AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON October 31, 2012.
No. 333-138490
No. 811-21977
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
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REGISTRATION STATEMENT |
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UNDER THE SECURITIES ACT OF 1933 |
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Pre-Effective Amendment No. |
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Post-Effective Amendment No. 361 |
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and/or |
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
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Amendment No. 362 |
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(Check appropriate box or boxes)
POWERSHARES EXCHANGE-TRADED FUND TRUST II
(Exact Name of Registrant as Specified in Charter)
301 West Roosevelt Road
Wheaton, IL 60187
(Address of Principal Executive Office)
Registrants Telephone Number, including Area Code: (800) 983-0903
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Andrew Schlossberg |
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With a copy to: |
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301 West Roosevelt Road |
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Alan P. Goldberg |
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Wheaton, IL 60187 |
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K&L Gates LLP |
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(Name and Address of Agent for Service) |
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70 W. Madison St., Suite 3100 |
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Chicago, IL 60602 |
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
It is proposed that this filing will become effective (check appropriate box):
x immediately upon filing pursuant to paragraph (b) of Rule 485.
o on [date] pursuant to paragraph (b) of Rule 485.
o 60 days after filing pursuant to paragraph (a)(1) of Rule 485.
o on [date] pursuant to paragraph (a) of Rule 485.
o 75 days after filing pursuant to paragraph (a)(2) of Rule 485.
o on [date] pursuant to paragraph (a) of Rule 485.
EXPLANATORY NOTE
This filing relates solely to the following series of the Registrant:
PowerShares S&P 500® High Dividend Portfolio
SIGNATURES
Pursuant to the requirements of the Securities Act and the Investment Company Act, the Trust certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of Wheaton and State of Illinois, on the 31st day of October, 2012.
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PowerShares Exchange-Traded Fund Trust II | |
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By: |
/s/ Andrew Schlossberg |
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Title: Andrew Schlossberg, President |
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons in the capacities indicated on the dates indicated.
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SIGNATURE |
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TITLE |
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DATE |
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/s/ Andrew Schlossberg |
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President |
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October 31, 2012 |
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Andrew Schlossberg |
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/s/ Sheri Morris |
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Treasurer |
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October 31, 2012 |
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Sheri Morris |
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/s/ Anna Paglia |
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Secretary |
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October 31, 2012 |
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Anna Paglia |
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* /s/ H. Bruce Bond |
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Trustee |
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October 31, 2012 |
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H. Bruce Bond |
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* /s/ Kevin M. Carome |
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Trustee |
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October 31, 2012 |
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Kevin M. Carome |
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* /s/ Ronn R. Bagge |
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Trustee |
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October 31, 2012 |
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Ronn R. Bagge |
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* /s/ Todd J. Barre |
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Trustee |
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October 31, 2012 |
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Todd J. Barre |
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* /s/ Marc M. Kole |
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Trustee |
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October 31, 2012 |
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Marc M. Kole |
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* /s/ Philip M. Nussbaum |
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Trustee |
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October 31, 2012 |
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Philip M. Nussbaum |
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* /s/ Donald H. Wilson |
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Chairman and Trustee |
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October 31, 2012 |
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Donald H. Wilson |
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* By: /s/ Anna Paglia |
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October 31, 2012 |
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Anna Paglia |
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Attorney-In-Fact |
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* Anna Paglia signs this registration statement pursuant to powers of attorney filed herewith.
EXHIBIT INDEX
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Index No. |
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Description of Exhibit |
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EX-101.INS |
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XBRL Instance Document |
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EX-101.SCH |
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XBRL Taxonomy Extension Schema Document |
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EX-101.CAL |
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XBRL Taxonomy Extension Calculation Linkbase |
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EX-101.DEF |
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XBRL Taxonomy Extension Definition Linkbase |
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EX-101.LAB |
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XBRL Taxonomy Extension Labels Linkbase |
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EX-101.PRE |
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XBRL Taxonomy Extension Presentation Linkbase |
| PowerShares S&P 500 High Dividend Portfolio (Prospectus Summary) | PowerShares S&P 500 High Dividend Portfolio | ||||||||||||||
| PowerShares S&P 500® High Dividend Portfolio | ||||||||||||||
| Investment Objective | ||||||||||||||
| The PowerShares S&P 500® High Dividend Portfolio (the "Fund") seeks investment results that generally correspond (before fees and expenses) to the price and yield of the S&P 500® Low Volatility High Dividend Index (the "Underlying Index"). |
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| Fund Fees and Expenses | ||||||||||||||
| This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund ("Shares"). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the 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) | ||||||||||||||
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| Example | ||||||||||||||
| This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds. This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell 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. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. |
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| Although your actual costs may be higher or lower, your costs, based on these assumptions, would be: | ||||||||||||||
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| Portfolio Turnover | ||||||||||||||
| The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or "turns over" its portfolio). A higher portfolio turnover will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in Total Annual Fund Operating Expenses or in the example, may affect the Fund's performance. As of the date of this Prospectus, the Fund does not have an operating history and turnover data therefore is not available. |
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| Principal Investment Strategies | ||||||||||||||
| The Fund generally will invest at least 90% of its total assets in securities that comprise the Underlying Index. Standard & Poor's® ("S&P" or the "Index Provider") compiles, maintains and calculates the Underlying Index, which is composed of 50 securities in the S&P 500® Index that historically have provided high dividend yields with lower volatility. Strictly in accordance with its guidelines and mandated procedures, S&P identifies from the S&P 500® Index the 75 securities with the highest dividend yields over the past 12 months, with no one sector within the S&P 500® Index allowed to contribute more than 10 securities. From those securities, S&P selects for inclusion in the Underlying Index the 50 securities with the lowest volatility over the past 12 months. Volatility is a statistical measurement of the magnitude of up and down asset price fluctuations (increases or decreases in a stock's price) over time. The Index Provider weights each of the constituent securities in the Underlying Index by its dividend yield, with the highest dividend-yielding securities receiving the highest weights. The Fund generally invests in all of the securities comprising its Underlying Index in proportion to their weightings in the Underlying Index. Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or sector only to the extent that the Underlying Index reflects a concentration in that industry or sector. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or sector. |
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| Principal Risks of Investing in the Fund | ||||||||||||||
| The following summarizes the principal risks of the Fund. Dividend Paying Securities Risk. Securities that pay high dividends as a group can fall out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources available for such companies' dividend payments may adversely affect the Fund. Equity Risk. Equity risk is the risk that the value of the securities the Fund holds will fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities the Fund holds participate or factors relating to specific companies in which the Fund invests. For example, an adverse event, such as an unfavorable earnings report, may depress the value of securities the Fund holds; the price of securities may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the securities the Fund holds. In addition, securities of an issuer in the Fund's portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a significant degree in securities of issuers located in a single industry or a sector. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or sector, the Fund also will concentrate its investments to approximately the same extent. By concentrating its investments in an industry or sector, the Fund may face more risks than if it were diversified broadly over numerous industries or sectors. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, the following: general economic conditions or cyclical market patterns that could negatively affect supply and demand in a particular industry; competition for resources, adverse labor relations, political or world events; obsolescence of technologies; and increased competition or new product introductions that may affect the profitability or viability of companies in an industry. In addition, at times, an industry or sector may be out of favor and underperform other industries or the market as a whole. Non-Correlation Risk. The Fund's return may not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Fund's securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Fund's portfolio and the Underlying Index resulting from legal restrictions, cost or liquidity constraints. Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index. Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Fund's net asset value ("NAV"). Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of the Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming. Non-Diversified Fund Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Fund's volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Fund's performance. Issuer-Specific Changes. The value of an individual security or particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole. The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective. |
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| Performance | ||||||||||||||
| As of the date of this Prospectus, the Fund has not commenced operations and therefore does not have a performance history. Once available, the Fund's performance information will be accessible on the Fund's website at www.invescopowershares.com and will provide some indication of the risks of investing in the Fund. |
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| Label | Element | Value |
|---|---|---|
| Risk Return [Abstract] | rr_RiskReturnAbstract | |
| Document Type | dei_DocumentType | 485BPOS |
| Document Period End Date | dei_DocumentPeriodEndDate | Oct. 09, 2012 |
| Registrant Name | dei_EntityRegistrantName | PowerShares Exchange-Traded Fund Trust II |
| Central Index Key | dei_EntityCentralIndexKey | 0001378872 |
| Amendment Flag | dei_AmendmentFlag | false |
| Document Creation Date | dei_DocumentCreationDate | Oct. 09, 2012 |
| Document Effective Date | dei_DocumentEffectiveDate | Oct. 10, 2012 |
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PowerShares S&P 500 High Dividend Portfolio (Prospectus Summary) | PowerShares S&P 500 High Dividend Portfolio | PowerShares S&P 500 High Dividend Portfolio
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| Risk Return [Abstract] | rr_RiskReturnAbstract | |
| Trading Symbol | dei_TradingSymbol | SPHD |
| Label | Element | Value | ||
|---|---|---|---|---|
| Risk Return [Abstract] | rr_RiskReturnAbstract | |||
| ProspectusDate | rr_ProspectusDate | Oct. 10, 2012 | ||
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PowerShares S&P 500 High Dividend Portfolio (Prospectus Summary) | PowerShares S&P 500 High Dividend Portfolio
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| Risk Return [Abstract] | rr_RiskReturnAbstract | |||
| Risk/Return [Heading] | rr_RiskReturnHeading | PowerShares S&P 500® High Dividend Portfolio | ||
| Objective [Heading] | rr_ObjectiveHeading | Investment Objective | ||
| Objective, Primary [Text Block] | rr_ObjectivePrimaryTextBlock | The PowerShares S&P 500® High Dividend Portfolio (the "Fund") seeks investment results that generally correspond (before fees and expenses) to the price and yield of the S&P 500® Low Volatility High Dividend Index (the "Underlying Index"). |
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| Expense [Heading] | rr_ExpenseHeading | Fund Fees and Expenses | ||
| Expense Narrative [Text Block] | rr_ExpenseNarrativeTextBlock | This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund ("Shares"). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below. |
||
| Operating Expenses Caption [Text] | rr_OperatingExpensesCaption | Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | ||
| Portfolio Turnover [Heading] | rr_PortfolioTurnoverHeading | Portfolio Turnover | ||
| Portfolio Turnover [Text Block] | rr_PortfolioTurnoverTextBlock | The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or "turns over" its portfolio). A higher portfolio turnover will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in Total Annual Fund Operating Expenses or in the example, may affect the Fund's performance. As of the date of this Prospectus, the Fund does not have an operating history and turnover data therefore is not available. |
||
| Other Expenses, New Fund, Based on Estimates [Text] | rr_OtherExpensesNewFundBasedOnEstimates | "Other Expenses" are based on estimated amounts for the current fiscal year. | ||
| Expense Example [Heading] | rr_ExpenseExampleHeading | Example | ||
| Expense Example Narrative [Text Block] | rr_ExpenseExampleNarrativeTextBlock | This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds. This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell 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. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. |
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| Expense Example by, Year, Caption [Text] | rr_ExpenseExampleByYearCaption | Although your actual costs may be higher or lower, your costs, based on these assumptions, would be: | ||
| Strategy [Heading] | rr_StrategyHeading | Principal Investment Strategies | ||
| Strategy Narrative [Text Block] | rr_StrategyNarrativeTextBlock | The Fund generally will invest at least 90% of its total assets in securities that comprise the Underlying Index. Standard & Poor's® ("S&P" or the "Index Provider") compiles, maintains and calculates the Underlying Index, which is composed of 50 securities in the S&P 500® Index that historically have provided high dividend yields with lower volatility. Strictly in accordance with its guidelines and mandated procedures, S&P identifies from the S&P 500® Index the 75 securities with the highest dividend yields over the past 12 months, with no one sector within the S&P 500® Index allowed to contribute more than 10 securities. From those securities, S&P selects for inclusion in the Underlying Index the 50 securities with the lowest volatility over the past 12 months. Volatility is a statistical measurement of the magnitude of up and down asset price fluctuations (increases or decreases in a stock's price) over time. The Index Provider weights each of the constituent securities in the Underlying Index by its dividend yield, with the highest dividend-yielding securities receiving the highest weights. The Fund generally invests in all of the securities comprising its Underlying Index in proportion to their weightings in the Underlying Index. Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or sector only to the extent that the Underlying Index reflects a concentration in that industry or sector. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or sector. |
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| Strategy Portfolio Concentration [Text] | rr_StrategyPortfolioConcentration | The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or sector only to the extent that the Underlying Index reflects a concentration in that industry or sector. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or sector. | ||
| Risk [Heading] | rr_RiskHeading | Principal Risks of Investing in the Fund | ||
| Risk Narrative [Text Block] | rr_RiskNarrativeTextBlock | The following summarizes the principal risks of the Fund. Dividend Paying Securities Risk. Securities that pay high dividends as a group can fall out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources available for such companies' dividend payments may adversely affect the Fund. Equity Risk. Equity risk is the risk that the value of the securities the Fund holds will fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities the Fund holds participate or factors relating to specific companies in which the Fund invests. For example, an adverse event, such as an unfavorable earnings report, may depress the value of securities the Fund holds; the price of securities may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the securities the Fund holds. In addition, securities of an issuer in the Fund's portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a significant degree in securities of issuers located in a single industry or a sector. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or sector, the Fund also will concentrate its investments to approximately the same extent. By concentrating its investments in an industry or sector, the Fund may face more risks than if it were diversified broadly over numerous industries or sectors. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, the following: general economic conditions or cyclical market patterns that could negatively affect supply and demand in a particular industry; competition for resources, adverse labor relations, political or world events; obsolescence of technologies; and increased competition or new product introductions that may affect the profitability or viability of companies in an industry. In addition, at times, an industry or sector may be out of favor and underperform other industries or the market as a whole. Non-Correlation Risk. The Fund's return may not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Fund's securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Fund's portfolio and the Underlying Index resulting from legal restrictions, cost or liquidity constraints. Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index. Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Fund's net asset value ("NAV"). Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of the Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming. Non-Diversified Fund Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Fund's volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Fund's performance. Issuer-Specific Changes. The value of an individual security or particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole. The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective. |
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| Risk Lose Money [Text] | rr_RiskLoseMoney | The Shares will change in value, and you could lose money by investing in the Fund. | ||
| Risk Nondiversified Status [Text] | rr_RiskNondiversifiedStatus | Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Fund's volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Fund's performance. | ||
| Bar Chart and Performance Table [Heading] | rr_BarChartAndPerformanceTableHeading | Performance | ||
| Performance Narrative [Text Block] | rr_PerformanceNarrativeTextBlock | As of the date of this Prospectus, the Fund has not commenced operations and therefore does not have a performance history. Once available, the Fund's performance information will be accessible on the Fund's website at www.invescopowershares.com and will provide some indication of the risks of investing in the Fund. |
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| Performance One Year or Less [Text] | rr_PerformanceOneYearOrLess | As of the date of this Prospectus, the Fund has not commenced operations and therefore does not have a performance history. | ||
| Performance Availability Website Address [Text] | rr_PerformanceAvailabilityWebSiteAddress | www.invescopowershares.com | ||
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PowerShares S&P 500 High Dividend Portfolio (Prospectus Summary) | PowerShares S&P 500 High Dividend Portfolio | PowerShares S&P 500 High Dividend Portfolio
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| Risk Return [Abstract] | rr_RiskReturnAbstract | |||
| Management Fees | rr_ManagementFeesOverAssets | 0.30% | ||
| Other Expenses | rr_OtherExpensesOverAssets | none | [1] | |
| Total Annual Fund Operating Expenses | rr_ExpensesOverAssets | 0.30% | ||
| Expense Example, with Redemption, 1 Year | rr_ExpenseExampleYear01 | 31 | ||
| Expense Example, with Redemption, 3 Years | rr_ExpenseExampleYear03 | 97 | ||
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