0.82) |
|
| (0.74) |
| |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, end of year/period |
$ |
25.74 |
|
| $ |
27.01 |
|
| $ |
29.37 |
|
| $ |
29.38 |
|
| $ |
26.51 |
| |
|
|
|
|
|
|
|
|
|
| |
Total
return |
-2.39 |
% |
| -5.73 |
% |
| 5.62 |
% |
| 14.12 |
% |
| 9.23 |
% |
(4) |
|
|
|
|
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
| |
Net
assets at end of year/period (000’s) |
$ |
662,900 |
|
| $ |
903,370 |
|
| $ |
656,363 |
|
| $ |
260,029 |
|
| $ |
104,695 |
| |
|
|
|
|
|
|
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
|
|
|
|
|
|
| |
Expenses
to average net assets (5) |
0.69 |
% |
| 0.70 |
% |
(7) |
0.70 |
% |
(7) |
0.69 |
% |
| 0.69 |
% |
(6) |
Net
investment income (loss) to average net assets (3) |
2.39 |
% |
| 0.79 |
% |
(7) |
1.07 |
% |
(7) |
1.97 |
% |
| 1.86 |
% |
(6) |
Portfolio
turnover rate (8) |
119 |
% |
| 69 |
% |
| 28 |
% |
| 78 |
% |
| 21 |
% |
(4) |
(1)Commencement
of operations on August 7, 2018.
(2)Calculated
based on average shares outstanding during the year/period.
(3)Recognition
of net investment income by the Fund is affected by the timing of the
declaration of dividends by the underlying investment companies in which the
Fund invests. The ratio does not include net investment income of the underlying
investment companies in which the Fund invests.
(4)Not
annualized.
(5)Does
not include expenses of the investment companies in which the Fund
invests.
(6)Annualized.
(7)Includes
broker interest expense of 0.01%.
(8)Excludes
the impact of in-kind transactions.
Opus
Small Cap Value ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year/period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
| |
| Year
Ended April 30, |
|
Period
Ended
April
30,
2019(1) |
|
| 2023 |
| 2022 |
| 2021 |
| 2020 |
| |
Net
asset value, beginning of year/period |
$ |
31.37 |
|
| $ |
33.07 |
|
| $ |
20.41 |
|
| $ |
25.00 |
|
| $ |
25.00 |
| |
|
|
|
|
|
|
|
|
|
| |
INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
|
|
|
|
|
|
|
|
| |
Net
investment income (loss) (2) |
0.46 |
|
| 0.22 |
|
| 0.21 |
|
| 0.48 |
|
| 0.38 |
| |
Net
realized and unrealized gain (loss) on investments |
(0.59) |
|
| (1.59) |
|
| 12.69 |
|
| (4.53) |
|
| (0.08) |
|
|
Total
from investment operations |
(0.13) |
|
| (1.37) |
|
| 12.90 |
|
| (4.05) |
|
| 0.30 |
| |
|
|
|
|
|
|
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
|
|
|
|
|
|
| |
From
net investment income |
(0.44) |
|
| (0.21) |
|
| (0.20) |
|
| (0.49) |
|
| (0.30) |
| |
From
realized gains |
— |
|
| (0.12) |
|
| — |
|
| — |
|
| — |
| |
Tax
return of capital to shareholders |
— |
|
| — |
|
| (0.04) |
|
| (0.05) |
|
| — |
| |
Total
distributions to shareholders |
(0.44) |
|
| (0.33) |
|
| (0.24) |
|
| (0.54) |
|
| (0.30) |
| |
|
|
|
|
|
|
|
|
|
| |
CAPITAL
SHARE TRANSACTIONS: |
|
|
|
|
|
|
|
|
| |
Transaction
fees |
— |
|
| — |
|
| — |
|
| 0.00 |
|
(3) |
0.00 |
|
(3) |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, end of year/period |
$ |
30.80 |
|
| $ |
31.37 |
|
| $ |
33.07 |
|
| $ |
20.41 |
|
| $ |
25.00 |
| |
|
|
|
|
|
|
|
|
|
| |
Total
return |
-0.39 |
% |
| -4.25 |
% |
| 63.49 |
% |
| -16.46 |
% |
| 1.34 |
% |
(4) |
|
|
|
|
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
|
|
|
|
|
| |
Net
assets at end of year/period (000’s) |
$ |
245,645 |
|
| $ |
187,423 |
|
| $ |
106,660 |
|
| $ |
44,393 |
|
| $ |
46,877 |
| |
|
|
|
|
|
|
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
|
|
|
|
|
|
| |
Expenses
to average net assets |
0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
| 0.79 |
% |
(5) |
Net
investment income (loss) to average net assets |
1.49 |
% |
| 0.67 |
% |
| 0.77 |
% |
| 1.94 |
% |
| 2.01 |
% |
(5) |
Portfolio
turnover rate (6) |
35 |
% |
| 45 |
% |
| 65 |
% |
| 56 |
% |
| 31 |
% |
(4) |
(1)Commencement
of operations on July 17, 2018.
(2)Calculated
based on average shares outstanding during the year/period.
(3)Less
than $0.005.
(4)Not
annualized.
(5)Annualized.
(6)Excludes
the impact of in-kind transactions.
Aptus
International Enhanced Yield ETF
(formerly,
International Drawdown Managed Equity ETF)
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the year/period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
| Year
Ended April 30, 2023 |
|
Period
Ended
April
30,
2022(1) |
|
Net
asset value, beginning of year/period |
|
| $ |
21.34 |
|
| $ |
25.00 |
| |
|
|
|
|
|
| |
INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
|
|
|
|
| |
Net
investment income (loss) (2)(3) |
|
| 0.50 |
|
| 0.36 |
| |
Net
realized and unrealized gain (loss) on investments |
|
| (1.31) |
|
|
(3.68) |
|
|
Total
from investment operations |
|
| (0.81) |
|
| (3.32) |
| |
|
|
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
|
|
| |
From
net investment income |
|
| (0.50) |
|
| (0.34) |
| |
Total
distributions to shareholders |
|
| (0.50) |
|
| (0.34) |
| |
|
|
|
|
|
| |
Net
asset value, end of year/period |
|
| $ |
20.03 |
|
| $ |
21.34 |
| |
|
|
|
|
|
| |
Total
return |
|
| -3.62 |
% |
| -13.46 |
% |
(4) |
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
|
| |
Net
assets at end of year/period (000’s) |
|
| $ |
62,107 |
|
| $ |
141,909 |
| |
|
|
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
|
|
| |
Expenses
to average net assets (5) |
|
| 0.59 |
% |
| 0.59 |
% |
(6) |
Net
investment income (loss) to average net assets (3) |
|
| 2.52 |
% |
| 1.93 |
% |
(6) |
Portfolio
turnover rate (7) |
|
| 102 |
% |
| 2 |
% |
(4) |
(1)Commencement
of operations on July 22, 2021.
(2)Calculated
based on average shares outstanding during the year/period.
(3)Recognition
of net investment income by the Fund is affected by the timing of the
declaration of dividends by the underlying investment companies in which the
Fund invests. The ratio does not include net investment income of the underlying
investment companies in which the Fund invests.
(4)Not
annualized.
(5)Does
not include expenses of the investment companies in which the Fund
invests.
(6)Annualized.
(7)Excludes
the impact of in-kind transactions.
Aptus
Enhanced Yield ETF
FINANCIAL
HIGHLIGHTS
For
a capital share outstanding throughout the period
|
|
|
|
|
|
|
|
|
| |
|
|
|
| |
|
|
|
Period
Ended
April
30,
2023(1) |
|
Net
asset value, beginning of period |
|
| $ |
25.00 |
| |
|
|
|
| |
INCOME
(LOSS) FROM INVESTMENT OPERATIONS: |
|
|
| |
Net
investment income (loss) (2) |
|
| 1.26 |
| |
Net
realized and unrealized gain (loss) on investments |
|
| (0.52) |
|
|
Total
from investment operations |
|
| 0.74 |
| |
|
|
|
| |
DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
| |
From
net investment income |
|
| (0.93) |
| |
Total
distributions to shareholders |
|
| (0.93) |
| |
|
|
|
| |
Net
asset value, end of period |
|
| $ |
24.81 |
| |
|
|
|
| |
Total
return |
|
| 2.99 |
% |
(3) |
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
| |
Net
assets at end of period (000’s) |
|
| $ |
362,205 |
| |
|
|
|
| |
RATIOS
TO AVERAGE NET ASSETS: |
|
|
| |
Expenses
to average net assets |
|
| 0.59 |
% |
(4) |
Net
investment income (loss) to average net assets |
|
| 10.13 |
% |
(4) |
Portfolio
turnover rate (5) |
|
| 0 |
% |
(3) |
(1)Commencement
of operations on October 31, 2022.
(2)Calculated
based on average shares outstanding during the period.
(3)Not
annualized.
(4)Annualized.
(5)Excludes
the impact of in-kind transactions.
Aptus
Drawdown Managed Equity ETF
Aptus
Collared Investment Opportunity ETF
Aptus
Defined Risk ETF
Opus
Small Cap Value ETF
Aptus
International Enhanced Yield ETF
Aptus
Enhanced Yield ETF
|
|
|
|
|
|
|
|
|
|
| |
Adviser |
Aptus
Capital Advisors, LLC
265
Young Street
Fairhope,
Alabama 36532 |
Custodian |
U.S.
Bank National Association
1555
North Rivercenter Drive, Suite 302
Milwaukee,
Wisconsin 53212 |
Administrator,
Fund Accountant, and Transfer Agent |
U.S.
Bancorp Fund Services, LLC
615
East Michigan Street
Milwaukee,
Wisconsin 53202 |
Distributor |
Quasar
Distributors, LLC
111
East Kilbourn Avenue, Suite 2200
Milwaukee,
Wisconsin 53202 |
Independent
Registered Public Accounting Firm |
Cohen
& Company, Ltd.
342
North Water Street, Suite 830
Milwaukee,
Wisconsin 53202 |
Legal
Counsel |
Morgan,
Lewis & Bockius LLP
1111
Pennsylvania Avenue, NW
Washington,
DC 20004-2541 |
Investors
may find more information about the Funds in the following documents:
Statement
of Additional Information: The
Funds’ SAI provides additional details about the investments and techniques of
the Funds and certain other additional information. A current SAI dated
August 31, 2023 is on file with the SEC and is herein incorporated by
reference into this Prospectus. It is legally considered a part of this
Prospectus.
Annual/Semi-Annual
Reports: Additional
information about each Fund’s investments is available in the respective Fund’s
annual and semi-annual reports to shareholders. In the annual
report
you will find a discussion of the market conditions and investment strategies
that significantly affected each Fund’s performance.
You
can obtain free copies of these documents, request other information or make
general inquiries about the Fund by contacting the Funds at c/o U.S. Bank Global
Fund Services, P.O. Box 701, Milwaukee, Wisconsin 53201-0701 or by calling
1-800-617-0004.
Shareholder
reports and other information about the Funds are available:
•Free
of charge from the SEC’s EDGAR database on the SEC’s website at
http://www.sec.gov; or
•Free
of charge from the Funds’ Internet website at www.aptusetfs.com or
www.opusetfs.com; or
(SEC
Investment Company Act File No. 811-22668)