N-CSR 1 etfmg_ncsr.htm CERTIFIED ANNUAL SHAREHOLDER REPORT



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES



Investment Company Act file number 811-22310



ETF Managers Trust
(Exact name of registrant as specified in charter)



30 Maple Street, Suite 2
Summit, NJ 07901
 (Address of principal executive offices)



U.S. Bank Global Fund Services
811 E Wisconsin Ave
Milwaukee, WI 53202
(Name and address of agent for service)



(908)-897-0518
Registrant’s telephone number, including area code


Date of fiscal year end: September 30, 2021

Date of reporting period: September 30, 2021



Item 1. Reports to Stockholders.

(a)
Annual Report



 


 image

 

Annual Report

September 30, 2021 

 




ETFMG Prime Junior Silver Miners ETF

SILJ

 


ETFMG Prime 2x Daily Junior Silver

Miners ETF

SILX

 


ETFMG Prime 2x Daily Inverse Junior

Silver Miners ETF

SINV 


 













The funds are series of ETF Managers Trust.

 

ETFMG™ ETFs

 

TABLE OF CONTENTS

September 30, 2021

 

 

Page

Shareholders’ Letter

2

Growth of $10,000 Investment and Top 10 Holdings

6

Important Disclosures and Key Risk Factors

10

Portfolio Allocations

14

Schedules of Investments and Total Return Swaps

15

Statements of Assets and Liabilities

20

Statements of Operations

21

Statements of Changes in Net Assets

22

Financial Highlights

25

Notes to the Financial Statements

28

Report of Independent Registered Public Accounting Firm

40

Approval of Advisory Agreement and Board Considerations

41

Expense Examples

43

Trustees and Officers Table

44

Federal Tax Information

46

Information about Portfolio Holdings

47

Information about Proxy Voting

47

Privacy Policy 

48

1 

ETFMG™ ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs.

 

Performance Overview

 

During the 12- month period ended September 30, 2021, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 28.9%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 30.3%. The first half to period showed strong returns with the market rallying on the US Election results and positive earnings news in the fourth quarter 2020 and first quarter 2021. It appeared that the economy was on its way to reopening and the pandemic was starting to come under control.

 

The second quarter of 2021 changed this narrative. An increase in COVID-19 infection rates from the Delta Variant, growing inflation concerns, supply shortages and concerns over the collapse of China’s Evergrande Group, the world’s most indebted real-estate firm, and gridlock in Washington D.C. threating a government shutdown in the US created uncertainty in the market and caused a brief sell-off. As the uncertainty from the second quarters events came to pass, equities were rewarded and continued to rally through the end of the period. Below is a performance overview for each Fund for the same 12-month period, except as noted otherwise.

 

ETFMG Prime Junior Silver ETF (SILJ) Performance Review

 

The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

SILJ seeks to provide investment results that, before fees and expenses, correspond generally to the performance of the Prime Junior Silver Miners & Explorers Index (the “Index”). The Index is designed to measure the performance of small capitalization companies engaged in silver mining and exploration that have satisfied the Index eligibility requirements.

 

Over the period, the total return for SILJ was -13.06%, while the total return for the Index was - 13.03%. The best performers held by SILJ, on the basis of contribution to return were Hecla Mining Co., Turquoise Hill Resources Ltd., Capstone Mining Corp., Aya Gold & Silver Inc. and First Majestic Silver Corp., while the worst performers held by SILJ on the basis of contribution to return were Pan American Silver Corp., Yamana Gold Inc., Silvercorp Metals Inc., Cia De Minas Buenaventur-Adr and Harmony Gold Mng-Spon Adr.

 

During the reporting period, SILJ saw an average approximate allocation of 99.3% to Metals and Mining and the remaining 0.7% to other. SILJ was, exposed predominately to Canada 70.6%, followed by the United States 13.2% and Peru 6.2%.

2 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (SILX); and

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (SINV) Operational Review

 

The discussion below relates to the performance of SILX and SINV (the “ETFs”) for the period from the ETFs’ inception, June 15, 2021 to each ETF’s fiscal year-end of September 30, 2021. The ETFs are leveraged and seek daily investment results, before fees and expenses, of 200% or -200% of the performance of the Index.

 

The ETFs, as stated above, seek daily investment results. They do not seek to track a multiple of the Index for periods of longer than one day and the performance of the ETFs over longer periods may not correlate to the Index performance. The ETFs should not be held by investors for long periods and should be used as short-term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of

 

leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

 

SILX attempts to provide investment results that correlate to 200% of the return of the Index, meaning SILX attempts to move in the same direction as the Index. SINV attempts to provide investment results that correlate to -200% of the return of a benchmark, meaning that SINV attempts to move in the opposite, or inverse, direction of the Index.

 

In seeking to achieve each ETF’s daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning each ETF’s investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with the ETF’s objective. As a consequence, if the ETF is performing as designed, the return of the Index will dictate the return for that ETF. Each ETF pursues its investment objective regardless of market conditions and does not take defensive positions. Each ETF has a clearly articulated goal which requires the ETF to seek economic exposure significantly in excess of its net assets. To meet its objectives, each ETF invests in some combination of financial instruments, including derivatives. Each ETF invests significantly in derivatives, including swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the ETF.

 

The ETFs may use certain investment techniques, including investments in derivatives, which may be considered aggressive. Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments may increase the volatility of the ETFs. The use of derivatives may expose the ETFs to additional risks that they would not be subject to if they invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case.

 

Because each ETF seeks daily investment results of the Index, a comparison of the return of the ETF to the Index does not provide an indication of whether the ETF has met its investment objective. To determine if an ETF has met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of each ETF as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing.

 

Factors Affecting Performance of the ETFs:

Leverage – Each ETF seeks daily investment results (before fees and expenses) of 200% or -200% of the performance of the Index. The use of leverage magnifies an ETF’s gains or losses and increases the investment’s risk and volatility.

3 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving ETF performance. Given the daily goals, the daily Index returns are most important. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the ETFs is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, an ETF should not be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the ETFs over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt an ETF’s performance while trending, low volatility markets enhance an ETF’s performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, an ETF receives [LIBOR] plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by ETF and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact an ETF’s performance and ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in each ETF’s prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on ETF performance. Transactions costs are not included in the expense ratio of the ETFs. Transaction costs can be higher due to the ETF’s use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (SILX); and

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (SINV) Performance Review

 

The following information pertains to the period from the Fund’s inception, June 15, 2021 to its fiscal year-end of September 30, 2021.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (SILX)

 

SILX seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.

 

Over the reporting period, the Index had a total return of -30.51% and a volatility of 36.3%. Given the daily investment objectives of SILX and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of SILX performance for the same period. SILX returned -53.98% for the reporting period and a volatility of 73.4%. For the reporting period SILX had an average daily volume of 4,021 shares and an average daily statistical correlation of 99.0% to the return of the Index.

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (SINV)

 

SINV seeks to provide investment results that, before fees and expenses, correspond to two times the inverse (-2x) (or opposite) of the return of the Index for a single day, not for any other period. Over the reporting period the Index had a total return of -30.51% and a volatility of 36.3%. Given the daily investment objectives of SINV and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of SINV performance for the same period. SINV returned 71.23% and a volatility of 72.9%. For the reporting period SINV had an average daily volume of 432 shares and an average daily statistical correlation of over -98.9% to the return of the Index.

 

Swap Agreements:

 

During the reporting period, the ETFs invested in swap agreements in order to gain the desired exposure to the Index. These derivatives generally tracked the performance of SILJ and the ETFs were generally negatively impacted from financing rates associated with their use. The ETFs entered into swap agreements with counterparties that the Adviser determined to be major, global financial institutions.

4 

If a counterparty becomes insolvent or otherwise fails to perform on its obligations, the value of investments in the ETF may decline. The ETFs have sought to mitigate this risk by generally requiring counterparties to post collateral for the benefit of the ETFs, marked to market daily, in an amount approximately equal to the amount the counterparty owed the ETF, subject to certain minimum thresholds objective.

 

You can find further details about SILJ, SINV and SILX by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

image

Samuel Masucci III

Chairman of the Board

5 

 ETFMG Prime Junior Silver Miners ETF

Growth of $10,000 (Unaudited) 

 image

 

Average Annual Returns

Year Ended September 30, 2021

 

1 Year

Return

 

 

5 Year

Return

 

 

Since

Inception

(11/28/12)

 

 

Value of

$10,000
(9/30/2021)

 

ETFMG Prime Junior Silver Miners ETF (NAV)

 

 

-13.06

%

 

 

-4.39

%

 

 

-4.96

%

 

$

6,377

 

ETFMG Prime Junior Silver Miners ETF (Market)

 

 

-13.34

%

 

 

-4.38

%

 

 

-4.99

%

 

$

6,359

 

S&P 500 Index

 

 

30.00

%

 

 

16.90

%

 

 

15.74

%

 

$

36,409

 

Prime Junior Silver Miners & Explorers Index*

 

 

-13.03

%

 

 

-3.71

%

 

 

-4.08

%

 

$

6,919

 

 

* The Fund’s benchmark before 8/1/17 was the ISE Junior Silver (Small Cap Miners/Explorers) Index. On 8/1/17, the Fund’s benchmark became the Prime Junior Silver Miners & Explorers Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 28, 2012, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The index returns do not reflect fees or expenses and are not available for direct investment.

6 

ETFMG Prime Junior Silver Miners ETF

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

Security

% of Total Investments

1

First Majestic Silver Corp.

13.29%

2

Pan American Silver Corp.

9.83%

3

Yamana Gold, Inc.

7.83%

4

MAG Silver Corp.

6.35%

5

SSR Mining, Inc.

5.40%

6

Hecla Mining Co.

4.22%

7

Turquoise Hill Resources, Ltd.

4.18%

8

SilverCrest Metals, Inc.

4.00%

9

Gatos Silver, Inc.

3.19%

10 

Endeavour Silver Corp.

2.81%

 

Top Ten Holdings = 61.10% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

7 

 ETFMG Prime 2x Daily Junior Silver Miners ETF

Growth of $10,000 (Unaudited)

 

image

 

Average Cumulative Returns

Period Ended September 30, 2021

 

 

Since

Inception

(6/15/2021)

 

 

 

Value of

$10,000

(9/30/2021)

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (NAV)

 

 

-53.98

%

 

$

4,602

 

ETFMG Prime 2x Daily Junior Silver Miners ETF (Market)

 

 

-53.72

%

 

$

4,628

 

S&P 500 Index

 

 

1.82

%

 

$

10,182

 

Prime Junior Silver Miners & Explorers Index

 

 

-30.51

%

 

$

6,949

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

8 

 ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

Growth of $10,000 (Unaudited) 

image

 

Average Cumulative Returns
Period Ended September 30, 2021

 

Since
Inception

(6/15/2021)

 

 

Value of
$10,000
(9/30/2021)

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (NAV)

 

 

71.23

%

 

$

17,123

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (Market)

 

 

71.23

%

 

$

17,123

 

S&P 500 Index

 

 

1.82

%

 

$

10,182

 

Prime Junior Silver Miners & Explorers Index

 

 

-30.51

%

 

$

6,949

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

9 

ETFMG™ ETFs

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

SILJ

 

The ETFMG Prime Junior Silver Miners ETF (the “Fund” or the “Junior Silver ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Junior Silver Miners & Explorers Index (the “Index”).

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile than other types of economic conditions, tax treatment, government regulation and intervention, and world events in the regions in which the company’s operation. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

The Prime Junior Silver Miners & Explorers Index is designed to provide a benchmark for investors interested in tracking public, small-cap companies that are active in silver mining exploration and production industry. The stocks are screened for liquidity and weighted according to modified free-float market capitalization. The Index generally is comprised of 25-35 securities. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

10 

ETFMG™ ETFs

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

SILX

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

Investing in an ETFMG 2x Daily Inverse Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra- day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

11 

ETFMG™ ETFs

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

SINV

 

Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The ETFMG Prime Junior Silver Miners ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Junior Silver Miners & Explorers Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Junior Silver Miners & Explorers Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.

 

Investing in an ETFMG 2x Daily Inverse Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra-day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

12 

ETFMG™ ETFs

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country. 

13 

 

ETFMG™ ETFs

 

PORTFOLIO ALLOCATIONS

As of September 30, 2021 (Unaudited)

 

 

                ETFMG  
          ETFMG     Prime 2x  
    ETFMG     Prime 2x     Daily Inverse  
    Prime Junior     Daily Junior     Junior Silver  
    Silver Miners     Silver Miners     Miners  
    ETF     ETF     ETF  
As a percent of Net Assets:                        
Australia     0.2 %     %     %
Canada     81.0              
Luxembourg     0.7              
Peru     2.5              
South Africa     2.6                  
United Kingdom     1.4              
United States     10.8              
Total Return Swap           100.0       100.0  
Short-Term and other Net Assets (Liabilities)     0.8              
      100.0 %     100.0 %     100.0 %
14 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2021

 

 

    Shares     Value  
COMMON STOCKS - 99.2%                
Australia - 0.2%                
Metals & Mining - 0.2% (c)                
Kingsgate Consolidated, Ltd. (a)     1,259,397     $ 1,438,562  
                 
Canada - 81.0%                
Metals & Mining - 81.0% (c)                
Alexco Resource Corp. (a)     4,343,597       6,515,395  
Americas Gold & Silver Corp. (a)     2,552,708       2,035,556  
Ascot Resources, Ltd. (a)     2,131,301       1,750,002  
Aya Gold & Silver, Inc. (a)     2,761,745       16,985,626  
Bear Creek Mining Corp. (a)(e)     2,131,519       1,767,010  
Benchmark Metals, Inc. (a)     1,490,457       1,247,343  
Canada Silver Cobalt Works, Inc. (a)     1,275,253       241,640  
Capstone Mining Corp. (a)     4,081,427       15,886,180  
Discovery Silver Corp. NPV (a)     5,544,822       5,384,597  
Dolly Varden Silver Corp. (a)     2,299,298       807,822  
Dundee Precious Metals, Inc.     1,974,757       11,880,348  
Eldorado Gold Corp. (a)     1,892,669       14,644,052  
Endeavour Silver Corp. (a)     4,992,545       20,419,509  
Excellon Resources, Inc. (a)     545,897       706,830  
First Majestic Silver Corp.     8,560,077       96,728,870  
Fortuna Silver Mines, Inc. (a)     2,991,755       11,762,940  
GoGold Resources, Inc. (a)(f)     7,964,602       17,418,244  
Gran Colombia Gold Corp.     992,972       3,747,360  
Great Panther Mining, Ltd. (a)     3,533,678       1,625,492  
Hudbay Minerals, Inc.     2,685,920       16,752,541  
Kootenay Silver, Inc. (a)(f)     5,733,418       769,526  
Liberty Gold Corp. (a)     2,787,241       1,958,507  
MAG Silver Corp. (a)(f)     2,853,645       46,208,952  
Mandalay Resources Corp. (a)(e)     533,877       805,073  
Metalla Royalty & Streaming, Ltd. (a)     446,529       3,056,534  
Minaurum Gold, Inc. (a)     2,463,990       525,247  
Minco Silver Corp. (a)(e)     1,626,980       481,697  
Mirasol Resources, Ltd. (a)     378,442       107,563  
New Gold, Inc. (a)(f)     7,617,763       8,059,215  
New Pacific Metals Corp. (a)     1,564,811       5,201,211  
Orla Mining, Ltd. (a)     2,429,963       8,019,300  
Pan American Silver Corp.     3,073,610       71,562,260  
Sabina Gold & Silver Corp. (a)     3,526,951       4,065,489  
Seabridge Gold, Inc. (a)     789,718       12,164,376  
Sierra Metals, Inc. (a)     894,163       1,609,578  
Silvercorp Metals, Inc.     5,112,172       19,494,545  
SilverCrest Metals, Inc. (a)     4,168,835       29,128,525  
Sombrero Resources, Inc. (a)(b)     585,867       128,601  
SSR Mining, Inc.     2,699,451       39,257,767  
Trevali Mining Corp. (a)     9,713,703       1,342,095  

 

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

15 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

    Shares     Value  
Turquoise Hill Resources, Ltd. (a)     2,056,803     $ 30,415,222  
Yamana Gold, Inc.     14,391,420       56,990,023  
Total Metals & Mining             589,658,663  
                 
Luxembourg - 0.7%                
Metals & Mining - 0.7% (c)                
Nexa Resources SA     685,856       5,212,506  
                 
Peru - 2.5%                
Metals & Mining - 2.5% (c)                
Cia de Minas Buenaventura SAA - ADR (a)     2,711,210       18,327,779  
                 
South Africa - 2.6%                
Metals & Mining - 2.6% (c)                
Harmony Gold Mining Co., Ltd. - ADR     6,063,832       19,101,071  
                 
United Kingdom - 1.4%                
Metals & Mining - 1.4% (c)                
Hochschild Mining PLC     5,544,178       9,935,401  
                 
United States - 10.8%                
Metals & Mining - 10.8% (c)                
Coeur Mining, Inc. (a)     2,671,075       16,480,533  
Gatos Silver, Inc. (a)     1,994,746       23,198,896  
Gold Resource Corp.     774,304       1,215,657  
Golden Minerals Co. (a)     4,704,330       2,031,800  
Hecla Mining Co.     5,585,302       30,719,161  
McEwen Mining, Inc. (a)     4,742,931       4,932,648  
Total Metals & Mining             78,578,695  
TOTAL COMMON STOCKS (Cost $871,161,881)             722,252,677  
                 
SHORT-TERM INVESTMENTS - 0.8%                
Money Market Funds - 0.8%                
First American Government Obligations Fund - Class X, 0.03% (d)     5,415,183       5,415,183  
TOTAL SHORT-TERM INVESTMENTS (Cost $5,415,183)             5,415,183  
                 
Total Investments (Cost $876,577,064) - 100.0%             727,667,860  
Other Assets in Excess of Liabilities - 0.0% (g)             319,209  
TOTAL NET ASSETS - 100.0%           $ 727,987,069  

 

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

16 

ETFMG™ ETFs

 

ETFMG Prime Junior Silver Miners ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

Percentages are stated as a percent of net assets.

 

ADR American Depositary Receipt
PLC Public Limited Company
(a) Non-income producing security.
(b) Value determined based on estimated fair value. The value of this security totals $128,601, which represents 0.00% of total net assets. Classified as Level 3 in the fair value hierarchy. Please refer to Note 2 of the Notes to Financial Statements.
(c) As of September 30, 2021, the Fund had a significant portion of its assets invested in the Metals & Mining Industry.
(d) The rate quoted is the annualized seven-day yield at September 30, 2021.
(e) These securities have been deemed illiquid according to the Fund's liquidity guidelines. The value of these securities total $3,053,780, which represents 0.4% of total net assets.
(f) Affiliated security. Please refer to Note 8 of the Notes to Financial Statements.
(g) Value less than 0.05%

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor's Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

17 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

Schedule of Total Return Swaps

September 30, 2021

 

 

    Fund                                  
    Pays/Receives                   Upfront           Unrealized  
Reference   Reference         Payment     Financing   Premiums     Notional     Appreciation  
Entity   Entity     Counterparty   Frequency     Rate   Paid/Received     Amount     (Depreciation)  
ETFMG Prime Junior Silver Miners ETF Swap     Receives     Cowen and Company, LLC     Monthly     Overnight Bank Funding Rate Index + 0.25%   $     $ 991,934     $  

 

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

18 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

Schedule of Total Return Swaps

September 30, 2021

 

 

    Fund                                  
    Pays/Receives                   Upfront           Unrealized  
Reference   Reference         Payment     Financing   Premiums     Notional     Appreciation  
Entity   Entity     Counterparty   Frequency     Rate   Paid/Received     Amount     (Depreciation)  
ETFMG Prime Junior Silver Miners ETF Swap     Pays     Cowen and Company, LLC     Monthly     Overnight Bank Funding Rate Index - 0.69%   $     $ (1,644,483 )   $  

 

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

19 

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2021

 

 

                ETFMG  
          ETFMG     Prime 2x  
    ETFMG     Prime 2x     Daily Inverse  
    Prime Junior     Daily Junior     Junior  
    Silver Miners     Silver Miners     Silver Miners  
    ETF     ETF     ETF  
ASSETS                        
Investments in unaffiliated securities, at value*   $ 655,211,923     $     $  
Investments in affiliated securities, at value*     72,455,937              
Foreign currency*     2,107              
Cash           192,289       256,248  
Deposits at Broker for total return swap contracts           448,450       428,000  
Receivable for open swap contracts                 172,128  
Receivables:                        
Dividends and interest receivable     413,982              
Receivable for investments sold     495,588              
Total assets     728,579,537       640,739       856,376  
                         
LIABILITIES                        
Payable for open swap contracts           134,206        
Payables:                        
Management fees payable     449,158       389       588  
Payable for investments purchased     143,310              
Total liabilities     592,468       134,595       588  
Net Assets   $ 727,987,069     $ 506,144     $ 855,788  
                         
NET ASSETS CONSIST OF:                        
Paid-in Capital   $ 992,914,450     $ 663,984     $ 233,795  
Total Distributable Earnings (Accumulated Losses)     (264,927,381 )     (157,840 )     621,993  
Net Assets   $ 727,987,069     $ 506,144     $ 855,788  
                         
*Identified Cost:                        
                         
Investments in unaffiliated securities   $ 798,430,842     $     $  
Investments in affiliated securities     78,146,222              
Foreign currency     2,347              
                         
Shares Outstanding^     61,600,000       110,000       50,000  
                         
Net Asset Value, Offering and Redemption Price per Share   $ 11.82     $ 4.60     $ 17.12  

 


^ No par value, unlimited number of shares authorized

 

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

20 

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS

For the Period/Year ended September 30, 2021

 

 

                ETFMG  
          ETFMG     Prime 2x  
    ETFMG     Prime 2x     Daily Inverse  
    Prime Junior     Daily Junior     Junior  
    Silver Miners     Silver Miners     Silver Miners  
    ETF     ETF1     ETF1  
INVESTMENT INCOME                        
Income:                        
Dividends from unaffiliated securities (net of foreign withholdings tax of $552,243, $-, $-)   $ 4,462,911     $     $  
Interest     836       132       1,374  
Total Investment Income     4,463,747       132       1,374  
                         
Expenses:                        
Management fees     5,177,552       1,790       2,889  
Total Expenses     5,177,552       1,790       2,889  
Net Investment Loss     (713,805 )     (1,658 )     (1,515 )
                         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS AND SWAP CONTRACTS                        
Net Realized Gain (Loss) on:                        
Unaffiliated Investments     (55,296,377 )            
Affiliated Investments     (5,518,709 )            
In-Kind redemptions     65,323,824              
Foreign currency and foreign currency translation     188,828              
Swap contracts           (546,722 )     623,508  
Net Realized Gain (Loss) on Investments, Swap Contracts and In-Kind redemptions     4,697,566       (546,722 )     623,508  
Net Change in Unrealized Appreciation (Depreciation) of:                        
Unaffiliated Investments     (193,269,318 )            
Affiliated Investments     (10,939,310 )            
Foreign currency and foreign currency translation     3,411              
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     (204,205,217 )            
Net Realized and Unrealized Gain (Loss) on Investments and Swap Contracts     (199,507,651 )     (546,722 )     623,508  
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ (200,221,456 )   $ (548,380 )   $ 621,993  

 

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

21 

ETFMG Prime Junior Silver Miners ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended     Year Ended  
    September 30,     September 30,  
    2021     2020  
OPERATIONS            
Net investment loss   $ (713,805 )   $ (940,100 )
Net realized gain on investments, in-kind redemptions and foreign currency and foreign currency translation     4,697,566       11,084,085  
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (204,205,217 )     60,060,330  
Net increase (decrease) in net assets resulting from operations     (200,221,456 )     70,204,315  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (7,160,000 )     (1,980,500 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     527,049,120       239,976,195  
Transaction Fees (See Note 1)     822        
Net increase in net assets from capital share transactions     527,049,942       239,976,195  
Total increase in net assets     319,668,486       308,200,010  
                 
NET ASSETS                
Beginning of Year     408,318,583       100,118,573  
End of Year   $ 727,987,069     $ 408,318,583  

 

Summary of share transactions is as follows:

 

    Year Ended     Year Ended  
    September 30, 2021     September 30, 2020  
    Shares     Amount     Shares     Amount  
Shares Sold     43,950,000     $ 706,233,470       26,050,000     $ 330,230,225  
Transaction Fees  (See Note 1)           822              
Shares Redeemed     (11,950,000 )     (179,184,350 )     (7,050,000 )     (90,254,030 )
Net Transactions in Fund Shares     32,000,000     $ 527,049,942       19,000,000     $ 239,976,195  
Beginning Shares     29,600,000               10,600,000          
Ending Shares     61,600,000               29,600,000          
                                 

 

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

22 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

    Period Ended  
    September 30,  
    20211  
OPERATIONS        
Net investment loss   $ (1,658 )
Net realized loss on swap contracts     (546,722 )
Net change in unrealized depreciation on swap contracts      
Net decrease in net assets resulting from operations     (548,380 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase in net assets from capital share transactions     1,054,524  
Total increase in net assets     506,144  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 506,144  

 

Summary of share transactions is as follows:

 

    Period Ended  
    September 30, 20211  
    Shares     Amount  
Shares Sold     160,000     $ 1,345,424  
Shares Redeemed     (50,000 )     (290,900 )
Net Transactions in Fund Shares     110,000     $ 1,054,524  
Beginning Shares              
Ending Shares     110,000          

 


1 The Fund commenced operations on June 15, 2021.

 

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

23 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

    Period Ended  
    September 30,  
    20211  
OPERATIONS        
Net investment loss   $ (1,515 )
Net realized gain on swap contracts     623,508  
Net change in unrealized depreciation on swap contracts      
Net increase in net assets resulting from operations     621,993  
         
CAPITAL SHARE TRANSACTIONS        
Net increase in net assets from capital share transactions     233,795  
Total increase in net assets     855,788  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 855,788  

 

Summary of share transactions is as follows:

 

    Period Ended  
    September 30, 20211  
    Shares     Amount  
Shares Sold     100,000     $ 1,000,000  
Shares Redeemed     (50,000 )     (766,205 )
Net Transactions in Fund Shares     50,000     $ 233,795  
Beginning Shares              
Ending Shares     50,000          

 


1 The Fund commenced operations on June 15, 2021.

 

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

24 

ETFMG Prime Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 

    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
   

Year Ended

September 30,
2019

    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
Net Asset Value, Beginning                                                  
Year   $ 13.79       9.45       $ 8.70       $ 11.84       $ 15.57    
Income (Loss) from                                                  
Investment Operations:                                                  
Net investment income (loss)1     (0.01 )       (0.05 )       (0.02 )       (0.03 )       (0.06 )  
Net realized and unrealized gain (loss) on investments     (1.76 )       4.56         0.91         (3.11 )       (3.61 )  
Total from investment operations     (1.77 )       4.51         0.89         (3.14 )       (3.67 )  
Less Distributions:                                                  
Distributions from net investment income     (0.20 )       (0.17 )       (0.14 )               (0.06 )  
Total distributions     (0.20 )       (0.17 )       (0.14 )               (0.06 )  
Capital Share Transactions:                                                  
Transaction fees     0.00 3                                  
Net asset value, end year   $ 11.82       $ 13.79       $ 9.45       $ 8.70       $ 11.84    
Total Return     -13.06 %       48.06 %       10.45 %       -26.50 %       -23.53 %  
                                                   
Ratios/Supplemental Data:                                                  
Net assets at end year (000's)   $ 727,987       408,319       $ 100,119       $ 45,265       $ 58,033    
                                                   
Expenses to Average Net Assets before legal expense     0.69 %       0.69 %       0.69 %       0.69 %       0.69 %  
Gross Expenses to Average                                                  
Net Assets     0.69 %       0.69 %       0.69 %       0.69 %       0.72 %2  
Net Investment Income (Loss)                                                  
to Average Net Assets     -0.10 %       -0.46 %       -0.21 %       -0.32 %       -0.48 %  
Portfolio Turnover Rate     26 %       71 %       34 %       36 %       69 %  

 


1 Calculated based on average shares outstanding during the year.

2 The ratio of expenses to average net assets includes legal expense.

3 Amount is less than $0.05.

 

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

 

25

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the period

 

 

    Period Ended
September 30,
20211
 
Net Asset Value, Beginning Period   $ 10.00    
Income (Loss) from Investment Operations:          
Net investment loss 2     (0.02 )  
Net realized and unrealized loss on investments     (5.38 )  
Total from investment operations     (5.40 )  
Net asset value, end period   $ 4.60    
Total Return     -53.98 %3  
           
Ratios/Supplemental Data:          
Net assets at end of period (000's)   $ 506    
           
Gross Expenses to Average Net Assets     0.95 %4  
Net Investment Loss to Average Net Assets     -0.88 %4  
Portfolio Turnover Rate     0 %3  

 


1 The Fund commenced operations on June 15, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

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

 

26

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the period

 

 

    Period Ended
September 30,
20211
 
Net Asset Value, Beginning Period   $ 10.00    
Income (Loss) from Investment Operations:          
Net investment loss 2     (0.02 )  
Net realized and unrealized gain on investments     7.14    
Total from investment operations     7.12    
Net asset value, end period   $ 17.12    
Total Return     71.23 %3  
           
Ratios/Supplemental Data:          
Net assets at end of period (000's)   $ 856    
           
Gross Expenses to Average Net Assets     0.95 %4  
Net Investment Income (Loss) to Average Net Assets     -0.50 %4  
Portfolio Turnover Rate     0 %3  

 


1 The Fund commenced operations on June 15, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

The accompanying notes are an integral part of these financial statements

 

27

 

 

ETFMG™ ETFs

NOTES TO FINANCIAL STATEMENTS

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Prime Junior Silver Miners ETF (“SILJ”), ETFMG Prime 2x Daily Junior Silver Miners ETF (“SILX”), and ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (“SINV”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker

Strategy
Commencement
Date

Strategy

ETFMG Prime
Junior Silver
Miners ETF

8/1/2017

Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Junior Silver Miners & Explorers Index (the “Index”).

ETFMG Prime
2x Daily Junior
Silver Miners
ETF

6/15/2021

Seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.

ETFMG Prime
2x Daily
Inverse Junior
Silver Miners
ETF

6/15/2021

Seeks daily investment results, before fees and expenses, that correspond to two times the inverse (-2x) (or opposite) of the return of the Index for a single day, not for any other period.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve its investment objective.

 

The Funds each currently offer one class of shares, which have no front-end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for SILJ and 10,000 shares for SILX and SINV, called “Creation Units.” Creation Units are issued and redeemed principally in- kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

28 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 

A.

Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the ETFMG Prime Junior Silver Miners ETF held one security that was fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

 

Level 1

 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 

Level 2

Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3

Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

  

29 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of September 30, 2021:

 

ETFMG Prime Junior Silver Miners ETF

 

 

 

 

 

 

Assets^

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Common Stocks

 

$

722,124,076

 

$

 

$

128,601

 

$

722,252,677

 

Short Term Investments

 

 

5,415,183

 

 

 

 

 

 

5,415,183

 

Total Investments in Securities

 

$

727,539,259

 

$

 

$

128,601

 

$

727,667,860

 

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

Swap Contracts***

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Long Total Return Equity Swap Contracts

 

$

 

$

 

$

 

$

 

Total Swap Contracts

 

$

 

$

 

$

 

$

 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

Swap Contracts***

 

Level 1

 

Level 2

 

Level 3

 

Total

 

Long Total Return Equity Swap Contracts

 

$

 

$

 

$

 

$

 

Total Swap Contracts

 

$

 

$

 

$

 

$

 

 

^  See Schedule of Investments for classifications by country and industry.

*

Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy.

The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

**

Investment was purchased with collateral.

***

Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 

B.

Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

 

30 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2020 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 

C.

Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 

D.

Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E.

Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

 

31 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

G.

Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 

H.

Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund.

 

The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

 

The following table presents the Funds’ gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2021.

 

ETFMG Prime 2x Daily Junior Silver Miners ETF 

 

 

 

 

 

Gross Amounts
of Recognized
Assets

 

 

 

 

 

 

 

 

Gross Amounts not offset in
the Statements of Assets &
Liabilities

 

 

 

 

Counterparty

 

Investment Type

 

 

Presented in
the Statements
of Assets &
Liabilities

 

 

Gross Amounts
Available
Offset

 

 

Net Amounts

 

 

Financial
Instruments

 

 

Collateral
Received

 

 

Net Amount

 

Cowen and Company, LLC

 

 

Total Return Swap Contract

 

 

$

(134,206

)

 

$

 

 

$

(134,206

)

 

$

 

 

$

 

 

$

(134,206

)

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF 

 

 

 

 

 

Gross Amounts
of Recognized
Assets

 

 

 

 

 

 

 

 

Gross Amounts not offset in
the Statements of Assets &
Liabilities

 

 

 

 

Counterparty

 

Investment Type

 

 

Presented in
the Statements
of Assets &
Liabilities

 

 

Gross Amounts
Available
Offset

 

 

Net Amounts

 

 

Financial
Instruments

 

 

Collateral
Received

 

 

Net Amount

 

Cowen and Company, LLC

 

 

Total Return Swap Contract

 

 

$

172,128

 

 

$

 

 

$

172,128

 

 

$

 

 

$

 

 

$

172,128

 

 

 

32 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The average monthly notional amount of the swap contracts during the period ended September 30, 2021 for the Funds were:

 

ETFMG Prime 2x Daily Junior

 

 

 

Silver Miners ETF

Swap Contract

$

1,342,896

ETFMG Prime 2x Daily Inverse

 

 

 

Junior Silver Miners ETF

Swap Contract

$

(2,005,123)

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of September 30, 2021:

 

 

 

 

 

 

Assets

 

 

Liabilities

 

 

Net
Unrealized
Gain (Loss)

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

Swap Contract

 

 

$

 

 

$

134,206

 

 

$

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

Swap Contract

 

 

$

172,128

 

 

$

 

 

$

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the period ended September 30, 2021:

 

 

 

 

 

 

Realized Gain
(Loss)

 

 

Change in Unrealized
Appreciation/Depreciation

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

Swap Contract

 

 

$

(546,722

)

 

$

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

Swap Contract

 

 

$

623,508

 

 

$

 

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

33 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID- 19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

 

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over- or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

34 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non- advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Prime Junior Silver Miners ETF

0.69%

ETFMG Prime 2x Daily Junior Silver Miners ETF

0.95%

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

0.95%

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for SILJ, SILX, and SINV. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the year ended September 30, 2021, the Funds did not incur any 12b-1 expenses.

 

35 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the year ended September 30, 2021:

 

 

 

Purchases

 

Sales

 

ETFMG Prime Junior Silver Miners ETF

 

$

187,130,126

 

$

195,241,642

 

 

 

 

 

 

 

 

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2021:

 

 

 

Purchases In-Kind

 

Sales In-Kind

 

ETFMG Prime Junior Silver Miners ETF

 

$

695,023,773

 

$

171,749,291

 

 

 

 

 

 

 

 

 

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the year ended September 30, 2021.

 

NOTE 7 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

 

 

Cost

 

 

Gross
Unrealized
Appreciation

 

 

Gross
Unrealized
Depreciation

 

 

Net
Unrealized
Appreciation
(Depreciation)

 

ETFMG Prime Junior Silver Miners ETF

 

$

916,697,076

 

 

$

39,467,924

 

 

$

(228,497,140

)

 

$

(189,029,216

)

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

 

 

Undistributed Ordinary
Income

 

 

Undistributed
Long-Term

Gain

 

 

Total
Distributable
Earnings

 

 

Other
Accumulated
Loss

 

 

Total
Accumulated
Gain (Loss)

 

ETFMG Prime Junior Silver Miners ETF

 

$

 

 

$

 

 

$

 

 

$

(75,898,165

)

 

$

(264,927,381

)

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

(157,840

)

 

 

(157,840

)

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

621,993

 

 

 

 

 

 

621,993

 

 

 

621,993

 

 

 

621,993

 

 

 

36 

 

ETFMG™ ETFs

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

 

 

Capital Loss
Carryforward
ST

 

 

Capital Loss
Carryforward
LT

 

 

Expires

 

ETFMG Prime Junior Silver Miners ETF

 

$

(50,115,596

)

 

$

(23,278,875

)

 

 

Indefinite

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

(157,840

)

 

 

 

 

 

Indefinite

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

 

Indefinite

 

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

 

 

Late Year
Ordinary
Loss

 

 

Post-
October
Capital
Loss

 

ETFMG Prime Junior Silver Miners ETF

 

$

2,503,820

 

 

$

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

 

 

Total
Distributable
Earnings/(Loss)

 

 

Paid-In
Capital

 

ETFMG Prime Junior Silver Miners ETF

 

$

(56,469,774

)

 

$

56,469,774

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

390,540

 

 

 

(390,540

)

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

 

37 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The tax charter of distributions paid during the year ended September 30, 2021, and the year ended September 30, 2020 were as follows:

 

 

 

Year Ended
September 30, 2021

 

 

Year Ended
September 30, 2020

 

 

 

From
Ordinary
Income

 

 

From
Capital
Gains

 

 

From
Ordinary
Income

 

 

From
Capital
Gains

 

ETFMG Prime Junior Silver Miners ETF

 

$

7,160,000

 

 

 

 

 

$

1,980,500

 

 

 

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTE 8 – INVESTMENTS IN AFFILIATES

 

ETFMG Prime Junior Silver Miners ETF

 

ETFMG Prime Junior Silver Miners ETF owned the following companies during the year ended September 30, 2021. Kootenay Silver, Inc., MAG Silver Corp., New Gold, Inc. and GoGold Resources, Inc. are deemed to be affiliates of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in these securities were as follows:

 

Security Name

 

Value at
September 30,
2020

 

 

Purchases

 

 

Sales

 

 

Realized
Gain
(Loss)(1)

 

 

Change in
Unrealized
Appreciation
(Depreciation)

 

 

Dividend
Income

 

 

Value at
September 30,
2021

 

 

Ending
Shares

 

GoGold Resources, Inc.**

 

$

 

 

$

18,505,759

 

 

$

 

 

$

 

 

$

(1,087,515

)

 

$

 

 

$

17,418,244

 

 

 

7,964,602

 

Kootenay Silver, Inc.*

 

 

1,371,967

 

 

 

2,056,273

 

 

 

(1,176,806

)

 

 

(623,155

)

 

 

(858,753

)

 

 

 

 

 

769,526

 

 

 

5,733,418

 

MAG Silver Corp. **

 

 

20,520,080

 

 

 

63,947,516

 

 

 

(29,966,225

)

 

 

(5,304,851

)

 

 

(2,987,568

)

 

 

 

 

 

46,208,952

 

 

 

2,853,645

 

New Gold, Inc. *

 

 

6,281,951

 

 

 

10,979,996

 

 

 

(3,606,555

)

 

 

409,297

 

 

 

(6,005,474

)

 

 

 

 

 

8,059,215

 

 

 

7,617,763

 

Total

 

$

28,173,998

 

 

$

95,489,544

 

 

$

(34,749,586

)

 

$

(5,518,709

)

 

$

(10,939,310

)

 

$

 

 

$

72,455,937

 

 

$

24,169,428

 

 

*Affiliate as of September 30, 2021.

**This security was not affiliated as of September 30, 2020.

Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 9 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

38 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 10 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 9, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

39 

 

ETFMG™ ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of ETFMG Prime Junior Silver Miners ETF, ETFMG Prime 2x Daily Junior Silver Miners ETF and ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of ETFMG Prime Junior Silver Miners ETF, ETFMG Prime 2x Daily Junior Silver Miners ETF and ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2021, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2021, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York

November 29, 2021

40

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended September 30, 2021 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 30, 2021, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG Prime 2X Daily Junior Silver Miners ETF and ETFMG Prime 2X Daily Inverse Junior Silver Miners ETF (the “New Funds”).

 

Pursuant to Section 15 of the 1940 Act, the Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the New Funds’ shareholders by the Adviser; (ii) comparative fee and expense data for each New Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the New Funds grow and whether the proposed advisory fee for each New Fund reflects these expected economies of scale for the benefit of the New Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the New Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 30, 2021, and throughout the year. Among other things, the Adviser provided responses to detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. Representatives of the Adviser discussed the services to be provided to the New Funds, the rationale for launching the New Funds, the marketing strategy and the New Funds’ proposed fees in comparison to the fees of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting, and deliberated on the approval of the Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the New Funds. The matters discussed were also considered separately by the Independent Trustees in executive session with independent legal counsel, at which no representatives of management were present.

 

Nature, Extent and Quality of Services Provided. 

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser would be providing investment advisory services to the New Funds. The Board discussed the responsibilities of the Adviser, including: the investment of each New Fund’s assets in accordance with its investment objective and monitoring compliance with various fund policies and procedures and with applicable securities regulations, and arranging for transfer agency, custody, fund administration, and all other non- distribution related services necessary for the New Funds to operate. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; the quality of the Adviser’s compliance infrastructure and risk assessment capabilities; the marketing strategy for the New Funds and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place that are reasonably designed to prevent violations of the Federal Securities laws. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the provision of high-quality services to the New Funds, such as the hiring of trading, legal and compliance personnel, and enhancements to technology and related systems. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

41

 

ETFMG™ ETFs

 

ETFMG Prime 2x Daily Junior Silver Miners ETF

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended September 30, 2021 (Unaudited) (Continued)

 

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the New Funds by the Adviser.

 

Historical Performance. 

The Board noted that the New Funds had not yet commenced operations and that therefore there was no prior performance to review.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale. 

The Board reviewed the proposed investment advisory fee for each of the New Funds and compared it to the total operating expenses of other funds in the industry falling within the same style category, or peer group, as the particular New Fund, as determined by a third-party service provider and the Adviser. The Board noted that the expense ratios for each of the New Funds was higher than the average and median expense ratios for its peer ETFs. The Trustees also considered the total expense ratios of other ETFs that they considered to be comparable, based on the investment objectives and strategies of the ETFs. The Board took into consideration management’s discussion of the fees, including that there are limited true peers for the New Funds because of their niche strategies.

 

The Board also noted the importance of the fact that the advisory fees for the New Funds were “unified fees,” meaning that the shareholders of the New Funds would pay no expenses other than the advisory fee, 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 (such as, among other things and subject to Board approval, certain proxy solicitation costs and non- standard Board- related expenses and litigation against the Board, Trustees, New Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses (the “Excluded Expenses”). The Board also noted that the Adviser would be responsible for compensating the New Funds’ other service providers and paying the New Funds’ other expenses out of its own fee and resources. The Board further noted that because the New Funds are new, it was difficult to estimate the profitability of the New Funds to the Adviser. The Board, however, considered collateral or “fall-out” benefits that ETFMG and its affiliates may derive as a result of their relationship with the New Funds.

 

The Board noted that because the New Funds are new, it also was difficult to estimate whether the New Funds would experience economies of scale. The Board noted that the Adviser will review expenses as the New Funds’ assets grow. The Board determined to evaluate economies of scale on an ongoing basis if the New Funds achieved asset growth.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision. Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the New Funds; and (c) approved the Agreement for an initial term of two years.

42

 

ETFMG™ ETFs

 

EXPENSE EXAMPLES

Six Months Ended September 30, 2021 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name

 

Beginning Account Value April 1, 2021

 

 

Ending Account Value September 30, 2021

 

 

Expenses Paid During the Period

 

 

Annualized Expense Ratio During the Period April 1, 2021 to September 30, 2021

 

ETFMG Prime Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

$

1,000.00

 

 

$

824.60

 

 

$

3.16(1)

 

 

 

0.69

%

Hypothetical (5% annual)

 

 

1,000.00

 

 

 

1,021.61

 

 

 

3.50(1)

 

 

 

0.69

%

ETFMG Prime 2x Daily Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

1,000.00

 

 

 

460.20

 

 

 

2.05(2)

 

 

 

0.95

%

Hypothetical (5% annual)

 

 

1,000.00

 

 

 

1,020.31

 

 

 

4.81(3)

 

 

 

0.95

%

ETFMG Prime 2x Daily Inverse Junior Silver Miners ETF

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Actual

 

 

1,000.00

 

 

 

1,712.30

 

 

 

3.78(2)

 

 

 

0.95

%

Hypothetical (5% annual)

 

 

1,000.00

 

 

 

1,020.31

 

 

 

4.81(3)

 

 

 

0.95

%

 

(1)

Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 183/365 days (to reflect the six-month period).

(2)

 Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 108/365 days (to reflect the period since the Fund’s inception).

(3)

For comparative purposes only as the Fund was not in operation for the full six-month period.

 

43

 

ETFMG™ ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served         Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers      
Samuel Masucci, III (1962)                           Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014)                 Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 17                             None                            
John A. Flanagan, (1946)           Treasurer (since 2015)           President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a             n/a            
Reshma A. Tanczos (1978)             Chief Compliance Officer (since 2016)         Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a               n/a              
Matthew J. Bromberg (1973)                         Assistant Secretary (since 2020)                       General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015- 2016). n/a                           n/a                          
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

44

 

ETFMG™ ETFs

 

Board of Trustees (Continued)

 

 

Name and Year of Birth         Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years         Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Terry Loebs (1963)         Trustee (since 2014); Lead Independent Trustee (since 2020)   Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange- traded products firm) (2006-2011). 17           None          
Eric Wiegel (1960)           Trustee (since 2020)           Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017- 2018). 17             None            

 

45

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name

Qualified Dividend Income

ETFMG Prime Junior Silver Miners ETF

7.70%

ETFMG Prime 2x Daily Junior Silver Miners ETF

0.00%

ETFMG Prime 2x Daily Inverse Junior Silver

0.00%

Miners ETF

 

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name

Dividends Received Deduction

ETFMG Prime Junior Silver Miners ETF

4.05%

ETFMG Prime 2x Daily Junior Silver Miners ETF

0.00%

ETFMG Prime 2x Daily Inverse Junior Silver

0.00%

Miners ETF

 

 

Short Term Capital Gain

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name

Short-Term Capital Gain

ETFMG Prime Junior Silver Miners ETF

0.00%

ETFMG Prime 2x Daily Junior Silver Miners ETF

0.00%

ETFMG Prime 2x Daily Inverse Junior Silver Miners

0.00%

ETF

 

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

 

 

 

 

 

 

Per Share

 

 

 

Fund

 

Gross

Foreign

Source

Income

 

Foreign

Taxes

Passthrough

 

Gross Foreign Source Income

 

Foreign

Taxes

Passthrough

 

Shares

Outstanding

at 9/30/21

 

ETFMG Prime Junior Silver Miners ETF

 

 

4,543,400

 

 

552,243

 

 

0.07375649

 

 

0.00896498

 

 

61,600,000

 

 

46

 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited) (Continued)

 

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

47

 

ETFMG™ ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1) The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2) The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3) The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4) The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1) The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2) The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)   The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes

 

 

 

(1)     Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

48

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006



 

 

 

 

 



 

 

Annual Report 

September 30, 2021

 



ETFMG Prime Cyber Security ETF

 

 

 

ETFMG Prime Mobile Payments ETF

 

 

 

ETFMG Sit Ultra Short ETF

 

 

 

ETFMG Treatments, Testing and Advancements ETF 

 

 














The funds are series of ETF Managers Trust.

 

 

 

ETFMG™ ETFs

 

TABLE OF CONTENTS 

September 30, 2021

 

 

  Page
Shareholders’ Letter 2
Growth of $10,000 Investment and Top 10 Holdings 4
Important Disclosures and Key Risk Factors 12
Portfolio Allocations 16
Schedules of Investments 17
Statements of Assets and Liabilities 36
Statements of Operations 37
Statements of Changes in Net Assets 38
Financial Highlights 42
Notes to the Financial Statements 46
Report of Independent Registered Public Accounting Firm 59
Expense Examples 60
Trustees and Officers Table 61
Federal Tax Information 63
Information about Portfolio Holdings 64
Information about Proxy Voting 64
Privacy Policy 65

 

1 

 

ETFMG™ ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs. The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

Performance Overview

 

During the 12- month period ended September 30, 2021, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 28.9%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 30.3%. Below is a performance overview for each Fund for the same 12-month period, except as noted otherwise.

 

ETFMG Prime Cyber Security ETF (HACK)

 

The ETFMG Prime Cyber Security ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Cyber Defense Index (the “Index”).

 

Over the period, the total return for the Fund was 31.34%, while the total return for the Index was 32.26%. The best performers in the Fund on the basis of contribution to return were Cloudflare Inc. - Class A, Fortinet Inc., Blackberry Ltd., Palo Alto Networks Inc. and Darktrace Plc, while the worst performers were Sumo Logic Inc., Knowbe4 Inc.-A, Ping Identity Holding Corp., Splunk Inc. and Cognyte Software Ltd.

 

During the reporting period, the Fund saw an average approximate allocation of 62.9% to Software, 13.4% to IT Services, 9.2% to Communications Equipment, 7.9% to Professional Services, 5.4% to Aerospace & Defense and 1.0% to Electronic Equipment, Instruments & Components, The Fund was exposed predominately to the United States at 79.3%, 6.3% to Israel, 5% to the United Kingdom, 3.8% to Canada, 3.6% to Japan and 10% to Sweden

 

ETFMG Prime Mobile Payments ETF (IPAY)

 

The ETFMG Prime Mobile Payments ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Mobile Payments Index (the “Index”).

 

Over the period, the total return for the Fund was 24.91%, while the total return for the Index was 25.81%. The best performers in the Fund on the basis of contribution to return were American Express Co., Square Inc. - A, Discover Financial Services, Adyen Nv and Paypal Holdings Inc., while the worst performers were Fidelity National Info Serv., Cielo Sa, Stoneco Ltd.-A, Global Payments Inc., Qiwi Plc-Sponsored Adr and Marqeta Inc.-A.

 

During the reporting period, the Fund saw an average approximate allocation of 84.2% to IT Services, 11.0% to Consumer Finance, 3.5% to Software and 1.1% to Electronic Equipment, Instruments and Components. The Fund was exposed predominately to the United States 68.7%, followed by the Brazil 6.1%, Netherlands 5.4%, Australia 3.9% and France 3.0%.

 

2 

 

ETFMG Sit Ultra Short ETF (VALT)

 

The ETFMG Sit Ultra Short ETF (the “Fund”) is an actively managed exchange-traded fund (“ETF”) that seeks maximum current income, consistent with preservation of capital and daily liquidity.

 

Over the fiscal period, the total return for the Fund was 0.75%, while the total return for its benchmark, the Bloomberg Barclays U.S. Treasury Bills Index: 1-3-month Index, was 0.05%.

 

The Fund seeks to achieve its investment objective by investing in a diversified portfolio of high-quality, short-term U.S. dollar-denominated domestic and foreign debt securities and other instruments. The Fund uses the Bloomberg Barclays U.S. Treasury Bills Index: 1-3-month Index as its benchmark index. The Fund seeks to maintain an average effective duration within a range of 2 months to 1 year.

 

ETFMG Treatments, Testing and Advancements ETF (GERM)

 

The ETFMG Treatments, Testing and Advancements ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Treatments, Testing and Advancements Index (the “Index”).

 

Over the fiscal period, the total return for the Fund was 49.43%, while the total return the for the Index was 48.59%. The best performers in the Fund on the basis of contribution to return were Moderna Inc., Biontech Se-Adr, Novavax Inc, Bio-Rad Laboratories-A, and Laboratory Crp Of Amer Hldgs, while the worst performers were Emergent Biosolutions Inc., Quidel Corp., Vaxcyte Inc., Abcellera Biologics Inc. and Adaptive Biotechnologies.

 

During the reporting period, the Fund saw an average approximate allocation of 61.1% Biotechnology, 11.8% Life Sciences Tools & Services, 11.2% Health Care Providers & Services, 8.1% Pharmaceuticals and 7.5% Health Care Equipment & Supplies. The Fund was exposed predominately to the United States 77.0% followed by Germany 11.4%, China 6.8%, United Kingdom 1.8% and Canada 1.7%.

 

You can find further details about HACK, IPAY, VALT, and GERM by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

 

 

Samuel Masucci III 

Chairman of the Board

 

3 

 

ETFMG Prime Cyber Security ETF

Growth of $10,000 (Unaudited) 

 

 

 

Average Annual Returns
Year Ended September 30, 2021
  1 Year
Return
  5 Year
Return
  Since
Inception
(11/11/14)
  Value of
$10,000
(9/30/2021)
 
ETFMG Prime Cyber Security ETF (NAV)     31.34%   17.60%   14.43%   $ 25,295  
ETFMG Prime Cyber Security ETF (Market)     31.07%   17.56%   14.39%   $ 25,238  
S&P 500 Index     30.00%   16.90%   13.67%   $ 24,161  
Prime Cyber Defense Index*     32.26%   17.99%   14.91%   $ 26,030  

 

*  The Fund’s benchmark before 8/1/17 was the ISE Cyber Security Index. On 8/1/17, the Fund’s benchmark became the Prime Cyber Defense Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 11, 2014, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

4 

 

ETFMG Prime Cyber Security ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

           
    Security     % of Total Investments
1   ETFMG Sit Ultra Short ETF**   3.24%
2   Cisco Systems, Inc.   2.80%
3   Palo Alto Networks, Inc.   2.45%
4   Darktrace PLC   2.38%
5   Fortinet, Inc.   2.03%
6   Splunk, Inc.   2.01%
7   BlackBerry, Ltd.   1.98%
8   Cloudflare, Inc. - Class A   1.96%
9   CACI International, Inc. - Class A   1.95%
10   Tenable Holdings, Inc.   1.93%

 

Top Ten Holdings = 22.73% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings. 

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

5 

 

ETFMG Prime Mobile Payments ETF 

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Year Ended September 30, 2021
  1 Year
Return
  5 Year
Return
  Since
Inception
(7/15/15)
  Value of
$10,000
  (9/30/2021)
 
ETFMG Prime Mobile Payments ETF (NAV)     24.91%   22.34%   17.67%   $ 27,474  
ETFMG Prime Mobile Payments ETF (Market)     24.39%   22.12%   17.62%   $ 27,402  
S&P 500 Index     30.00%   16.90%   14.40%   $ 23,061  
Prime Mobile Payments Index*     25.81%   23.13%   18.41%   $ 28,561  

 

* The Fund’s benchmark before 8/1/17 was the ISE Mobile Payments Index. On 8/1/17, the Fund’s benchmark became the Prime Mobile Payments Index.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on July 15, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

6 

 

ETFMG Prime Mobile Payments ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

           
    Security     % of Total Investments
1   American Express Co.   5.54%
2   MasterCard, Inc. - Class A   5.46%
3   Visa, Inc. - Class A   5.32%
4   PayPal Holdings, Inc.   4.88%
5   Square, Inc. - Class A   4.83%
6   Adyen NV   4.54%
7   Fidelity National Information Services, Inc.   4.18%
8   Fiserv, Inc.   4.02%
9   ETFMG Sit Ultra Short ETF**   3.18%
10   Global Payments, Inc.   2.96%

 

Top Ten Holdings= 44.91% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings. 

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

7 

 

ETFMG Sit Ultra Short ETF
Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns
Year Ended September 30, 2021
  1 Year
Return
  Since
Inception
(10/8/2019)
  Value of
$10,000
(9/30/2021)
 
ETFMG Sit Ultra Short ETF (NAV)     0.75%   0.98%   $ 10,195  
ETFMG Sit Ultra Short ETF  (Market)     0.72%   0.98%   $ 10,195  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 8, 2019, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

8 

 

ETFMG Sit Ultra Short ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

           
    Security     % of Total Investments
1   Dominion Energy, Inc.   2.31%
2   Entergy Louisiana LLC   2.04%
3   Goldman Sachs Group, Inc.   1.79%
4   Toronto-Dominion Bank   1.67%
5   PPL Electric Utilities Corp.   1.66%
6   Barclays PLC   1.59%
7   CenterPoint Energy, Inc.   1.58%
8   Brighthouse Financial Global Funding   1.55%
9   JPMorgan Chase & Co.   1.54%
10   Phillips 66   1.52%

 

Top Ten Holdings =17.25% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

 

9 

 

ETFMG Treatments, Testing and Advancements ETF

Growth of $10,000 (Unaudited)

 

 

 

Average Annual Returns

Year Ended September 30, 2021

 

1 Year

Return

 

Since

Inception

(6/17/2020)

 

Value of

$10,000

(9/30/2021)

 
ETFMG Treatments, Testing and Advancements ETF (NAV)     49.43%   47.95%   $ 16,560  
ETFMG Treatments, Testing and Advancements  ETF (Market)     50.02%   48.13%   $ 16,586  
S&P 500 Index     30.00%   30.64%   $ 14,108  
Prime Treatments, Testing and Advancements Index NTR     48.59%   47.37%   $ 16,494  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 17, 2020, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

10 

 

ETFMG Treatments, Testing and Advancements ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

           
    Security     % of Total Investments
1   Moderna, Inc.   5.50%
2   Alnylam Pharmaceuticals, Inc.   5.36%
3   Laboratory Corp. of America Holdings   5.19%
4   BioNTech SE   4.72%
5   Novavax, Inc.   4.55%
6   Quest Diagnostics, Inc.   3.55%
7   Bio-Rad Laboratories, Inc. - Class A   3.42%
8   Quidel Corp.   2.89%
9   CureVac NV   2.88%
10   Vir Biotechnology, Inc.   2.79%

 

Top Ten Holdings = 40.85% of Total Investments 

* Current Fund holdings may not be indicative of future Fund holdings.

 

11 

 

ETFMG™ ETFs

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

HACK

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Cyber Defense Index (the “Index”).

 

The fund is concentrated in technology-related companies face intense competition, both domestically and internationally, which may have an adverse effect on profit margins. Such companies may have limited product lines, markets, financial resources or personnel. The products of such companies may face obsolescence due to rapid technological developments, frequent new product introduction, unpredictable changes in growth rates, competition for the services of qualified personnel, and competition from foreign competitors with lower production costs. Technology companies are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Funds are non-diversified, meaning they may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large- capitalization companies. Diversification does not assure a profit or protect against a loss in a declining market. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Cyber Defense Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Prime Cyber Defense Index. The Prime Cyber Defense Index provides a benchmark for investors interested in tracking companies actively involved in providing cyber security technology and services. The Index uses a market capitalization weighted allocation across the infrastructure provider and service provider categorizations as well as an equal weighted allocation methodology for all components within each sector allocation. Index components are reviewed semi-annually for eligibility, and the weights are re-set accordingly. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

12 

 

ETFMG™ ETFs

 

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

IPAY

 

The ETFMG Prime Mobile Payments ETF (the “Fund” or the “Mobile Payments ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Mobile Payments Index (the “Index”).

 

Mobile Payment Companies face intense competition, both domestically and internationally, and are subject to increasing regulatory constraints, particularly with respect to fees, competition and anti-trust matters, cybersecurity and privacy. Mobile Payment Companies may be highly dependent on their ability to enter into agreements with merchants and other third parties to utilize a particular payment method, system, software or service, and such agreements may be subject to increased regulatory scrutiny. Additionally, certain Mobile Payment Companies have recently faced increased costs related to class-action litigation challenging such agreements. Such factors may adversely affect the profitability and value of such companies. The Fund is non- diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large- capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the Prime Mobile Payments Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

 

The Prime Mobile Payments Index is designed to provide a benchmark for investors interested in tracking the mobile and electronic payments industry. The stocks are screened for liquidity and weighted according to a modified linear-based capitalization-weighted methodology. The Index generally is comprised of 25-40 securities. An investment cannot be made directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

13 

 

ETFMG™ ETFs

 

  

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Prime Indexes.

 

VALT

 

The ETFMG Sit Ultra Short ETF (the “Fund” or the “Ultra Short ETF”) seeks maximum current income, consistent with preservation of capital and daily liquidity.

 

The market price of the Fund’s fixed-income instruments may change, sometimes rapidly or unpredictably, in response to changes in interest rates, factors affecting securities markets generally, and other factors. Generally, when interest rates rise, the values of fixed-income instruments fall, and vice versa. The Fund may invest in floating rate securities, which are generally less sensitive to interest rate changes than securities with fixed interest rates but may decline in value if their interest rates do not rise as much, or as quickly, as comparable market interest rates. The Fund may invest in U.S. dollar-denominated debt obligations of foreign issuers. Mortgage- and asset-backed securities are subject to interest rate risk. Modest movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain types of these securities. From time to time the Fund may invest a substantial amount of its assets in taxable or tax-exempt municipal securities whose interest is paid solely from revenues of similar projects.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

The Fund’s investment strategy may require it to redeem shares for cash or to otherwise include cash as part of its redemption proceeds. In the event of large shareholder redemptions, the Fund may have to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s performance.

 

Distributed by ETFMG Financial LLC, which is not affiliated with Sit Investment Associates.

 

GERM

 

The ETFMG Treatments, Testing and Advancements ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Treatments, Testing and Advancements Index (the “Index”).

 

Vaccine development companies are involved in discovering, developing and commercializing novel drugs with significant market potential. These companies face challenges including pre-clinical testing and clinical trial stages of development. Clinical trials may be delayed, and certain programs may never advance in the clinic or may be more costly to conduct than anticipated. Vaccine development requires companies to seek and secure significant funding. If there are delays in obtaining required regulatory and marketing approvals the ability of vaccine development companies to generate revenue will be materially impaired. If regulatory approval is obtained, products will still remain subject to regulatory scrutiny with regulatory authorities having the ability impose significant restrictions on the indicated uses or marketing. Lastly, even if a licensed product is achieved, vaccine development companies may encounter difficulties in manufacturing, product release, shelf life, testing, storage, supply chain management, or shipping.

 

14 

 

ETFMG™ ETFs

 

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Prime Indexes.

 

15 

 

ETFMG™ ETFs

 

PORTFOLIO ALLOCATIONS 

As of September 30, 2021 (Unaudited)

 

 

    ETFMG
Prime
Cyber
Security
ETF
    ETFMG
Prime
Mobile
Payments
ETF
    ETFMG
Sit Ultra
Short
ETF
    ETFMG
Treatments,
Testing and
Advancements
ETF
 
As a percent of Net Assets:                        
Australia     %     3.4 %     %     %
Bermuda           1.2              
Brazil           1.0              
Canada     3.3       1.9             4.2  
Cayman Islands           5.8             6.2  
Cyprus           0.2              
Denmark                       0.1  
Finland     0.2                    
France           2.0             0.7  
Germany                       5.5  
Israel     8.5                    
Italy           2.0              
Japan     3.7       2.8             0.8  
Jersey     1.2                    
Netherlands           5.4             3.4  
Puerto Rico           1.3              
Republic of Korea     0.9                    
Sweden     1.0                    
United Kingdom     9.3       3.4             5.3  
United States     71.7       69.0             73.4  
Asset Backed Securities                 0.6        
Coporate Bonds                 92.9        
Exchange Traded Funds     3.8       3.8             2.0  
Municipal Debt Obligations                 1.3        
Short-Term and other Net Assets (Liabilities)     (3.6 )     (3.2 )     5.2       (1.6 )
      100.0 %     100.0 %     100.0 %     100.0 %

 

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

 

16 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF 

 

Schedule of Investments

September 30, 2021

 

 

    Shares     Value  
             
COMMON STOCKS - 99.8%                
Canada - 3.3%                
Software - 3.3% (d)                
Absolute Software Corp.     2,037,444     $ 22,391,616  
BlackBerry, Ltd. (a)(b)     5,469,185       53,241,000  
Total Software             75,632,616  
                 
Finland - 0.2%                
Software - 0.2% (d)                
F-Secure Oyj     724,911       4,030,549  
                 
Israel - 8.5%                
Communications Equipment - 1.2%                
Radware, Ltd. (a)     809,008       27,279,750  
Software - 7.3% (d)                
Allot Communications, Ltd. (a)     1,265,637       18,807,366  
Check Point Software Technologies, Ltd. (a)     429,686       48,571,705  
Cognyte Software, Ltd. (a)     1,840,140       37,814,877  
CyberArk Software, Ltd. (a)     308,757       48,728,030  
Tufin Software Technologies, Ltd. (a)     1,491,611       14,662,536  
Total Software             168,584,514  
Total Israel             195,864,264  
                 
Japan - 3.7%                
Software - 3.7% (d)                
Digital Arts, Inc.     362,725       29,527,728  
FFRI Security, Inc. (a)     271,961       4,462,023  
Trend Micro, Inc.     927,162       51,816,772  
Total Software             85,806,523  
                 
Jersey - 1.2%                
Software - 1.2% (d)                
Mimecast, Ltd. (a)     432,017       27,476,281  
                 
Republic of Korea - 0.9%                
Software - 0.9% (d)                
Ahnlab, Inc.     344,019       20,193,683  
                 
Sweden - 1.0%                
Electronic Equipment, Instruments & Components - 1.0%                
Fingerprint Cards AB - Class B (a)     8,714,230       24,198,452  

 

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

 

17 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
United Kingdom - 9.3%                
Aerospace & Defense - 3.6%                
BAE Systems PLC     3,887,949     $ 29,608,699  
QinetiQ Group PLC     6,095,041       26,624,793  
Ultra Electronics Holdings PLC     651,824       28,420,745  
Total Aerospace & Defense             84,654,237  
IT Services - 0.8%                
NCC Group PLC     5,329,733       18,455,898  
Software - 4.9% (d)                
Avast PLC (f)     6,264,029       47,923,194  
Darktrace PLC (a)     5,803,685       64,123,068  
Total Software             112,046,262  
Total United Kingdom             215,156,397  
                 
United States - 71.7%                
Aerospace & Defense - 2.1%                
Parsons Corp. (a)(b)     1,446,005       48,817,129  
Communications Equipment - 8.0%                
Cisco Systems, Inc.     1,384,389       75,352,293  
F5 Networks, Inc. (a)(b)     153,620       30,536,584  
Juniper Networks, Inc. (b)     1,801,752       49,584,215  
NetScout Systems, Inc. (a)     1,061,752       28,614,216  
Total Communications Equipment             184,087,308  
Internet Software & Services - 0.7%                
Zix Corp. (a)(b)     2,397,104       16,947,525  
IT Services - 9.2%                
Akamai Technologies, Inc. (a)     480,896       50,296,913  
LiveRamp Holdings, Inc. (a)     1,004,813       47,457,318  
Okta, Inc. (a)(b)     144,060       34,191,200  
SolarWinds Corp. (b)     2,940,591       49,196,087  
VeriSign, Inc. (a)     146,216       29,975,742  
Total IT Services             211,117,260  
Professional Services - 8.3%                
Booz Allen Hamilton Holding Corp.     364,579       28,929,344  
CACI International, Inc. - Class A (a)     200,308       52,500,727  
Leidos Holdings, Inc.     310,926       29,889,316  
ManTech International Corp. - Class A     369,403       28,045,076  
Science Applications International Corp.     601,362       51,452,533  
Total Professional Services             190,816,996  

 

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

 

18 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
             
Software - 43.4% (d)                
A10 Networks, Inc. (a)     2,061,551     $ 27,789,707  
Cloudflare, Inc. - Class A (a)     468,627       52,790,831  
CommVault Systems, Inc. (a)     626,599       47,189,171  
Crowdstrike Holdings, Inc. - Class A (a)(b)     199,762       49,097,504  
Everbridge, Inc. (a)(b)     184,974       27,938,473  
FireEye, Inc. (a)     2,871,539       51,113,394  
Fortinet, Inc. (a)     186,721       54,530,001  
Ipsidy, Inc. (a)     399,073       4,465,627  
KnowBe4, Inc. - Class A (a)(b)(e)     2,036,116       44,713,107  
McAfee Corp. - Class A (b)     1,076,690       23,805,616  
N-Able, Inc. (a)(b)     3,581,191       44,442,580  
NortonLifeLock, Inc.     1,994,382       50,457,865  
OneSpan, Inc. (a)(b)     1,505,020       28,264,276  
Palo Alto Networks, Inc. (a)     137,420       65,824,180  
Ping Identity Holding Corp. (a)(b)     1,912,470       46,989,388  
Qualys, Inc. (a)(b)     429,771       47,829,215  
Rapid7, Inc. (a)(b)     243,595       27,531,107  
Sailpoint Technologies Holdings, Inc. (a)(b)     1,073,787       46,043,987  
SecureWorks Corp. - Class A (a)(b)(e)     1,536,958       30,554,725  
SentinelOne, Inc. - Class A (a)(b)     483,155       25,882,613  
Splunk, Inc. (a)     373,225       54,009,390  
Sumo Logic, Inc. (a)(b)     2,388,960       38,510,035  
Tenable Holdings, Inc. (a)     1,126,777       51,989,491  
Varonis Systems, Inc. (a)(b)     421,480       25,647,058  
Zscaler, Inc. (a)(b)     135,055       35,414,122  
Total Software             1,002,823,463  
Total United States             1,654,609,681  
TOTAL COMMON STOCKS (Cost $1,958,574,293)             2,302,968,446  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 16.6%                
ETFMG Sit Ultra Short ETF (e)     1,750,000       87,071,250  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     2,408,877       293,338,545  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $380,755,862)             380,409,795  
                 
SHORT-TERM INVESTMENTS - 0.1%                
Money Market Funds - 0.1%                
First American Government Obligations Fund - Class X, 0.03% (c)     3,168,781       3,168,781  
TOTAL SHORT-TERM INVESTMENTS (Cost $3,168,781)                
                 
Total Investments (Cost $2,342,498,936) - 116.5%             2,686,547,022  
Liabilities in Excess of Other Assets - (16.5)%             (378,899,437 )
TOTAL NET ASSETS - 100.0%           $ 2,307,647,585  

 

Percentages are stated as a percent of net assets.

 

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

 

19 

 

ETFMG™ ETFs

 

ETFMG Prime Cyber Security ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 


PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at September 30, 2021.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of September 30, 2021 the Fund had a significant portion of its assets in the Software Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Restricted security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At September 30, 2021, the market value of these securities total $47,923,194, which represents 2.08% of total net assets.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor's Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services ("Fund Services").

 

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

 

20 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments

September 30, 2021

 

 

    Shares     Value  
             
COMMON STOCKS - 99.4%                
Australia - 3.4%                
IT Services - 3.4% (d)                
Afterpay, Ltd. (a)     312,062     $ 27,370,456  
EML Payments, Ltd. (a)     4,526,643       12,730,181  
Total IT Services             40,100,637  
                 
Bermuda - 1.2%                
Electronic Equipment, Instruments & Components - 1.2%                
PAX Global Technology, Ltd.     11,128,591       14,081,124  
                 
Brazil - 1.0%                
IT Services - 1.0% (d)                
Cielo SA     28,120,658       11,825,057  
                 
Canada - 1.9%                
IT Services - 1.9% (d)                
Nuvei Corp. (a)(f)     199,375       22,840,133  
                 
Cayman Islands - 5.8%                
IT Services - 5.8% (d)                
Dlocal, Ltd. (a)     373,592       20,383,180  
Pagseguro Digital, Ltd. - Class A (a)     426,702       22,069,027  
StoneCo., Ltd. - Class A (a)     487,855       16,938,326  
Yeahka, Ltd. (a)     3,227,959       10,428,622  
Total IT Services             69,819,155  
                 
Cyprus - 0.2%                
IT Services - 0.2% (d)                
QIWI PLC - ADR (b)     295,009       2,472,175  
                 
France - 2.0%                
IT Services - 2.0% (d)                
Worldline SA (a)(f)     320,830       24,531,436  
                 
Italy - 2.0%                
IT Services - 2.0% (d)                
Nexi SpA (a)(f)     1,265,546       23,689,590  
                 
Japan - 2.8%                
Consumer Finance - 0.5%                
Jaccs Co., Ltd.     198,390       5,445,720  
IT Services - 2.2% (d)                
GMO Financial Gate, Inc.     25,205       7,711,310  
GMO Payment Gateway, Inc.     147,813       18,832,727  
Total IT Services             26,544,037  

 

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

 

21 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
Software - 0.1%                
Intelligent Wave, Inc.     278,828     $ 1,570,827  
Total Japan             33,560,584  
                 
Netherlands - 5.4%                
IT Services - 5.4% (d)                
Adyen NV (a)(f)     22,884       64,015,823  
                 
Puerto Rico - 1.3%                
IT Services - 1.3% (d)                
EVERTEC, Inc.     330,830       15,125,548  
                 
United Kingdom - 3.4%                
IT Services - 3.4% (d)                
Network International Holdings PLC (a)(f)     2,773,693       13,577,518  
PayPoint PLC     385,565       3,688,524  
Wise PLC - Class A (a)     1,557,590       22,812,837  
Total IT Services             40,078,879  
                 
United States - 69.0%                
Consumer Finance - 10.7%                
American Express Co.     465,942       78,059,264  
Discover Financial Services     291,116       35,763,601  
Green Dot Corp. - Class A (a)(b)     277,907       13,987,059  
Total Consumer Finance             127,809,924  
IT Services - 55.8% (d)                
Affirm Holdings, Inc. (a)(b)     297,009       35,382,682  
Boku, Inc. (a)(f)     1,837,012       4,838,997  
Cantaloupe, Inc. (a)     483,648       5,213,725  
Euronet Worldwide, Inc. (a)     130,240       16,576,947  
Evo Payments, Inc. - Class A (a)(b)     574,904       13,613,727  
Fidelity National Information Services, Inc.     484,619       58,968,440  
Fiserv, Inc. (a)(b)     521,964       56,633,094  
FleetCor Technologies, Inc. (a)     101,304       26,467,696  
Flywire Corp. (a)(b)     339,856       14,899,287  
Global Payments, Inc.     264,345       41,655,485  
I3 Verticals, Inc. - Class A (a)     172,249       4,170,148  
International Money Express, Inc. (a)     268,949       4,491,448  
Marqeta, Inc. - Class A (a)(b)     807,731       17,867,010  
MasterCard, Inc. - Class A     221,243       76,921,767  
MoneyGram International, Inc. (a)(b)     556,347       4,461,903  
Net 1 UEPS Technologies, Inc. (a)     578,270       2,688,956  
Payoneer Global, Inc. (a)     1,483,448       12,683,480  
PayPal Holdings, Inc. (a)     264,444       68,810,973  
Paysign, Inc. (a)(b)     636,256       1,717,891  
Sezzle, Inc. (a)(b)     1,028,917       4,262,297  
Shift4 Payments, Inc. - Class A (a)(b)     203,627       15,785,165  

 

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

 

22 

 

ETFMG™ ETFs

 

ETFMG Prime Mobile Payments ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
Square, Inc. - Class A (a)(b)     283,924     $ 68,096,332  
Visa, Inc. - Class A (b)     336,811       75,024,651  
Western Union Co. (b)     861,231       17,414,091  
WEX, Inc. (a)     101,966       17,960,291  
Total IT Services             666,606,483  
Software - 1.2%                
ACI Worldwide, Inc. (a)     475,024       14,597,487  
Technology Hardware, Storage & Peripherals - 1.3%                
NCR Corp. (a)(b)     390,873       15,150,237  
Total United States             824,164,131  
TOTAL COMMON STOCKS (Cost $1,053,265,725)             1,186,304,272  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 18.1%                
ETFMG Sit Ultra Short ETF (e)     900,000       44,779,500  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     169,957,199       169,957,199  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $214,965,303)             214,736,699  
                 
SHORT-TERM INVESTMENTS - 0.6%                
Money Market Funds - 0.6%                
First American Government Obligations Fund - Class X, 0.03% (c)     6,617,785       6,617,785  
TOTAL SHORT-TERM INVESTMENTS (Cost $6,617,785)             6,617,785  
                 
Total Investments (Cost $1,274,848,813) - 118.1%             1,407,658,756  
Liabilities in Excess of Other Assets - (18.1)%             (214,021,623 )
TOTAL NET ASSETS - 100.0%           $ 1,193,637,133  

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at September 30, 2021.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of September 30, 2021 the Fund had a significant portion of its assets in the IT Services Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Restricted security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At September 30, 2021, the market value of these securities total $153,493,497, which represents 12.86% of total net assets.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

 

23 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021

 

 

    Principal
Amount
    Value  
ASSET BACKED SECURITIES - 0.6%                
Delta Air Lines                
Series 2019-1, 3.204%, 10/25/2024   $ 1,457,000     $ 1,539,528  
TOTAL ASSET BACKED SECURITIES (Cost $1,535,090)             1,539,528  
                 
CORPORATE BONDS - 92.9%                
Aerospace & Defense - 1.3%                
L3Harris Technologies, Inc.                
0.866% (3 Month LIBOR + 0.750%) 03/10/2023 (b)     3,087,000       3,107,806  
Agriculture - 0.1%                
Bunge, Ltd. Finance Corp.                
3.000%, 09/25/2022     206,000       210,833  
Automotive - 20.0%                
American Honda Finance Corp.                
0.471% (3 Month LIBOR + 0.350%) 11/05/2021 (b)     450,000       450,169  
0.535% (3 Month LIBOR + 0.420%) 09/08/2023 (b)     1,771,000       1,782,931  
0.399% (3 Month LIBOR + 0.280%) 01/12/2024 (b)     2,000,000       2,006,657  
BMW US Capital LLC                
0.778% (3 Month LIBOR + 0.640%) 04/06/2022 (a)(b)     1,290,000       1,293,326  
0.430% (3 Month SOFR + 0.380%) 08/12/2024 (a)(b)     1,000,000       1,005,554  
Caterpillar Financial Services Corp.                
0.320% (3 Month SOFR + 0.270%) 09/13/2024 (b)     3,000,000       3,007,580  
CenterPoint Energy Resources Corp.                
0.620% (3 Month LIBOR + 0.500%) 03/02/2023 (b)     2,913,000       2,913,485  
Daimler Finance North America LLC                
1.011% (3 Month LIBOR + 0.880%) 02/22/2022 (a)(b)     2,422,000       2,430,270  
F&G Global Funding                
0.900%, 09/20/2024 (a)     2,700,000       2,695,260  
Fairfax US, Inc.                
4.875%, 08/13/2024 (a)     745,000       813,010  
Finial Holdings, Inc.                
7.125%, 10/15/2023     1,415,000       1,595,503  
Florida Power & Light Co.                
0.300% (3 Month SOFR + 0.250%) 05/10/2023 (b)     600,000       600,089  
General Motors Financial Co., Inc.                
3.150%, 06/30/2022     1,488,000       1,514,948  
0.804%, 03/08/2024     2,244,000       2,263,860  
Guardian Life Global Funding                
1.950%, 10/27/2021 (a)     2,000,000       2,002,489  
Hyundai Capital America                
2.850%, 11/01/2022 (a)     2,000,000       2,048,236  
1.250%, 09/18/2023 (a)     2,564,000       2,586,834  
Nationwide Mutual Insurance Co.                
2.406% (3 Month LIBOR + 2.290%) 12/15/2024 (a)(c)     1,000,000       1,001,187  
Penske Truck Leasing Co. Lp / PTL Finance Corp.                
3.450%, 07/01/2024 (a)     2,200,000       2,345,989  

 

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

 

24 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
PPL Electric Utilities Corp.                
0.382% (3 Month LIBOR + 0.250%) 09/28/2023 (b)   $ 3,975,000     $ 3,975,173  
0.380% (3 Month SOFR + 0.330%) 06/24/2024 (b)     2,384,000       2,386,289  
Principal Life Global Funding II                
0.500% (3 Month SOFR + 0.450%) 04/12/2024 (a)(b)     934,000       937,956  
0.430% (3 Month SOFR + 0.380%) 08/23/2024 (a)(b)     846,000       849,552  
SMBC Aviation Capital Finance DAC                
3.000%, 07/15/2022 (a)     200,000       203,569  
Toyota Motor Credit Corp.                
0.524% (3 Month LIBOR + 0.400%) 05/17/2022 (b)     500,000       501,433  
0.310% (3 Month SOFR + 0.260%) 06/18/2024 (b)     2,197,000       2,200,531  
0.340% (3 Month SOFR + 0.290%) 09/13/2024 (b)     3,200,000       3,202,610  
              48,614,490  
Banks - 24.1% (e)                
Bank of America Corp.                
1.314% (3 Month LIBOR + 1.180%) 10/21/2022 (b)     100,000       100,059  
1.125% (3 Month LIBOR + 1.000%) 04/24/2023 (b)     500,000       502,761  
0.529% (3 Month BSBY + 0.430%) 05/28/2024 (b)     3,630,000       3,641,950  
1.098% (3 Month LIBOR + 0.960%) 07/23/2024 (b)     2,500,000       2,537,181  
Bank of Montreal                
0.744% (3 Month LIBOR + 0.630%) 09/11/2022 (b)     250,000       251,404  
0.370% (3 Month SOFR + 0.320%) 07/09/2024 (b)     2,663,000       2,669,251  
Bank of Nova Scotia                
0.756% (3 Month LIBOR + 0.640%) 03/07/2022 (b)     150,000       150,405  
0.310% (3 Month SOFR + 0.260%) 09/15/2023 (b)     1,595,000       1,596,413  
0.495% (3 Month SOFR + 0.445%) 04/15/2024 (b)     1,500,000       1,507,547  
Barclays PLC                
1.744% (3 Month LIBOR + 1.625%) 01/10/2023 (b)     3,797,000       3,810,003  
1.505% (3 Month LIBOR + 1.380%) 05/16/2024 (b)     2,481,000       2,524,402  
Canadian Imperial Bank of Commerce                
0.390% (3 Month SOFR + 0.340%) 06/22/2023 (b)     500,000       501,066  
Citizens Financial Group, Inc.                
4.150%, 09/28/2022 (a)     1,115,000       1,152,102  
3.750%, 07/01/2024     500,000       532,790  
Commonwealth Bank of Australia                
0.802% (3 Month LIBOR + 0.680%) 09/18/2022 (a)(b)     2,539,000       2,555,963  
Cooperatieve Rabobank UA                
0.599% (3 Month LIBOR + 0.480%) 01/10/2023 (b)     895,000       900,049  
Credit Suisse AG                
0.500% (3 Month SOFR+ 0.450%) 02/04/2022 (b)     1,490,000       1,491,983  
Fifth Third Bank NA                
0.766% (3 Month LIBOR + 0.640%) 02/01/2022 (b)     2,000,000       2,004,331  
First Niagara Financial Group, Inc.                
7.250%, 12/15/2021     1,000,000       1,013,715  
Fulton Financial Corp.                
3.600%, 03/16/2022     87,000       88,070  
Goldman Sachs Group, Inc.                
0.909% (3 Month LIBOR + 0.780%) 10/31/2022 (b)     698,000       698,360  

 

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

 

25 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
Huntington Bancshares, Inc.                
4.350%, 02/04/2023   $ 1,766,000     $ 1,852,117  
JPMorgan Chase & Co.                
1.126% (3 Month LIBOR + 1.000%) 01/15/2023 (b)     1,000,000       1,004,051  
1.025% (3 Month LIBOR + 0.900%) 04/25/2023 (b)     1,155,000       1,163,839  
0.630% (3 Month SOFR + 0.580%) 03/16/2024 (b)     1,380,000       1,385,314  
1.028% (3 Month LIBOR + 0.890%) 07/23/2024 (b)     3,648,000       3,696,956  
KeyBank NA                
0.370% (3 Month SOFR + 0.320%) 06/14/2024 (b)     3,550,000       3,563,790  
Mitsubishi UFJ Financial Group, Inc.                
0.915% (3 Month LIBOR + 0.790%) 07/25/2022 (b)     409,000       411,520  
Mizuho Financial Group, Inc.                
0.966% (3 Month LIBOR + 0.840%) 07/16/2023 (b)     500,000       502,764  
1.109% (3 Month LIBOR + 0.990%) 07/10/2024 (b)     300,000       304,026  
Morgan Stanley                
0.750% (3 Month SOFR + 0.700%) 01/20/2023 (b)     1,678,000       1,681,626  
PNC Bank NA                
0.629% (3 Month LIBOR + 0.500%) 07/27/2022 (b)     2,160,000       2,168,455  
Royal Bank of Canada                
0.494% (3 Month LIBOR + 0.360%) 01/17/2023 (b)     1,000,000       1,004,801  
0.350% (3 Month SOFR + 0.300%) 01/19/2024 (b)     700,000       702,134  
0.410% (3 Month SOFR + 0.360%) 07/29/2024 (b)     2,150,000       2,155,812  
Swedbank AB                
0.816% (3 Month LIBOR + 0.700%) 03/14/2022 (a)(b)     200,000       200,544  
Toronto-Dominion Bank                
0.400% (3 Month SOFR + 0.350%) 09/10/2024 (b)     4,000,000       4,012,419  
US Bank NA                
0.571% (3 Month LIBOR + 0.440%) 05/23/2022 (b)     805,000       806,900  
Westpac Banking Corp.                
0.689% (3 Month LIBOR + 0.570%) 01/11/2023 (b)     1,500,000       1,510,830  
              58,357,703  
Biotechnology - 0.5%                
Gilead Sciences, Inc.                
0.652% (3 Month LIBOR + 0.520%) 09/29/2023 (b)     1,134,000       1,134,684  
Business Support Services - 0.9%                
Glencore Finance Canada, Ltd.                
4.950%, 11/15/2021 (a)     1,200,000       1,205,004  
4.250%, 10/25/2022 (a)     1,000,000       1,039,440  
              2,244,444  
Capital Markets - 5.9%                
Bank of New York Mellon Corp.                
1.179% (3 Month LIBOR + 1.050%) 10/30/2023 (b)     910,000       919,566  
BGC Partners, Inc.                
5.375%, 07/24/2023     1,245,000       1,337,583  
Charles Schwab Corp.                
0.550% (3 Month SOFR + 0.500%) 03/18/2024 (b)     2,600,000       2,619,707  

 

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

 

26 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
Goldman Sachs Group, Inc.                
1.721% (3 Month LIBOR + 1.600%) 11/29/2023 (b)   $ 2,980,000     $ 3,066,516  
0.550% (3 Month SOFR + 0.500%) 09/10/2024 (b)     4,297,000       4,304,049  
Morgan Stanley                
1.345% (3 Month LIBOR + 1.220%) 05/08/2024 (b)     2,242,000       2,279,322  
              14,526,743  
Chemicals - 2.7%                
Cabot Corp.                
3.700%, 07/15/2022     1,370,000       1,404,677  
LYB International Finance III LLC                
1.131% (3 Month LIBOR + 1.000%) 10/01/2023 (b)     3,626,000       3,628,129  
Sherwin Williams Co.                
2.750%, 06/01/2022     293,000       297,032  
Westlake Chemical Corp.                
3.600%, 07/15/2022     1,150,000       1,169,325  
              6,499,163  
Commercial and Industrial Machinery and Equipment Rental and Leasing - 1.5%                
Triton Container International, Ltd.                
1.150%, 06/07/2024 (a)     3,550,000       3,545,013  
Communications Equipment - 0.3%                
Motorola Solutions, Inc.                
4.000%, 09/01/2024     580,000       631,696  
Consumer Finance - 1.0%                
AIG Global Funding                
2.700%, 12/15/2021 (a)     75,000       75,369  
Capital One Financial Corp.                
0.849% (3 Month LIBOR + 0.720%) 01/30/2023 (b)     2,291,000       2,309,731  
              2,385,100  
Containers & Packaging - 0.2%                
WestRock RKT LLC                
4.000%, 03/01/2023     500,000       519,738  
Depository Credit Intermediation - 1.0%                
Truist Bank                
0.780% (3 Month SOFR + 0.730%) 03/09/2023 (b)     2,500,000       2,519,850  
Diversified Financial Services - 0.4%                
National Rural Utilities Cooperative Finance Corp.                
0.190% (3 Month LIBOR + 0.065%) 02/16/2023 (b)     863,000       863,549  
Diversified Telecommunication Services - 0.6%                
AT&T, Inc.                
1.294% (3 Month LIBOR + 1.180%) 06/12/2024 (b)     1,443,000       1,478,845  
Electric Utilities - 0.3%                
American Electric Power Co., Inc.                
0.750%, 11/01/2023     665,000       665,057  
Electronic Products - 0.2%                
Arrow Electronics, Inc.                
3.500%, 04/01/2022     500,000       505,033  

 

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

 

27 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
Energy - 0.1%                
ConocoPhillips Co.                
1.025% (3 Month LIBOR + 0.900%) 05/15/2022 (b)   $ 150,000     $ 150,793  
Equity Real Estate Investment Trusts (REITs) - 1.3%                
Public Storage                
0.520% (3 Month SOFR + 0.470%) 04/23/2024 (b)     3,221,000       3,226,189  
Food Products - 2.0%                
Conagra Brands, Inc.                
0.500%, 08/11/2023     700,000       700,130  
General Mills, Inc.                
1.144% (3 Month LIBOR + 1.010%) 10/17/2023 (b)     2,579,000       2,624,560  
Hormel Foods Corp.                
0.650%, 06/03/2024     1,536,000       1,537,608  
              4,862,298  
Health Care Providers & Services - 0.8%                
Cigna Corp.                
1.016% (3 Month LIBOR + 0.890%) 07/15/2023 (b)     2,020,000       2,045,281  
Hotels, Restaurants & Leisure - 0.7%                
Expedia Group, Inc.                
3.600%, 12/15/2023     1,500,000       1,587,985  
Household Products - 0.1%                
Reckitt Benckiser Treasury Services PLC                
0.689% (3 Month LIBOR + 0.560%) 06/24/2022 (a)(b)     200,000       200,801  
Insurance - 6.1%                
Allstate Corp.                
0.762% (3 Month LIBOR + 0.630%) 03/29/2023 (b)     2,536,000       2,556,070  
Athene Global Funding                
1.362% (3 Month LIBOR + 1.230%) 07/01/2022 (a)(b)     200,000       201,608  
Brighthouse Financial Global Funding                
1.000%, 04/12/2024 (a)     2,250,000       2,263,713  
0.810% (3 Month SOFR + 0.760%) 04/12/2024 (a)(b)     3,693,000       3,721,481  
Fidelity National Financial, Inc.                
5.500%, 09/01/2022     918,000       960,763  
Infinity Property and Casualty Corp.                
5.000%, 09/19/2022     1,010,000       1,052,557  
Jackson National Life Global Funding                
0.650% (3 Month SOFR + 0.600%) 01/06/2023 (a)(b)     2,000,000       2,012,795  
Metropolitan Life Global Funding I                
0.620% (3 Month SOFR + 0.570%) 01/13/2023 (a)(b)     2,000,000       2,011,456  
              14,780,443  
Insurance Carriers - 1.9%                
John Hancock Life Insurance Co.                
7.375%, 02/15/2024 (a)     495,000       568,857  
Metropolitan Life Insurance Co.                
7.875%, 02/15/2024 (a)     1,695,000       1,969,208  

 

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

 

28 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
Pacific Life Insurance Co. - Class C                
7.900%, 12/30/2023 (a)   $ 1,700,000     $ 1,964,510  
              4,502,575  
Investment & Miscellaneous Financial Services - 0.1%                
FMR LLC                
5.350%, 11/15/2021 (a)     325,000       326,864  
Machinery - 1.1%                
Otis Worldwide Corp.                
0.595% (3 Month LIBOR + 0.450%) 04/05/2023 (b)     2,720,000       2,720,290  
Motion Picture and Video Industries - 0.3%                
Historic TW, Inc.                
9.150%, 02/01/2023     650,000       717,792  
Multi Utilities - 5.0%                
CenterPoint Energy, Inc.                
0.700% (3 Month SOFR + 0.650%) 05/13/2024 (b)     3,791,000       3,799,083  
Dominion Energy, Inc.                
0.646% (3 Month LIBOR + 0.530%) 09/15/2023 (b)     5,538,000       5,542,029  
Duke Energy Florida Project Finance LLC                
1.731%, 09/01/2022     102,188       102,894  
Duke Energy Progress LLC                
0.305% (3 Month LIBOR + 0.180%) 02/18/2022 (b)     2,130,000       2,130,054  
Wisconsin Power and Light Co.                
2.250%, 11/15/2022     442,000       448,901  
              12,022,961  
Nondepository Credit Intermediation - 2.2%                
7-Eleven, Inc.                
0.578% (3 Month LIBOR + 0.450%) 08/10/2022 (a)(b)     1,869,000       1,869,456  
0.800%, 02/10/2024 (a)     3,505,000       3,502,693  
              5,372,149  
Oil, Gas & Consumable Fuels - 2.7%                
BP Capital Markets PLC                
0.772% (3 Month LIBOR + 0.650%) 09/19/2022 (b)     315,000       316,714  
Kinder Morgan, Inc.                
1.406% (3 Month LIBOR + 1.280%) 01/15/2023 (b)     2,588,000       2,625,151  
Phillips 66                
0.745% (3 Month LIBOR + 0.620%) 02/15/2024 (b)     3,650,000       3,652,076  
              6,593,941  
Pesticide, Fertilizer, and Other Agricultural Chemical Manufacturing - 0.9%                
Bayer US Finance II LLC                
3.875%, 12/15/2023 (a)     2,000,000       2,128,446  
Pharmaceuticals - 2.4%                
AbbVie, Inc.                
0.781% (3 Month LIBOR + 0.650%) 11/21/2022 (b)     2,000,000       2,013,137  
AstraZeneca PLC                
0.789% (3 Month LIBOR + 0.665%) 08/17/2023 (b)     2,878,000       2,908,345  

 

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

 

29 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Principal
Amount
    Value  
Pfizer, Inc.                
0.446% (3 Month LIBOR + 0.330%) 09/15/2023 (b)   $ 877,000     $ 882,683  
              5,804,165  
Semiconductors & Semiconductor Equipment - 2.1%                
Analog Devices, Inc.                
0.300% (3 Month SOFR + 0.250%) 10/01/2024 (b)     2,000,000       2,005,749  
NVIDIA Corp.                
0.584%, 06/14/2024     2,000,000       2,002,759  
QUALCOMM, Inc.                
0.859% (3 Month LIBOR + 0.730%) 01/30/2023 (b)     1,267,000       1,278,763  
              5,287,271  
Trading Companies & Distributors - 0.1%                
GATX Corp.                
0.841% (3 Month LIBOR + 0.720%) 11/05/2021 (b)     290,000       290,214  
Utilities - 2.0%                
Entergy Louisiana LLC                
0.950%, 10/01/2024     4,897,000       4,898,622  
TOTAL CORPORATE BONDS (Cost $224,823,426)             225,328,827  
                 
MUNICIPAL DEBT OBLIGATIONS - 1.3%                
Bucks County Industrial Development Authority - Class B                
4.000%, 10/01/2021     235,000       235,000  
City of Moline IL                
2.080%, 12/01/2021     135,000       135,337  
2.130%, 12/01/2022     100,000       101,764  
City of Oakland CA                
4.000% 12/15/2022     700,000       729,757  
Colorado Bridge Enterprise                
0.923%, 12/31/2023     2,000,000       2,008,858  
TOTAL MUNICIPAL DEBT OBLIGATIONS (Cost $3,205,018)             3,210,716  
                 
SHORT-TERM INVESTMENTS - 4.2%                
MONEY MARKET FUNDS - 4.2%                
First American Government Obligations Fund - Class X, 0.03% (d)     10,087,509       10,087,509  
TOTAL SHORT-TERM INVESTMENTS (Cost $10,087,509)             10,087,509  
                 
Total Investments (Cost $239,651,043) - 99.0%             240,166,580  
Other Assets in Excess of Liabilities - 1.0%             2,385,872  
TOTAL NET ASSETS - 100.0%           $ 242,552,452  

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

 

30 

 

ETFMG™ ETFs

 

ETFMG Sit Ultra Short ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

Percentages are stated as a percent of net assets.

 


(a) Restriced security as defined in Rule 144(a) under the Securities Act of 1933. Resale to the public may require registration or may extend only to qualified institutional buyers. At September 30, 2021, the market value of these securities total $52,728,555, which represents 21.74% of total net assets.

(b) Variable rate security based on a reference index and spread. The rate reported is the rate in effect as of September 30, 2021.

(c) Variable rate security. The coupon is based on an underlying pool of assets. The rate reported is the rate in effect as of September 30, 2021.

(d) The rate quoted is the annualized seven-day yield at period end.

(e) As of September 30, 2021, the Fund had a significant portion of its assets invested in the Banking Industry.

 

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

 

31 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

September 30, 2021

 

 

    Shares     Value  
             
COMMON STOCKS - 99.6%                
Canada - 4.2%                
Biotechnology - 1.0% (d)                
Arbutus Biopharma Corp. (a)     36,207     $ 155,328  
IMV, Inc. (a)(b)     30,007       49,812  
VBI Vaccines, Inc. (a)     86,656       269,500  
XBiotech, Inc. (b)     11,092       143,641  
Total Biotechnology             618,281  
Life Sciences Tools & Services - 3.2%                
AbCellera Biologics, Inc. (a)     101,764       2,039,351  
Total Canada             2,657,632  
                 
Cayman Islands - 6.2%                
Biotechnology - 6.2% (d)                
I-Mab - ADR (a)     26,485       1,919,898  
Zai Lab, Ltd. - ADR (a)     19,261       2,029,917  
Total Biotechnology             3,949,815  
                 
Denmark - 0.1%                
Biotechnology - 0.1% (d)                
Evaxion Biotech A/S - ADR (a)(b)     6,859       66,121  
                 
France - 0.7%                
Pharmaceuticals - 0.7%                
Sanofi - ADR (b)     9,557       460,743  
                 
Germany - 5.5%                
Biotechnology - 5.5% (d)                
BioNTech SE - ADR (a)     12,853       3,508,740  
                 
Japan - 0.8%                
Pharmaceuticals - 0.8%                
Takeda Pharmaceutical Co., Ltd. - ADR (a)(b)     30,065       492,465  
                 
Netherlands - 3.4%                
Biotechnology - 3.4% (d)                
CureVac NV (a)(b)     39,185       2,140,285  
InflaRx NV (a)     16,134       41,787  
Total Biotechnology             2,182,072  
                 
United Kingdom - 5.3%                
Biotechnology - 1.3% (d)                
Immunocore Holdings PLC - ADR (a)     16,292       603,944  
Vaccitech PLC - ADR (a)     12,923       203,408  
Total Biotechnology             807,352  

 

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

 

32 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
Health Care Equipment & Supplies - 2.5%                
Ortho Clinical Diagnostics Holdings PLC (a)     85,856     $ 1,586,619  
Pharmaceuticals - 1.5%                
AstraZeneca PLC - ADR     8,436       506,666  
GlaxoSmithKline PLC - ADR (b)     12,133       463,602  
Total Pharmaceuticals             970,268  
Total United Kingdom             3,364,239  
                 
United States - 73.4%                
Biotechnology - 42.6% (d)                
AbbVie, Inc.     4,487       484,013  
Adagio Therapeutics, Inc. (a)     46,864       1,979,535  
Aligos Therapeutics, Inc. (a)     15,558       241,305  
Alnylam Pharmaceuticals, Inc. (a)(b)     21,094       3,982,758  
Arcturus Therapeutics Holdings, Inc. (a)     9,119       435,706  
Assembly Biosciences, Inc. (a)     16,421       57,145  
Athersys, Inc. (a)     78,413       104,289  
BioCryst Pharmaceuticals, Inc. (a)(b)     65,312       938,533  
CEL-SCI Corp. (a)(b)     14,478       159,113  
Chimerix, Inc. (a)     30,648       189,711  
Codiak Biosciences, Inc. (a)     7,768       126,851  
ContraFect Corp. (a)     13,905       56,315  
Cue Biopharma, Inc. (a)     10,922       159,134  
Dicerna Pharmaceuticals, Inc. (a)     28,384       572,221  
Dynavax Technologies Corp. (a)     41,879       804,496  
Emergent BioSolutions, Inc. (a)(b)     19,546       978,668  
Enanta Pharmaceuticals, Inc. (a)(b)     7,381       419,315  
Enochian Biosciences, Inc. (a)     18,848       126,847  
Gilead Sciences, Inc.     6,949       485,388  
Hookipa Pharma, Inc. (a)     10,915       64,289  
iBio, Inc. (a)     76,413       80,998  
Icosavax, Inc. (a)     14,361       424,942  
ImmunityBio, Inc. (a)     142,825       1,391,116  
Immunome, Inc. (a)(b)     4,200       102,270  
Inovio Pharmaceuticals, Inc. (a)(b)     76,809       549,952  
Moderna, Inc. (a)     10,618       4,086,444  
Novavax, Inc. (a)     16,304       3,379,982  
OPKO Health, Inc. (a)(b)     248,716       907,813  
PhaseBio Pharmaceuticals, Inc. (a)     17,172       53,405  
Regeneron Pharmaceuticals, Inc. (a)     744       450,254  
Silverback Therapeutics, Inc. (a)     11,809       117,854  
SQZ Biotechnologies Co. (a)     10,131       146,089  
Tonix Pharmaceuticals Holding Corp. (a)     124,598       74,896  
Vaxart, Inc. (a)(b)     43,937       349,299  
Vaxcyte, Inc. (a)     19,056       483,451  
Vir Biotechnology, Inc. (a)(b)     47,691       2,075,512  
Total Biotechnology             27,039,909  

 

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

 

33 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
Health Care Equipment & Supplies - 6.2%                
Abbott Laboratories     3,912     $ 462,125  
Co-Diagnostics, Inc. (a)     10,179       99,042  
Hologic, Inc. (a)     6,258       461,903  
Lucira Health, Inc. (a)     14,130       107,388  
Meridian Bioscience, Inc. (a)     15,830       304,569  
OraSure Technologies, Inc. (a)     26,293       297,374  
Quidel Corp. (a)     15,202       2,145,761  
Talis Biomedical Corp. (a)     9,295       58,094  
Total Health Care Equipment & Supplies             3,936,256  
Health Care Providers & Services - 11.9%                
Enzo Biochem, Inc. (a)     17,276       61,157  
Fulgent Genetics, Inc. (a)     10,766       968,402  
Laboratory Corp. of America Holdings (a)     13,694       3,854,039  
Quest Diagnostics, Inc.     18,160       2,638,830  
Total Health Care Providers & Services             7,522,428  
Life Sciences Tools & Services - 6.8%                
Adaptive Biotechnologies Corp. (a)     51,399       1,747,052  
Bio-Rad Laboratories, Inc. - Class A (a)     3,409       2,542,943  
Total Life Sciences Tools & Services             4,289,995  
Pharmaceuticals - 5.9%                
Atea Pharmaceuticals, Inc. (a)(b)     30,225       1,059,688  
Bristol-Myers Squibb Co.     7,603       449,870  
CorMedix, Inc. (a)     14,170       65,891  
Eli Lilly and Co. (b)     1,937       447,544  
Johnson & Johnson     2,874       464,151  
Merck & Co., Inc.     6,518       489,567  
Paratek Pharmaceuticals, Inc. (a)     17,173       83,461  
Pfizer, Inc.     10,732       461,583  
SIGA Technologies, Inc. (a)     28,888       213,482  
Total Pharmaceuticals             3,735,237  
Total United States             46,523,825  
TOTAL COMMON STOCKS (Cost $61,926,578)             63,205,652  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 17.1%                
ETFMG Sit Ultra Short ETF (e)     25,000       1,243,875  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     9,597,953       9,597,953  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $10,841,928)             10,841,828  

 

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

 

34 

 

ETFMG™ ETFs

 

ETFMG Treatments, Testing and Advancements ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
SHORT-TERM INVESTMENTS - 0.4%                
Money Market Funds - 0.4%                
First American Government Obligations Fund - Class X, 0.03% (c)     282,378     $ 282,378  
TOTAL SHORT-TERM INVESTMENTS (Cost $282,378)                
                 
Total Investments (Cost $73,050,884) - 117.1%             74,329,858  
Liabilities in Excess of Other Assets - (17.1)%             (10,849,265 )
TOTAL NET ASSETS - 100.0%           $ 63,480,593  

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at September 30, 2021.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of September 30, 2021 the Fund had a significant portion of its assets in the Biotechnology Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

 

35 

 

ETFMG™ ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES 

As of September 30, 2021

 

 

    ETFMG
Prime Cyber
Security
ETF
    ETFMG
Prime Mobile
Payments
ETF
    ETFMG Sit
Ultra Short
ETF
    ETFMG
Treatments,
Testing and
Advancements
ETF
 
ASSETS                                
Investments in unaffiliated securities, at value*   $ 2,524,207,940     $ 1,362,879,256     $ 240,166,580     $ 73,085,983  
Investments in affiliated securities, at value*     162,339,082       44,779,500             1,243,875  
Cash                 1,973        
Foreign currency*           1,492              
Receivables:                                
Dividends and interest receivable     2,985,119       1,657,485       617,118       14,718  
Securities lending income receivable     75,165       64,981             16,194  
Receivable for Investments sold                 23,192,876        
Total Assets     2,689,607,306       1,409,382,714       263,978,547       74,360,770  
                                 
LIABILITIES                                
Collateral received for securities loaned (Note 7)     380,755,862       214,965,303             10,841,928  
Payables:                                
Payable for investments purchased                 21,366,458        
Collateral payable                        
Management fees payable     1,203,859       780,278       59,637       38,249  
Total Liabilities     381,959,721       215,745,581       21,426,095       10,880,177  
Net Assets   $ 2,307,647,585     $ 1,193,637,133     $ 242,552,452     $ 63,480,593  
                                 
NET ASSETS CONSIST OF:                                
Paid-in Capital   $ 2,202,734,169     $ 1,145,329,136     $ 243,266,282     $ 64,910,115  
Total Distributable Earnings (Accumulated Losses)     104,913,416       48,307,997       (713,830 )     (1,429,522 )
Net Assets   $ 2,307,647,585     $ 1,193,637,133     $ 242,552,452     $ 63,480,593  
                                 
*Identified Cost:                                
                                 
Investments in unaffiliated securities   $ 2,165,556,032     $ 1,229,840,709     $ 239,651,043     $ 71,806,909  
Investments in affiliated securities     176,942,904       45,008,104             1,243,975  
Foreign currency           1,495              
                                 
Shares Outstanding^     37,850,000       17,600,000       4,875,000       1,550,000  
                                 
Net Asset Value, Offering and Redemption Price per Share   $ 60.97     $ 67.82     $ 49.75     $ 40.96  

 

^ No par value, unlimited number of shares authorized

 

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

 

36 

 

ETFMG™ ETFs

 

STATEMENTS OF OPERATIONS 

For the Year ended September 30, 2021

 

 

    ETFMG
Prime Cyber
Security
ETF
    ETFMG
Prime Mobile
Payments
ETF
    ETFMG
Sit Ultra
Short
ETF
    ETFMG
Treatments,
Testing and
Advancements
ETF
 
INVESTMENT INCOME                                
Income:                                
Dividends from unaffiliated securities
(net of foreign withholdings tax of $258,933, $108,276, $-, $9,129)
  $ 18,890,118     $ 5,821,772     $     $ 225,260  
Interest     2,354       541       1,516,886       60  
Securities lending income     645,932       434,678             754,167  
Total Investment Income     19,538,404       6,256,991       1,516,886       979,487  
                                 
Expenses:                                
Management fees     12,444,401       8,525,073       423,487       401,261  
Loan interest     262                    
Total Expenses     12,444,663       8,525,073       423,487       401,261  
Net Investment Income (Loss)     7,093,741       (2,268,082 )     1,093,399       578,226  
                                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                                
Net Realized Gain (Loss) on:                                
Unaffiliated Investments     (4,515,134 )     (22,660,873 )     74,759       (1,230,897 )
Affiliated Investments     (4,615,316 )                  
In-Kind redemptions     339,773,093       166,422,257             15,038,672  
Foreign currency and foreign currency translation     (113,257 )     (145,151 )            
Net Realized Gain on Investments and In-Kind redemptions     330,529,386       143,616,233       74,759       13,807,775  
Net Change in Unrealized Appreciation (Depreciation) of:                                
Unaffiliated Investments     145,945,093       59,739,609       (112,246 )     6,477,607  
Affiliated Investments     7,874,590       (15,750 )           (750 )
Foreign currency and foreign currency translation     515       (737 )            
Net change in Unrealized Appreciation (Depreciation) of Investments     153,820,198       59,723,122       (112,246 )     6,476,857  
Net Realized and Unrealized Gain (Loss) on Investments     484,349,584       203,339,355       (37,487 )     20,284,632  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ 491,443,325     $ 201,071,273     $ 1,055,912     $ 20,862,858  

 

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

 

37 

 

ETFMG Prime Cyber Security ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
 
OPERATIONS            
Net investment income   $ 7,093,741     $ 21,528,502  
Net realized gain on investments and In-Kind Redemptions     330,529,386       126,566,289  
Net change in unrealized appreciation of investments and foreign currency and foreign currency translation     153,820,198       167,281,470  
Net increase in net assets resulting from operations     491,443,325       315,376,261  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (6,619,000 )     (21,333,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     318,934,925       (217,450,615 )
Transaction Fees (See Note 1)     74,347       20,965  
Net increase (decrease) in net assets from capital share transactions     319,009,272       (217,429,650 )
Total increase in net assets     803,833,597       76,613,611  
                 
NET ASSETS                
Beginning of Year     1,503,813,988       1,427,200,377  
End of Year   $ 2,307,647,585     $ 1,503,813,988  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2021
    Year Ended
September 30, 2020
 
    Shares     Amount     Shares     Amount  
Shares Sold  
16,750,000     $ 994,736,015    
6,000,000     $ 265,419,220  
Transaction Fees (See Note 1)           74,347             20,965  
Shares Redeemed     (11,200,000 )     (675,801,090 )     (11,800,000 )     (482,869,835 )
Net Transactions in Fund Shares     5,550,000     $ 319,009,272       (5,800,000 )   $ (217,429,650 )
Beginning Shares     32,300,000               38,100,000          
Ending Shares     37,850,000               32,300,000          

 

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

 

38 

 

ETFMG Prime Mobile Payments ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2021
    Year Ended
September
30, 2020
 
OPERATIONS            
Net investment income (loss)   $ (2,268,082 )   $ (520,736 )
Net realized gain on investments and In-Kind Redemptions     143,616,233       46,567,698  
Net change in unrealized appreciation of investments and foreign currency and foreign currency translation     59,723,122       54,396,310  
Net increase in net assets resulting from operations     201,071,273       100,443,272  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings           (216,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     194,384,200       (45,375,255 )
Transaction Fees (See Note 1)     39,220       92,896  
Net increase (decrease) in net assets from capital share transactions     194,423,420       (45,282,359 )
Total increase in net assets     395,494,693       54,944,913  
                 
NET ASSETS                
Beginning of Year     798,142,440       743,197,527  
End of Year   $ 1,193,637,133     $ 798,142,440  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2021
    Year Ended
September 30, 2020
 
    Shares     Amount     Shares     Amount  
Shares Sold  
8,700,000     $ 593,606,155    
9,650,000     $ 474,195,120  
Transaction Fees (See Note 1)           39,220             92,896  
Shares Redeemed     (5,800,000 )     (399,221,955 )     (10,900,000 )     (519,570,375 )
Net Transactions in Fund Shares     2,900,000     $ 194,423,420       (1,250,000 )   $ (45,282,359 )
Beginning Shares     14,700,000               15,950,000          
Ending Shares     17,600,000               14,700,000          

 

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

 

39 

 

ETFMG Sit Ultra Short ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
OPERATIONS            
Net investment income   $ 1,093,399     $ 1,331,200  
Net realized gain (loss) on investments and In-Kind Redemptions     74,759       (1,407,472 )
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     (112,246 )     627,783  
Net increase in net assets resulting from operations     1,055,912       551,511  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (1,070,997 )     (1,250,256 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     136,797,377       106,468,905  
Net increase in net assets     136,782,292       105,770,160  
                 
NET ASSETS                
Beginning of Year/Period     105,770,160        
End of Year/Period   $ 242,552,452     $ 105,770,160  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2021
    Period Ended
September 30, 20201
 
    Shares     Amount     Shares     Amount  
Shares Sold  
3,050,000     $ 151,723,497    
2,200,000     $ 110,191,975  
Shares Redeemed     (300,000 )     (14,926,120 )     (75,000 )     (3,723,070 )
Net Transactions in Fund Shares     2,750,000     $ 136,797,377       2,125,000     $ 106,468,905  
Beginning Shares     2,125,000                        
Ending Shares     4,875,000               2,125,000          

 


1 Fund commenced operations on October 8, 2019. The information presented is for the period from October 8, 2019 to September 30, 2020.

 

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

 

40 

 

ETFMG Treatments, Testing and Advancements ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
OPERATIONS            
Net investment income   $ 578,226     $ 36,158  
Net realized gain (loss) on investments and In-Kind Redemptions     13,807,775       (1,086,125 )
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     6,476,857       (5,197,883 )
Net increase (decrease) in net assets resulting from operations     20,862,858       (6,247,850 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (647,750 )      
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (10,764,405 )     60,277,740  
Net increase in net assets     9,450,703       54,029,890  
                 
NET ASSETS                
Beginning of Year/Period     54,029,890        
End of Year/Period   $ 63,480,593     $ 54,029,890  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2021
    Period Ended
September 30, 20201
 
    Shares     Amount     Shares     Amount  
Shares Sold  
900,000     $ 35,594,570    
2,500,000     $ 75,601,825  
Shares Redeemed     (1,300,000 )     (46,358,975 )     (550,000 )     (15,324,085 )
Net Transactions in Fund Shares     (400,000 )   $ (10,764,405 )     1,950,000     $ 60,277,740  
Beginning Shares     1,950,000                        
Ending Shares     1,550,000               1,950,000          

 


1 Fund commenced operations on June 17, 2020. The information presented is for the period from June 17, 2020 to September 30, 2020.

 

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

 

41 

 

ETFMG Prime Cyber Security ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year

 

 

    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
                               
Net Asset Value, Beginning Year   $ 46.56     $ 37.46     $ 40.08     $ 30.11     $ 27.91  
Income (Loss) from Investment Operations:                                        
Net investment income (loss) 1     0.20       0.64       0.07       0.03       (0.01 )
Net realized and unrealized gain (loss) on investments     14.39       9.10       (2.64 )     9.94       2.34  
Total from investment operations     14.59       9.74       (2.57 )     9.97       2.33  
Less Distributions:                                        
Distributions from net investment income     (0.18 )     (0.64 )     (0.05 )     (0.00 )3     (0.13 )
Total distributions     (0.18 )     (0.64 )     (0.05 )     (0.00 )3     (0.13 )
Net asset value, end year   $ 60.97     $ 46.56     $ 37.46     $ 40.08     $ 30.11  
Total Return     31.34 %     26.75 %     -6.42 %     33.16 %     8.42 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 2,307,648     $ 1,503,814     $ 1,427,200     $ 1,835,861     $ 1,097,360  
                                         
Expenses to Average Net Assets before legal expense     0.60 %     0.60 %     0.60 %     0.60 %     0.68 %
Gross Expenses to Average Net Assets     0.60 %     0.60 %     0.60 %     0.60 %     0.72 %2
Net Investment Income (Loss) to Average Net Assets     0.35 %     1.50 %     0.19 %     0.07 %     -0.03 %
Portfolio Turnover Rate     34 %     33 %     36 %     41 %     53 %

 


1 Calculated based on average shares outstanding during the year.

2 The ratio of expenses to average net assets includes legal expense.

3 Per share amount is less than $0.01.

 

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

 

42 

 

ETFMG Prime Mobile Payments ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year

 

 

    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
    Year Ended
September 30,
2019
    Year Ended
September 30,
2018
    Year Ended
September 30,
2017
 
                               
Net Asset Value, Beginning Year   $ 54.30     $ 46.60     $ 42.86     $ 32.57     $ 24.96  
Income (Loss) from                                        
Investment Operations:                                        
Net investment income (loss) 1     (0.13 )     (0.04 )     0.03       0.07       0.03  
Net realized and unrealized gain (loss) on investments     13.65       7.75       3.93       10.22       7.60  
Total from investment operations     13.52       7.71       3.96       10.29       7.63  
Less Distributions:                                        
Distributions from net investment income           (0.02 )     (0.05 )     (0.01 )     (0.02 )
Net realized gains                 (0.18 )            
Total distributions           (0.02 )     (0.23 )     (0.01 )     (0.02 )
Capital Share Transactions:                                        
Transaction fees added to paid-in capital           0.01       0.01       0.01        
Net asset value, end year   $ 67.82     $ 54.30     $ 46.60     $ 42.86     $ 32.57  
Total Return     24.91 %     16.56 %     9.49 %     31.62 %     30.59 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end year (000’s)   $ 1,193,637     $ 798,142     $ 743,198     $ 522,874     $ 170,993  
                                         
Expenses to Average Net Assets before legal expense     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.80 %2
Net Investment Income (Loss) to Average Net Assets     -0.20 %     -0.08 %     0.06 %     0.16 %     0.12 %
Portfolio Turnover Rate     27 %     19 %     28 %     16 %     31 %

 


1 Calculated based on average shares outstanding during the year.

2 The ratio of expenses to average net assets includes legal expense.

 

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

 

43 

 

ETFMG Sit Ultra Short ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
             
Net Asset Value, Beginning Year/Period   $ 49.77     $ 50.00  
Income from Investment Operations:                
Net investment income 2     0.39       0.86  
Net realized and unrealized gain (loss) on investments     (0.02 )     (0.27 )
Total from investment operations     0.37       0.59  
Less Distributions:                
Distributions from net investment income     (0.39 )     (0.82 )
Total distributions     (0.39 )     (0.82 )
Net asset at end of year/period   $ 49.75     $ 49.77  
Total Return     0.75 %5     1.19 %3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 242,552     $ 105,770  
                 
Expenses to Average Net Assets before legal expense     0.30 %     0.30 %4
Gross Expenses to Average Net Assets     0.30 %     0.30 %4
Net Investment Income to Average Net Assets     0.77 %     1.78 %4
Portfolio Turnover Rate     55 %     132 %3

 


1 Commencement of operations on October 8, 2019.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

5 The returns reflect the actual performance for the period and do not include the impact of trades executed on the last business day of the period that were recorded on the first business day of the next period.

 

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

 

44 

 

ETFMG Treatments, Testing and Advancements ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

    Year Ended
September 30,
2021
    Period Ended
September 30,
20201
 
             
Net Asset Value, Beginning Year/Period   $ 27.71     $ 25.00  
Income from Investment Operations:                
Net investment income 2     0.36       0.02  
Net realized and unrealized gain on investments     13.28       2.69  
Total from investment operations     13.64       2.71  
Less Distributions:                
Distributions from net investment income     (0.39 )      
Total distributions     (0.39 )      
Net asset at end of year/period   $ 40.96     $ 27.71  
Total Return     49.43 %5     10.82 %3
                 
Ratios/Supplemental Data:                
Net assets at end of year/period (000’s)   $ 63,481     $ 54,030  
                 
Expenses to Average Net Assets before legal expense     0.68 %     0.68 %4
Gross Expenses to Average Net Assets     0.68 %     0.68 %4
Net Investment Income to Average Net Assets     0.98 %     0.25 %4
Portfolio Turnover Rate     39 %     41 %3

 


1 Commencement of operations on June 17, 2020.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

5 The returns reflect the actual performance for the period and do not include the impact of trades executed on the last business day of the period that were recorded on the first business day of the next period.

 

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

 

45 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Prime Cyber Security ETF (“HACK”), ETFMG Prime Mobile Payments ETF (“IPAY”), ETFMG Sit Ultra Short ETF (“VALT”), and ETFMG Treatments, Testing and Advancements ETF (“GERM”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

On June 29, 2020 the Board of Trustees of the Trust approved an Agreement and Plan of Reorganization (the “Agreement”) providing for the reorganization of IPAY and HACK (collectively, the “Target Funds”) into corresponding new funds, the ISE Mobile Payments ETF and the ISE Cyber Security ETF (collectively, the “Acquiring Funds”), which are newly created series of ETF Series Solutions, with similar investment objectives and lower fees and expenses than IPAY or HACK (the “Reorganization”). The Reorganization is subject to certain conditions including approval by shareholders of IPAY and HACK, respectively. Shareholders of record, as of July 10, 2020, have received proxy materials soliciting their vote with respect to the proposed Reorganization. Pursuant to the Agreement and upon shareholder approval, each of IPAY and HACK will transfer all of its assets to the respective Acquiring Fund in return for shares of beneficial interest of the Acquiring Fund and each Acquiring Fund will assume all of the respective liabilities of IPAY and HACK, respectively. Exchange Traded Concepts, LLC (“ETC”) is the investment adviser to the Acquiring Funds. The Joint Special Meeting of Shareholders of IPAY and HACK (the “Special Meeting”), originally scheduled to be held on October 9, 2020, and rescheduled to July 27, 2021, was adjourned because the necessary quorum was not obtained to vote on the Reorganization. After considering all alternatives, Target Funds’ management and the Board of Trustees of the Trust have determined not to reconvene a meeting of the Target Funds’ shareholders to vote on the Reorganization. Therefore, whether or not you voted your shares for the Reorganization, your investment will continue to be in shares of the Target Funds, each a series of ETF Managers Trust. The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker   Strategy
Commencement
Date
  Strategy
ETFMG Prime
Cyber Security
ETF
  8/1/2017   Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield of the Prime Cyber Defense Index (“Prime Cyber Index”).
ETFMG Prime
Mobile Payments
ETF
  8/1/2017   Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Mobile Payments Index (“Prime Mobile Index”).
ETFMG Sit Ultra
Short ETF
  10/8/2019   Seeks to achieve its investment objective by investing in a diversified portfolio of high-quality short-term U.S. dollar denominated domestic and foreign debt securities and other instruments.
ETFMG
Treatments,
Testing and
Advancements
ETF
  6/17/2020   Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Treatments, Testing and Advancements Index.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

46 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Funds may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Debt obligations are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to, reported trades, executable bid and ask prices, broker/dealer quotations, prices or yields of securities with similar characteristics, interest rates, anticipated prepayments, benchmark curves or information pertaining to the issuer, as well as industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security.

 

47 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the Funds did not hold any securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

48 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

The following is a summary of the inputs used to value the Funds’ net assets as of September 30, 2021:

 

ETFMG Prime Cyber Security ETF  
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 2,302,968,446     $     $     $ 2,302,968,446  
Short-Term Investments     3,168,781                   3,168,781  
ETFMG Sit Ultra Short ETF**     87,071,250                   87,071,250  
Investments Purchased with Securities Lending Collateral*                       293,338,545  
Total Investments in Securities   $ 2,393,208,477     $     $     $ 2,686,547,022  

 

ETFMG Prime Mobile Payments ETF    
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 1,186,304,272     $     $     $ 1,186,304,272  
Short-Term Investments     6,617,785                   6,617,785  
ETFMG Sit Ultra Short ETF**     44,779,500                   44,779,500  
Investments Purchased with Securities Lending Collateral*                       169,957,199  
Total Investments in Securities   $ 1,237,701,557     $     $     $ 1,407,658,756  

 

ETFMG Sit Ultra Short ETF    
Assets^   Level 1     Level 2     Level 3     Total  
Fixed Income                                
Asset Backed Securities   $     $ 1,539,528     $     $ 1,539,528  
Corporate Bonds           225,328,827             225,328,827  
Municipal Obligations           3,210,716             3,210,716  
Short-Term Investments     10,087,509                   10,087,509  
Total Investments in Securities   $ 10,087,509     $ 230,079,071     $     $ 240,166,580  

 

ETFMG Treatments, Testing and Advancements ETF
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 63,205,652     $     $     $ 63,205,652  
Short-Term Investments     282,378                   282,378  
ETFMG Sit Ultra Short ETF**     1,243,875                   1,243,875  
Investments Purchased with Securities Lending Collateral*                       9,597,953  
Total Investments in Securities   $ 64,731,905     $     $     $ 74,329,858  

 


^ See Schedule of Investments for classifications by country and industry.

* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

 


B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

49 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2019 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

50 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 


G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID- 19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

 

51 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non- advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Prime Cyber Security ETF 0.60%
ETFMG Prime Mobile Payments ETF 0.75%
ETFMG Sit Ultra Short ETF 0.30%
ETFMG Treatments, Testing and Advancements ETF 0.68%

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for HACK, IPAY, and GERM. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

52 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the year ended September 30, 2021, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the year ended September 30, 2021:

 

    Purchases     Sales  
ETFMG Prime Cyber Security ETF   $ 775,781,869     $ 710,656,532  
ETFMG Prime Mobile Payments ETF     330,758,067       312,390,728  
ETFMG Sit Ultra Short ETF     271,709,110       142,597,950  
ETFMG Treatments, Testing and Advancements ETF     22,841,698       23,959,289  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2021:

 

    Purchases In-Kind     Sales In-Kind  
ETFMG Prime Cyber Security ETF   $ 958,821,274     $ 663,318,708  
ETFMG Prime Mobile Payments ETF     579,046,054       392,969,115  
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF     35,239,507       44,972,663  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the year ended September 30, 2021.

 

NOTE 7 — SECURITIES LENDING

 

The Funds, except for VALT, may lend up to 33 1⁄3% of the value of the securities in their portfolios to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (the “Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short- term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Funds could also experience delays in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

53 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

As of the year ended September 30, 2021 the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund   Values of
Securities on
Loan
    Fund
Collateral
Received*
 
ETFMG Prime Cyber Security ETF   $ 370,616,050     $ 380,755,862  
ETFMG Prime Mobile Payments ETF     211,298,817       214,965,303  
ETFMG Treatments, Testing and Advancements ETF     10,686,401       10,841,928  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

    Cost     Gross
Unrealized
Appreciation
    Gross
Unrealized
Depreciation
    Net
Unrealized
Appreciation
(Depreciation)
 
ETFMG Prime                                
Cyber Security ETF   $ 2,401,040,537     $ 441,995,693     $ (156,489,208 )   $ 285,506,485  
ETFMG Prime Mobile Payments ETF     1,301,934,331       203,125,831       (97,401,406 )     105,724,425  
ETFMG Sit Ultra Short ETF     239,654,901       550,557       (38,878 )     511,679  
ETFMG Treatments, Testing and Advancements ETF     73,631,811       9,416,918       (8,718,871 )     698,047  

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

54 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Gain
    Total
Distributable
Earnings
    Other
Accumulated
Loss
    Total
Accumulated
Gain (Loss)
 
ETFMG Prime Cyber Security ETF   $ 629,031     $     $ 629,031     $ (181,222,100 )   $ 104,913,416  
ETFMG Prime Mobile Payments ETF                       (57,416,428 )     48,307,997  
ETFMG Sit Ultra Short ETF     116,138             116,139       (1,341,647 )     (713,830 )
ETFMG Treatments, Testing and Advancements ETF     1,444             1,444       (2,129,013 )     (1,429,522 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss
Carryforward
ST
    Capital Loss
Carryforward
LT
    Expires  
ETFMG Prime                        
Cyber Security ETF   $ (74,327,872 )   $ (106,894,241 )     Indefinite  
ETFMG Prime Mobile Payments ETF     (20,056,769 )     (35,819,530 )     Indefinite  
ETFMG Sit Ultra Short ETF     (1,341,647 )           Indefinite  
ETFMG Treatments, Testing and Advancements ETF     (2,129,013 )           Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

    Late Year
Ordinary
Loss
    Post-
October
Capital
Loss
 
ETFMG Prime Cyber Security ETF   $     $  
ETFMG Prime Mobile Payments ETF     1,542,196        
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF            

 

55 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

    Total
Distributable
Earnings/(Loss)
    Paid-In
Capital
 
ETFMG Prime            
Cyber Security ETF   $ (326,506,316 )   $ 326,506,316  
ETFMG Prime Mobile Payments ETF     (160,575,455 )     160,575,455  
ETFMG Sit Ultra Short ETF            
ETFMG Treatments, Testing and Advancements ETF     (13,759,667 )     13,759,667  

 

The tax charter of distributions paid during the year ended September 30, 2021, and the year ended September 30, 2020 were as follows:

 

    Year Ended
September 30, 2021
    Year Ended
September 30, 2020
 
    From
Ordinary
Income
    From
Capital
Gains
    From
Ordinary
Income
    From
Capital
Gains
 
ETFMG Prime                                
Cyber Security ETF   $ 6,619,000     $     $ 21,333,000     $  
ETFMG Prime Mobile Payments ETF                 216,000        
ETFMG Sit Ultra Short ETF     1,070,997             1,250,256        
ETFMG Treatments, Testing and Advancements                                
ETF     647,750                    

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Prime Cyber Security ETF 

ETFMG Prime Cyber Security ETF owned the following companies during the year ended September 30, 2021. SecureWorks Corp. – Class A, ETFMG Sit Ultra Short ETF, and KnowBe4, Inc. – Class A are deemed to be affiliates of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in these securities were as follows:

 

Security
Name
  Value at
September 30, 2020
    Purchases     Sales     Realized
Gain
(Loss)(1)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value at
September 30, 2021
    Ending
Shares
 
SecureWorks Corp. - Class A *   $ 12,800,697     $ 16,644,491     $ (8,838,787 )   $ 1,326,620     $ 8,621,704     $     $ 30,554,725    
1,536,958  
ETFMG Sit Ultra Short ETF *     49,785,000       37,308,440                   (22,190 )           87,071,250       1,750,000  
Tufin Software Technologies, Ltd. **     16,657,303       12,827,751       (17,852,772 )     (15,218,653 )     18,248,907             14,662,536       1,491,611  
KnowBe4, Inc. - Class A*           81,899,122       (12,237,107 )     (4,497,360 )     (20,451,548 )             44,713,107       2,036,116  
Total   $ 79,243,000     $ 148,679,804     $ (38,928,666 )   $ (18,389,393 )   $ 6,396,873     $     $ 177,001,618    
6,814,685  

 

56 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

ETFMG Prime Mobile Payments ETF

ETFMG Prime Mobile Payments ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in this security was as follows:

 

Security Name   Value at
September 30, 2020
    Purchases     Sales     Realized
Gain
(Loss)(1)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value at
September 30, 2021
    Ending
Shares
 
ETFMG Sit Ultra Short ETF *   $ 29,871,000     $ 14,924,250     $     $     $ (15,750 )   $     $ 44,779,500       900,000  

 

ETFMG Treatments, Testing and Advancements ETF 

ETFMG Treatments, Testing and Advancements ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in this security was as follows:

 

Security Name   Value at
September 30, 2020
    Purchases     Sales     Realized
Gain
(Loss)(1)
    Change in
Unrealized
Appreciation
(Depreciation)
    Dividend
Income
    Value at
September 30, 2021
    Ending
Shares
 
ETFMG Sit Ultra Short ETF *   $ 1,244,625     $     $     $     $ (750 )   $     $ 1,243,875       25,000  

 

*Affiliate as of September 30, 2021. 

** This security was not affiliated as of September 30, 2021. 

1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

As of September 30, 2021, 54.87% of outstanding shares of VALT were owned by affiliates.

 

NOTE 10 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

57 

 

ETFMG™ ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

58 

 

ETFMG™ ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF, ETFMG Sit Ultra Short ETF and ETFMG Treatments, Testing and Advancements ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of ETFMG Prime Cyber Security ETF, ETFMG Prime Mobile Payments ETF, ETFMG Sit Ultra Short ETF and ETFMG Treatments, Testing and Advancements ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2021, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2021, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2021

 

59 

 

ETFMG™ ETFs

 

EXPENSE EXAMPLES

Six Months Ended September 30, 2021 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name

 

Beginning

Account

Value

April 1,

2021

 

Ending

Account

Value

September 30,

2021

 

Expenses

Paid

During

the

Period^

 

Annualized

Expense Ratio

During the

Period April 1,

2021 to

September 30,

2021

 

ETFMG Prime Cyber Security ETF

 

 

 

 

 

 

 

 

 

Actual

 

1,000.00

 

1,116.90

 

3.18

 

0.60%

 

Hypothetical (5% annual)

 

1,000.00

 

1,022.06

 

3.04

 

0.60%

 

ETFMG Prime Mobile Payments ETF

 

 

 

 

 

 

 

 

 

Actual

 

1,000.00

 

1,019.20

 

3.80

 

0.75%

 

Hypothetical (5% annual)

 

1,000.00

 

1,021.31

 

3.80

 

0.75%

 

ETFMG Sit Ultra Short ETF

 

 

 

 

 

 

 

 

 

Actual

 

1,000.00

 

1,004.10

 

1.51

 

0.30%

 

Hypothetical (5% annual)

 

1,000.00

 

1,023.56

 

1.52

 

0.30%

 

ETFMG Treatments, Testing and Advancements ETF

 

 

 

 

 

 

 

 

 

Actual

 

1,000.00

 

1,159.20

 

3.68

 

0.68%

 

Hypothetical (5% annual)

 

1,000.00

 

1,021.66

 

3.45

 

0.68%

 

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365 (to reflect the one-half year period).

60 

ETFMG™ ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

 

Position(s)

 

Number of

Other

 

Held with the

 

Portfolios

Directorships

 

Trust, Term

 

in Fund

Held by

 

of Office and

 

Complex

Trustee

Name and Year

Length of

Principal Occupation(s) During

Overseen

During Past 5

of Birth

Time Served

Past 5 Years

By Trustee

Years

Interested Trustee and Officers

 

 

 

Samuel Masucci,  III (1962)

Trustee, Chairman of  the Board and President (since 2012); Secretary (since 2014)

Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator)

17

None

John A. Flanagan, (1946)

Treasurer (since 2015)

President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015).

n/a

n/a

Reshma A. Tanczos (1978)

Chief Compliance Officer (since 2016)

Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016).

n/a

n/a

Matthew J. Bromberg (1973)

Assistant Secretary (since 2020)

General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015- 2016).

n/a

n/a

* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

61 

ETFMG™ ETFs

 

Board of Trustees (Continued)

 

 

Name and Year

Position(s)

Principal Occupation(s) During

Number of

Other

of Birth

Held with the

Past 5 Years

Portfolios

Directorships

 

Trust, Term

 

in Fund

Held by

 

of Office and

 

Complex

Trustee

 

Length of

 

Overseen

During Past 5

 

Time Served

 

By Trustee

Years

Terry Loebs (1963)

Trustee (since 2014); Lead Independent Trustee (since 2020)

Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011).

17

None

Eric Wiegel (1960)

Trustee (since 2020)

Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018).

17

None

62 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name

Qualified Dividend Income

 

 

ETFMG Prime Cyber Security ETF

100.00%

ETFMG Prime Mobile Payments ETF

0.00%

ETFMG Sit Ultra Short ETF

0.00%

ETFMG Treatments, Testing and Advancements ETF

40.33%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name

Dividends Received Deduction

 

 

ETFMG Prime Cyber Security ETF

100.00%

ETFMG Prime Mobile Payments ETF

0.00%

ETFMG Sit Ultra Short ETF

0.00%

ETFMG Treatments, Testing and Advancements ETF

27.46%

 

Short Term Capital Gain

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name

Short-Term Capital Gain

 

 

ETFMG Prime Cyber Security ETF

0.00%

ETFMG Prime Mobile Payments ETF

0.00%

ETFMG Sit Ultra Short ETF

0.00%

ETFMG Treatments, Testing and Advancements ETF

0.00%

63 

ETFMG™ ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited) (Continued)

 

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

64 

ETFMG™ ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)     The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)     The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)     The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)     The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)     The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)     The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S -P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)     The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes

 

_____________

(1)

Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

65 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006


 



 



(GRAPHIC) 

 

Annual Report 

September 30, 2021

 

 

 


ETFMG Travel Tech ETF 

AWAY

 

 

ETFMG 2x Daily Travel Tech ETF 

AWYX

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The funds are series of ETF Managers Trust. 

 

 

 


ETFMG TM ETFs

 

TABLE OF CONTENTS 

September 30, 2021

 

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment – AWAY 5
   
Top 10 Holdings – AWAY 6
   
Growth of $10,000 Investment - AWYX 7
   
Important Disclosures and Key Risk Factors 8
   
Portfolio Allocations 10
   
Schedule of Investments and Total Return Swaps 11
   
Statements of Assets and Liabilities 15
   
Statements of Operations 16
   
Statements of Changes in Net Assets 17
   
Financial Highlights 19
   
Notes to the Financial Statements 21
   
Report of Independent Registered Public Accounting Firm 33
   
Approval of Advisory Agreements and Board Considerations 34
   
Expense Example 36
   
Supplementary Information 37
   
Information About Portfolio Holdings 37
   
Information About Proxy Voting 38
   

Trustees and Officers Table

39
   
Privacy Policy 41

 

1

 

ETFMG TM ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs.

 

ETFMG Travel Tech ETF (AWAY) Performance Review

 

The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

The ETFMG Travel Tech ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Travel Technology Index NTR (the “Index”).

 

Over the fiscal period, the total return for the Fund was 50.35%, while the total return the for the Index was 50.53%. The best performers in the Fund on the basis of contribution to return were Edreams Odigeo Sl, Hana Tour Service Inc., Lyft Inc.-A, Expedia Group Inc. and Sabre Corp., while the worst performers were Tuniu Corp.-Spon Adr, Facedrive Inc., Travelsky Technology Ltd.-H, Lastminute.Com Nv and Veltra Corp.

 

During the reporting period, the Fund saw an average approximate allocation to Hotels, Restaurants & Leisure 62.9%, Road & Rail 12.35%, IT Services 11.62%, Interactive Media & Services 8.2% and Internet & Direct Marketing Retail 2.53%. The Fund was exposed predominately to United States 30.3%, China 13.8%, Japan 9%, United Kingdom 8.7% and South Korea 7.6%.

 

ETFMG 2x Daily Travel Tech ETF (AWYX) Operational Review

 

The discussion below relates to the performance of AWYX (the “ETF”) for the period from the ETF’s inception, June 15, 2021 to the ETF’s fiscal year-end of September 30, 2021. The ETF is leveraged and seeks daily investment results, before fees and expenses, of 200% or -200% of the performance of the Index.

 

The ETF, as stated above, seeks daily investment results. It does not seek to track a multiple of the Index for periods of longer than one day and the performance of the ETF over longer periods may not correlate to the Index performance. The ETF should not be held by investors for long periods and should be used as short-term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

 

AWYX attempts to provide investment results that correlate to 200% of the return of the Index, meaning AWYX attempts to move in the same direction as the Index.

 

In seeking to achieve the ETF’s daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning the ETF’s investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with the ETF’s objective. As a consequence, if the ETF is performing as designed, the return of the Index will dictate the return for the ETF. The ETF pursues its investment objective regardless of market conditions and does not take defensive positions. The ETF has a clearly articulated goal which requires the ETF to seek economic exposure significantly in excess of its net assets. To meet its objectives, the ETF invests in some combination of financial instruments, including derivatives. The ETF invests significantly in derivatives, including swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the ETF.

 

2

 

The ETF may use certain investment techniques, including investments in derivatives, which may be considered aggressive. Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments may increase the volatility of the ETF. The use of derivatives may expose the ETF to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case.

 

Because the ETF seeks daily investment results of the Index, a comparison of the return of the ETF to the Index does not provide an indication of whether the ETF has met its investment objective. To determine if the ETF has met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of the ETF as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing.

 

Factors Affecting Performance of the ETF: 

Leverage – The ETF seeks daily investment results (before fees and expenses) of 200% of the performance of the Index. The use of leverage magnifies an ETF’s gains or losses and increases the investment’s risk and volatility.

 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving ETF performance. Given the daily goals, the daily Index returns are most important. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the ETF is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, the ETF should not be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the ETF over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt the ETF’s performance while trending, low volatility markets enhance the ETF’s performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, the ETF receives [LIBOR] plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by ETF and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact the ETF’s performance and ability to track the Index.

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in the ETF’s prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on ETF performance. Transactions costs are not included in the expense ratio of the ETF. Transaction costs can be higher due to the ETF’s use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

3

 

ETFMG 2x Daily Travel Tech ETF (AWYX) Performance Review

 

The following information pertains to the fiscal period from the Fund’s inception, June 15, 2021 to September 30, 2021.

 

AWYX seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.

 

Over the reporting period, the Index had a total return of -7.88% and a volatility of 22.7%. Given the daily investment objectives of AWYX and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of AWYX performance for the same period. AWYX returned -18.95% for the reporting period and a volatility of 50.50%. For the reporting period AWYX had an average daily volume of 777 shares and an average daily statistical correlation of 97.1% to the return of the Index.

 

You can find further details about AWAY and AWYX by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

(GRAPHIC) 

 

Samuel Masucci III 

Chairman of the Board

 

4

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF 

Growth of $10,000 (Unaudited)

 

(GRAPHIC) 

 

Average Annual Returns 

Year Ended September 30, 2021 

 

1 Year 

Return 

   

Since 

Inception 

(2/12/2020) 

   

Value of 

$10,000 

(9/30/2021) 

 
ETFMG Travel Tech ETF (NAV)     50.35 %     8.07 %   $ 11,351  
ETFMG Travel Tech ETF (Market)     49.16 %     8.12 %   $ 11,360  
S&P 500 Index     30.00 %     17.97 %   $ 13,097  
Prime Travel Technology Index GTR     50.52 %     7.72 %   $ 11,291  
Prime Travel Technology Index NTR     50.53 %     7.69 %   $ 11,287  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on February 12, 2020, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

5

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

      Security       

% of Total 

Investments 

1     Uber Technologies, Inc.   4.42 %
2     Airbnb, Inc. - Class A   4.36 %
3     Booking Holdings, Inc.   4.21 %
4     Expedia Group, Inc.   4.14 %
5     Trip.com Group, Ltd.   4.02 %
6     Lyft, Inc. - Class A   3.95 %
7     Webjet, Ltd.   3.92 %
8     Tongcheng-Elong Holdings, Ltd.   3.86 %
9     Sabre Corp.     3.85 %
10     TravelSky Technology, Ltd.   3.84 %
      Top Ten Holdings 40.57% of Total Investments      
      * Current Fund holdings may not be indicative of future Fund holdings.      

 

6

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF 

Growth of $10,000 (Unaudited)

 

 (GRAPHIC)

 

Average Cumulative Returns 

Period Ended September 30, 2021 

 

Since 

Inception 

(6/15/2021) 

   

Value of 

$10,000 

(9/30/2021) 

 
ETFMG 2x Daily Travel Tech ETF (NAV)     -18.95 %   $ 8,105  
ETFMG 2x Daily Travel Tech ETF (Market)     -20.15 %   $ 7,985  
S&P 500 Index     1.82 %   $ 10,182  
Prime Travel Technology Index GTR     -7.88 %   $ 9,212  
Prime Travel Technology Index NTR     -7.88 %   $ 9,212  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on June 15, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

 

7

 

ETFMG TM ETFs

 

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

AWAY

 

The ETFMG Travel Tech ETF (the “Fund” or the “Travel Tech ETF”) seeks investment results that correspond generally to the price and yield, before fund fees and expenses, of the Prime Travel Technology Index (the “Index”).

 

Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins. Technology companies may have limited product lines, markets, financial resources or personnel. The products of technology companies may face obsolescence due to rapid technological developments and frequent new product introduction, and such companies may face unpredictable changes in growth rates, competition for the services of qualified personnel and competition from foreign competitors with lower production costs. Companies in the technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial, which is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country. 

 

8

 

AWYX

 

Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins. Technology companies may have limited product lines, markets, financial resources or personnel. The products of technology companies may face obsolescence due to rapid technological developments and frequent new product introduction, and such companies may face unpredictable changes in growth rates, competition for the services of qualified personnel and competition from foreign competitors with lower production costs. Companies in the technology sector are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies.

 

Investing in an ETFMG 2x Daily Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra- day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country. 

 

9

 

ETFMG TM ETFs

 

PORTFOLIO ALLOCATIONS 

As of September 30, 2021 (Unaudited)

 

 

   

ETFMG 

Travel Tech 

ETF 

   

ETFMG 2x 

Daily 

Travel Tech 

ETF 

 
As a percent of Net Assets:            
Australia     8.9 %     %
Brazil     2.6        
Canada     0.3        
Cayman Islands     12.2        
China     4.0        
Japan     8.3        
Luxembourg     3.1        
Mauritius     3.9        
Netherlands     4.1        
Republic of Korea     6.8        
Spain     4.0        
United Kingdom     7.5        
United States     31.7        
Virgin Islands     2.5        
Exchange Traded Funds     0.4        
Total Return Swap           100.0  
Short-Term and other Net Assets (Liabilities)     (0.3 )      
      100.0 %     100.0 %

 

 

10

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments 

September 30, 2021

 

 

    Shares     Value  
COMMON STOCKS - 99.9%                
Australia - 8.9%                
Hotels, Restaurants & Leisure - 8.9% (d)                
Corporate Travel Management, Ltd. (a)     717,961     $ 12,690,784  
Helloworld Travel, Ltd. (a)     1,503,531       2,782,666  
Webjet, Ltd. (a)     2,870,375       13,156,387  
Total Hotels, Restaurants & Leisure             28,629,837  
                 
Brazil - 2.6%                
Hotels, Restaurants & Leisure - 2.6% (d)                
CVC Brasil Operadora e Agencia de Viagens SA (a)     2,126,269       8,382,867  
                 
Canada - 0.3%                
Road & Rail - 0.3%                
Facedrive, Inc. (a)(b)     907,859       974,805  
                 
Cayman Islands - 12.2%                
Hotels, Restaurants & Leisure - 8.7% (d)                
Tongcheng-Elong Holdings, Ltd. (a)     5,352,527       12,940,153  
Trip.com Group, Ltd. - ADR (a)     438,442       13,482,092  
Tuniu Corp. - ADR (a)(b)     1,121,013       1,692,730  
Total Hotels, Restaurants & Leisure             28,114,975  
Road & Rail - 3.3%                
DiDi Global, Inc. - ADR (a)(b)     1,381,995       10,765,741  
Software - 0.2%                
Lvji Technology Holdings, Inc. (a)     7,604,589       605,659  
Total Cayman Islands             39,486,375  
                 
China - 4.0%                
IT Services - 4.0%                
TravelSky Technology, Ltd.     6,676,009       12,863,794  
                 
Japan - 8.3%                
Hotels, Restaurants & Leisure - 6.5% (d)                
Adventure, Inc.     64,586       5,222,822  
Airtrip Corp.     205,237       8,113,957  
Open Door, Inc. (a)     297,165       7,676,440  
Total Hotels, Restaurants & Leisure             21,013,219  
Internet & Direct Marketing Retail - 1.8%                
Temairazu, Inc.     61,566       3,551,405  
Veltra Corp. (a)     314,443       2,302,629  
Total Internet & Direct Marketing Retail             5,854,034  
Total Japan             26,867,253  
                 
Luxembourg - 3.1%                
Hotels, Restaurants & Leisure - 3.1% (d)                
eDreams ODIGEO SA - ADR (a)     1,128,160       9,866,336  
                 

 

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

 

11

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

 

    Shares     Value  
Mauritius - 3.9%            
Hotels, Restaurants & Leisure - 3.9% (d)                
MakeMyTrip, Ltd. (a)     459,092     $ 12,482,712  
                 
Netherlands - 4.1%                
Hotels, Restaurants & Leisure - 1.5% (d)                
Lastminute.com NV (a)     110,965       4,679,355  
Interactive Media & Services - 2.6%                
Trivago NV - ADR (a)     3,407,344       8,416,140  
Total Netherlands             13,095,495  
                 
Republic of Korea - 6.8%                
Hotels, Restaurants & Leisure - 6.8% (d)                
Hana Tour Service, Inc. (a)     133,359       9,900,554  
Lotte Tour Development Co., Ltd. (a)     662,864       11,756,878  
Total Hotels, Restaurants & Leisure             21,657,432  
                 
Spain - 4.0%                
IT Services - 4.0%                
Amadeus IT Group SA (a)     194,153       12,792,103  
                 
United Kingdom - 7.5%                
Hotels, Restaurants & Leisure - 6.0% (d)                
On the Beach Group PLC (a)     1,567,494       8,089,120  
Trainline PLC (a)     2,354,481       11,147,913  
Total Hotels, Restaurants & Leisure             19,237,033  
Software - 1.5%                
accesso Technology Group PLC (a)     392,662       4,841,017  
Total United Kingdom             24,078,050  
                 
United States - 31.7%                
Airlines - 2.1%                
Blade Air Mobility, Inc. - Class A (a)(b)     661,113       6,875,575  
Hotels, Restaurants & Leisure - 13.1% (d)                
Airbnb, Inc. - Class A (a)     87,113       14,613,205  
Booking Holdings, Inc. (a)     5,950       14,124,526  
Expedia Group, Inc. (a)     84,686       13,880,034  
Total Hotels, Restaurants & Leisure             42,617,765  
Interactive Media & Services - 3.7%                
TripAdvisor, Inc. (a)     352,481       11,931,482  
IT Services - 4.0%                
Sabre Corp. (a)(b)     1,091,955       12,928,747  
Road & Rail - 8.8%                
Lyft, Inc. - Class A (a)(b)     246,943       13,233,675  
Uber Technologies, Inc. (a)     330,840       14,821,633  
Total Road & Rail             28,055,308  
Total United States             102,408,877  

 

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

 

12

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

Schedule of Investments 

September 30, 2021 (Continued)

 

  

    Shares     Value  
Virgin Islands (UK) - 2.5%                
Hotels, Restaurants & Leisure - 2.5% (d)                
Despegar.com Corp. (a)     667,504     $ 8,030,073  
TOTAL COMMON STOCKS (Cost $344,658,238)             321,616,009  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 4.0%                
ETFMG Sit Ultra Short ETF (e)     25,000       1,243,875  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     11,450,432       11,450,432  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS                
FROM SECURITIES LENDING COLLATERAL (Cost $12,693,895)             12,694,307  
                 
SHORT-TERM INVESTMENTS - 0.3%                
Money Market Funds - 0.3%                
First American Government Obligations Fund - Class X, 0.03% (c)     1,071,079       1,071,079  
TOTAL SHORT-TERM INVESTMENTS (Cost $1,071,079)             1,071,079  
                 
Total Investments (Cost $358,423,212) - 104.2%             335,381,395  
Liabilities in Excess of Other Assets - (4.2)%             (13,424,212 )
TOTAL NET ASSETS - 100.0%           $ 321,957,183  

 

Percentages are stated as a percent of net assets.  

ADR American Depositary Receipt
PLC Public Limited Company
(a) Non-income producing security.
(b) This security or a portion of this security was out on loan at September 30, 2021.
(c) The rate quoted is the annualized seven-day yield at September 30, 2021.
(d) As of September 30, 2021 the Fund had a significant portion of its assets in the Hotels, Restaurants & Leisure Industry.
(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

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

 

13

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

Schedule of Total Return Swaps 

September 30, 2021

 

 

Reference Entity   Fund Pays/Receives Reference Entity   Counterparty   Payment Frequency   Financing Rate   Upfront Premiums Paid/Received     Notional Amount     Unrealized Appreciation (Depreciation)  
ETFMG Travel Tech ETF Swap   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index - 1.25%   $     $ 1,502,228     $  

 

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

 

14

 

ETFMG TM ETFs

 

STATEMENTS OF ASSETS AND LIABILITIES 

As of September 30, 2021

 

 

   

ETFMG 

Travel Tech 

ETF

   

ETFMG 2x 

Daily 

Travel Tech 

ETF 

 
ASSETS            
Investments in unaffiliated securities, at value*   $ 334,137,520     $  
Investments in affiliated securities, at value*     1,243,875        
Cash           140,921  
Deposits at Broker for total return swap contracts           600,000  
Receivable for open swap contracts           70,192  
Receivables:                
Dividends and interest receivable     16,220        
Securities lending income receivable     26,541        
Receivable for investments sold     47,300        
Total assets     335,471,456       811,113  
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)     12,693,895        
Payables:                
Foreign currency payable to Custodian, at value*     646,573        
Management fees payable     173,805       595  
Total liabilities     13,514,273       595  
Net Assets   $ 321,957,183     $ 810,518  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 366,366,263     $ 867,307  
Total Distributable Earnings (Accumulated Losses)     (44,409,080 )     (56,789 )
Net Assets   $ 321,957,183     $ 810,518  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 357,179,749     $  
Investments in affiliated securities     1,243,463        
Foreign currency     646,573        
                 
Shares Outstanding^     11,350,000       100,000  
                 
Net Asset Value, Offering and Redemption Price per Share   $ 28.37     $ 8.11  

 

^ No par value, unlimited number of shares authorized

 

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

 

15

 

ETFMG TM ETFs

 

STATEMENTS OF OPERATIONS 

For the Period Ended September 30, 2021

 

  

   

ETFMG 

Travel Tech 

ETF 

   

ETFMG 2x 

Daily 

Travel Tech 

ETF1 

 
INVESTMENT INCOME            
Income:            
Dividends from unaffiliated securities (net of foreign withholdings tax & issuance fees of $50,523, $-)   $ 1,417     $  
Interest     204       358  
Securities lending income     677,590        
Total Investment Income     679,211       358  
                 
Expenses:                
Management fees     1,620,515       2,317  
Total Expenses     1,620,515       2,317  
Net Investment Loss     (941,304 )     (1,959 )
                 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS                
Net Realized Gain (Loss) on:                
Unaffiliated Investments     (22,119,907 )      
Affiliated Investments     (1,545 )      
In-Kind redemptions     28,410,677        
Foreign currency and foreign currency translation     40,790        
Total return swap contracts           (225,319 )
Net Realized Gain (Loss) on Investments and In-Kind redemptions     6,330,015       (225,319 )
Net Change in Unrealized Appreciation (Depreciation) of:                
Unaffiliated Investments     (22,657,274 )      
Affiliated Investments     412        
Foreign currency and foreign currency translation            
Total return swap contracts            
Net Change in Unrealized Appreciation (Depreciation) of Investments     (22,656,862 )      
Net Realized and Unrealized Loss on Investments     (16,326,847 )     (225,319 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ (17,268,151 )   $ (227,278 )

 

1 The Fund commenced operations on June 15, 2021.

 

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

 

16

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

   

Year Ended 

September 30, 

2021 

   

Period Ended 

September 30, 

2020

 
OPERATIONS            
Net investment loss   $ (941,304 )   $ (12,667 )
Net realized gain (loss) on investments and in-kind redemptions     6,330,015       (585,565 )
Net change in unrealized appreciation (depreciation) of                
investments and foreign currency and foreign currency translation     (22,656,862 )     (378,893 )
Net decrease in net assets resulting from operations     (17,268,151 )     (977,125 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (24,500 )      
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived                
from net change in outstanding shares2     323,905,900       16,070,650  
Transaction Fees (See Note 1)     243,915       6,494  
Net increase in net assets from capital share transactions     324,149,815       16,077,144  
Total increase in net assets   $ 306,857,164     $ 15,100,019  
                 
NET ASSETS                
Beginning of Period     15,100,019        
End of Period   $ 321,957,183     $ 15,100,019  

 

Summary of share transactions is as follows:

 

   

Year Ended 

September 30, 2021 

   

Period Ended 

September 30, 20201 

 
    Shares     Amount     Shares     Amount  
Shares Sold   16,450,000     $ 496,261,225     900,000     $ 18,057,660  
Transaction Fees (See Note 1)         243,915           6,494  
Shares Redeemed   (5,900,000 )     (172,355,325 )   (100,000 )     (1,987,010 )
Net Transactions in Fund Shares   10,550,000     $ 324,149,815     800,000     $ 16,077,144  
Beginning Shares   800,000                      
Ending Shares   11,350,000             800,000          

 

1 The Fund commenced operations on February 12, 2020.
2 Includes reimbursement of $1,545 due to net asset value error.

 

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

 

17

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

 

   

Period Ended 

September 30, 

20211 

 
OPERATIONS      
Net investment loss   $ (1,959 )
Net realized loss on swap contracts     (225,319 )
Net change in unrealized depreciation on swap contracts      
Net decrease in net assets resulting from operations     (227,278 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase in net assets from capital share transactions     1,037,796  
Total increase in net assets     810,518  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 810,518  

 

Summary of share transactions is as follows:

 

     

Period Ended 

September 30, 20211 

 
      Shares     Amount  
Shares Sold     120,000     $ 1,181,474  
Shares Redeemed     (20,000 )     (143,678 )
Net Transactions in Fund Shares     100,000     $ 1,037,796  
Beginning Shares              
Ending Shares     100,000          

 

1 The Fund commenced operations on June 15, 2021.

 

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

 

18

 

ETFMG TM ETFs

 

ETFMG Travel Tech ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

 

 

   

Year Ended 

September 30, 

2021 

   

Period Ended 

September 30, 

20201

 
             
Net Asset Value, Beginning Year/Period   $ 18.88     $ 25.00  
Income (Loss) from Investment Operations:                
Net investment income (loss)2     (0.13 )     (0.02 )
Net realized and unrealized gain (loss) on investments     9.60       (6.12 )
Total from investment operations     9.47       (6.14 )
Less Distributions:                
Distributions from net investment income     (0.01 )      
Net realized gains            
Total distributions     (0.01 )      
Capital Shares Transactions:                
Transaction fees added to paid-in capital     0.03       0.02  
Net asset value, end year/period   $ 28.37     $ 18.88  
Total Return     50.35 %     -24.50 %3
                 
Ratios/Supplemental Data:                
Net assets at end year/period (000’s)   $ 321,957     $ 15,100  
                 
Expenses to Average Net Assets     0.75 %     0.75 %4
Net Investment Income (Loss) to Average Net Assets     -0.43 %     0.30 %4
Portfolio Turnover Rate     57 %     49 %3

 

1 Commencement of operations on February 12, 2020.
2 Calculated based on average shares outstanding during the year/period.
3 Not annualized.
4 Annualized.

 

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

 

19

 

ETFMG TM ETFs

 

ETFMG 2x Daily Travel Tech ETF

 

FINANCIAL HIGHLIGHTS 

For a capital share outstanding throughout the year/period

 

  

   

Period Ended 

September 30, 

20211 

 
       
Net Asset Value, Beginning Period   $ 10.00  
Income (Loss) from Investment Operations:        
Net investment income (loss) 2     (0.02 )
Net realized and unrealized gain (loss) on investments     (1.87 )
Total from investment operations     (1.89 )
Net asset value, end period   $ 8.11  
Total Return     -18.95 %3
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 811  
         
Gross Expenses to Average Net Assets     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.80 %4
Portfolio Turnover Rate     0 %3

 

1 The Fund commenced operations on June 15, 2021.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.

 

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

 

20

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Travel Tech ETF (“AWAY”) and ETFMG 2x Daily Travel Tech ETF (“AWYX”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker

Strategy

Commencement

Date

Strategy
ETFMG Travel Tech ETF 2/12/2020 Seeks to provide investment results that, before fees and expenses,  correspond  generally  to  the  total  return performance of the Prime Travel Technology Index NTR (the “Index”).
ETFMG 2x Daily Travel Tech ETF 6/15/2021 Seeks to provide daily investment results that, before fees and expenses, correspond to two times (2x) the daily total return of the Index. The Fund does not seek to achieve its stated investment objective over a period of time greater than a single day.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve its investment objective.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for AWAY and 10,000 shares for AWYX, called “Creation Units.” Creation Units are issued and redeemed principally in- kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets. 

21

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 

A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the Funds did not hold any securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

 

22

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following is a summary of the inputs used to value the Funds’ net assets as of September 30, 2021:

 

ETFMG Travel Tech ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 321,616,009     $     $     $ 321,616,009  
Short-Term Investments     1,071,079                   1,071,079  
ETFMG Sit Ultra Short ETF**     1,243,875                   1,243,875  
Investments Purchased with Securities Lending Collateral*                       11,450,432  
Total Investments in Securities   $ 323,930,963     $     $     $ 335,381,395  

 

ETFMG 2x Daily Travel Tech ETF 

Swap Contracts***   Level 1     Level 2     Level 3     Total  
Long Total Return Equity Swap Contracts   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 

^ See Schedule of Investments for classifications by country and industry.
* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.
** Investment was purchased with collateral.
*** Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 

B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

23

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2020 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 

C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 

D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 

24

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 
H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund.

 

The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

 

The following table presents the Funds’ gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2021.

 

ETFMG 2x Daily Travel Tech ETF

 

        Gross Amounts of Recognized Assets Presented in the Statements    

Gross

Amounts 

         

Gross Amounts not 

offset in the Statements 

of Assets & Liabilities 

       
Counterparty  

Investment

Type

 

of Assets &

Liabilities

   

Available

Offset

   

Net

Amounts

   

Financial

Instruments

 

Collateral

Received

   

Net

Amount

 
Cowen and Company, LLC   Total Return Swap Contract   $ 70,192     $     $ 70,192     $   $     $ 70,192  

 

The average monthly notional amount of the swap contracts during the period ended September 30, 2021 for AWYX was $1,621,897.

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Assets and Liabilities as of September 30, 2021:

 

    Assets     Liabilities    

Net 

Unrealized 

Gain (Loss) 

 
ETFMG 2x Daily Travel Tech ETF  Swap Contract   $ 70,192     $     $  

 

25

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

The following is a summary of the effect of swap contracts on the Funds’ Statements of Operations for the period ended September 30, 2021:

 

   

Realized Gain 

(Loss) 

   

Change in Unrealized 

Appreciation/Depreciation 

 
ETFMG 2x Daily Travel Tech ETF Swap Contract   $ (225,319 )   $  

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds, other than VALT, are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID- 19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies

 

26

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

(including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds’ investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund’s performance, resulting in losses to the Funds.

 

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over- or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non- advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Travel Tech ETF     0.75 %
ETFMG 2x Daily Travel Tech ETF     0.95 %

 

27

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for AWAY and AWYX. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended September 30, 2021, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended September 30, 2021:

 

    Purchases     Sales  
ETFMG Travel Tech ETF   $ 187,640,432     $ 125,728,958  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended September 30, 2021:

 

   

Purchases In-Kind 

   

Sales In-Kind 

 
ETFMG Travel Tech ETF   $ 408,492,080     $ 146,196,804  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended September 30, 2021. 

 

28

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

NOTE 7 — SECURITIES LENDING

 

The Funds, may lend up to 33 1⁄3% of the value of the securities in their portfolios to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (the “Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Funds could also experience delays in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of the period ended September 30, 2021 the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund  

Values of 

Securities 

on Loan 

   

Fund 

Collateral 

Received* 

 
ETFMG Travel Tech ETF   $ 12,335,713     $ 12,693,895  

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

29

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

    Cost    

Gross 

Unrealized

Appreciation 

   

Gross 

Unrealized 

Depreciation 

   

Net 

Unrealized 

Appreciation 

(Depreciation) 

 
ETFMG Travel Tech ETF   $ 376,640,122     $ 24,396,622     $ (65,655,349 )   $ (41,258,727 )
ETFMG 2x Daily Travel Tech ETF                        

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

   

Undistributed 

Ordinary 

Income 

   

Undistributed 

Long-Term 

Gain 

   

Total 

Distributable 

Earnings 

   

Other 

Accumulated 

Loss 

   

Total 

Accumulated 

Gain (Loss) 

 
ETFMG Travel Tech ETF   $     $     $     $ (3,150,353 )   $ (44,409,080 )
ETFMG 2x Daily Travel Tech ETF                       (56,789 )     (56,789 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

   

Capital Loss 

Carryforward 

ST 

   

Capital Loss

 Carryforward 

LT 

    Expires  
ETFMG Travel Tech ETF   $ (2,021,666 )   $       Indefinite  
ETFMG 2x Daily Travel Tech ETF     (56,789 )           Indefinite  

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

   

Late Year 

Ordinary 

Loss 

   

Post- 

October 

Capital 

Loss 

 
ETFMG Travel Tech ETF   $ 1,134,749     $  
ETFMG 2x Daily Travel Tech ETF            

 

30

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

    Total Distributable Earnings/(Loss)     Paid-In Capital  
ETFMG Travel Tech ETF   $ (25,876,994 )   $ 25,876,994  
ETFMG 2x Daily Travel Tech ETF     170,489       (170,489 )

 

The tax character of distributions paid during the period ended September 30, 2021, and the period ended September 30, 2020 were as follows:

 

   

Year Ended 

September 30, 2021 

   

Year Ended 

September 30, 2020 

 
     

From 

Ordinary 

Income 

     

From 

Capital 

Gains 

     

From 

Ordinary 

Income 

     

From 

Capital 

Gains 

 
ETFMG Travel Tech ETF   $ 24,500           $        
ETFMG 2x Daily Travel Tech ETF                        
                                 

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Travel Tech ETF 

ETFMG Travel Tech ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in this security were as follows:

 

Security Name   Value at September 30,
2020
    Purchases     Sales     Realized Gain (Loss)(1)     Change in Unrealized Appreciation (Depreciation)     Dividend Income     Value at September 30,
2021
    Ending Shares  
ETFMG Sit Ultra Short ETF *   $     $ 9,947,700     $ (8,702,692 )   $ (1,545 )   $ 412     $     $ 1,243,875       25,000  

 

* Affiliate as of September 30, 2021.
1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 10 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

31

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements. 

 

32

 

ETFMG TM ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of ETFMG Travel Tech ETF and ETFMG 2x Daily Travel Tech ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of ETFMG Travel Tech ETF and ETFMG 2x Daily Travel Tech ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2021, the related statements of operations for the year then ended, the statements of changes in net assets and financial highlights for each of the two years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2021, and the results of their operations for the year then ended, and the changes in net assets and financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York 

November 29, 2021 

 

33

 

ETFMG 2x Daily Travel Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended September 30, 2021 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 30, 2021, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG 2x Daily Travel Tech ETF (the “New Fund”).

 

Pursuant to Section 15 of the 1940 Act, the Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the New Fund’s shareholders by the Adviser; (ii) comparative fee and expense data for the New Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the New Fund grows and whether the proposed advisory fee for the New Fund reflects these expected economies of scale for the benefit of the New Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the New Fund. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 30, 2021, and throughout the year. Among other things, the Adviser provided responses to detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. Representatives of the Adviser discussed the services to be provided to the New Fund, the rationale for launching the New Fund, the marketing strategy and the New Fund’s proposed fees in comparison to the fees of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting, and deliberated on the approval of the Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the New Fund. The matters discussed were also considered separately by the Independent Trustees in executive session with independent legal counsel, at which no representatives of management were present.

 

Nature, Extent and Quality of Services Provided. 

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser would be providing investment advisory services to the New Fund. The Board discussed the responsibilities of the Adviser, including: the investment of the New Fund’s assets in accordance with its investment objective and monitoring compliance with various fund policies and procedures and with applicable securities regulations, and arranging for transfer agency, custody, fund administration, and all other non-distribution related services necessary for the New Fund to operate. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; the quality of the Adviser’s compliance infrastructure and risk assessment capabilities; the marketing strategy for the New Fund and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place that are reasonably designed to prevent violations of the Federal Securities laws. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the provision of high-quality services to the New Fund, such as the hiring of trading, legal and compliance personnel, and enhancements to technology and related systems. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

34

 

ETFMG 2x Daily Travel Tech ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS

For the Period Ended September 30, 2021 (Unaudited) Continued)

 

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the New Fund by the Adviser.

 

Historical Performance. 

The Board noted that the New Fund had not yet commenced operations and that therefore there was no prior performance to review.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale. 

The Board reviewed the proposed investment advisory fee for the New Fund and compared it to the total operating expenses of other funds in the industry falling within the same style category, or peer group, as the New Fund, as determined by a third- party service provider and the Adviser. The Board noted that the expense ratio for the New Fund was higher than the average and median expense ratios for its peer ETFs. The Trustees also considered the total expense ratios of other ETFs that they considered to be comparable, based on the investment objectives and strategies of the ETFs. The Board took into consideration management’s discussion of the fees, including that there are limited true peers for the New Fund because of its niche strategies.

 

The Board also noted the importance of the fact that the advisory fee for the New Fund was a “unified fee,” meaning that the shareholders of the New Fund would pay no expenses other than the advisory fee, 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 (such as, among other things and subject to Board approval, certain proxy solicitation costs and non-standard Board-related expenses and litigation against the Board, Trustees, New Fund, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses (the “Excluded Expenses”). The Board also noted that the Adviser would be responsible for compensating the New Fund’s other service providers and paying the New Fund’s other expenses out of its own fee and resources. The Board further noted that because the New Fund is new, it was difficult to estimate the profitability of the New Fund to the Adviser. The Board, however, considered collateral or “fall-out” benefits that ETFMG and its affiliates may derive as a result of their relationship with the New Fund.

 

The Board noted that because the New Fund is new, it also was difficult to estimate whether the New Fund would experience economies of scale. The Board noted that the Adviser will review expenses as the New Fund’s assets grow. The Board determined to evaluate economies of scale on an ongoing basis if the New Fund achieved asset growth.

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision. Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the New Fund; and (c) approved the Agreement for an initial term of two years. 

 

35

 

ETFMG TM ETFs

 

Expense Example 

Six Months Ended September 30, 2021 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name   Beginning Account Value April 1, 2021     Ending Account Value September 30, 2021     Expenses Paid During the Period     Annualized Expense Ratio During the Period April 1, 2021 to September 30, 2021  
ETFMG Travel Tech ETF                                
Actual     1,000.00       916.50       3.60 (1)     0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80 (1)     0.75 %
ETFMG 2x Daily Travel Tech ETF                                
Actual     1,000.00       810.50       2.54 (2)     0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81 (3)     0.95 %

 

(1) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 183/365 days (to reflect the six-month period).
(2) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 108/365 days (to reflect the period since the Fund’s inception).
(3) For comparative purposes only as the Fund was not in operation for the full six-month period.

 

 

36

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

September 30, 2021 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
ETFMG Travel Tech ETF 49.14%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Travel Tech ETF 3.92%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

Short Term Capital Gain 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
ETFMG Travel Tech ETF 0.00%
ETFMG 2x Daily Travel Tech ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily. 

 

37

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION 

September 30, 2021 (Unaudited) (Continued)

 

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing. 

 

38

 

ETFMG TM ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers      

Samuel Masucci,

III (1962)

Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 17 None

John A. Flanagan,

(1946)

Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a

Reshma A. Tanczos

(1978)

Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a

Matthew J. Bromberg

(1973)

Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015- 2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

39

 

ETFMG TM ETFs

 

Board of Trustees (Continued)

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served Principal Occupation(s) During Past 5 Years Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Independent Trustees      
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 17 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017- 2018). 17 None

 

40

 

ETFMG TM ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1) The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2) The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3) The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4) The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1) The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2) The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3) The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes

 

 
(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

41

 

Advisor 

ETF Managers Group, LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor 

ETFMG Financial LLC 

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian 

U.S. Bank National Association

 

Custody Operations 

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent 

U.S. Bank, National Association 

Securities Lending 

800 Nicolet Mall 

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm 

WithumSmith + Brown, PC 

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel 

Sullivan & Worcester LLP 

1666 K Street NW, Washington, DC 20006


 

 

 

 

 

 



 


Annual Report

 

September 30, 2021

 


Wedbush ETFMG Video Game Tech ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 











The funds are series of ETF Managers Trust.

 

 

 

Wedbush ETFMG TM ETF

 

TABLE OF CONTENTS

September 30, 2021

 

  Page
Shareholder Letter 2
   
Growth of $10,000 Investment – IVES 3
   
Top 10 Holdings – IVES 4
   
Growth of $10,000 Investment - GAMR 5
   
Top 10 Holdings - GAMR 6
   
Important Disclosures and Key Risk Factors 7
   
Portfolio Allocations 9
   
Schedule of Investments 10
   
Statement of Assets and Liabilities 20
   
Statement of Operations 21
   
Statements of Changes in Net Assets 22
   
Financial Highlights 24
   
Notes to the Financial Statements 26
   
Report of Independent Registered Public Accounting Firm 37
   
Expense Example 38
   
Supplementary Information 39
   
Information About Portfolio Holdings 40
   
Information About Proxy Voting 40
   
Trustees and Officers Table 41
   
Privacy Policy 43

 

1 

 

Wedbush ETFMG TM ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these ETFs. The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

Performance Overview

 

During the 12-month period ended September, 2021, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 20.9%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 30.3%. Below is a performance overview for each Fund for the same 12-month period.

 

Wedbush ETFMG Global Cloud Technology ETF (IVES)

 

The Wedbush ETFMG Global Cloud Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”).

 

Over the period, the total return for the Fund was 22.28%, while the total return for the Index was 23.03%. The best performers in the Fund on the basis of contribution to return were Cloudflare Inc. - Class A, Sinch Ab, Mongodb Inc., Netapp Inc. and Elastic Nv, while the worst performers were Chindata Group Holdings- Adr, Gds Holdings Ltd. - Adr, Fastly Inc. - Class A, Coupa Software Inc. and Itochu Techno-Solutions Corp.

 

During the reporting period, the Fund saw an average approximate allocation of 52.0% to Software, 38.1% to IT Services, 5.0% to Equity Real Estate Investment Trusts (REITs) and 4.3% to Technology Hardware, Storage & Peripherals. The Fund was exposed predominately to the United States 55.9%, followed by China 13.3%, Japan 9.1% and Israel 4.8%.

 

Wedbush ETFMG Video Game Tech ETF (GAMR)

 

The Wedbush ETFMG Video Game Tech ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech Index (the “Index”).

 

Over the period, the total return for the Fund was 24.91%, while the total return for the Index was 25.05%. The best performers in the Fund on the basis of contribution to return were Gamestop Corp.-Class A, Corsair Gaming Inc., Bilibili Inc.-Sponsored Adr, Unity Software Inc. and Pearl Abyss Corp., while the worst performers were Douyu International Hold-Adr, Paradox Interactive Ab, Stillfront Group Ab, Cd Projekt Sa and Skillz Inc.

 

During the reporting period, the Fund saw an average approximate allocation of 68.3% to Entertainment, 10.0% to Technology Hardware, Storage & Peripherals, 5.1% to Interactive Media & Services and 4.0% to Semiconductors & Semiconductor Equipment. The Fund was exposed predominately to the United States 30.1%, followed by South Korea 17.7%, Japan 16.2%, and China 10.2%.

 

You can find further details about IVES and GAMR by visiting www.etfmg.com, or by calling 1-844-383-6477.

 

Sincerely,

 

 

Samuel Masucci III

Chairman of the Board

 

2 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF 

Growth of $10,000 (Unaudited)

 

 

Average Annual Returns
Year Ended September 30, 2021
  1 Year Return     5 Year Return     Since Inception (3/8/2016)     Value of $10,000 (9/30/2021)  
Wedbush ETFMG Global Cloud Technology ETF (NAV)     22.28%       14.87%       14.68%     $ 21,429  
Wedbush ETFMG Global Cloud Technology ETF (Market)     22.00%       14.67%       14.64%     $ 21,390  
S&P 500 Index     30.00%       16.90%       17.21%     $ 24,196  
Dan Ives Global Cloud Technology Prime Index*     23.03%       14.75%       14.49%     $ 21,230  

 

* On April 7, 2020, the Fund’s investment objective and principal investment strategy were substantially revised; therefore, the performance and average annual total returns shown for periods prior to April 7, 2020 is likely to have differed had the Fund’s current investment strategy been in effect during those periods. The Fund’s prior investment objective sought to provide investment results that corresponded to the performance of the Reality Shares Drone Index. The Fund began tracking the Dan Ives Global Cloud Technology Prime Index on April 7, 2020.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

3 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

  Security % of Total Investments
1 ETFMG Sit Ultra Short ETF** 3.55%
2 Nice, Ltd. 3.48%
3 GDS Holdings, Ltd. 3.38%
4 Elastic NV 3.35%
5 Open Text Corp. 3.28%
6 MongoDB, Inc. 3.16%
7 SINCH AB 3.07%
8 Datadog, Inc. - Class A 2.77%
9 Itochu Techno-Solutions Corp. 2.73%
10 NetApp, Inc. 2.66%
  Top Ten Holdings 31.43% of Total Investments  
     
  * Current Fund holdings may not be indicative of future Fund holdings.
  ** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

4 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF
Growth of $10,000 (Unaudited)

 

 

Average Annual Returns
Year Ended September 30, 2021
  1 Year Return     5 Year Return     Since Inception (3/8/2016)     Value of $10,000 (9/30/2021)  
Wedbush ETFMG Video Game Tech ETF (NAV)     24.91%       22.11%       25.71%     $ 35,727  
Wedbush ETFMG Video Game Tech ETF (Market)     24.06%       21.82%       25.67%     $ 35,656  
S&P 500 Index     30.00%       16.90%       17.21%     $ 24,196  
EEFund Video Game Tech Index     25.05%       22.38%       26.04%     $ 36,254  

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

5 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*
 
  Security % of Total Investments
1 ETFMG Sit Ultra Short ETF** 3.24%
2 WeMade Entertainment Co., Ltd. 2.02%
3 Sciplay Corp. - Class A 1.81%
4 Playtika Holding Corp. 1.63%
5 Konami Holdings Corp. 1.61%
6 Krafton, Inc. 1.59%
7 Nintendo Co., Ltd. 1.56%
8 Electronic Arts, Inc. 1.56%
9 Sumo Group PLC 1.54%
10 NHN Corp. 1.54%
  Top Ten Holdings 18.10% of Total Investments  
     
  * Current Fund holdings may not be indicative of future Fund holdings.
  ** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

6 

 

Wedbush ETFMG TM ETF

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

IVES

 

The Wedbush ETFMG Global Cloud Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”).

 

Cloud Technology Companies may have limited product lines, markets, financial resources or personnel. These companies typically face intense competition and potentially rapid product obsolescence. In addition, many Cloud Technology Companies store sensitive consumer information and could be the target of cybersecurity attacks and other types of theft, which could have a negative impact on these companies. As a result, Cloud Technology Companies may be adversely impacted by government regulations and may be subject to additional regulatory oversight with regard to privacy concerns and cybersecurity risk. These companies are also heavily dependent on intellectual property rights and may be adversely affected by loss or impairment of those rights. Cloud computing companies could be negatively impacted by disruptions in service caused by hardware or software failure, or by interruptions or delays in service by third-party data center hosting facilities and maintenance providers. Cloud Technology Companies, especially smaller companies, tend to be more volatile than companies that do not rely heavily on technology. Companies in the technology field, including companies in the computers, telecommunications and electronics industries, face intense competition, which may have an adverse effect on profit margins.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Wedbush Securities, Prime Indexes, or Level ETF Ventures.

 

7 

 

GAMR

 

The Wedbush ETFMG Video Game Tech ETF (the “Fund” or the “Video Game Tech ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech Index™ (the “Index”).

 

Video Game Tech Companies face intense competition, both domestically and internationally, may have limited product lines, markets, financial resources or personnel, may have products that face rapid obsolescence, and are heavily dependent on the protection of patent and intellectual property rights. Video Game Tech Companies are also subject to increasing regulatory constraints, particularly with respect to cybersecurity and privacy. Such factors may adversely affect the profitability and value of such companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the EEFund Video Game Tech Index™. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

 

The EEFund Video Game Tech™ Index provides a benchmark for investors interested in tracking companies actively involved in the electronic gaming industry including the entertainment, education and simulation segments. The Index uses a market capitalization weighted allocation across the pure play and non-pure play sectors and a set weight for the conglomerate sector as well as an equal weighted allocation methodology for all components within each sector allocation. The index was created and is maintained by EEFund Management. You cannot invest directly in an index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is distributed by ETFMG Financial LLC, which is not affiliated with Wedbush Securities, Prime Indexes, or Level ETF Ventures.

 

8 

 

Wedbush ETFMG TM ETF

 

PORTFOLIO ALLOCATIONS 

As of September 30, 2021 (Unaudited)

 

   

Wedbush

ETFMG Global

Cloud

Technology

ETF

   

Wedbush

ETFMG Video Game Tech

ETF

 
As a percent of Net Assets: Australia     2.9 %     %
Canada     4.9       0.3  
Cayman Islands     13.5       13.4  
France           2.2  
Germany     1.6       0.4  
Israel     5.1       0.5  
Italy     0.4       0.4  
Japan     9.2       16.6  
Malta           0.4  
Netherlands     4.3       0.5  
Norway           0.6  
Poland           2.8  
Republic of Korea     0.1       16.7  
Singapore     1.4        
Sweden     4.0       6.4  
Switzerland           0.4  
Taiwan, Province of China           6.8  
United Kingdom     1.6       5.7  
United States     50.1       25.1  
Virgin Islands           0.4  
Exchange Traded Funds     4.6       3.7  
Short-Term and other Net Assets (Liabilities)     (3.7 )     (3.3 )
                 
      100.0 %     100.0 %

 

9 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments

September 30, 2021

 

 
    Shares     Value  
COMMON STOCKS - 99.1%                
Australia - 2.9%                
IT Services - 2.9% (d)                
Data#3, Ltd.     37,442     $ 129,659  
Megaport, Ltd. (a)     37,987       461,374  
NEXTDC, Ltd. (a)     110,231       958,690  
Total IT Services             1,549,723  
                 
Canada - 4.9%                
Electronic Equipment, Instruments & Components - 0.6%                
Softchoice Corp.     15,099       352,143  
Software - 4.3% (d)                
Open Text Corp.     47,163       2,301,924  
Total Canada             2,654,067  
                 
Cayman Islands - 13.5%                
IT Services - 13.1% (d)                
21Vianet Group, Inc. - ADR (a)     35,511       614,695  
Chinasoft International, Ltd.     708,216       1,251,829  
Chindata Group Holdings, Ltd. - ADR (a)     90,815       763,754  
GDS Holdings, Ltd. - ADR (a)(b)     41,862       2,369,808  
Kingsoft Cloud Holdings, Ltd. - ADR (a)(b)     54,685       1,548,679  
SUNeVision Holdings, Ltd.     569,795       537,981  
Total IT Services             7,086,746  
Software - 0.4% (d)                
Cloopen Group Holding, Ltd. - ADR (a)     40,430       178,701  
Xunlei, Ltd. - ADR (a)     16,726       47,836  
Total Software             226,537  
Total Cayman Islands             7,313,283  
                 
Germany - 1.6%                
Software - 1.6% (d)                
Software AG     18,002       840,775  
                 
Israel - 5.1%                
Software - 5.1% (d)                
Jfrog, Ltd. (a)(b)     9,134       305,989  
Nice, Ltd. (a)     8,748       2,442,096  
Total Software             2,748,085  
                 
Italy - 0.4%                
Software - 0.4% (d)                
Digital Value SpA (a)     2,446       239,698  

 

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

 

10 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 
    Shares     Value  
Japan - 9.2%                
IT Services - 8.7% (d)                
Hennge KK (a)     3,960     $ 210,996  
Itochu Techno-Solutions Corp.     58,530       1,914,275  
NS Solutions Corp.     22,315       760,910  
SCSK Corp.     76,224       1,620,432  
TechMatrix Corp.     10,857       196,957  
Total IT Services             4,703,570  
Software - 0.5% (d)                
Cybozu, Inc.     12,866       281,377  
Total Japan             4,984,947  
                 
Netherlands - 4.3%                
Software - 4.3% (d)                
Elastic NV (a)     15,800       2,354,042  
                 
Republic of Korea - 0.1%                
Diversified Telecommunication Services - 0.1%                
KINX, Inc.     1,196       45,608  
                 
Singapore - 1.4%                
Real Estate Investment Trusts (REITs) - 1.4%                
Keppel DC REIT     417,859       763,213  
                 
Sweden - 4.0%                
Software - 4.0% (d)                
SINCH AB (a)     110,230       2,154,386  
                 
United Kingdom - 1.6%                
Software - 1.6% (d)                
Bytes Technology Group PLC (a)     58,131       397,111  
Micro Focus International PLC     81,463       449,700  
Total Software             846,811  
                 
United States - 50.1%                
Communications Equipment - 0.1%                
Inseego Corp. (a)     9,494       63,230  
IT Services - 12.0% (d)                
Cloudflare, Inc. - Class A (a)(b)     14,655       1,650,886  
DigitalOcean Holdings, Inc. (a)(b)     10,031       778,707  
Fastly, Inc. - Class A (a)(b)     10,896       440,634  
Grid Dynamics Holdings, Inc. (a)     5,520       161,294  
Limelight Networks, Inc. (a)(b)     11,797       28,077  
MongoDB, Inc. (a)     4,699       2,215,625  
Rackspace Technology, Inc. (a)(b)     19,641       279,295  
SolarWinds Corp. (b)     14,767       247,052  
Switch, Inc. - Class A     22,587       573,484  
Unisys Corp. (a)     6,272       157,678  
Total IT Services             6,532,732  

 

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

 

11 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 
    Shares     Value  
Real Estate Investment Trusts (REITs) - 2.7%                
CoreSite Realty Corp. (b)     4,132     $ 572,447  
CyrusOne, Inc. (b)     11,390       881,700  
Total Real Estate Investment Trusts (REITs)             1,454,147  
Software - 30.3% (d)                
8x8, Inc. (a)(b)     10,471       244,917  
Alteryx, Inc. - Class A (a)(b)     6,286       459,507  
Anaplan, Inc. (a)     13,525       823,537  
Appfolio, Inc. - Class A (a)(b)     3,245       390,698  
Appian Corp. (a)(b)     6,689       618,799  
Blackbaud, Inc. (a)(b)     4,544       319,670  
Box, Inc. - Class A (a)     14,455       342,150  
Cloudera, Inc. (a)     27,675       441,970  
CommVault Systems, Inc. (a)     4,242       319,465  
Coupa Software, Inc. (a)(b)     6,782       1,486,479  
Datadog, Inc. - Class A (a)(b)     13,751       1,943,704  
Datto Holding Corp. (a)(b)     15,165       362,444  
Domo, Inc. - Class B (a)     3,010       254,164  
Dropbox, Inc. - Class A (a)     36,987       1,080,760  
Everbridge, Inc. (a)(b)     3,563       538,156  
Intapp, Inc. (a)     5,529       142,427  
Jamf Holding Corp. (a)(b)     11,218       432,117  
Medallia, Inc. (a)     14,988       507,644  
MicroStrategy, Inc. - Class A (a)(b)     920       532,128  
N-Able, Inc. (a)(b)     16,720       207,495  
nCino, Inc. (a)     7,743       549,985  
New Relic, Inc. (a)(b)     6,061       434,998  
Nutanix, Inc. - Class A (a)     18,073       681,352  
PagerDuty, Inc. (a)(b)     7,816       323,739  
Smartsheet, Inc. - Class A (a)     11,692       804,643  
Sumo Logic, Inc. (a)(b)     9,873       159,153  
Teradata Corp. (a)(b)     10,195       584,683  
Zendesk, Inc. (a)     11,217       1,305,547  
Zeta Global Holdings Corp. - Class A (a)(b)     17,923       105,029  
Total Software             16,397,360  
Technology Hardware, Storage & Peripherals - 5.0%                
NetApp, Inc.     20,833       1,869,970  
Pure Storage, Inc. - Class A (a)(b)     26,469       665,960  
Super Micro Computer, Inc. (a)     4,690       171,513  
Total Technology Hardware, Storage & Peripherals             2,707,443  
Total United States             27,154,912  
TOTAL COMMON STOCKS (Cost $37,793,882)             53,649,550  

 

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

 

12 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

    Shares     Value  
INVESTMENTS PURCHASED WITH PROCEEDS FROM                
SECURITIES LENDING COLLATERAL - 25.0%                
ETFMG Sit Ultra Short ETF (e)     50,000     $ 2,487,750  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     11,075,703       11,075,703  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS                
FROM SECURITIES LENDING COLLATERAL (Cost $13,563,653)             13,563,453  
                 
SHORT-TERM INVESTMENTS - 0.9%                
Money Market Funds - 0.9%                
First American Government Obligations Fund - Class X, 0.03% (c)     469,458       469,458  
TOTAL SHORT-TERM INVESTMENTS (Cost $469,458)                
                 
Total Investments (Cost $51,826,993) - 125.0%             67,682,461  
Liabilities in Excess of Other Assets - (25.0)%             (13,527,246 )
TOTAL NET ASSETS - 100.0%           $ 54,155,215  

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at September 30, 2021.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of September 30, 2021, the Fund had a significant portion of its assets in the Software & IT Services Industries.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services ("Fund Services").

 

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

 

13 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021

 

    Shares     Value  
COMMON STOCKS - 99.6%                
Canada - 0.3%                
Interactive Media & Services - 0.3%                
Enthusiast Gaming Holdings, Inc. (a)     74,613     $ 269,210  
                 
Cayman Islands - 13.4%                
Electronic Equipment, Instruments &                
Components - 0.5%                
VSTECS Holdings, Ltd.     486,387       437,987  
Entertainment - 9.3% (d)                
Archosaur Games, Inc. (f)     279,118       350,661  
BAIOO Family Interactive, Ltd. (f)     3,015,758       286,675  
Bilibili, Inc. - ADR (a)(b)     21,904       1,449,388  
CMGE Technology Group, Ltd.     952,839       375,767  
DouYu International Holdings, Ltd. - ADR (a)(b)     432,549       1,423,086  
Homeland Interactive Technology, Ltd. (a)     1,135,805       313,692  
HUYA, Inc. - ADR (a)     39,928       333,000  
iDreamSky Technology Holdings, Ltd. (a)(f)     551,199       295,261  
IGG, Inc.     1,792,620       1,687,925  
NetDragon Websoft Holdings, Ltd.     576,186       1,302,676  
NetEase, Inc. - ADR     7,939       677,991  
Sea, Ltd. - ADR (a)     1,324       421,999  
XD, Inc. (a)     74,200       413,194  
Total Entertainment             9,331,315  
Interactive Media & Services - 1.7%                
Hello Group, Inc. - ADR     33,392       353,287  
JOYY, Inc. - ADR (b)     6,892       377,888  
Sohu.com, Ltd. - ADR (a)     14,399       300,075  
Tencent Holdings, Ltd.     11,806       699,747  
Total Interactive Media & Services             1,730,997  
Software - 0.4%                
Kingsoft Corp., Ltd.     109,152       435,366  
Technology Hardware, Storage & Peripherals - 1.5%                
Razer, Inc. (a)(f)     7,461,429       1,523,983  
Total Cayman Islands             13,459,648  
                 
France - 2.2%                
Entertainment - 2.2% (d)                
Focus Home Interactive SA (a)     4,962       279,051  
Ubisoft Entertainment SA (a)     27,678       1,663,309  
Vivendi SE (b)     19,376       244,753  
Total Entertainment             2,187,113  
                 
Germany - 0.4%                
Health Care Equipment & Supplies - 0.4%                
Carl Zeiss Meditec AG     1,969       378,724  

 

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

 

14 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

    Shares     Value  
Israel - 0.5%                
Software - 0.5%                
ironSource, Ltd. - Class A (a)     45,702     $ 496,781  
                 
Italy - 0.4%                
Entertainment - 0.4% (d)                
Digital Bros SpA     10,228       392,865  
                 
Japan - 16.6%                
Entertainment - 12.2% (d)                
Akatsuki, Inc.     11,439       329,927  
Ateam, Inc.     25,564       346,841  
Capcom Co., Ltd.     62,614       1,746,857  
COLOPL, Inc.     44,347       320,763  
DeNa Co., Ltd.     24,619       458,779  
Gumi, Inc.     41,151       300,235  
GungHo Online Entertainment, Inc.     22,873       421,721  
KLab, Inc. (a)     53,717       301,659  
Koei Tecmo Holdings Co., Ltd.     9,770       467,015  
Konami Holdings Corp.     29,433       1,859,148  
Marvelous, Inc.     53,331       339,264  
Nexon Co., Ltd.     92,954       1,509,213  
Nintendo Co., Ltd.     3,686       1,798,703  
SNK Corp. - ADR (a)     20,691       349,510  
Square Enix Holdings Co., Ltd.     31,503       1,684,198  
Total Entertainment             12,233,833  
Household Durables - 0.8%                
Sony Corp. - ADR (a)     7,141       789,652  
Interactive Media & Services - 1.8%                
Gree, Inc.     246,243       1,362,916  
Mixi, Inc.     19,086       431,984  
Total Interactive Media & Services             1,794,900  
Leisure Products - 1.3%                
Bandai Namco Holdings, Inc.     6,267       473,002  
Furyu Corp.     23,627       378,304  
Sega Sammy Holdings, Inc.     32,395       463,680  
Total Leisure Products             1,314,986  
Media - 0.5%                
CyberAgent, Inc.     23,904       465,215  
Total Japan             16,598,586  
                 
Malta - 0.4%                
Entertainment - 0.4% (d)                
Media and Games Invest SE (a)(b)     65,500       381,634  
                 
Netherlands - 0.5%                
Entertainment - 0.5% (d)                
Universal Music Group NV (b)     19,509       522,357  

 

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

 

15 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

    Shares    

Value

 

Norway - 0.6%

           
Semiconductors & Semiconductor Equipment - 0.6%                
Nordic Semiconductor ASA (a)     21,414     $ 643,271  
                 
Poland - 2.8%                
Entertainment - 2.8% (d)                
CD Projekt SA     36,690       1,769,349  
TEN Square Games SA     7,799       1,032,415  
Total Entertainment             2,801,764  
                 
Republic of Korea - 16.7%                
Entertainment - 16.0% (d)                
Com2uS Corp.     20,444       1,705,969  
Gravity Co., Ltd. - ADR (a)     3,291       297,704  
JoyCity Corp. (a)     34,005       328,849  
Kakao Games Corp. (a)     26,651       1,478,860  
Krafton, Inc. (a)     4,322       1,832,469  
Nat Games Co., Ltd. (a)     31,410       366,096  
NCSoft Corp.     3,356       1,709,179  
Neowiz (a)     13,123       257,694  
Netmarble Corp. (f)     16,858       1,680,105  
NHN Corp. (a)     29,917       1,773,795  
Pearl Abyss Corp. (a)     24,276       1,648,472  
Webzen, Inc. (a)     14,168       306,335  
WeMade Entertainment Co., Ltd.     39,372       2,327,736  
Wysiwyg Studios Co., Ltd. (a)     24,673       355,300  
Total Entertainment             16,068,563  
Hotels, Restaurants & Leisure - 0.3%                
DoubleUGames Co., Ltd.     6,359       338,359  
Interactive Media & Services - 0.4%                
AfreecaTV Co., Ltd.     3,219       409,444  
Total Republic of Korea             16,816,366  
                 
Sweden - 6.4%                
Electronic Equipment, Instruments &                
Components - 0.3%                
Thunderful Group AB (a)     44,168       324,913  
Entertainment - 5.1% (d)                
Embracer Group AB (a)     152,860       1,471,957  
Enad Global 7 AB (a)     60,396       228,010  
G5 Entertainment AB     6,426       292,291  
Modern Times Group MTG - Class B (a)     30,089       365,698  
Paradox Interactive AB     73,298       1,173,853  
Stillfront Group AB (a)     254,890       1,615,918  
Total Entertainment             5,147,727  
Hotels, Restaurants & Leisure - 0.3%                
LeoVegas AB (f)     74,986       293,283  

 

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

 

16 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

    Shares     Value  
Media - 0.4%                
Nordic Entertainment Group AB - Class B (a)     7,630     $ 413,120  
Technology Hardware, Storage & Peripherals - 0.3%                
Tobii AB (a)     40,518       275,615  
Total Sweden             6,454,658  
                 
Switzerland - 0.4%                
Technology Hardware, Storage & Peripherals - 0.4%                
Logitech International SA (b)     4,408       388,565  
                 
Taiwan, Province of China - 6.8%                
Entertainment - 2.4% (d)                
Gamania Digital Entertainment Co., Ltd.     157,528       323,419  
International Games System Co., Ltd.     75,298       1,770,255  
Soft-World International Corp.     97,981       308,779  
Total Entertainment             2,402,453  
Technology Hardware, Storage & Peripherals - 4.4%                
Acer, Inc.     838,669       745,035  
ASROCK, Inc.     67,561       390,421  
Asustek Computer, Inc.     66,085       772,085  
HTC Corp. (a)     587,422       775,906  
Micro-Star International Co., Ltd.     380,718       1,769,637  
Total Technology Hardware, Storage & Peripherals             4,453,084  
Total Taiwan, Province of China             6,855,537  
                 
United Kingdom - 5.7%                
Entertainment - 4.1% (d)                
Frontier Developments PLC (a)     25,889       854,630  
Sumo Group PLC (a)     270,515       1,775,076  
Team17 Group PLC (a)     147,307       1,518,383  
Total Entertainment             4,148,089  
IT Services - 1.6%                
Keywords Studios PLC     40,760       1,599,271  
Total United Kingdom             5,747,360  
                 
United States - 25.1%                
Entertainment - 13.8% (d)                
Activision Blizzard, Inc.     22,556       1,745,609  
Electronic Arts, Inc.     12,613       1,794,199  
Playtika Holding Corp. (a)(b)     68,052       1,880,276  
ROBLOX Corp. - Class A (a)(b)     21,678       1,637,773  
Sciplay Corp. - Class A (a)(b)     100,714       2,083,772  
Skillz, Inc. (a)(b)     148,262       1,455,933  
Take-Two Interactive Software, Inc. (a)     11,319       1,743,918  
Zynga, Inc. - Class A (a)     207,702       1,563,996  
Total Entertainment             13,905,476  
Household Durables - 0.3%                
Turtle Beach Corp. (a)(b)     11,740       326,607  

 

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

 

17 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021 (Continued)

  

    Shares     Value  
Interactive Media & Services - 0.7%                
Alphabet, Inc. - Class C (a)     263     $ 700,977  
Real Estate Management & Development - 0.4%                
eXp World Holdings, Inc. (b)     9,052       359,998  
Semiconductors & Semiconductor Equipment - 2.8%                
Advanced Micro Devices, Inc. (a)     6,900       710,010  
Intel Corp.     14,024       747,200  
NVIDIA Corp.     3,365       697,093  
Qualcomm, Inc.     5,192       669,664  
Total Semiconductors & Semiconductor Equipment             2,823,967  
Software - 3.3%                
AppLovin Corp. - Class A (a)     5,721       414,029  
Microsoft Corp.     2,502       705,364  
PTC, Inc. (a)     3,404       407,765  
Unity Software, Inc. (a)(b)     13,775       1,739,093  
Total Software             3,266,251  
Specialty Retail - 1.5%                
GameStop Corp. - Class A (a)     8,589       1,507,112  
Technology Hardware, Storage & Peripherals - 2.3%                
Apple, Inc.     4,904       693,916  
Corsair Gaming, Inc. (a)(b)     63,615       1,649,537  
Total Technology Hardware, Storage & Peripherals             2,343,453  
Total United States             25,233,841  
                 
Virgin Islands (UK) - 0.4%                
Interactive Media & Services - 0.4%                
Mail.Ru Group, Ltd. - ADR (a)     21,130       434,855  
TOTAL COMMON STOCKS (Cost $108,041,641)             100,063,135  
                 
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL - 11.3%                
ETFMG Sit Ultra Short ETF (e)     75,000       3,731,625  
Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)     7,472,435       7,472,435  
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $11,220,283)             11,204,060  
                 
SHORT-TERM INVESTMENTS - 0.2%                
Money Market Funds - 0.2%                
First American Government Obligations Fund - Class X, 0.03% (c)     157,784       157,784  
TOTAL SHORT-TERM INVESTMENTS (Cost $157,784)             157,784  
                 
Total Investments (Cost $119,419,708) - 111.1%             111,424,979  
Liabilities in Excess of Other Assets - (11.1)%             (10,997,637 )
TOTAL NET ASSETS - 100.0%           $ 100,427,342  

 

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

 

18 

  

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

Percentages are stated as a percent of net assets.

 


ADR American Depositary Receipt

PLC Public Limited Company

(a) Non-income producing security.

(b) All or a portion of this security was out on loan at September 30, 2021.

(c) The rate shown is the annualized seven-day yield at period end.

(d) As of September 30, 2021, the Fund had a significant portion of its assets in the Entertainment Industry.

(e) Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration to qualified insitutional investors. At September 30, 2021, the market value of these securities total $4,429,968, which represents 4.41% of total net assets.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor's Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

 

19 

 

Wedbush ETFMG TM ETF

 

STATEMENTS OF ASSETS AND LIABILITIES

As of September 30, 2021

 

 

    Wedbush ETFMG Global Cloud Technology ETF     Wedbush ETFMG Video Game Tech ETF  
             
ASSETS                
Investments in unaffiliated securities, at value*   $ 65,194,711     $ 107,693,354  
Investments in affiliated securities, at value*     2,487,750       3,731,625  
Total Investments in securities, at value     67,682,461       111,424,979  
Foreign currency*     2,591        
Dividends and interest receivable     64,685       258,493  
Securities lending income receivable     2,225       29,957  
Total Assets     67,751,962       111,713,429  
                 
LIABILITIES                
Collateral received for securities loaned (Note 7)     13,563,653       11,220,283  
Payables:                
Management fees payable     33,094       65,804  
Total Liabilities     13,596,747       11,286,087  
Net Assets   $ 54,155,215     $ 100,427,342  
                 
NET ASSETS CONSIST OF:                
Paid-in Capital   $ 48,579,858     $ 126,431,538  
Total Distributable Earnings (Accumulated Loses)     5,575,357       (26,004,196 )
Net Assets   $ 54,155,215     $ 100,427,342  
                 
*Identified Cost:                
                 
Investments in unaffiliated securities   $ 49,339,044     $ 115,671,860  
Investments in affiliated securities     2,487,949       3,747,848  
Foreign currency     2,571        
                 
Shares Outstanding^     1,050,000       1,200,000  
                 
Net Asset Value, Offering and Redemption Price per Share   $ 51.58
  $ 83.69  

 


^ No par value, unlimited number of shares authorized

 

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

 

20 

 

Wedbush ETFMG TM ETF

 

STATEMENTS OF OPERATIONS

For the Year Ended September 30, 2021

 

    Wedbush ETFMG Global Cloud Technology ETF    

Wedbush ETFMG

Video Game Tech ETF

 

INVESTMENT INCOME

           
Income:                
Dividends from unaffiliated securities (net of foreign withholdings tax of $9,490 and $252,562, respectively)   $ 281,964     $ 1,626,331  
Interest     46       119  
Securities lending income     30,282       279,314  
Total Investment Income     312,292       1,905,764  
                 
Expenses:                
Management fees     374,261       953,685  
Interest fees           58  
Total Expenses     374,261       953,743  
Net Investment Income (Loss)     (61,969 )     952,021  
                 

REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS

               
Net Realized Gain (Loss) on:                
Unaffiliated Investments     516,668       (3,377,008 )
In-Kind redemptions     6,278,774       76,409,795  
Foreign currency and foreign currency translation     (401 )     (108,269 )
Net Realized Gain on Investments     6,795,041       72,924,518  
Net Change in Unrealized Appreciation/Depreciation of:                
Unaffiliated Investments     3,823,557       (35,254,974 )
Affiliated Investments     (1,500 )     (1,088 )
Foreign currency and foreign currency translation     (13,941 )     1,990  
Net Change in Unrealized Appreciation/Depreciation of Investments     3,808,116       (35,254,072 )
Net Realized and Unrealized Gain on Investments     10,603,157       37,670,446  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS   $ 10,541,188     $ 38,622,467  

 

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

 

21 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

    Year Ended September 30, 2021     Year Ended September 30, 2020  
OPERATIONS            
Net investment income (loss)   $ (61,969 )   $ 261,974  
Net realized gain (loss) on investments and In-Kind Redemptions     6,795,041       (3,421,749 )
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     3,808,116       10,336,862  
Net increase in net assets resulting from operations     10,541,188       7,177,087  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (138,689 )     (226,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase (decrease) in net assets derived from net change in outstanding shares     (2,762,775 )     1,842,050  
Transaction Fees (See Note 1)           2,150  
Net increase (decrease) in net assets from capital share transactions     (2,762,775 )     1,844,200  
Total increase in net assets     7,639,724       8,795,287  
                 
NET ASSETS                
Beginning of Year     46,515,491       37,720,204  
End of Year   $ 54,155,215     $ 46,515,491  

 

Summary of share transactions is as follows:

 

    Year Ended     Year Ended  
    September 30, 2021     September 30, 2020  
    Shares     Amount     Shares     Amount  
Shares Sold     250,000     $ 13,029,895       350,000     $ 12,901,765  
Transaction Fees (See Note 1)                       2,150  
Shares Redeemed     (300,000 )     (15,792,670 )     (300,000 )     (11,059,715 )
Net Transactions in Fund Shares     (50,000 )   $ (2,762,775 )     50,000     $ 1,844,200  
Beginning Shares     1,100,000               1,050,000          
Ending Shares     1,050,000               1,100,000          

 

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

 

22 

  

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

    Year Ended September 30, 2021     Year Ended September 30, 2020  
OPERATIONS            
Net investment income   $ 952,021     $ 451,211  
Net realized gain on investments and In-Kind Redemptions     72,924,518       10,026,884  
Net change in unrealized appreciation/depreciation of investments and foreign currency and foreign currency translation     (35,254,072 )     35,830,476  
Net increase in net assets resulting from operations     38,622,467       46,308,571  
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (1,207,000 )     (726,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net decrease in net assets derived from net change in outstanding shares     (58,836,885 )     (6,893,375 )
Transaction Fees (See Note 1)     150,154       8,922  
Net decrease in net assets from capital share transactions     (58,686,731 )     (6,884,453 )
Total increase (decrease) in net assets     (21,271,264 )     38,698,118  
                 
NET ASSETS                
Beginning of Year     121,698,606       83,000,488  
End of Year   $ 100,427,342     $ 121,698,606  

 

Summary of share transactions is as follows:

 

    Year Ended     Year Ended  
    September 30, 2021     September 30, 2020  
    Shares     Amount     Shares     Amount  
Shares Sold     1,800,000     $ 164,928,820       400,000     $ 24,396,890  
Transaction Fees (See Note 1)           150,154             8,922  
Shares Redeemed     (2,400,000 )     (223,765,705 )     (600,000 )     (31,290,265 )
Net Transactions in Fund Shares     (600,000 )   $ (58,686,731 )     (200,000 )   $ (6,884,453 )
Beginning Shares     1,800,000               2,000,000          
Ending Shares     1,200,000               1,800,000          

 

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

 

23 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Global Cloud Technology ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 
    Year Ended September 30, 2021     Year Ended September 30, 2020     Year Ended September 30, 2019     Year Ended September 30, 2018     Year Ended September 30, 2017  
Net Asset Value, Beginning of Year   $ 42.29     $ 35.92     $ 39.05     $ 36.14     $ 26.75  
Income (Loss) from                                        
Investment Operations:                                        
Net investment income (loss) 1     (0.03 )     0.26       0.28       0.15       0.27  
Net realized and unrealized gain (loss) on investments     9.45       6.34       (3.11 )     3.08       9.26  
Total from investment operations     9.42       6.60       (2.83 )     3.23       9.53  
Less Distributions:                                        
Distributions from net investment income     (0.13 )     (0.23 )     (0.30 )     (0.13 )     (0.04 )
Net realized gains                       (0.19 )     (0.10 )
Total distributions     (0.13 )     (0.23 )     (0.30 )     (0.32 )     (0.14 )
Net asset value, end of year   $ 51.58     $ 42.29     $ 35.92     $ 39.05     $ 36.14  
Total Return     22.28 %     18.58 %     -7.23 %     9.03 %     36.39 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000's)   $ 54,155     $ 46,515     $ 37,720     $ 50,771     $ 37,948  
                                         
Expenses to Average Net Assets before legal expense     0.68 %     0.71 %2     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets     0.68 %     0.71 %2     0.75 %     0.75 %     0.79 %3
Net Investment Income (Loss) to Average Net Assets     -0.06 %     0.70 %     0.83 %     0.42 %     0.87 %
Portfolio Turnover Rate     14 %     104 %     38 %     42 %     21 %

 


1 Calculated based on average shares outstanding during the year.

2 Effective April 7, 2020, the Fund's expense ratio was reduced to 0.68%.

3 The ratio of expenses to average net assets includes legal expense.

 

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

 

24 

 

Wedbush ETFMG TM ETF

 

Wedbush ETFMG Video Game Tech ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 
    Year Ended September 30, 2021     Year Ended September 30, 2020     Year Ended September 30, 2019     Year Ended September 30, 2018     Year Ended September 30, 2017  
Net Asset Value, Beginning Year   $ 67.61     $ 41.50     $ 47.49       44.37     $ 32.90  
Income from Investment Operations:                                        

Net investment income 1

    0.74       0.25       0.52       0.74       0.33  
Net realized and unrealized gain (loss) on investments     15.96       26.26       (5.87 )     2.98       11.71  
Total from investment operations     16.70       26.51       (5.35 )     3.72       12.04  
Less Distributions:                                        
Distributions from net investment income     (0.72 )     (0.41 )     (0.65 )     (0.59 )     (0.18 )
Net realized gains                       (0.03 )     (0.39 )
Total distributions     (0.72 )     (0.41 )     (0.65 )     (0.62 )     (0.57 )
Capital Share Transactions:                                        
Transaction fees added to paid-in capital     0.10       0.01       0.01       0.02        
Net asset at end of year   $ 83.69     $ 67.61     $ 41.50       47.49     $ 44.37  
Total Return     24.91 %     64.12 %     -11.26 %     8.38 %     37.67 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end of year (000’s)   $ 100,427     $ 121,699     $ 83,000     $ 130,609     $ 39,934  
                                         
Expenses to Average Net Assets before legal expense     0.75 %     0.75 %     0.75 %     0.75 %     0.75 %
Gross Expenses to Average Net Assets       0.75 %     0.75 %     0.75 %     0.75 %     0.82 %2
Net Investment Income to Average Net Assets     0.87 %     0.51 %     1.22 %     1.48 %     0.86 %
Portfolio Turnover Rate     89 %     53 %     38 %     42 %     49 %

 


1 Calculated based on average shares outstanding during the year.

2 The ratio of expenses to average net assets includes legal expense.

 

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

 

25 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021

 

NOTE 1 - ORGANIZATION

 

Wedbush ETFMG Global Cloud Technology ETF (“IVES”) and Wedbush ETFMG Video Game Tech ETF (“GAMR”) (each a “Fund”, or collectively the “Funds”) are each a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The Wedbush ETFMG Global Cloud Technology ETF seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime Index (the “Index”). The Index is designed to include the securities of companies across the globe that are: i) engaged in providing infrastructure, equipment, connectivity, data back-up and storage services, and data center management for enterprise- based software applications, or ii) engaged in providing cloud-based software platforms that enable businesses to move data and software applications onto the cloud - cloud-enabling Software as a Service (SaaS) technologies. These companies are known collectively as “Cloud Technology Companies.” The Cloud Technology Companies will have a minimum market capitalization of $200 million and a maximum market capitalization of $10 billion.

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker Strategy Commencement Date Strategy
Wedbush ETFMG Global Cloud Technology ETF 4/7/2020 Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Dan Ives Global Cloud Technology Prime™ Index NTR.
Wedbush ETFMG Video Game Tech ETF 3/8/2016 Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech™ Index.

 

The Funds currently offer one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Funds have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NASDAQ Stock Market, LLC. Market prices for the Shares may be different from their net asset value (“NAV”). The Funds issue and redeem Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Funds. Shares of the Funds may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Funds. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

26 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services - Investment Companies.

 

The Funds may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the SEC. For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by the Funds may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations.

 

As described above, the Funds utilize various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

 


Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

27 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

  

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following table presents a summary of the Funds’ investments in securities, at fair value, as of September 30, 2021:

 

Wedbush ETFMG Global Cloud Technology ETF

 

Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 53,649,550     $     $     $ 53,649,550  
Short Term Investments     469,458                   469,458  
ETFMG Sit Ultra Short ETF**     2,487,750                   2,487,750  
Investments Purchased with Securities                                
Lending Collateral*                       11,077,676  
Total Investments in Securities   $ 56,606,758     $     $     $ 67,684,434  
                                 
Wedbush ETFMG Video Game Tech ETF                                
                                 
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 95,633,167     $ 4,429,968
  $     $ 100,063,135  
Short Term Investments     157,784                   157,784  
ETFMG Sit Ultra Short ETF**     3,731,625                   3,731,625  
Investments Purchased with Securities                                
Lending Collateral*                       7,594,779  
Total Investments in Securities   $ 99,522,576     $ 4,429,968
  $     $ 111,547,323  

 


^ See Schedule of Investments for classifications by country and industry

* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expediant have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

 


B. Federal Income Taxes. The Funds have elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Funds intend to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

28 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Funds’ next taxable year.

 

The Funds recognize the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Funds have analyzed their tax position and have concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income, if any are generally declared and paid by the Funds on a quarterly basis. Net realized gains on securities of the Funds normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 


G. Share Valuation. The NAV per share of each Fund is calculated by dividing the sum of the value of the securities held by each Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of each Fund, rounded to the nearest cent. Each Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for each Fund is equal to each Fund’s NAV per share.

 

29 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

NOTE 3 - RISK FACTORS

 

Investing in Wedbush Global Cloud Technology ETF and the Wedbush Video Game Tech ETF may involve certain risks, as discussed in each Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds are not actively managed. Therefore, the Funds follow the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Funds’ expenses, the Funds’ performance may be below that of its index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Funds’ or its underlying index's portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Funds may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds’ Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds' investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A wide spread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund's performance, resulting in losses to the Funds.

 

30 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

NOTE 4 - MANAGEMENT AND OTHER CONTRACTS

 

Under the Investment Advisory Agreement, the Adviser has agreed to pay all expenses of the Funds, except for: the fee paid to the Adviser pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”).

 

Wedbush Securities, Inc. (“Wedbush”) has entered into a licensing and marketing support agreement with Exchange Traded Managers Group LLC (“Parent”), the parent company of the Adviser (the “Wedbush Agreement”). Pursuant to the Wedbush Agreement, Wedbush has agreed to (i) license the name Wedbush for the use of the Adviser; (ii) consult with the Adviser and prepare educational materials, research materials, and updates on regulation of the global video gaming technology and global cloud computing ecosystem; and (iii) provide support in connection with phone calls, appearances, and written content relating to the marketing of IVES and GAMR. Wedbush will also assumes the obligation of the Adviser to pay certain expenses of IVES and GAMR. Although Wedbush has agreed to be responsible for the payment of certain expenses of IVES and GAMR, the Adviser retains the ultimate obligation to the Funds to pay such expenses.

 

Advisory Fees:

 

Wedbush ETFMG Global Cloud Technology ETF 0.68%

Wedbush ETFMG Video Game Tech ETF 0.75%

 

The Adviser has entered into an agreement with its affiliate, ETFMG Financial LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds.

 

In May, 2020, Wedbush owns a minority, non-voting equity interest in the Adviser. Wedbush is not however, an affiliate of the Funds, the Adviser, the Funds’ distributor or any of their respective affiliates. Wedbush does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Funds. Additionally, Wedbush is not involved in the maintenance of the Index and does not otherwise act in the capacity of an index provider.

 

Level ETF Ventures, LLC serves as the index provider for GAMR and IVES.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

31 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 - DISTRIBUTION PLAN

 

Each Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Funds may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Funds, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the year ended September 30, 2021, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the year ended September 30, 2021:

 

    Purchases     Sales  
Wedbush ETFMG Global Cloud Technology ETF   $ 8,134,450     $ 13,056,663  
Wedbush ETFMG Video Game Tech ETF   $ 114,845,716     $ 115,882,749  

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the year ended September 30, 2021:

 

    Purchases In-     Sales In-  
    Kind     Kind  
Wedbush ETFMG Global Cloud Technology ETF   $ 12,936,079     $ 11,257,801  
Wedbush ETFMG Video Game Tech ETF   $ 124,255,454     $ 180,765,288  

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the year ended September 30, 2021.

 

NOTE 7 — SECURITIES LENDING

 

The Funds may lend up to 33 1/3% of the value of the securities in their portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N. A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earns interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of each Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which a Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a Fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

32 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

As of September 30, 2021, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

    Values of     Fund  
    Securities     Collateral  
Fund   on Loan     Received*  
Wedbush ETFMG Global Cloud Technology ETF   $ 13,291,307     $ 13,563,653  
Wedbush ETFMG Video Game Tech ETF     10,979,169       11,220,283  

 

*     The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, an investment with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
    Cost     Unrealized
Appreciation
    Unrealized
Depreciation
    Appreciation (Depreciation)  
Wedbush ETFMG Global Cloud Technology ETF   $ 52,150,078     $ 18,041,841     $ (2,509,458 )   $ 15,532,383  
Wedbush ETFMG Video Game Tech ETF     124,904,168       6,296,179       (19,775,368 )     (13,479,189 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses. 

 

33 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed Ordinary Income     Undistributed Long-Term Gain     Total Distributable Earnings     Other Accumulated Loss     Total Accumulated Gain (Loss)  
Wedbush ETFMG Global Cloud Technology ETF   $     $     $     $ (9,957,026 )   $ 5,575,357  
Wedbush ETFMG Video Game Tech ETF     1,198,325             1,198,325       (13,723,332 )     (26,004,196 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss     Capital Loss      
    Carryforward     Carryforward      
    ST     LT     Expires
Wedbush ETFMG Global Cloud Technology ETF   $ (1,119,912 )   $ (8,708,611 )   Indefinite
Wedbush ETFMG Video Game Tech ETF     (5,283,736 )     (8,439,596 )   Indefinite

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021. 

 

          Post-  
    Late Year     October  
    Ordinary     Capital  
    Loss     Loss  
Wedbush ETFMG Global Cloud Technology ETF   $ (128,503 )   $  
Wedbush ETFMG Video Game Tech ETF            

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

             
    Total        
    Distributable     Paid-In  
    Earnings/(Loss)     Capital  
Wedbush ETFMG Global Cloud Technology ETF   $ (6,188,005 )     6,188,005  
Wedbush ETFMG Video Game Tech ETF     (72,605,703 )     72,605,703  
                 

 

34 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

The tax charter of distributions paid during the year ended September 30, 2021, and the year ended September 30, 2020 were as follows:

 

    Year Ended     Year Ended  
    September 30, 2021     September 30, 2020  
    From     From     From     From  
    Ordinary     Capital     Ordinary     Capital  
    Income     Gains     Income     Gains  
Wedbush ETFMG Global Cloud Technology ETF   $ 138,689           $ 226,000        
Wedbush ETFMG Video Game Tech ETF     1,207,000             726,000        

  

NOTE 9 - INVESTMENTS IN AFFILIATES

 

Wedbush ETFMG Global Cloud Technology ETF

 

Wedbush ETFMG Global Cloud Technology ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in the security were as follows:

 

Security Name   Value, at September 30, 2020     Purchases     Sales     Realized Gain (Loss)     Change in Unrealized Appreciation (Depreciation)     Dividend Income     Value, at September 30,  2021     Ending Shares  
ETFMG Sit Ultra Short ETF   $ 2,489,250     $     $     $     $ (1,500 )   $     $ 2,487,750       50,000  

 

Wedbush ETFMG Video Game Tech ETF

 

Wedbush ETFMG Video Game Tech ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF is deemed to be an affiliate of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in the security were as follows:

 

Security Name   Value, at September 30, 2020     Purchases     Sales     Realized Gain (Loss)     Change in Unrealized Appreciation (Depreciation)     Dividend Income     Value, at September 30,  2021     Ending Shares  
ETFMG Sit Ultra Short ETF   $ 2,489,250     $ 1,243,463     $     $     $ (1,088 )   $     $ 3,731,625       75,000  

 

NOTE 10 - LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv-08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

35 

 

Wedbush ETFMG TM ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 — SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

36 

 

Wedbush ETFMG TM ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of Wedbush ETFMG Global Cloud Technology ETF

and Wedbush ETFMG Video Game Tech ETF

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Wedbush ETFMG Global Cloud Technology ETF and Wedbush ETFMG Video Game Tech ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust) as of September 30, 2021, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2021, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York
November 29, 2021

 

37 

 

Wedbush ETFMG TM ETF

 

Expense Example

Six Months Ended September 30, 2021 (Unaudited)

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 for the period of time as indicated in the table below.

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period'' to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

 

Fund Name   Beginning Account Value April 1, 2021     Ending Account Value September 30, 2021     Expenses Paid During the Period ^     Annualized Expense Ratio During the Period April 1, 2021 to September 30, 2021  
Wedbush ETFMG Global Cloud Technology ETF                                
Actual     1,000.00       1,076.90       3.54       0.68 %

Hypothetical (5% annual)

    1,000.00       1,021.66       3.45       0.68 %
Wedbush ETFMG Video Game Tech ETF                                
Actual     1,000.00       870.50       3.52       0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80       0.75 %

 

The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365 (to reflect the period from April 1, 2021 to September 30, 2021).

 

38 

 

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 2021 (Unaudited) 

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Funds traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Funds’ website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name QDI
Wedbush ETFMG Global Cloud Technology ETF 78.45%
Wedbush ETFMG Video Game Tech ETF 51.29%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name DRD
Wedbush ETFMG Global Cloud Technology ETF 44.52%
Wedbush ETFMG Video Game Tech ETF 5.93%

 

Short Term Capital Gain

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund was as follows:

 

Fund Name Short-Term Capital Gain
Wedbush ETFMG Global Cloud Technology ETF 0.00%
Wedbush ETFMG Video Game Tech ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

Pursuant to Section 853 of the Internal Revenue Code the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

                Per Share        
Fund   Gross Foreign Source Income     Foreign Taxes Passthrough     Gross Foreign Source Income     Foreign Taxes Passthrough     Shares Outstanding at 9/30/21  
Wedbush ETFMG Video Game Tech ETF   $ 1,800,463     $ 237,492     $ 1.50038583     $ 0.19790967       1,200,000  

 

39 

 

Wedbush ETFMG TM ETF

 

SUPPLEMENTARY INFORMATION 

September 30, 2021 (Unaudited) (Continued)

 

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments. 

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

Shareholders are strongly advised to consult their own tax advisors with respect to their investments in the Funds.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings with the SEC for their first and third fiscal quarters on Part F of Form N-PORT. Once filed, each Fund’s Part F of Form N-PORT is available without charge, on the SEC’s website at www.sec.gov and the Funds' website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 - INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-877-756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-877-756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

40 

 

Wedbush ETFMG TM ETF

  

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During  

Past 5 Years  

Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years
Interested Trustee and Officers
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 17 None

John A. Flanagan, (1946)

 

Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a

Reshma A. Tanczos (1978)

 

Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator). 17 None
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

41 

 

Wedbush ETFMG TM ETF

  

Board of Trustees (Continued)

 

 

Name and Year of Birth Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During  

Past 5 Years  

Number of Portfolios in Fund Complex Overseen By Trustee Other Directorships Held by Trustee During Past 5 Years

Matthew J. Bromberg (1973)

 

Assistant Secretary (since 2020)

 

General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016). 

n/a n/a
Independent Trustees
Terry Loebs (1963)

Trustee (since 2014); Lead Independent Trustee (since 2020) 

Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange- traded products firm) (2006-2011). 17 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 17 None

 

 

42 

 

Wedbush ETFMG TM ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)     The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)     The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)     The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)     The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures: 

1)     The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)     The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)     The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

43 

 

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor
ETFMG Financial LLC
30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian 

U.S. Bank National Association

 

Custody Operations 

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent 

U.S. Bank, National Association

Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006

 

 

 

 



image

 

Annual Report

September 30, 2021

 

 



ETFMG Alternative Harvest ETF

MJ

 


ETFMG U.S. Alternative Harvest ETF

MJUS

 


ETFMG 2x Daily Alternative Harvest ETF

MJXL

 

 


















The funds are series of ETF Managers Trust.

 

 

 

 

ETFMG TM ETFs

 

TABLE OF CONTENTS

 

September 30, 2021

 

 

  Page
Shareholders’ Letter 2

Growth of $10,000 Investment

5

Top Ten Holdings

6

Important Disclosures and Key Risk Factors

10

Portfolio Allocations

14

Schedule of Investments and Total Return Swaps

15

Statements of Assets and Liabilities

20

Statements of Operations

21

Statements of Changes in Net Assets

22

Financial Highlights

25

Notes to the Financial Statements

28

Report of Independent Registered Public Accounting Firm

42

Approval of Advisory Agreements and Board Considerations

43

Expense Example

46

Supplementary Information

47

Information About Portfolio Holdings

48

Information About Proxy Voting

48

Trustees and Officers Table

49

Privacy Policy

51

1

ETFMG TM ETFs

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in these funds.

 

ETFMG Alternative Harvest ETF (MJ) Performance Review

 

The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime Alternative Harvest Index (the “Index”).

 

Over the period, the total return for the Fund was 40.90%, while the total return for the Index was 39.33%. The best performers on the basis of contribution to return were Aphria Inc., Tilray Inc.-Class 2 Common, GW Pharmaceuticals Ltd., Aurora Cannabis Inc. and Canopy Growth Corp., while the worst performers Charlottes Web Holdings Inc., Arena Pharmaceuticals Inc., Hydrofarm Holdings Group Inc., Corbus Pharmaceuticals Holdings and Jazz Pharmaceuticals Plc.

 

During the reporting period, the Fund saw an average approximate allocation of 51.8% to Pharmaceuticals, 24.9% to Tobacco and 6.0% to Specialty Retail. The Fund was exposed predominately to the Canada 46.2%, followed by the United States 44.9% and the United Kingdom 6.0%.

 

ETFMG U.S. Alternative Harvest ETF (MJUS) Performance Review

 

The following information pertains to the fiscal period from the Fund’s inception, May 12, 2021 to September 30, 2021.

 

The ETFMG U.S. Alternative Harvest ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Prime U.S. Alternative Harvest Index (the "Index").

 

Over the period, the total return for the Fund was -22.82%, while the total return the for the Index was -21.43%. The best performers in the Fund on the basis of contribution to return were Innovative Industrial Proper, Ascend Wellness Holdings-A, Marimed Inc, Wm Technology Inc and Greenlane Holdings Inc - A, while the worst performers were Trulieve Cannabis Corp., Verano Holdings Corp., Cresco Labs Inc-Subordinate, Hydrofarm Holdings Group Inc. and Columbia Care Inc.

 

During the reporting period, the Fund saw an average approximate allocation to Pharmaceuticals 73.8%, Equity Real Estate Investment Trusts (REITs) 8.1%, Machinery 4.1% and Specialty Retail 3.9%. The Fund was exposed 74.4% United States and 25.6% Canada.

 

ETFMG 2x Daily Alternative Harvest ETF (MJXL) Operational Review

 

The discussion below relates to the performance of MJXL (the “ETF”) for the period from the ETF’s inception, July 6, 2021 to the ETF’s fiscal year-end of September 30, 2021. The ETF is leveraged and seeks daily investment results, before fees and expenses, of 200% of the performance of the Index.

 

The ETF, as stated above, seeks daily investment results. It does not seek to track a multiple of the Index for periods of longer than one day and the performance of the ETF over longer periods may not correlate to the Index performance. The ETF should not be held by investors for long periods and should be used as short-term trading vehicles. These products are not suitable for all investors and should be utilized only by sophisticated investors who understand the risks associated with the use of leverage, the consequences of seeking daily leveraged investment results and intend to actively monitor and manage their investments.

 

 

2

 

ETFMG TM ETFs

 

MJXL attempts to provide investment results that correlate to 200% of the return of the Index, meaning MJXL attempts to move in the same direction as the Index.

 

In seeking to achieve the ETF’s daily investment results, ETF Managers Group LLC (the “Adviser”) relies upon quantitative analysis to generate orders resulting in repositioning the ETF’s investments in accordance with its daily investment objective. Using this approach, the Adviser determines the type, quantity and mix of investment positions that it believes in combination should produce daily returns consistent with the ETF’s objective. As a consequence, if the ETF is performing as designed, the return of the Index will dictate the return for the ETF. The ETF pursues its investment objective regardless of market conditions and does not take defensive positions. The ETF has a clearly articulated goal which requires the ETF to seek economic exposure significantly in excess of its net assets. To meet its objectives, the ETF invests in some combination of financial instruments, including derivatives. The ETF invests significantly in derivatives, including swap agreements. The Adviser uses these types of investments to produce economically “leveraged” investment results. Leveraging allows the Adviser to generate a greater positive or negative return than what would be generated on the invested capital without leverage, thus changing small market movements into larger changes in the value of the investments of the ETF.

 

The ETF may use certain investment techniques, including investments in derivatives, which may be considered aggressive. Investments in derivatives in general are subject to market risks that may cause their prices to fluctuate dramatically over time. Additionally, use of such instruments may increase the volatility of the ETF. The use of derivatives may expose the ETF to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives, such as counterparty risk. The use of derivatives may result in larger losses or smaller gains than otherwise would be the case.

 

Because the ETF seeks daily investment results of the Index, a comparison of the return of the ETF to the Index does not provide an indication of whether the ETF has met its investment objective. To determine if the ETF has met its daily investment goals, the Adviser performs quantitative analysis seeking to determine the expected performance of the ETF as compared to Index. The quantitative analysis includes predictive models as well as stress-testing and back-testing.

 

Factors Affecting Performance of the ETF:

 

Leverage – The ETF seeks daily investment results (before fees and expenses) of 200% or -200% of the performance of the Index. The use of leverage magnifies an ETF’s gains or losses and increases the investment’s risk and volatility.

 

Index Performance – The daily performance of Index, and the factors and market conditions implicitly affecting the Index, are the primary factors driving ETF performance. Given the daily goals, the daily Index returns are most important. The market conditions that affected the Index during the past year are described in the Performance Overview section.

 

Volatility and Compounding – The goal of the ETF is to provide the specified multiple of the daily return of the Index. Over periods longer than a single day, the ETF should not be expected to provide the multiple of the return of the underlying index. Due to the effects of compounding, a universal mathematical concept that applies to all investments, returns of the ETF over longer periods are greater or less than the ETF’s daily stated goal. Periods of high volatility that lack a clear trend hurt the ETF’s performance while trending, low volatility markets enhance the ETF’s performance.

 

Cost of Financing – In order to attain leveraged or inverse leveraged exposure, the ETF receives [LIBOR] plus or minus a spread as applied to the borrowed portion of the ETF’s exposure. The spread varies by ETF and counterparty and is a function of market demand, hedging costs, access to balance sheet, borrow volatility, current counterparty exposure and administrative costs associated with the swap counterparty. An increase in interest rates which effects the cost of financing will further impact the ETF’s performance and ability to track the Index.

 

 

3

 

ETFMG TM ETFs

 

Fees, Expenses, and Transaction Costs – Fees and expenses are listed in the ETF’s prospectus and may be higher than many traditional index funds’ fees, which cause a greater negative impact on ETF performance. Transactions costs are not included in the expense ratio of the ETF. Transaction costs can be higher due to the ETF’s use of derivatives, shorting securities, frequent creation and redemption activity, or trading securities that are comparatively less liquid.

 

ETFMG 2X Daily Alternative Harvest ETF (MJXL) Performance Review

 

The following information pertains to the fiscal period from the Fund’s inception, July 6, 2021 to September 30, 2021.

 

MJXL seeks to provide daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.

 

Over the reporting period, the Index had a total return of -27.86% and a volatility of 33.8%. Given the daily investment objectives of MJXL and the path dependency of returns for longer periods, the return of the Index for the reporting period alone should not generate expectations of MJXL performance for the same period. MJXL returned -48.90% for the reporting period and a volatility of 68.0%. For the reporting period MJXL had an average daily volume of 3,741 shares and an average daily statistical correlation of 98.6% to the return of the Index.

 

We thank you for your interest in the Fund. You can find further details about MJ, MJUS and MJXL by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).


Sincerely,



Samuel Masucci III

Chairman of the Board

 

 

4

 

ETFMG Alternative Harvest ETF

Growth of $10,000 (Unaudited)

 

image

 

Average Annual Returns

Year Ended September 30, 2021

 

1 Year

Return

 

 

5 Year

Return

 

 

Since

Inception

(12/03/15)

 

 

Value of

$10,000

(9/30/2021)

 

ETFMG Alternative Harvest ETF (NAV)

 

 

40.90

%

 

 

-8.52

%

 

 

-3.91

%

 

$

7,924

 

ETFMG Alternative Harvest ETF(Market)

 

 

40.65

%

 

 

-9.01

%

 

 

-4.55

%

 

$

7,624

 

S&P 500 Index

 

 

30.00

%

 

 

16.90

%

 

 

15.80

%

 

$

23,505

 

Prime Alternative Harvest Index*

 

 

39.33

%

 

 

-9.17

%

 

 

-4.51

%

 

$

7,644

 

 

* On December 26, 2017, the Fund’s investment objective and principal investment strategy were substantially revised; therefore, the performance and average annual total returns shown for periods prior to December 26, 2017 is likely to have differed had the Fund’s current investment strategy been in effect during those periods. The Fund’s prior investment objective sought to provide investment results that corresponded to the performance of the Solactive Latin America Real Estate Index, which tracked equities with primary listings in the Latin America region that derived most of their income from real estate and real estate services. The Fund began tracking the Prime Alternative Harvest Index on December 26, 2017.

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on December 3, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

5

 

ETFMG Alternative Harvest ETF

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

 

 

 

% of Total

1

Security

 

Investments

ETFMG Sit Ultra Short ETF**

 

6.37%

2

Tilray, Inc. - Class 2

 

5.80%

3

Aurora Cannabis, Inc.

 

5.79%

4

Canopy Growth Corp.

 

5.62%

5

GrowGeneration Corp.

 

4.70%

6

Organigram Holdings, Inc.

 

4.50%

7

Cronos Group, Inc.

 

4.45%

8

Imperial Brands PLC

 

3.06%

9

Arena Pharmaceuticals, Inc.

 

3.01%

10

Vector Group, Ltd.

 

3.00%

 

Top Ten Holdings= 46.30% of Total Investments

 

* Current Fund holdings may not be indicative of future Fund holdings.

** Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

 

 

6

 

ETFMG U.S. Alternative Harvest ETF

Growth of $10,000 (Unaudited)

 

image

 

 

 

Since

 

 

Value of

 

Average Cumulative Returns

 

Inception

 

 

$10,000

 

Period Ended September 30, 2021

 

(5/12/2021)

 

 

(9/30/2021)

 

ETFMG U.S. Alternative Harvest ETF (NAV)

 

 

-22.82

%

 

$

7,718

 

ETFMG U.S. Alternative Harvest ETF (Market)

 

 

-22.92

%

 

$

7,708

 

S&P 500 Index

 

 

6.61

%

 

$

10,661

 

Prime US Alternative Harvest Index NTR

 

 

-21.43

%

 

$

7,857

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on May 12, 2020, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

7

 

ETFMG U.S. Alternative Harvest ETF

 

Top Holdings as of September 30, 2021 (Unaudited)*

 

 

 

 

% of Total

1

Security

 

Investments

Innovative Industrial Properties, Inc.

 

34.55%

2

WM Technology, Inc.

 

15.78%

3

Hydrofarm Holdings Group, Inc.

 

14.81%

4

GrowGeneration Corp.

 

12.99%

5

AFC Gamma, Inc.

 

6.12%

6

Charlottes Web Holdings, Inc.

 

4.70%

7

Zynerba Pharmaceuticals, Inc

 

2.96%

8

cbdMD, Inc.

 

1.94%

9

Akerna Corp.

 

1.24%

 

Top Holdings = 95.09% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

 

 

8

 

ETFMG 2x Daily Alternative Harvest ETF

Growth of $10,000 (Unaudited)

 

image

 

 

 

 

Since

 

 

 

Value of

 

Average Cumulative Returns

 

 

Inception

 

 

 

$10,000

 

Period Ended September 30, 2021

 

 

(7/6/2021)

 

 

 

(9/30/2021)

 

ETFMG 2x Daily Alternative Harvest ETF (NAV)

 

 

-48.90

%

 

$

5,110

 

ETFMG 2x Daily Alternative Harvest ETF (Market)

 

 

-49.45

%

 

$

5,055

 

S&P 500 Index

 

 

-0.51

%

 

$

9,949

 

Prime Alternative Harvest Index NTR

 

 

-27.86

%

 

$

7,214

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on July 6, 2021, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment.

 

 

9

 

ETFMG TM ETFs

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

MJ

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre- empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial is not affiliated with Prime Indexes.

 

 

10

 

ETFMG TM ETFs

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

MJUS

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre- empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

 

11

 

ETFMG TM ETFs

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

MJXL

 

The possession and use of marijuana, even for medical purposes, is illegal under federal and certain states’ laws, which may negatively impact the value of the Fund’s investments. Use of marijuana is regulated by both the federal government and state governments, and state and federal laws regarding marijuana often conflict. Even in those states in which the use of marijuana has been legalized, its possession and use remains a violation of federal law. Federal law criminalizing the use of marijuana pre- empts state laws that legalizes its use for medicinal and recreational purposes. Cannabis companies and pharmaceutical companies may never be able to legally produce and sell products in the United States or other national or local jurisdictions.

 

The Fund’s investments will be concentrated in an industry or group of industries to the extent that the Index is so concentrated. In such event, the value of the Fund’s shares may rise and fall more than the value of shares of a fund that invests in securities of companies in a broader range of industries. The consumer staples sector may be affected by the permissibility of using various product components and production methods, marketing campaigns and other factors affecting consumer demand. Tobacco companies, in particular, may be adversely affected by new laws, regulations and litigation. The consumer staples sector may also be adversely affected by changes or trends in commodity prices, which may be influenced or characterized by unpredictable factors.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

Investing in an ETFMG 2x Daily Leveraged ETF may be more volatile than investing in broadly diversified funds. The use of leverage by an ETF increases the risk to the ETF. The ETFMG 2x Daily Leveraged ETFs are not suitable for all investors and should be utilized only by sophisticated investors who understand leverage risk, consequences of seeking daily leveraged, or daily inverse leveraged, investment results and intend to actively monitor and manage their investment.

 

The use of derivatives such as swaps are subject to additional risks that may cause prices to fluctuate over time and include the effects of compounding, market volatility, leverage risk, aggressive investment techniques risk, counterparty risk, and intra- day investment risk. Please see the summary and full prospectuses for a more complete description of these and other risks of investing in the Fund.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

 

12

 

ETFMG TM ETFs

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

The Fund is a recently organized, diversified management investment company with limited operating history. ETF Managers Group LLC is the investment advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Prime Indexes.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

 

13

 

 

ETFMGTM ETFs 

 

PORTFOLIO ALLOCATIONS

As of September 30, 2021

 

 

 

 

ETFMG
Alternative
Harvest
ETF

 

 

ETFMG
U.S.
Alternative
Harvest
ETF

 

 

ETFMG 2x
Daily
Alternative
Harvest
ETF

 

As a percent of Net Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Canada

 

 

40.8

%

 

 

1.2

%

 

 

%

Ireland

 

 

3.0

 

 

 

 

 

 

 

Sweden

 

 

2.2

 

 

 

 

 

 

 

United Kingdom

 

 

7.5

 

 

 

 

 

 

 

United States

 

 

46.0

 

 

 

23.2

 

 

 

 

Exchange Traded Funds

 

 

8.0

 

 

 

 

 

 

 

Total Return Swap

 

 

 

 

 

 

 

 

100.0

 

Short-Term and other Net Assets (Liabilities)

 

 

(7.5

)

 

 

75.6

 

 

 

 

 

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

14 

 

ETFMG Alternative Harvest ETF

 

Schedule of Investments

September 30, 2021

 

 

 

 

Shares

 

 

Value

 

COMMON STOCKS - 99.5%

 

 

 

 

 

 

 

 

Canada - 40.8%

 

 

 

 

 

 

 

 

Food Products - 3.4%

 

 

 

 

 

 

 

 

Village Farms International, Inc. (a)(b)(e)

 

 

4,334,626

 

 

$

36,150,781

 

Pharmaceuticals - 37.4% (c)

 

 

 

 

 

 

 

 

Aurora Cannabis, Inc. (a)(b)(e)

 

 

11,265,937

 

 

 

77,960,284

 

Auxly Cannabis Group, Inc. (a)(b)

 

 

70,916,455

 

 

 

13,717,457

 

Canopy Growth Corp. (a)(b)

 

 

5,465,762

 

 

 

75,755,461

 

Charlottes Web Holdings, Inc. (a)(b)

 

 

12,022,971

 

 

 

23,730,797

 

Clever Leaves Holdings, Inc. (a)(b)(e)

 

 

2,308,712

 

 

 

17,915,605

 

Cronos Group, Inc. (a)(b)

 

 

10,595,350

 

 

 

59,969,681

 

HEXO Corp. (a)(b)

 

 

13,217,945

 

 

 

24,321,019

 

High Tide, Inc. (b)

 

 

1,579,556

 

 

 

9,876,902

 

MediPharm Labs Corp. (a)(b)

 

 

25,813,562

 

 

 

5,298,852

 

Organigram Holdings, Inc. (a)(b)(e)

 

 

26,338,475

 

 

 

60,578,493

 

The Valens Co., Inc. (a)(b)

 

 

16,324,413

 

 

 

30,029,909

 

Total Pharmaceuticals

 

 

 

 

 

 

399,154,460 

 

Total Canada

 

 

 

 

 

 

435,305,241 

 

 

 

 

 

 

 

 

 

 

Ireland - 3.0%

 

 

 

 

 

 

 

 

Pharmaceuticals - 3.0% (c)

 

 

 

 

 

 

 

 

Jazz Pharmaceuticals PLC (b)

 

 

249,276

 

 

 

32,458,228

 

 

 

 

 

 

 

 

 

 

Mexico - 0.0%

 

 

 

 

 

 

 

 

Construction & Engineering - 0.0%

 

 

 

 

 

 

 

 

Empresas ICA SAB de CV (b)(d)

 

 

155,893

 

 

 

 

 

 

 

 

 

 

 

 

 

Sweden - 2.2%

 

 

 

 

 

 

 

 

Tobacco - 2.2%

 

 

 

 

 

 

 

 

Swedish Match AB (b)

 

 

2,660,372

 

 

 

23,296,185

 

 

 

 

 

 

 

 

 

 

United Kingdom - 7.5%

 

 

 

 

 

 

 

 

Tobacco - 7.5%

 

 

 

 

 

 

 

 

British American Tobacco PLC

 

 

1,118,556

 

 

 

39,245,992

 

Imperial Brands PLC

 

 

1,965,038

 

 

 

41,264,289

 

Total Tobacco

 

 

 

 

 

 

80,510,281 

 

 

 

 

 

 

 

 

 

 

United States - 46.0%

 

 

 

 

 

 

 

 

Biotechnology - 5.2%

 

 

 

 

 

 

 

 

Arena Pharmaceuticals, Inc. (b)

 

 

682,116

 

 

 

40,620,008

 

Corbus Pharmaceuticals Holdings, Inc. (b)(e)

 

 

14,101,511

 

 

 

14,383,541

 

Total Biotechnology

 

 

 

 

 

 

55,003,549 

 

Chemicals - 3.3%

 

 

 

 

 

 

 

 

Scotts Miracle-Gro Co.

 

 

237,765

 

 

 

34,799,285

 

Machinery - 4.1%

 

 

 

 

 

 

 

 

Agrify Corp. (a)(b)

 

 

624,897

 

 

 

11,585,590

 

Hydrofarm Holdings Group, Inc. (b)

 

 

865,868

 

 

 

32,773,104

 

Total Machinery

 

 

 

 

 

 

44,358,694

 

 

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

15 

 

ETFMG Alternative Harvest ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

Paper & Forest Products - 3.5%

 

 

 

 

 

 

 

 

Schweitzer-Mauduit International, Inc.

 

 

1,090,884

 

 

$

37,810,040

 

Pharmaceuticals - 9.1% (c)

 

 

 

 

 

 

 

 

Tilray, Inc. - Class 2 (a)(b)

 

 

6,926,136

 

 

 

78,196,074

 

Zynerba Pharmaceuticals, Inc. (a)(b)(e)

 

 

4,452,815

 

 

 

18,879,936

 

Total Pharmaceuticals

 

 

 

 

 

 

97,076,010

 

Specialty Retail - 5.9%

 

 

 

 

 

 

 

 

GrowGeneration Corp. (a)(b)

 

 

2,564,869

 

 

 

63,275,318

 

Tobacco - 14.9%

 

 

 

 

 

 

 

 

22nd Century Group, Inc. (a)(b)(e)

 

 

12,885,652

 

 

 

38,141,530

 

Altria Group, Inc.

 

 

874,961

 

 

 

39,828,225

 

Philip Morris International, Inc.

 

 

423,991

 

 

 

40,190,107

 

Vector Group, Ltd.

 

 

3,166,237

 

 

 

40,369,522

 

Total Tobacco

 

 

 

 

 

 

158,529,384

 

Total United States

 

 

 

 

 

 

490,852,280

 

TOTAL COMMON STOCKS (Cost $1,386,252,311)

 

 

 

 

 

 

1,062,422,215

 

 

 

 

 

 

 

 

 

 

INVESTMENTS PURCHASED WITH PROCEEDS FROM

 

 

 

 

 

 

 

 

SECURITIES LENDING COLLATERAL - 26.4%

 

 

 

 

 

 

 

 

ETFMG Sit Ultra Short ETF (e)

 

 

1,725,000

 

 

 

85,827,375

 

Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (f)

 

 

196,438,549

 

 

 

196,438,549

 

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS

 

 

 

 

 

 

 

 

FROM SECURITIES LENDING COLLATERAL (Cost

 

 

 

 

 

 

 

 

$282,257,147)

 

 

 

 

 

 

282,265,924

 

 

 

 

 

 

 

 

 

 

SHORT-TERM INVESTMENTS - 0.3%

 

 

 

 

 

 

 

 

Money Market Funds - 0.3%

 

 

 

 

 

 

 

 

First American Government Obligations Fund - Class X,

 

 

 

 

 

 

 

 

0.03% (f)

 

 

2,585,283

 

 

 

2,585,283

 

TOTAL SHORT-TERM INVESTMENTS (Cost $2,585,283)

 

 

 

 

 

 

2,585,283

 

 

 

 

 

 

 

 

 

 

Total Investments (Cost $1,671,094,741) - 126.2%

 

 

 

 

 

 

1,347,273,422

 

Liabilities in Excess of Other Assets - (26.2)%

 

 

 

 

 

 

(279,664,118

)

TOTAL NET ASSETS - 100.0%

 

 

 

 

 

$

1,067,609,304

 

 

Percentages are stated as a percent of net assets.

PLC   Public Limited Company

(a)

This security or a portion of this security was out on loan at September 30, 2021.

(b)

Non-income producing security.

(c)

As of September 30, 2021 the Fund had a significant portion of its assets in the Pharmaceutical Industry.

(d)

Value determined using significant unobservable inputs. The value of this security totals $0, which represents 0.00% of total net assets. Classified as Level 3 in the fair value hierarchy.

(e)

Affiliated security. Please refer to Note 9 of the Notes to Financial Statements.

(f)

The rate quoted is the annualized seven-day yield at September 30, 2021.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services ("Fund Services").

 

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

16 

 

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Investments

September 30, 2021

 

 

 

 

Shares

 

 

Value

 

COMMON STOCKS - 24.4%

 

 

 

 

 

 

 

 

Canada - 1.2%

 

 

 

 

 

 

 

 

Pharmaceuticals - 1.2%

 

 

 

 

 

 

 

 

Charlottes Web Holdings, Inc. (a)

 

 

37,323

 

 

$

73,668

 

 

 

 

 

 

 

 

 

 

United States - 23.2%

 

 

 

 

 

 

 

 

Machinery - 3.7%

 

 

 

 

 

 

 

 

Hydrofarm Holdings Group, Inc. (a)

 

 

6,134

 

 

 

232,172

 

Pharmaceuticals - 1.3%

 

 

 

 

 

 

 

 

cbdMD, Inc. (a)

 

 

14,640

 

 

 

30,451

 

Zynerba Pharmaceuticals, Inc. (a)

 

 

10,959

 

 

 

46,466

 

Total Pharmaceuticals

 

 

 

 

 

 

76,917

 

Professional Services - 0.3%

 

 

 

 

 

 

 

 

Akerna Corp. (a)

 

 

6,891

 

 

 

19,433

 

Real Estate Investment Trusts (REITs) - 8.9%

 

 

 

 

 

 

 

 

AFC Gamma, Inc.

 

 

4,449

 

 

 

96,009

 

Innovative Industrial Properties, Inc.

 

 

2,343

 

 

 

541,631

 

Total Real Estate Investment Trusts (REITs)

 

 

 

 

 

 

637,640

 

Software Publishers - 4.1%

 

 

 

 

 

 

 

 

WM Technology, Inc. (a)

 

 

17,065

 

 

 

247,443

 

Specialty Retail - 3.3%

 

 

 

 

 

 

 

 

GrowGeneration Corp. (a)

 

 

8,255

 

 

 

203,651

 

Total United States

 

 

 

 

 

 

1,417,256

 

TOTAL COMMON STOCKS (Cost $1,695,676)

 

 

 

 

 

 

1,490,924

 

 

 

 

 

 

 

 

 

 

SHORT-TERM INVESTMENTS - 1.3%

 

 

 

 

 

 

 

 

Money Market Funds - 1.3%

 

 

 

 

 

 

 

 

First American Government Obligations Fund - Class X,

 

 

 

 

 

 

 

 

0.03% (b)

 

 

76,960

 

 

 

76,960

 

TOTAL SHORT-TERM INVESTMENTS (Cost $76,960)

 

 

 

 

 

 

76,960

 

 

 

 

 

 

 

 

 

 

Total Investments (Cost $1,772,636) - 25.7%

 

 

 

 

 

 

1,567,884

 

Other Assets in Excess of Liabilities - 74.3%

 

 

 

 

 

 

4,529,438

 

TOTAL NET ASSETS - 100.0%

 

 

 

 

 

$

6,097,322

 

 

Percentages are stated as a percent of net assets.

(a)

Non-income producing security.

(b)

The rate quoted is the annualized seven-day yield at September 30, 2021.

 

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

17 

 

 

ETFMG U.S. Alternative Harvest ETF

 

Schedule of Total Return Swaps

September 30, 2021

 

 

Long Total
Return Equity
Swaps
  Counterparty   Payment
Frequency
  Financing Rate   Expiration
Date
  Notional
Amount
    Unrealized
Appreciation/
(Depreciation)
 
4Front Ventures   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022   $ 155,635     $  
Acreage Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     45,796        
Ascend Wellness Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     239,559        
AYR Wellness   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     282,300        
C21 Investments   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     22,327        
Cansortium   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     21,419        
Ceres Acquisition - Class A   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     31,667        
Columbia Care   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     248,178        
Cresco Labs   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     435,826        
Curaleaf Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     662,919        
Gage Growth   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     68,718        
Glass House Brands   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     68,672        
Goodness Growth Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     33,173        
Green Thumb Industries   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     498,694        
Greenrose Acquisition   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     58,605        
Harvest Health and Recovery   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     232,974        
Jushi Holdings - Class B   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     170,290        
Marimed   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     78,764        
Medicine Man Technologies   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     21,367        
Next Green Wave Canada   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     17,853        
Planet 13 Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     248,320        
Red White and Bloom Brands   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     40,146        
Riv Capital   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     44,124        
SOL Global Investments   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     42,042        
Stem Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     15,244        
Terrascend   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     143,454        
Tilt Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     34,006        
TPCO Holdings   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     83,042        
Trulieve Cannabis   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     387,396        
Verano Holdings - Class A   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   May 16, 2022     251,484        
                    $ 4,683,994     $  

 

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

 

18 

 

ETFMG 2x Daily Alternative Harvest ETF

 

Schedule of Total Return Swaps

September 30, 2021

 

 

Reference
Entity
  Fund
Pays/Receives
Reference
Entity
  Counterparty   Payment
Frequency
  Financing
Rate
  Upfront
Premiums
Paid/Received
    Notional
Amount
    Unrealized
Appreciation
(Depreciation)
 
ETFMG Alternative Harvest ETF   Receives   Cowen and Company, LLC   Monthly   Overnight Bank Funding Rate Index + 1.50%   $     $ 1,092,273     $  
                                         

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

 

19 

 

ETFMG TM ETFs

 

STATEMENT OF ASSETS AND LIABILITIES

As of September 30, 2021

 

 

   

ETFMG
Alternative 
Harvest
ETF

    ETFMG
U.S.
Alternative
Harvest
ETF
    ETFMG
2x Daily
Alternative
Harvest
ETF
 
ASSETS                        
Investments in unaffiliated securities, at value*   $ 997,435,878     $ 1,567,884     $  
Investments in affiliated securities, at value*     349,837,544              
Cash           1,088,602       151,893  
Deposits at Broker for total return swap contracts           3,570,000       590,000  
Receivables:                        
Dividends and interest receivable     2,678,385       5,429        
Securities lending income receivable     567,880              
Total assets     1,350,519,687       6,231,915       741,893  
                         
LIABILITIES                        
Collateral received for securities loaned (Note 7)   $ 282,257,147     $     $  
Payables:                        
Payable for open swap contracts           130,774       179,346  
Management fees payable     653,236       3,819       474  
Total liabilities     282,910,383       134,593       179,820  
Net Assets   $ 1,067,609,304     $ 6,097,322     $ 562,073  
                         
NET ASSETS CONSIST OF:                        
Paid-in Capital   $ 2,212,604,521     $ 6,384,970     $ 638,817  
Total Distributable Earnings (Accumulated Losses)     (1,144,995,217 )     (287,648 )     (76,744 )
Net Assets   $ 1,067,609,304     $ 6,097,322     $ 562,073  
                         
*Identified Cost:                        
                         
Investments in unaffiliated securities   $ 1,267,183,245     $ 1,772,636     $  
Investments in affiliated securities     403,911,496              
                         
Shares Outstanding^     74,150,000       790,000       110,000  
                         
Net Asset Value, Offering and Redemption Price per Share   $ 14.40     $ 7.72     $ 5.11  

 


^ No par value, unlimited number of shares authorized

 

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

 

20 

 

ETFMG TM ETFs

 

STATEMENT OF OPERATIONS

For the Year Ended September 30, 2021

 

 

    ETFMG
Alternative
Harvest
ETF
    ETFMG
U.S.
Alternative
Harvest
ETF(1)
    ETFMG
2x Daily
Alternative
Harvest
ETF(2)
 
INVESTMENT INCOME                  
Income:                  
Dividends from unaffiliated securities (net of foreign withholdings tax & issuance fees of $461,670, $-, $-)   $ 20,582,549     $ 8,761     $  
Interest     1,434       14       341  
Securities lending income     8,302,454              
Total Investment Income     28,884,437       8,775       341  
                         
Expenses:                        
Management fees     10,092,666       17,903       1,410  
Total Expenses     10,092,666       17,903       1,410  
Net Investment Income (Loss)     18,791,771       (9,128 )     (1,069 )
                         
REALIZED & UNREALIZED GAIN (LOSS) ON                        
INVESTMENTS AND SWAP CONTRACTS                        
Net Realized Gain (Loss) on:                        
Unaffiliated Investments     (293,319,871 )     (8,986 )      
Affiliated Investments     8,880,174              
In-Kind redemptions     258,009,839              
Foreign currency and foreign currency translation     (8,747 )            
Swap contracts           (1,484,717 )     (396,127 )
Net Realized Gain (Loss) on Investments, Swap Contracts and In-Kind redemptions     (26,438,605 )     (1,493,703 )     (396,127 )
Net Change in Unrealized Appreciation (Depreciation) of:                        
Unaffiliated Investments     228,764,466       (204,752 )      
Affiliated Investments     (54,073,951 )            
Net change in Unrealized Appreciation (Depreciation) on Investments and Swap Contracts     174,690,515       (204,752 )      
Net Realized and Unrealized Gain (Loss) on Investments and Swap Contracts     148,251,910       (1,698,455 )     (396,127 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS   $ 167,043,681     $ (1,707,583 )   $ (397,196 )

 


(1) The Fund commenced operations on May 12, 2021.

(2) The Fund commenced operations on July 6, 2021.

 

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

 

21 

 

ETFMG Alternative Harvest ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

    Year Ended
September 30,
2021
    Year Ended
September 30,
2020
 
OPERATIONS                
Net investment income   $ 18,791,771     $ 38,371,401  
Net realized gain (loss) on investments and In-Kind                
Redemptions     (26,438,605 )     (316,504,714 )
Net change in unrealized appreciation (depreciation) of investments and foreign currency and foreign currency translation     174,690,515       (135,942,672 )
Net increase (decrease) in net assets resulting from operations     167,043,681       (414,075,985 )
                 
DISTRIBUTIONS TO SHAREHOLDERS                
Total distributions from distributable earnings     (17,257,000 )     (37,958,000 )
                 
CAPITAL SHARE TRANSACTIONS                
Net increase in net assets derived from net change in outstanding shares     421,833,537       147,008,161  
Transaction Fees (See Note 1)     18,289       39,219  
Net increase in net assets from capital share transactions     421,851,826       147,047,380  
Total increase (decrease) in net assets     571,638,507       (304,986,605 )
                 
NET ASSETS                
Beginning of Year     495,970,797       800,957,402  
End of Year   $ 1,067,609,304     $ 495,970,797  

 

Summary of share transactions is as follows:

 

    Year Ended
September 30, 2021
    Year Ended
September 30, 2020
 
    Shares     Amount     Shares     Amount  
Shares Sold     57,650,000     $ 1,053,114,312       13,200,000     $ 203,682,152  
Transaction Fees (See Note 1)           18,289             39,219  
Shares Redeemed     (31,350,000 )     (631,269,872 )     (3,800,000 )     (56,673,991 )
Net Transactions in Fund Shares     26,300,000     $ 421,862,729       9,400,000     $ 147,047,380  
Beginning Shares     47,850,000               38,450,000          
Ending Shares     74,150,000               47,850,000          

 

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

 

22 

 

ETFMG U.S. Alternative Harvest ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

    Period Ended
September 30,
2021(1)
 
OPERATIONS        
Net investment income (loss)   $ (9,128 )
Net realized gain (loss) on investments, swap contracts and In-Kind Redemptions     (1,493,703 )
Net change in unrealized appreciation (depreciation) of investments and swap contracts     (204,752 )
Net increase (decrease) in net assets resulting from operations     (1,707,583 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase (decrease) in net assets from capital share transactions     7,804,905  
Total increase (decrease) in net assets     6,097,322  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 6,097,322  

 

Summary of share transactions is as follows:

 

    Period Ended
September 30, 2021(1)
 
    Shares     Amount  
Shares Sold     790,000     $ 7,804,905  
Shares Redeemed            
Net Transactions in Fund Shares     790,000     $ 7,804,905  
Beginning Shares              
Ending Shares     790,000          

 


(1) The Fund commenced operations on May 12, 2021.

 

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

 

23 

 

ETFMG 2x Daily Alternative Harvest ETF

 

STATEMENT OF CHANGES IN NET ASSETS

 

 

    Period Ended
September 30,
2021(1)
 
OPERATIONS        
Net investment income (loss)   $ (1,069 )
Net realized gain (loss) on investments, swap contracts and In-Kind Redemptions     (396,127 )
Net change in unrealized appreciation (depreciation) of investments and swap contracts      
Net increase (decrease) in net assets resulting from operations     (397,196 )
         
CAPITAL SHARE TRANSACTIONS        
Net increase (decrease) in net assets from capital share transactions     959,269  
Total increase (decrease) in net assets     562,073  
         
NET ASSETS        
Beginning of Period      
End of Period   $ 562,073  

 

Summary of share transactions is as follows:

 

    Period Ended
September 30, 2021(1)
 
    Shares     Amount  
Shares Sold     110,000     $ 959,269  
Shares Redeemed            
Net Transactions in Fund Shares     110,000     $ 959,269  
Beginning Shares              
Ending Shares     110,000          

 


(1) The Fund commenced operations on July 6, 2021.

 

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

 

24 

 

ETFMG Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 

    Year Ended     Year Ended     Year Ended     Year Ended     Year Ended  
    September 30,     September 30,     September 30,     September 30,     September 30,  
    2021     2020     2019     2018     2017  
Net Asset Value, Beginning Year   $ 10.37     $ 20.83     $ 39.74     $ 31.36     $ 29.64  
Income from Investment Operations:                                        
Net investment income1     0.26       0.91       1.02       0.37       0.57  
Net realized and unrealized                                        
gain (loss) on investments     4.01       (10.49 )     (18.96 )     8.95       4.42  
Total from investment operations     4.27       (9.58 )     (17.94 )     9.32       4.99  
Less Distributions:                                        
Distributions from net investment income     (0.24 )     (0.88 )     (0.97 )     (0.74 )     (2.56 )
Net realized gains                       (0.20 )     (0.71 )
Total distributions     (0.24 )     (0.88 )     (0.97 )     (0.94 )     (3.27 )
Net asset value, end year   $ 14.40     $ 10.37     $ 20.83     $ 39.74     $ 31.36  
Total Return     40.90 %     -46.83 %     -45.60 %     33.85 %     20.23 %
                                         
Ratios/Supplemental Data:                                        
Net assets at end year (000’s)   $ 1,067,609     $ 495,971     $ 800,957     $ 679,559     $ 6,271  
                                         
Gross Expenses to Average Net Assets     0.75 %     0.75 %     0.75 %     0.75 %     0.79 %
Net Investment Income to Average Net Assets     1.39 %     6.27 %     3.26 %     1.18 %     1.98 %
Portfolio Turnover Rate     75 %     46 %     71 %     97 %     44 %

 


1 Calculated based on average shares outstanding during the year.

 

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

 

25 

 

ETFMG U.S. Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the period

 

 

    Period Ended  
    September 30,  
      20211  
Net Asset Value, Beginning Period   $ 10.00  
Income (Loss) from Investment Operations:        
Net investment income (loss) 2     (0.01 )
Net realized and unrealized gain (loss) on investments     (2.27 )
Total from investment operations     (2.28 )
Net asset value, end period   $ 7.72  
Total Return     -22.82 %3
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 6,097  
         
Gross Expenses to Average Net Assets     0.75 %4
Net Investment Income (Loss) to Average Net Assets     -0.38 %4
Portfolio Turnover Rate     16 %3

 


1 The Fund commenced operations on May 12, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

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

 

26 

 

ETFMG 2x Daily Alternative Harvest ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the period

 

 

    Period Ended  
    September 30,  
      20211  
Net Asset Value, Beginning Period   $ 10.00  
Income (Loss) from Investment Operations:        
Net investment income (loss) 2     (0.01 )
Net realized and unrealized gain (loss) on investments     (4.88 )
Total from investment operations     (4.89 )
Net asset value, end period   $ 5.11  
Total Return     -48.90 %3
         
Ratios/Supplemental Data:        
Net assets at end of period (000’s)   $ 562  
         
Gross Expenses to Average Net Assets     0.95 %4
Net Investment Income (Loss) to Average Net Assets     -0.72 %4
Portfolio Turnover Rate     0 %3

 


1 The Fund commenced operations on July 6, 2021.

2 Calculated based on average shares outstanding during the period.

3 Not annualized.

4 Annualized.

 

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

 

27 

 

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

ETFMG Alternative Harvest ETF (“MJ”), ETFMG U.S. Alternative Harvest ETF (“MJUS”), and ETFMG 2x Daily Alternative Harvest ETF (“MJXL”) (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).

 

The following table is a summary of the Strategy Commencement Date and Strategy of the Funds:

 

Fund Ticker Strategy
Commencement
Date
Strategy
ETFMG
Alternative
Harvest ETF
12/3/2015 Seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Prime Alternative Harvest Index (the “Index”).
ETFMG U.S.
Alternative
Harvest ETF
5/12/2021 Seeks to achieve its investment objective by investing, under normal circumstances, at least 80% of its net assets (plus any borrowings for investment purposes) in securities of companies that derive at least 50% of their net revenue from the “Cannabis Business” in the United States, and in derivatives that have economic characteristics similar to such securities.
ETFMG 2x
Daily
Alternative
Harvest ETF
7/6/2021 Seeks daily investment results, before fees and expenses, that correspond to two times (2x) the return of the Index for a single day, not for any other period.

 

The Funds may use a combination of swaps on the Index and swaps on an ETF whose investment objective is to track the performance of the same, or a substantially similar index to achieve their investment objective.

 

The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.

 

Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 50,000 shares for MJ and MJUS and 10,000 shares for MJXL, called “Creation Units.” Creation Units are issued and redeemed principally in- kind for securities included in a specified Index. Once created, shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, shares are not redeemable securities of a Fund. Shares of a Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the shares directly from a Fund. Rather, most retail

 

28

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (SEC). For more information about the underlying Fund’s operations and policies, please refer to those Fund’s semiannual and annual reports, which are filed with the SEC.

 


A. Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the Funds did not hold any securities that were fair valued by the Board.

 

As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 


Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

29

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

 


Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The following table presents a summary of the Funds' investments in securities and swap contracts at fair value, as of September 30, 2021:

 

ETFMG Alternative Harvest ETF                  
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 1,062,422,215     $     $     $ 1,062,422,215  
Short Term Investments     2,585,283                   2,585,283  
ETFMG Sit Ultra Short ETF**     85,827,375                   85,827,375  
Investments Purchased with Securities Lending                                
Collateral*                       196,438,549  
Total Investments in Securities   $ 1,150,834,873     $     $     $ 1,347,273,422  

 

ETFMG U.S. Alternative Harvest ETF                        
Assets^   Level 1     Level 2     Level 3     Total  
Common Stocks   $ 1,490,924     $     $     $ 1,490,924  
Short Term Investments     76,960                   76,960  
Total Investments in Securities   $ 1,567,884     $     $     $ 1,567,884  

 

Swap Contracts***     Level 1       Level 2       Level 3       Total  
Long Total Return Equity Swap Contracts   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 

30

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

ETFMG 2x Daily Alternative Harvest ETF                                
Swap Contracts***     Level 1       Level 2       Level 3       Total  
Long Total Return Equity Swap Contracts   $     $     $     $  
Total Swap Contracts   $     $     $     $  

 


^ See Schedule of Investments for classifications by country and industry.

* Certain investments that are measured at fair value used the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedules of Investments.

** Investment was purchased with collateral.

*** Swap contracts are derivative instruments, which are presented at the unrealized appreciation/depreciation on the instrument.

 


B. Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.

 

Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2021 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for Federal purposes, four years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Funds, and has determined that no provision for income tax is required in the Funds’ financial statements.

 


C. Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.

 

31

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 


D. Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 


E. Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 


F. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 


G. Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.

 


H. Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

 

Derivatives

 

The Funds may enter into swap agreements; including interest rate, index, and total return swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party based on the change in market value or level of a specified rate, index or asset. In return, the other party agrees to make payments to the first party based on the return of a different specified rate, index or asset. Swap agreements will usually be done on a net basis, i.e., where the two parties make net payments with a Fund receiving or paying, as the case may be, only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or equivalents having an aggregate value at least equal to the accrued excess is maintained by the Fund.

 

The total return swap contracts are subject to master netting agreements, which are agreements between a Fund and its counterparties that provide for the net settlement of all transactions and collateral with the Fund through a single payment, in the event of default or termination. Amounts presented on the schedule of total return swaps are gross settlement amounts.

 

32

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

  

The following table presents the Funds' gross derivative assets and liabilities by counterparty and contract type, net of amounts available for offset under a master netting agreement and the related collateral received or pledged by the Funds as of September 30, 2021.

 

ETFMG U.S. Alternative Harvest ETF

        Gross                 Gross Amounts not offset in      
        Amounts of                 the Statements of Assets &      
        Recognized                 Liabilities      
        Assets                              
        Presented in                              
        the     Gross                        
        Statements     Amounts                        
    Investment   of Assets &     Available           Financial   Collateral     Net  
Counterparty   Type   Liabilities     Offset     Net Amounts     Instruments   Received     Amount  
Cowen and Company, LLC   Total Return Swap Contracts   $ (130,774 )   $     $ (130,774 )   $   $     $ (130,774 )

  

ETFMG 2x Daily Alternative Harvest ETF

        Gross                 Gross Amounts not offset in      
        Amounts of                 the Statements of Assets &      
        Recognized                 Liabilities      
        Assets                              
        Presented in                              
        the     Gross                        
        Statements     Amounts                        
    Investment   of Assets &     Available           Financial   Collateral     Net  
Counterparty   Type   Liabilities     Offset     Net Amounts     Instruments   Received     Amount  
Cowen and Company, LLC   Total Return Swap Contract   $ (179,346 )   $     $ (179,346 )   $   $     $ (179,346 )

 

The average monthly notional amount of the swap contracts during the period ended September 30, 2021 for the Funds were:

 

ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $ 4,855,145  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $ 1,271,326  

 

The following is a summary of the effect of swap contracts on the Funds' Statements of Assets and Liabilities as of September 30, 2021:

 

         Assets      Liabilities    
Net Unrealized
Gain (Loss)
 

                           
ETFMG U.S. Alternative Harvest ETF   Swap Contracts   $     $ 130,774     $  
ETFMG 2x Daily Alternative Harvest ETF   Swap Contract   $     $ 179,346     $  

 

33

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

The following is a summary of the effect of swap contracts on the Funds' Statements of Operations for the period ended September 30, 2021:

 

              Change in  
              Unrealized  
              Appreciation/  
        Realized Gain (Loss)     Depreciation  
ETFMG U.S.                    
Alternative Harvest                    
ETF   Swap Contracts   $ (1,484,717 )   $  
ETFMG 2x Daily                    
Alternative Harvest                    
ETF   Swap Contract   $ (396,127 )   $  

 

NOTE 3 – RISK FACTORS

 

Investing in the Funds may involve certain risks, as discussed in the Funds’ prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a Fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Funds are not actively managed (“Index Funds”). Therefore, those Funds follow the securities included in its respective index during upturns as well as downturns. Because of their indexing strategies, the Index Funds do not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Index Funds’ expenses, the Index Funds’ performance may be below that of their respective index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that a Fund’s or an index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID- 19),have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Funds and their investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect lobal, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under the circumstances, the Funds may have difficulty achieving their investment objectives which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Funds' Sponsor and third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Funds' investments. These factors can cause substantial market volatility. exchange trading suspensions and closures and can impact the ability of the Funds to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on a Fund's performance, resulting in losses to the Funds.

 

34

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Derivatives Risk. Derivatives are financial instruments that derive value from the underlying reference asset or assets, such as stocks, bonds, or funds (including ETFs), interest rates or indexes. A Fund’s investments in derivatives may pose risks in addition to, and greater than, those associated with directly investing in securities or other ordinary investments, including risk related to the market, leverage, imperfect daily correlations with underlying investments or the Fund’s other portfolio holdings, higher price volatility, lack of availability, counterparty risk, liquidity, valuation and legal restrictions. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. The use of derivatives may result in larger losses or smaller gains than directly investing in securities. When a Fund uses derivatives, there may be imperfect correlation between the value of the reference assets and the derivative, which may prevent the Fund from achieving its investment objective. Because derivatives often require only a limited initial investment, the use of derivatives may expose a Fund to losses in excess of those amounts initially invested.

 

Daily Index Correlation/Tracking Risk. There is no guarantee that a Fund will achieve a high degree of correlation to the Index and therefore achieve its daily leveraged investment objective. To achieve a high degree of correlation with the Index, a Fund seeks to rebalance its portfolio daily to keep leverage consistent with its daily leveraged investment objective. In addition, a Fund’s exposure to the Index is impacted by the Index’s movement. Because of this, it is unlikely that a Fund will be perfectly exposed to the Index at the end of each day. The possibility of the Fund being materially over- or under-exposed to the Index increases on days when the Index is volatile near the close of the trading day. Market disruptions, regulatory restrictions and extreme volatility will also adversely affect a Fund’s ability to adjust exposure to the required levels.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.

 

35

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Under the Investment Advisory Agreement, the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Funds unitary fees are accrued daily and paid monthly. The Advisor bears the costs of all advisory and non- advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:

 

ETFMG Alternative Harvest ETF 0.75%
ETFMG U.S. Alternative Harvest ETF 0.75%
ETFMG 2x Daily Alternative Harvest ETF 0.95%

 

Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate ETFMG Financial, LLC to serve as distributor to the Funds (the “Distributor”). The Distributor provides marketing support for the Funds, including distributing marketing materials related to the Funds. Level ETF Ventures, LLC (“Level”) serves as the index provider for MJ, MJUS and MJXL. Level is not affiliated with the Trust or the Advisor.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the period ended September 30, 2021, the Funds did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the period ended September 30, 2021:

 

  Purchases   Sales  
ETFMG Alternative Harvest ETF $ 1,206,934,813   $ 1,111,075,628  
ETFMG U.S. Alternative Harvest ETF 333,903   228,141  

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the period ended September 30, 2021:

 

  Purchases In-   Sales In-  
  Kind   Kind  
ETFMG Alternative Harvest ETF $ 1,013,116,642   $ 598,646,112  
ETFMG U.S. Alternative Harvest ETF 1,598,900    

 

36

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations during the period ended September 30, 2021.

 

NOTE 7 — SECURITIES LENDING

 

The Fund may lend up to 33 1⁄3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of the period ended September 30, 2021 the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received        
    Values of   Fund
    Securities on   Collateral
Fund   Loan   Received*
ETFMG Alternative Harvest ETF   $272,175,870   $ 282,257,147

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, a money market fund with an overnight and continuous maturity, and ETFMG Sit Ultra Short ETF as shown on the Schedule of Investments.

 

37

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

  

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

                      Net  
          Gross     Gross     Unrealized  
          Unrealized     Unrealized     Appreciation  
    Cost     Appreciation     Depreciation     (Depreciation)  
ETFMG Alternative Harvest ETF   $ 1,747,712,784     $ 13,790,736     $ (414,230,097 )   $ (400,439,361 )
ETFMG U.S. Alternative Harvest ETF     1,778,251       140,373       (350,740 )     (210,367 )
ETFMG 2x Daily Alternative Harvest ETF                        

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the components of distributable earnings (loss) on a tax basis were as follows:

 

    Undistributed     Undistributed     Total     Other     Total  
    Ordinary     Long-Term     Distributable     Accumulated     Accumulated  

  Income     Gain     Earnings     Loss     Gain (Loss)  
ETFMG Alternative Harvest ETF   $ 2,014,017     $     $ 2,014,017     $ (746,569,873 )   $ (1,144,995,217 )
ETFMG U.S. Alternative Harvest ETF                       (77,281 )     (287,648 )
ETFMG 2x Daily Alternative Harvest ETF                       (76,744 )     (76,744 )

 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

 

As of September 30, 2021, the Funds had accumulated capital loss carryovers of:

 

    Capital Loss     Capital Loss        
    Carryforward     Carryforward        
    ST     LT     Expires  
ETFMG Alternative Harvest ETF   $ (225,753,428 )   $ (520,821,254 )   Indefinite  
ETFMG U.S. Alternative Harvest ETF     (77,281 )         Indefinite  
ETFMG 2x Daily Alternative Harvest ETF     (76,744 )         Indefinite  

 

38

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

  

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2021.

 

              Post-  
      Late Year       October  
      Ordinary       Capital  
      Loss       Loss  
ETFMG Alternative Harvest ETF   $     $  
ETFMG U.S. Alternative Harvest ETF            
ETFMG 2x Daily Alternative Harvest ETF            

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

    Total        
    Distributable     Paid-In  
    Earnings/(Loss)     Capital  
ETFMG Alternative Harvest ETF   $ (212,676,633 )   $ 212,676,633  
ETFMG U.S. Alternative Harvest ETF     1,419,935       (1,419,935 )
ETFMG 2x Daily Alternative Harvest ETF     320,452       (320,452 )

 

The tax character of distributions paid during the year ended September 30, 2021, and the year ended September 30, 2020 were as follows:

 

    Year Ended     Year Ended  
    September 30, 2021     September 30, 2020  
    From     From     From     From  
    Ordinary     Capital     Ordinary     Capital  
    Income     Gains     Income     Gains  
ETFMG Alternative Harvest ETF   $ 17,257,000           $ 38,259,296        
ETFMG U.S. Alternative Harvest ETF                        
ETFMG 2x Daily Alternative Harvest ETF                        

 

39

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

ETFMG Alternative Harvest ETF

ETFMG Alternative Harvest ETF owned the following companies during the year ended September 30, 2021. 22nd Century Group, Inc., Aurora Cannabis, Inc., Clever Leaves Holdings, Inc., Corbus Pharmaceuticals Holdings, Inc., Organigram Holdings, Inc., Village Farms International, Inc., Zynerba Pharmaceuticals, Inc., and ETFMG Sit Ultra Short ETF are deemed to be affiliates of the Fund as defined by the 1940 Act as of the year ended September 30, 2021. Transactions during the year in these securities were as follows:

 

Security Name   Value at
September 30,
2020
  Purchases   Sales   Realized
Gain
(Loss)(1)
  Change in
Unrealized
Appreciation
(Depreciation)
  Dividend
Income
  Value at
September 30,
2021
  Ending
Shares
 
22nd Century Group, Inc.*   $   $ 56,074,941   $ (25,031,572 ) $ 9,286,846   $ (2,188,685 ) $   $ 38,141,530     12,885,652  
Aurora Cannabis, Inc. *         124,867,983     (14,705,286 )   (4,489,775 )   (27,712,638 )       77,960,284     11,265,937  
Clever Leaves Holdings, Inc. *         29,169,714     (1,354,553 )   (246,298 )   (9,653,258 )       17,915,605     2,308,712  
Corbus Pharmaceuticals Holdings, Inc. *         28,867,224     (2,817,370 )   (565,594 )   (11,100,719 )       14,383,541     14,101,511  
ETFMG Sit Ultra Short ETF *         85,818,598             8,777         85,827,375     1,725,000  
Organigram Holdings, Inc. *         61,120,389     (5,567,085 )   2,429,755     2,595,434         60,578,493     26,338,475  
Village Farms International, Inc. *         55,766,536     (21,536,854 )   4,090,811     (2,169,712 )       36,150,781     4,334,626  
Zynerba Pharmaceuticals, Inc. *         27,689,617     (3,330,961 )   (1,625,571 )   (3,853,150 )       18,879,935     4,452,815  
Total   $     469,375,002     (74,343,681 ) $ 8,880,174   $ (54,073,951 ) $   $ 349,837,544   $ 77,412,728  

*Affiliate as of September 30, 2021. 

1 Realized Losses include transactions in affiliated investments and affiliated in-kind redemptions.

 

NOTE 10 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

40

 

ETFMG TM ETFs

 

NOTES TO FINANCIAL STATEMENTS 

September 30, 2021 (Continued)

 

  

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

41

 

ETFMG TM ETFs

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of ETFMG Alternative Harvest ETF, ETFMG U.S. Alternative Harvest ETF and ETFMG 2x Daily Alternative Harvest ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of ETFMG Alternative Harvest ETF, ETFMG U.S. Alternative Harvest ETF and ETFMG 2x Daily Alternative Harvest ETF (collectively the “Funds”) (certain of the Funds comprising ETF Managers Trust), as of September 30, 2021, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of September 30, 2021, and the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, New York

November 29, 2021

 

42 

 

ETFMG U.S. Alternative Harvest ETF 

ETFMG 2x Daily Alternative Harvest ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended September 30, 2021 (Unaudited)

 

 

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 30, 2021, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Amended and Restated Investment Advisory Agreement (the “Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of ETFMG 2X Daily Alternative Harvest ETF and ETFMG U.S. Alternative Harvest ETF (the “New Funds”).

 

Pursuant to Section 15 of the 1940 Act, the Agreement must be approved by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. In preparation for such meeting, the Board requests and reviews a wide variety of information from the Adviser.

 

In reaching its decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the New Funds’ shareholders by the Adviser; (ii) comparative fee and expense data for each New Fund in relation to other similar investment companies; (iii) the extent to which economies of scale may be realized as the New Funds grow and whether the proposed advisory fee for each New Fund reflects these expected economies of scale for the benefit of the New Fund; and (iv) other financial benefits to the Adviser and its affiliates resulting from services to be rendered to the New Funds. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 30, 2021, and throughout the year. Among other things, the Adviser provided responses to detailed series of questions, which included information about the Adviser’s operations, service offerings, personnel, risk assessment and compliance programs and financial condition. Representatives of the Adviser discussed the services to be provided to the New Funds, the rationale for launching the New Funds, the marketing strategy and the New Funds’ proposed fees in comparison to the fees of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentation and any other information that the Board received at the meeting, and deliberated on the approval of the Agreement in light of this information.

 

The Independent Trustees were assisted throughout the contract review process by independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the approval of the Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the New Funds. The matters discussed were also considered separately by the Independent Trustees in executive session with independent legal counsel, at which no representatives of management were present.

 

Nature, Extent and Quality of Services Provided. 

The Trustees considered the scope of services to be provided under the Advisory Agreement, noting that the Adviser would be providing investment advisory services to the New Funds. The Board discussed the responsibilities of the Adviser, including: the investment of each New Fund’s assets in accordance with its investment objective and monitoring compliance with various fund policies and procedures and with applicable securities regulations, and arranging for transfer agency, custody, fund administration, and all other non-distribution related services necessary for the New Funds to operate. In considering the nature, extent and quality of the services provided by the Adviser, the Board considered the qualifications, experience and responsibilities of the Adviser’s investment personnel in managing funds with significant derivatives exposure; the quality of the Adviser’s compliance infrastructure and risk assessment capabilities; the marketing strategy for the New Funds and the determination of the Trust’s Chief Compliance Officer that the Adviser has appropriate compliance policies and procedures in place that are reasonably designed to prevent violations of the Federal Securities laws. The Board also took into account the significant investments that the Adviser has made in its business to help ensure the provision of high-quality services to the New Funds, such as the hiring of trading, legal and compliance personnel, and enhancements to technology and related systems. The Board also considered the Adviser’s experience managing ETFs, as well as the Adviser’s response to the market volatility and uncertainty during the recent pandemic.

 

43 

 

ETFMG U.S. Alternative Harvest ETF 

ETFMG 2x Daily Alternative Harvest ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended September 30, 2021 (Unaudited) (Continued)

 

 

With respect to the ETFMG U.S. Alternative Harvest ETF, the Board also considered an opinion of competent counsel that the New Fund’s investments would not cause the New Fund or its shareholders to violate the laws of the United States or state laws, or incur liability arising out of any such violation.

 

Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the New Funds by the Adviser.

 

Historical Performance.

The Board noted that the New Funds had not yet commenced operations and that therefore there was no prior performance to review.

 

Cost of Services Provided, Fall-Out Benefits and Economies of Scale.

The Board reviewed the proposed investment advisory fee for each of the New Funds and compared it to the total operating expenses of other funds in the industry falling within the same style category, or peer group, as the particular New Fund, as determined by a third-party service provider and the Adviser. The Board noted that the expense ratios for each of the New Funds was higher than or equal to the average and median expense ratios for its peer ETFs. The Trustees also considered the total expense ratios of other ETFs that they considered to be comparable, based on the investment objectives and strategies of the ETFs. The Board took into consideration management’s discussion of the fees, including that there are limited true peers for the New Funds because of their niche strategies.

 

The Board also noted the importance of the fact that the advisory fees for the New Funds were “unified fees,” meaning that the shareholders of the New Funds would pay no expenses other than the advisory fee, 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 (such as, among other things and subject to Board approval, certain proxy solicitation costs and non-standard Board-related expenses and litigation against the Board, Trustees, New Funds, Adviser, and officers of the Adviser), and distribution (12b-1) fees and expenses (the “Excluded Expenses”). The Board also noted that the Adviser would be responsible for compensating the New Funds’ other service providers and paying the New Funds’ other expenses out of its own fee and resources. The Board further noted that because the New Funds are new, it was difficult to estimate the profitability of the New Funds to the Adviser. The Board, however, considered collateral or “fall-out” benefits that ETFMG and its affiliates may derive as a result of their relationship with the New Funds.

 

The Board noted that because the New Funds are new, it also was difficult to estimate whether the New Funds would experience economies of scale. The Board noted that the Adviser will review expenses as the New Funds’ assets grow. The Board determined to evaluate economies of scale on an ongoing basis if the New Funds achieved asset growth.

 

44 

 

ETFMG U.S. Alternative Harvest ETF

ETFMG 2x Daily Alternative Harvest ETF

 

APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended September 30, 2021 (Unaudited) (Continued)

 

 

In its deliberations, the Board did not identify any single piece of information discussed above that was all-important, controlling or determinative of its decision. Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the New Funds; and (c) approved the Agreement for an initial term of two years.

 

45 

 

ETFMG TM ETFs

 

EXPENSE EXAMPLE

September 30, 2021 (Unaudited)

 

 

As a shareholder of the Funds you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested for the period of time as indicated in the table below.

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period'' to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Fund Name  

Beginning

Account

Value April

1, 2021

   

Ending

Account

Value

September 30,

2021

   

Expenses

Paid During

the Period

   

Annualized

Expense Ratio

During the

Period April

1, 2021 to

September 30,

2021

 
ETFMG Alternative Harvest ETF                                
Actual     1,000.00       636.00       3.08 (1)     0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80 (1)     0.75 %
ETFMG U.S. Alternative Harvest ETF                                
Actual     1,000.00       771.80       2.58 (2)     0.75 %
Hypothetical (5% annual)     1,000.00       1,021.31       3.80 (4)     0.75 %
ETFMG 2x Daily Alternative Harvest ETF                                
Actual     1,000.00       511.00       1.71 (3)     0.95 %
Hypothetical (5% annual)     1,000.00       1,020.31       4.81 (4)     0.95 %

 


(1) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 183/365 days (to reflect the six-month period).

(2) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 142/365 days (to reflect the period since the Fund’s inception).

(3) Expenses are calculated using the Fund’s annualized expense ratio, multiplied by the average account value during the period, multiplied by 87/365 days (to reflect the period since the Fund’s inception).

(4) For comparative purposes only as the Fund was not in operation for the full six-month period.

 

46 

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of each Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.etfmgfunds.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

 

Fund Name Qualified Dividend Income
ETFMG Alternative Harvest ETF 100.00%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

 

Fund Name Dividends Received Deduction
ETFMG Alternative Harvest ETF 74.28%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

Short Term Capital Gain

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for each Fund were as follows:

 

Fund Name Short-Term Capital Gain
ETFMG Alternative Harvest ETF 0.00%
ETFMG U.S. Alternative Harvest ETF 0.00%
ETFMG 2x Daily Alternative Harvest ETF 0.00%

 

During the year ended September 30, 2021, the Funds did not declare any long-term realized gains distributions.

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

                Per Share        
Fund   Gross
Foreign
Source
Income
     
Foreign
Taxes
Passthrough
    Gross
Foreign
Source
Income
     
Foreign
Taxes
Passthrough
     
Shares
Outstanding
at 9/30/21
 
ETFMG Alternative Harvest ETF     4,249,571       256,535       0.05731047       0.00345968       74,150,000  

 

47 

 

ETFMG TM ETFs

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited) (Continued)

 

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Funds file their complete schedule of portfolio holdings for their first and third fiscal quarters with the Securities and Exchange Commission (“SEC”) on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT is available on the website of the SEC at www.sec.gov and the Funds’ website at www.etfmgfunds.com. Each Fund’s portfolio holdings are posted on their website at www.etfmgfunds.com daily.

 

NOTE 4 – INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.etfmgfunds.com.

 

Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.etfmgfunds.com. Read the prospectus carefully before investing.

 

48 

 

ETFMG TM ETFs

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year
of Birth
Position(s) Held
with the Trust,
Term of Office
and Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen By
Trustee
Other
Directorships Held
by Trustee During
Past 5 Years
Interested Trustee and Officers
Samuel Masucci, III (1962) Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014) Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012- 2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012- 2014) (commodity pool operator). 17 None
John A. Flanagan, (1946) Treasurer (since 2015) President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015). n/a n/a
Reshma A. Tanczos (1978) Chief Compliance Officer (since 2016) Chief Compliance Officer of ETFMG Financial LLC (Since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016). n/a n/a
Matthew J. Bromberg (1973) Assistant Secretary (since 2020) General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019- 2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016- 2019); and Partner of Reed Smith (law firm) (2015- 2016). n/a n/a
* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

49 

 

ETFMG Alternative Harvest ETF

 

Board of Trustees (Continued)

 

 

Name and Year
of Birth
Position(s) Held
with the Trust,
Term of Office
and Length of
Time Served
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen By
Trustee
Other
Directorships Held
by Trustee During
Past 5 Years
Terry Loebs (1963) Trustee (since 2014); Lead Independent Trustee (since 2020) Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011). 17 None
Eric Wiegel (1960) Trustee (since 2020) Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018). 17 None

 

50 

 

ETFMG TM ETFs

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)   The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with

 

Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)   The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)   The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)   The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so  by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)   The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)   The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S -P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

51 

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services

615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006

 

 

 

 

 




image

 




Annual Report

 

September 30, 2021

 

BlueStar Israel Technology ETF
Ticker: ITEQ

 











 

 

image

 

The fund is a series of ETF Managers Trust. 

 

 

BlueStar Israel Technology ETF

 

TABLE OF CONTENTS

September 30, 2021

 

 

 

Page

Shareholder Letter

2

 

 

Growth of $10,000 Investment

3

 

 

Top 10 Holdings

4

 

 

Important Disclosures and Key Risk Factors

5

 

 

Portfolio Allocations

6

 

 

Schedule of Investments

7

 

 

Statement of Assets and Liabilities

11

 

 

Statement of Operations

12

 

 

Statements of Changes in Net Assets

13

 

 

Financial Highlights

14

 

 

Notes to the Financial Statements

15

 

 

Report of Independent Registered Public Accounting Firm

24

 

 

Expense Example

25

 

 

Supplementary Information

26

 

 

Information About Portfolio Holdings

27

 

 

Information About Proxy Voting

27

 

 

Trustees and Officers Table

28

 

 

Privacy Policy

30

 

 

BlueStar Israel Technology ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the BlueStar Israel Technology Exchange-Traded Fund (“ITEQ” or the “Fund”). The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the BlueStar Israel Global Technology Index (the “Index”).

 

Over the 12-month period ending September 30, 2021, the total return for the Fund was 19.76% while the total return for the Index was 19.62%. The difference was primarily attributable to Fund expenses that are not a part of the Index. The best performers in the Fund on the basis of contribution to its return were Inmode Ltd., Kornit Digital Ltd., Novocure Ltd., Nice Ltd. and Solaredge Technologies Inc., while the worst performers were Wix.Com Ltd., Jfrog Ltd., Lemonade Inc., Nano-X Imaging Ltd. and Compugen Ltd.

 

During the reporting period, the Fund saw an average approximate allocation of 31.8% to Software, 15.6% to IT Services and 13.29% to Semiconductors & Semiconductor Equipment. The Fund was exposed predominately to Israel 50.6%, followed by the United States 48.1%.

 

We believe Israeli companies play an essential role in the global high technology value chain. Most technology users, from online shoppers to Fortune 500 companies, use Israeli technology applications and solutions every day without ever being aware of it. From cybersecurity and defense to clean energy and agriculture, Israeli innovations power some of the biggest names in the tech industry today.

 

Even in industries where Israeli companies do not have dominant individual market share, the collective footprint of Israeli companies is significant in many key technology subsectors, and Israel-based Research & Development and non-public companies are usually significant contributors to that same sub-industry’s ecosystem.

 

There is much ahead for Israeli Technology companies and we are thankful you have joined us. You can find further details about ITEQ by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS. (1-844-383-6477).

 

Sincerely,

 

Sincerely,

 

image

 

Samuel Masucci III

Chairman of the Board

 

2 

 

BlueStar Israel Technology ETF

Growth of $10,000 (Unaudited)

 image

 

Average Annual Returns
Year Ended September 30, 2021

 

1 Year
Return

 

 

5 Year
Return

 

 

Since
Inception
(11/2/2015)

 

 

Value of
$10,000
(9/30/2021)

 

BlueStar Israel Technology ETF (NAV)

 

 

19.76

%

 

 

21.38

%

 

 

18.26

%

 

$

26,953

 

BlueStar Israel Technology ETF (Market)

 

 

19.51

%

 

 

21.25

%

 

 

18.21

%

 

$

26,884

 

S&P 500 Index

 

 

30.00

%

 

 

16.90

%

 

 

15.10

%

 

$

22,962

 

BlueStar Israel Global Technology IndexTM

 

 

19.62

%

 

 

22.39

%

 

 

19.22

%

 

$

28,273

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 2, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

3 

 

BlueStar Israel Technology ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

 

 

Security

 

% of Total
Investments

1

 

Nice, Ltd.

 

8.45%

2

 

SolarEdge Technologies, Inc.

 

7.22%

3

 

Check Point Software Technologies, Ltd.

 

6.23%

4

 

Amdocs, Ltd.

 

5.35%

5

 

Wix.com, Ltd.

 

4.99%

6

 

Playtika Holding Corp.

 

3.83%

7

 

Varonis Systems, Inc.

 

3.77%

8

 

Fiverr International, Ltd.

 

3.68%

9

 

CyberArk Software, Ltd.

 

3.68%

10

 

Novocure, Ltd.

 

3.68%

 

 

 

 

 

 

 

Top Ten Holdings = 50.88% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

 

 

4 

BlueStar Israel Technology ETF

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

ITEQ

 

The BlueStar Israel Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the BlueStar Israel Global Technology Index (the “Index”).

 

The Fund invests in Israeli companies. Foreign investing involves special risks such as currency fluctuations and political uncertainty. Funds that invest in smaller companies may experience greater volatility. Funds that emphasize investments in technology generally will experience greater price volatility. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund.

 

ETF shares are not individually redeemable, and owners of the shares may acquire those shares from the Fund and tender those shares for redemption to the Fund in Creation Units only, in blocks of 50,000 shares.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

Distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with BlueStar Indexes.

5 

BlueStar Israel Technology ETF

 

PORTFOLIO ALLOCATIONS

As of September 30, 2021 (Unaudited)

 

 

 

 

BlueStar Israel Technology ETF

 

As a percent of Net Assets:

 

 

 

 

Gibraltar

 

 

0.9

%

Guernsey

 

 

6.1

 

Israel

 

 

62.4

 

Jersey

 

 

4.2

 

United Kingdom

 

 

0.6

 

United States

 

 

25.4

 

Short-Term and other Net Assets (Liabilities)

 

 

0.4

 

 

 

 

100.0

%

6 

 

BlueStar Israel Technology ETF

 

Schedule of Investments

September 30, 2021

 

 

 

 

Shares

 

 

Value

 

COMMON STOCKS - 99.6%

 

 

 

 

 

 

 

 

Gibraltar - 0.9%

 

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure - 0.9%

 

 

 

 

 

 

 

 

888 Holdings PLC

 

 

285,520

 

 

$

1,654,252

 

 

 

 

 

 

 

 

 

 

Guernsey - 6.1%

 

 

 

 

 

 

 

 

IT Services - 6.1%

 

 

 

 

 

 

 

 

Amdocs, Ltd.

 

 

153,763

 

 

 

11,641,398

 

 

 

 

 

 

 

 

 

 

Israel - 62.4%

 

 

 

 

 

 

 

 

Aerospace & Defense - 3.2%

 

 

 

 

 

 

 

 

Elbit Systems, Ltd.

 

 

37,097

 

 

 

5,403,543

 

RADA Electronic Industries, Ltd. (a)

 

 

77,133

 

 

 

820,695

 

Total Aerospace & Defense

 

 

 

 

 

 

6,224,238

 

Auto Components - 0.2%

 

 

 

 

 

 

 

 

Foresight Autonomous Holding, Ltd. - ADR (a)(b)

 

 

108,076

 

 

 

338,278

 

Biotechnology - 0.4%

 

 

 

 

 

 

 

 

Kamada, Ltd. (a)

 

 

66,594

 

 

 

353,425

 

UroGen Pharma, Ltd. (a)(b)

 

 

21,560

 

 

 

362,639

 

Total Biotechnology

 

 

 

 

 

 

716,064

 

Capital Markets - 0.2%

 

 

 

 

 

 

 

 

Electreon Wireless, Ltd. (a)

 

 

8,243

 

 

 

420,338

 

Communications Equipment - 2.8%

 

 

 

 

 

 

 

 

AudioCodes, Ltd.

 

 

36,320

 

 

 

1,181,853

 

BATM Advanced Communications, Ltd. (a)

 

 

444,396

 

 

 

538,901

 

Ceragon Networks, Ltd. (a)

 

 

127,283

 

 

 

444,218

 

Gilat Satellite Networks, Ltd.

 

 

60,468

 

 

 

542,794

 

Ituran Location and Control, Ltd.

 

 

21,592

 

 

 

548,221

 

Radware, Ltd. (a)

 

 

47,541

 

 

 

1,603,082

 

Silicom, Ltd. (a)

 

 

10,319

 

 

 

446,297

 

Total Communications Equipment

 

 

 

 

 

 

5,305,366

 

Diversified Financial Services - 1.2%

 

 

 

 

 

 

 

 

Plus500, Ltd.

 

 

126,670

 

 

 

2,372,385

 

Electrical Equipment - 0.2%

 

 

 

 

 

 

 

 

Augwind Energy Tech Storage, Ltd. (a)

 

 

23,991

 

 

 

346,029

 

Health Care Equipment & Supplies - 4.7%

 

 

 

 

 

 

 

 

Inmode, Ltd. (a)

 

 

50,151

 

 

 

7,996,577

 

Nano-X Imaging, Ltd. (a)(b)

 

 

46,168

 

 

 

1,038,780

 

Total Health Care Equipment & Supplies

 

 

 

 

 

 

9,035,357

 

Household Durables - 0.8%

 

 

 

 

 

 

 

 

Maytronics, Ltd.

 

 

61,208

 

 

 

1,447,837

 

Independent Power and Renewable Electricity

 

 

 

 

 

 

 

 

Producers - 2.0%

 

 

 

 

 

 

 

 

Doral Group Renewable Energy Resources, Ltd. (a)

 

 

94,030

 

 

 

343,868

 

Energix-Renewable Energies, Ltd.

 

 

320,832

 

 

 

1,360,373

 

Enlight Renewable Energy, Ltd. (a)

 

 

983,392

 

 

 

2,140,374

 

Total Independent Power and Renewable Electricity Producers

 

 

 

 

 

 

3,844,615

 

 

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

7 

BlueStar Israel Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

Internet & Direct Marketing Retail - 4.2%

 

 

 

 

 

 

 

 

Fiverr International, Ltd. (a)(b)

 

 

43,898

 

 

$

8,019,286

 

IT Services - 7.3%

 

 

 

 

 

 

 

 

Formula Systems 1985, Ltd.

 

 

11,018

 

 

 

1,077,894

 

Matrix IT, Ltd.

 

 

41,558

 

 

 

1,108,703

 

One Software Technologies, Ltd.

 

 

41,750

 

 

 

674,563

 

Splitit, Ltd. (a)(b)

 

 

836,534

 

 

 

257,028

 

Wix.com, Ltd. (a)

 

 

55,423

 

 

 

10,861,245

 

Total IT Services

 

 

 

 

 

 

13,979,433

 

Life Sciences Tools & Services - 0.3%

 

 

 

 

 

 

 

 

Compugen, Ltd. (a)(b)

 

 

105,976

 

 

 

632,677

 

Machinery - 3.6%

 

 

 

 

 

 

 

 

Kornit Digital, Ltd. (a)

 

 

47,706

 

 

 

6,904,967

 

Media - 0.9%

 

 

 

 

 

 

 

 

Perion Network, Ltd. (a)

 

 

46,573

 

 

 

807,110

 

Tremor International, Ltd. (a)

 

 

94,609

 

 

 

864,289

 

Total Media

 

 

 

 

 

 

1,671,399

 

Pharmaceuticals - 0.1%

 

 

 

 

 

 

 

 

Redhill Biopharma, Ltd. - ADR (a)(b)

 

 

55,930

 

 

 

256,159

 

Semiconductors & Semiconductor Equipment - 4.1%

 

 

 

 

 

 

 

 

Camtek, Ltd. (a)

 

 

32,435

 

 

 

1,313,942

 

Nova Measuring Instruments, Ltd. (a)

 

 

25,567

 

 

 

2,600,356

 

Tower Semiconductor, Ltd. (a)

 

 

129,106

 

 

 

3,896,066

 

Total Semiconductors & Semiconductor Equipment

 

 

 

 

 

 

7,810,364

 

Software - 24.4% (d)

 

 

 

 

 

 

 

 

Allot Communications, Ltd. (a)

 

 

37,701

 

 

 

560,237

 

Check Point Software Technologies, Ltd. (a)

 

 

119,939

 

 

 

13,557,904

 

Cognyte Software, Ltd. (a)

 

 

95,685

 

 

 

1,966,327

 

CyberArk Software, Ltd. (a)

 

 

50,761

 

 

 

8,011,101

 

Hilan, Ltd.

 

 

18,110

 

 

 

1,022,355

 

Jfrog, Ltd. (a)(b)

 

 

66,261

 

 

 

2,219,744

 

Magic Software Enterprises, Ltd.

 

 

34,765

 

 

 

689,919

 

Nice, Ltd. (a)

 

 

65,920

 

 

 

18,402,270

 

Tufin Software Technologies, Ltd. (a)

 

 

44,238

 

 

 

434,860

 

Total Software

 

 

 

 

 

 

46,864,717

 

Technology Hardware, Storage & Peripherals - 1.8%

 

 

 

 

 

 

 

 

Nano Dimension, Ltd. - ADR (a)(b)

 

 

365,572

 

 

 

2,061,826

 

Stratasys, Ltd. (a)

 

 

62,720

 

 

 

1,349,734

 

Total Technology Hardware, Storage & Peripherals

 

 

 

 

 

 

3,411,560

 

Total Israel

 

 

 

 

 

 

119,601,069

 

 

 

 

 

 

 

 

 

 

Jersey - 4.2%

 

 

 

 

 

 

 

 

Health Care Equipment & Supplies - 4.2%

 

 

 

 

 

 

 

 

Novocure, Ltd. (a)

 

 

68,898

 

 

 

8,003,880

 

 

 

 

 

 

 

 

 

 

United Kingdom - 0.6%

 

 

 

 

 

 

 

 

Software - 0.6% (d)

 

 

 

 

 

 

 

 

Sapiens International Corp. NV

 

 

41,550

 

 

 

1,205,020

 

 

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

8 

BlueStar Israel Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

United States - 25.4%

 

 

 

 

 

 

 

 

Biotechnology - 0.0% (e)

 

 

 

 

 

 

 

 

Pluristem Therapeutics, Inc. (a)

 

 

1

 

 

$

2

 

Electronic Equipment, Instruments & Components - 0.5%

 

 

 

 

 

 

 

 

Powerfleet, Inc. (a)

 

 

52,765

 

 

 

353,526

 

Vishay Precision Group, Inc. (a)

 

 

15,243

 

 

 

529,999

 

Total Electronic Equipment, Instruments & Components

 

 

 

 

 

 

 883,525

 

Entertainment - 4.3%

 

 

 

 

 

 

 

 

Playtika Holding Corp. (a)(b)

 

 

301,732

 

 

 

8,336,855

 

Independent Power and Renewable Electricity Producers - 1.4%

 

 

 

 

 

 

 

 

Ormat Technologies, Inc.

 

 

39,527

 

 

 

2,669,095

 

Insurance - 1.6%

 

 

 

 

 

 

 

 

Lemonade, Inc. (a)(b)

 

 

47,332

 

 

 

3,171,718

 

Pharmaceuticals - 0.6%

 

 

 

 

 

 

 

 

Oramed Pharmaceuticals, Inc. (a)

 

 

49,924

 

 

 

1,097,330

 

Semiconductors & Semiconductor Equipment - 9.1%

 

 

 

 

 

 

 

 

CEVA, Inc. (a)

 

 

26,516

 

 

 

1,131,438

 

DSP Group, Inc. (a)

 

 

32,642

 

 

 

715,186

 

SolarEdge Technologies, Inc. (a)

 

 

59,248

 

 

 

15,713,755

 

Total Semiconductors & Semiconductor Equipment

 

 

 

 

 

 

 17,560,379

 

Software - 7.9% (d)

 

 

 

 

 

 

 

 

LivePerson, Inc. (a)

 

 

59,335

 

 

 

3,496,844

 

Varonis Systems, Inc. (a)

 

 

135,101

 

 

 

8,220,895

 

Verint Systems, Inc. (a)

 

 

75,013

 

 

 

3,359,832

 

Total Software

 

 

 

 

 

 

 15,077,571

 

Total United States

 

 

 

 

 

 

 48,796,475

 

TOTAL COMMON STOCKS (Cost $159,514,708)

 

 

 

 

 

 

 190,902,094

 

 

 

 

 

 

 

 

 

 

INVESTMENTS PURCHASED WITH PROCEEDS FROM

 

 

 

 

 

 

 

 

SECURITIES LENDING COLLATERAL - 13.6%

 

 

 

 

 

 

 

 

Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)

 

 

26,121,942

 

 

 

26,121,942

 

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLATTERAL (Cost $26,121,942)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHORT-TERM INVESTMENTS - 0.4%

 

 

 

 

 

 

 

 

Money Market Funds - 0.4%

 

 

 

 

 

 

 

 

First American Government Obligations Fund - Class X, 0.03% (c)

 

 

753,919

 

 

 

753,919

 

TOTAL SHORT-TERM INVESTMENTS (Cost $753,919)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Investments (Cost $186,390,569) - 113.6%

 

 

 

 

 

 

217,777,955

 

Liabilities in Excess of Other Assets - (13.6)%

 

 

 

 

 

 

(26,105,351

)

TOTAL NET ASSETS - 100.0%

 

 

 

 

 

$

191,672,604

 

 

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

9 

BlueStar Israel Technology ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

Percentages are stated as a percent of net assets.

 

ADR

American Depositary Receipt

PLC

Public Limited Company

(a)

Non-income producing security.

(b)

All or a portion of this security was out on loan at September 30, 2021.

(c)

The rate shown is the annualized seven-day yield at period end.

(d)

As of September 30, 2021, the Fund had a significant portion of its assets invested in the Software Industry.

(e)

Amount is less than 0.05%.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

10 

BlueStar Israel Technology ETF

 

STATEMENT OF ASSETS AND LIABILITIES

As of September 30, 2021

 

 

 

 

BlueStar Israel Technology ETF

 

ASSETS

 

 

 

 

Investments in securities, at value*

 

$

217,777,955

 

Foreign currency*

 

 

204

 

Receivables:

 

 

 

 

Dividends and interest receivable

 

 

129,875

 

Securities lending income receivable

 

 

13,162

 

Total Assets

 

 

217,921,196

 

 

 

 

 

 

LIABILITIES

 

 

 

 

Collateral received for securities loaned (Note 7)

 

 

26,121,942

 

Payables:

 

 

 

 

Unitary fees payable

 

 

126,650

 

Total Liabilities

 

 

26,248,592

 

Net Assets

 

$

191,672,604

 

 

 

 

 

 

NET ASSETS CONSIST OF:

 

 

 

 

Paid-in capital

 

$

170,046,421

 

Total distributable earnings

 

 

21,626,183

 

Net Assets

 

$

191,672,604

 

 

 

 

 

 

*Identified Cost:

 

 

 

 

Investments in securities

 

$

186,390,569

 

Foreign currency

 

 

211

 

 

 

 

 

 

Shares Outstanding^

 

 

2,900,000

 

Net Asset Value, Offering and Redemption Price per Share

 

$

66.09

 

 

^ No par value, unlimited number of shares authorized

 

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

11 

BlueStar Israel Technology ETF

 

STATEMENT OF OPERATIONS

For the Year Ended September 30, 2021

 

 

 

 

BlueStar Israel Technology ETF

 

INVESTMENT INCOME

 

 

 

 

Income:

 

 

 

 

Dividends from securities (net of foreign withholdings tax and issuance fees of $130,169)

 

$

807,742

 

Interest

 

 

130

 

Securities lending income

 

 

578,072

 

Total Investment Income

 

 

1,385,944

 

 

 

 

 

 

Expenses:

 

 

 

 

Unitary Fees

 

 

1,426,441

 

Total Expenses

 

 

1,426,441

 

Net Investment Loss

 

 

(40,497

)

 

 

 

 

 

REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS

 

 

 

 

Net Realized Gain (Loss) on:

 

 

 

 

Unaffiliated investments

 

 

(7,166,939

)

Affiliated investments

 

 

(23,355

)

In-Kind redemptions

 

 

33,685,035

 

Foreign currency and foreign currency translation

 

 

(26,324

)

Net Realized Gain on Investments and In-Kind Redemptions

 

 

26,468,417

 

Net Change in Unrealized Appreciation/Depreciation of:

 

 

 

 

Unaffiliated investments

 

 

(4,615,807

)

Affiliated investments

 

 

23,606

 

Foreign currency and foreign currency translation

 

 

(4

)

Net Change in Unrealized Appreciation/Depreciation of Investments

 

 

(4,592,205

)

Net Realized and Unrealized Gain on Investments

 

 

21,876,212

 

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

 

$

21,835,715

 

 

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

12 

BlueStar Israel Technology ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

OPERATIONS

 

 

 

 

 

 

 

 

Net investment loss

 

$

(40,497

)

 

$

(117,631

)

Net realized gain on investments and in-kind redemptions

 

 

26,468,417

 

 

 

8,325,852

 

Net change in unrealized appreciation/depreciation of

 

 

 

 

 

 

 

 

investments

 

 

(4,592,205

)

 

 

23,883,271

 

Net increase in net assets resulting from operations

 

 

21,835,715

 

 

 

32,091,492

 

 

 

 

 

 

 

 

 

 

DISTRIBUTIONS TO SHAREHOLDERS

 

 

 

 

 

 

 

 

Total distributions from distributable earnings

 

 

(1,110,500

)

 

 

 

 

 

 

 

 

 

 

 

 

CAPITAL SHARE TRANSACTIONS

 

 

 

 

 

 

 

 

Net increase in net assets derived from net change in outstanding

 

 

 

 

 

 

 

 

shares

 

 

43,145,340

 

 

 

21,863,905

 

Net increase in net assets

 

 

63,870,555

 

 

 

53,955,397

 

 

 

 

 

 

 

 

 

 

NET ASSETS

 

 

 

 

 

 

 

 

Beginning of Year

 

 

127,802,049

 

 

 

73,846,652

 

End of Year

 

$

191,672,604

 

 

$

127,802,049

 

 

Summary of share transactions is as follows:

 

 

 

Year Ended
September 30, 2021

 

 

Year Ended
September 30, 2020

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

Shares Sold

 

 

1,500,000

 

 

$

103,500,515

 

 

 

900,000

 

 

$

42,363,755

 

Shares Redeemed

 

 

(900,000

)

 

 

(60,355,175

)

 

 

(450,000

)

 

 

(20,499,850

)

Net Transactions in Fund Shares

 

 

600,000

 

 

$

43,145,340

 

 

 

450,000

 

 

$

21,863,905

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Shares

 

 

2,300,000

 

 

 

 

 

 

 

1,850,000

 

 

 

 

 

Ending Shares

 

 

2,900,000

 

 

 

 

 

 

 

2,300,000

 

 

 

 

 

 

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

13 

BlueStar Israel Technology ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year

 

 

 

 

Year Ended
September
30,
2021

 

 

Year Ended
September
30,
2020

 

 

Year Ended
September
30, 2019

 

 

Year Ended
September
30,
2018

 

 

Year Ended
September
30,
2017

 

Net Asset Value, Beginning of Year

 

$

55.57

 

 

$

39.92

 

 

$

36.03

 

 

$

31.38

 

 

$

25.58

 

Income (Loss) from Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income (loss)

 

 

(0.01

)

 

 

(0.06

)

 

 

(0.04

)

 

 

0.04

 

 

 

0.02

 

Net realized and unrealized gain on investments

 

 

10.97

 

 

 

15.71

 

 

 

4.03

 

 

 

4.78

 

 

 

5.87

 

Total from investment operations

 

 

10.96

 

 

 

15.65

 

 

 

3.99

 

 

 

4.82

 

 

 

5.89

 

Less Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions from net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

investment income

 

 

(0.44

)

 

 

 

 

 

(0.09

)

 

 

(0.17

)

 

 

(0.09

)

Return of Capital

 

 

 

 

 

 

 

 

(0.01

)

 

 

 

 

 

 

Total Distributions

 

 

(0.44

)

 

 

 

 

 

(0.10

)

 

 

(0.17

)

 

 

(0.09

)

Net Asset Value, end of year

 

$

66.09

 

 

$

55.57

 

 

$

39.92

 

 

$

36.03

 

 

$

31.38

 

Total Return

 

 

19.76

%

 

 

39.20

%

 

 

11.17

%

 

 

15.41

%

 

 

23.16

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios/Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets at end of year (000’s)

 

$

191,673

 

 

$

127,802

 

 

$

73,847

 

 

$

61,243

 

 

$

23,538

 

Expenses to Average Net Assets

 

 

0.75

%

 

 

0.75

%

 

 

0.75

%

 

 

0.75

%

 

 

0.75

%

Net Investment Income (Loss) to Average Net Assets

 

 

-0.02

%

 

 

-0.12

%

 

 

-0.12

%

 

 

0.12

%

 

 

0.07

%

Portfolio Turnover Rate

 

 

21

%

 

 

19

%

 

 

24

%

 

 

11

%

 

 

19

%

 

1

Calculated based on average shares outstanding during the year.

 

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

14 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

BlueStar Israel Technology ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the BlueStar Israel Global Technology IndexTM (BIGITechTM” or the “Index”). The Fund commenced operations on November 2, 2015.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NASDAQ Stock Market, LLC. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC.

15 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

A.

Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations. As of September 30, 2021, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

Level 1

Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 

 

Level 2

Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

 

Level 3

Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

16 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The following is a summary of the inputs used to value the Fund’s net assets as of September 30, 2021:

 

BlueStar Israel Technology ETF

 

Assets^

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Common Stocks

 

$

190,902,094

 

 

$

 

 

$

 

 

$

190,902,094

 

Short-Term Investments

 

 

753,919

 

 

 

 

 

 

 

 

 

753,919

 

Investments Purchased with Securities Lending Collateral*

 

 

 

 

 

 

 

 

 

 

 

26,121,942

 

Total Investments in Securities

 

$

191,656,013

 

 

$

 

 

$

 

 

$

217,777,955

 

 

^ See Schedule of Investments for classifications by country and industry.

 

* Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 

B.

Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 

C.

Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

17 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

D.

Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E.

Distributions to Shareholders. Distributions to shareholders from net investment income, if any are generally declared and paid by the Fund on a quarterly basis. Net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 

G.

Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV share.

 

H.

Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

Investing in the BlueStar Israel Technology ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Fund is not actively managed. Therefore, the Fund follows the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Fund does not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Fund’s expenses, the Fund’s performance may be below that of its index.

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

18 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Fund’s or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust.

 

Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.75% of the Fund’s average daily net assets. Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

19 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The Advisor has entered into an Agreement with BlueStar Global Investors LLC ( “BlueStar”), under which BlueStar agrees to sublicense the use of the Underlying Index from BlueStar Indexes for use by the Advisor and the Fund. BlueStar also provides marketing support for the Fund, including distributing marketing materials related to the Fund. BlueStar does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund. Additionally, BlueStar is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.

 

U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (the “Administrator”), provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b- 1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the year ended September 30, 2021, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the year ended September 30, 2021:

 

 

 

Purchases

 

 

Sales

 

BlueStar Israel Technology ETF

 

$

39,166,477

 

 

$

45,537,775

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2021:

 

 

 

Purchases In-Kind

 

 

Sales In-Kind

 

BlueStar Israel Technology ETF

 

$

102,388,477

 

 

$

56,618,453

 

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations for the year ended September 30, 2021.

20 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

NOTE 7 — SECURITIES LENDING

 

The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earns interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations, either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, all such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies in which the Fund may invest cash collateral can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of September 30, 2021, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund

 

Values of Securities on Loan

 

 

Fund Collateral Received*

 

BlueStar Israel Technology ETF

 

$

25,435,625

 

 

$

26,121,942

 

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, an investment with an overnight and continuous maturity, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

 

 

Cost

 

 

Gross Unrealized Appreciation

 

 

Gross Unrealized Depreciation

 

 

Net Unrealized Appreciation (Depreciation)

 

BlueStar Israel Technology ETF

 

$

190,434,738

 

 

$

45,823,728

 

 

$

(18,480,511

)

 

$

27,343,217

 

21 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

 

 

Undistributed Ordinary Income

 

 

Undistributed Long-Term Gain

 

 

Total Distributable Earnings

 

 

Other Accumulated (Loss)

 

 

Total Accumulated Gain

 

BlueStar Israel Technology ETF

 

$

 

 

$

 

 

$

 

 

$

(5,717,034

)

 

$

21,626,183

 

 

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

 

 

Capital Loss Carryover ST

 

 

Capital Loss Carryover LT

 

 

Expires

 

BlueStar Israel Technology ETF

 

$

(4,365,558

)

 

$

(1,351,476

)

 

 

Indefinite

 

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

 

 

Late Year Ordinary Loss

 

 

Post-October Capital Loss

 

BlueStar Israel Technology ETF

 

 

None

 

 

 

None

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

 

 

Total Distributable Earnings/(Loss)

 

 

Paid-In Capital

 

BlueStar Israel Technology ETF

 

$

(31,660,601

)

 

$

31,660,601

 

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2021 and September 30, 2020 are as follows:

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

 

 

From Ordinary Income

 

 

From Return of Capital

 

 

From Ordinary Income

 

 

From Capital Gains

 

BlueStar Israel Technology ETF

 

$

993,321

 

 

$

117,179

 

 

$

 

 

$

 

 

NOTE 9 – INVESTMENTS IN AFFILIATES

 

BlueStar Israel Technology ETF

 

BlueStar Israel Technology ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF was deemed to be an affiliate of the Fund as defined by the 1940 Act during the year ended September 30, 2021, however was no longer held as of September 30, 2021. Transactions during the period in this security was as follows:

22 

BlueStar Israel Technology ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Security Name

 

Value, at September 30, 2020

 

 

Purchases

 

 

Sales

 

 

Realized Gain (Loss)

 

 

Change in Unrealized Appreciation (Depreciation)

 

 

Dividend Income

 

 

Value, at September 30, 2021

 

 

Ending Shares

 

ETFMG Sit Ultra Short ETF

 

$

2,489,250

 

 

$

 

 

$

2,489,501

 

 

$

(23,355

)

 

$

23,606

 

 

$

 

 

$

 

 

$

 

 

NOTE 10 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements.

23 

BlueStar Israel Technology ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of BlueStar Israel Technology ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of BlueStar Israel Technology ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2021, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2021, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, NY

November 29, 2021

24 

BlueStar Israel Technology ETF

 

EXPENSE EXAMPLE

Six Months Ended September 30, 2021 (Unaudited)

 

 

As a shareholder of BlueStar Israel Technology ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2021 to September 30, 2021).

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

BlueStar Israel Technology ETF

 

 

 

Beginning
Account
Value
April 1,
2021

 

 

Ending
Account
Value
September 30,
2021

 

 

Expenses
Paid
During
The Period^

 

 

Annualized
Expense
Ratio

During

Period
April 1, 2021
to
September 30,
2021

 

Actual

 

$

1,000.00

 

 

$

1,019.00

 

 

$

3.80

 

 

 

0.75

%

                                 

Hypothetical (5% annual)

 

$

1,000.00

 

 

$

1,021.31

 

 

$

3.80

 

 

 

0.75

%

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365 (to reflect the period from April 1, 2021 to September 30, 2021).

25 

BlueStar Israel Technology ETF

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.iteqetf.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

Fund Name

QDI

BlueStar Israel Technology ETF

41.70%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

Fund Name

DRD

BlueStar Israel Technology ETF

12.20%

 

Short Term Capital Gain

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund was as follows:

Fund Name

Short-Term Capital

BlueStar Israel Technology ETF

0.00%

 

Pursuant to Section 853 of the Internal Revenue Code, the Fund designated the following amounts as foreign taxes paid for the year ended September 30, 2021. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

 

Fund

 

Gross Foreign Source Income

 

 

Foreign Taxes Passthrough

 

 

Gross Foreign
Source
Income

 

 

Foreign Taxes Passthrough

 

 

Shares Outstanding at 9/30/21

 

BlueStar Israel Technology ETF

 

 

905,107

 

 

 

128,882

 

 

 

0.31210579

 

 

 

0.04444216

 

 

 

2,900,000

 

 

Foreign taxes paid or withheld should be included to taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

 

Above figures may differ from those cited elsewhere in this report due to difference in the calculation of income and gains under GAAP purposes and Internal Revenue Service purposes.

26 

BlueStar Israel Technology ETF

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited) (Continued)

 

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.iteqetf.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on the Fund’s website www.iteqetf.com daily.

 

NOTE 4 - INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.iteqetf.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1- 844-ETF-MGRS (1-844-383-6477) or by visiting www.iteqetf.com. Read the prospectus carefully before investing.

27 

BlueStar Israel Technology ETF

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth

Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen By Trustee

Other Directorships Held by Trustee During Past 5 Years

Interested Trustee and Officers

Samuel Masucci, III (1962)

Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014)

Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator).

17

None

John A. Flanagan, (1946)

Treasurer (since 2015)

President, John A. Flanagan CPA, LLC (accounting services) (since

2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015).

n/a

n/a

Reshma A. Tanczos (1978)

Chief Compliance Officer (since 2016)

Chief Compliance Officer of ETFMG Financial LLC (since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016).

n/a

n/a

Matthew J. Bromberg (1973)

Assistant Secretary (since 2020)

General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016- 2019); and Partner of Reed Smith (law firm) (2015-2016).

n/a

n/a

* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

28 

BlueStar Israel Technology ETF

 

Board of Trustees (Continued)

 

 

Name and Year of Birth

Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen By Trustee

Other Directorships Held by Trustee During Past 5 Years

Terry Loebs (1963)

Trustee (since 2014); Lead Independent Trustee (since 2020)

Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011).

17

None

Eric Wiegel (1960)

Trustee (since 2020)

Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018).

17

None

29 

BlueStar Israel Technology ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)     The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)     The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)     The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)     The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1)     The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2)     The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3)     The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

30 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services 615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006


 


 



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Annual Report

 

September 30, 2021

 

Etho Climate Leadership U.S. ETF

Ticker: ETHO

 









 

 

image

 

The fund is a series of ETF Managers Trust.

  

 

 

Etho Climate Leadership U.S. ETF

 

TABLE OF CONTENTS
September 30, 2021

 

 

Page

Shareholder Letter

2

   

Growth of $10,000 Investment

3

   

Top 10 Holdings

4

   

Important Disclosures and Key Risk Factors

5

   

Portfolio Allocations

6

   

Schedule of Investments

7

   

Statement of Assets and Liabilities

16

   

Statement of Operations

17

   

Statements of Changes in Net Assets

18

   

Financial Highlights

19

   

Notes to the Financial Statements

20

   

Report of Independent Registered Public Accounting Firm

29

   

Expense Example

30

   

Supplementary Information

31

   

Information About Portfolio Holdings

31

   

Information About Proxy Voting

31

   

Trustees and Officers Table

32

   

Privacy Policy

34

  

1 

 

Etho Climate Leadership U.S. ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the Etho Climate Leadership U.S. Exchange-Traded Fund (“ETHO” or the “Fund”). The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index – U.S. (the “Index”).

 

For the fiscal period ended September 30, 2021, the total return for the Fund was 35.48% while the total return for the Index was 35.09%. The best performers in the Fund on the basis of contribution to its return were Sunpower Corp., Tesla Inc., Wesco International Inc., SVB Financial Group and Genmark Diagnostics Inc., while the worst performers Zoom Video Communications-A, Beyond Meat Inc., Teladoc Health Inc., Romeo Power Inc. and Quantumscape Corp.

 

During the reporting period, the Fund saw an average approximate allocation of 9.8% to Semiconductors & Semiconductor Equipment, 6.9% to Software, 5.2% to IT Services and 5.1% to Health Care Equipment & Supplies and 5.0% to Machinery. The Fund invests in the United States.

 

As you may know, the Etho Climate Leadership U.S. ETF offers broad diversification across companies that have demonstrated efficiency and leadership with their use of resources and their supply chains when compared to industry peers. The Fund holds roughly 265 equities equally weighted (at the time of rebalance) and results in a carbon emissions profile that is, on average, 50-70% lower per dollar invested than conventional U.S. benchmark indices.1 ETHO avoids investment in any direct fossil fuel companies, as well as enablers of that industry, along with a series of other unsustainable industries such as Tobacco/Weapons/Gambling, etc. Equal weighting of the Fund allows for the elimination of equities that do not meet ETHO’s standards without there being a significant impact on the diversification or performance of the Fund. It also creates broad exposure to both the sectors and factors that potentially make for greater stability and higher performance.

 

There is much ahead for environmentally sustainable and socially responsible investing. We are thankful you have joined us by investing in the Etho Climate Leadership U.S. ETF. You can find further details about ETHO by visiting www.etfmg.com, or by calling 1- 844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

image

 

Samuel Masucci III

Chairman of the Board

 

 

 

1 Etho Capital. www.ethocapital.com 

 

2 

 

Etho Climate Leadership U.S. ETF

Growth of $10,000 (Unaudited)

 image

  

Average Annual Returns
Year Ended September 30, 2021

 

1 Year
Return

 

 

5 Year
Return

 

 

Since
Inception (11/18/2015)

 

 

Value of
$10,000
(9/30/2021)

 

Etho Climate Leadership U.S. ETF (NAV)

 

 

35.48

%

 

 

18.19

%

 

 

16.91

%

 

$

25,009

 

Etho Climate Leadership U.S. ETF (Market)

 

 

35.30

%

 

 

18.25

%

 

 

16.93

%

 

$

25,036

 

S&P 500 Index

 

 

30.00

%

 

 

16.90

%

 

 

15.37

%

 

$

23,145

 

Etho Climate Leadership Index - U.S.

 

 

35.09

%

 

 

17.68

%

 

 

16.36

%

 

$

24,333

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more of less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on November 18, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The Index Returns do not reflect fees or expenses and are not available for direct investment. 

 

3 

 

Etho Climate Leadership U.S. ETF

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

 

Security

 

% of Total
Investments

1

 

American National Group, Inc.

0.55%

2

 

Gartner, Inc.

0.52%

3

 

Herc Holdings, Inc.

0.50%

4

 

AMN Healthcare Services, Inc.

0.48%

5

 

NVIDIA Corp.

0.48%

6

 

DexCom, Inc.

0.47%

7

 

West Pharmaceutical Services, Inc.

0.47%

8

 

MSCI, Inc.

0.45%

9

 

Watts Water Technologies, Inc. - Class A

0.44%

10

 

Intuit, Inc.

0.44%

       
    Top Ten Holdings 4.80% of Total Investments  
    * Current Fund holdings may not be indicative of future Fund holdings.  

  

4 

 

Etho Climate Leadership U.S. ETF

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

ETHO

 

The ETHO Climate Leadership US ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index (the “Index”).

 

The Fund’s return may not match or achieve a high degree of correlation with the return of the Etho Climate Leadership Index — US.

 

To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index.

 

Unlike with an actively managed fund, the Fund’s adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather- related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC serves as the investment adviser to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. Both ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG Financial LLC is not affiliated with Etho Capital.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country. 

 

5 

 

Etho Climate Leadership U.S. ETF

 

PORTFOLIO ALLOCATIONS

As of September 30, 2021 (Unaudited)

 

 

 

Etho Climate Leadership U.S. ETF

 

As a percent of Net Assets:

 

 

 

 

Guernsey

 

 

0.4

%

United States

 

 

99.1

 

Short-Term and other Net Assets (Liabilities)

 

 

0.5

 

 

 

 

100.0

%

  

6 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021

 

 

 

Shares

 

 

Value

 

COMMON STOCKS - 99.5%

 

 

 

 

 

 

Guernsey - 0.4%

 

 

 

 

 

 

 

 

IT Services - 0.4%

 

 

 

 

 

 

 

 

Amdocs, Ltd.

 

 

9,320

 

 

$

705,617

 

United States - 99.1%

 

 

 

 

 

 

 

 

Air Freight & Logistics - 0.4%

 

 

 

 

 

 

 

 

United Parcel Service, Inc. - Class B

 

 

3,855

 

 

 

701,996

 

Auto Components - 1.1%

 

 

 

 

 

 

 

 

BorgWarner, Inc. (b)

 

 

14,110

 

 

 

609,693

 

Gentex Corp.

 

 

18,290

 

 

 

603,204

 

QuantumScape Corp. (a)(b)

 

 

14,543

 

 

 

356,885

 

XL Fleet Corp. (a)(b)

 

 

72,472

 

 

 

446,428

 

Total Auto Components

 

 

 

 

 

 

2,016,210

 

Automobiles - 1.3%

 

 

 

 

 

 

 

 

Canoo, Inc. (a)(b)

 

 

72,072

 

 

 

554,234

 

Fisker, Inc. (a)(b)

 

 

37,792

 

 

 

553,653

 

Lordstown Motors Corp. - Class A (a)(b)

 

 

55,293

 

 

 

441,238

 

Tesla, Inc. (a)

 

 

974

 

 

 

755,317

 

Total Automobiles

 

 

 

 

 

 

2,304,442

 

Banks - 3.0%

 

 

 

 

 

 

 

 

Amalgamated Financial Corp.

 

 

39,507

 

 

 

625,001

 

Bank of Hawaii Corp.

 

 

7,352

 

 

 

604,114

 

Commerce Bancshares, Inc.

 

 

8,537

 

 

 

594,858

 

Cullen/Frost Bankers, Inc. (b)

 

 

6,035

 

 

 

715,872

 

First Horizon Corp. (b)

 

 

38,969

 

 

 

634,805

 

South State Corp. (b)

 

 

8,360

 

 

 

624,241

 

SVB Financial Group (a)

 

 

1,316

 

 

 

851,294

 

Truist Financial Corp.

 

 

11,283

 

 

 

661,748

 

Total Banks

 

 

 

 

 

 

5,311,933

 

Biotechnology - 2.3%

 

 

 

 

 

 

 

 

Agios Pharmaceuticals, Inc. (a)(b)

 

 

12,603

 

 

 

581,628

 

Alnylam Pharmaceuticals, Inc. (a)

 

 

4,608

 

 

 

870,036

 

Avita Medical, Inc. (a)(b)

 

 

32,836

 

 

 

581,854

 

Biogen, Inc. (a)

 

 

2,325

 

 

 

657,952

 

Seagen, Inc. (a)

 

 

4,687

 

 

 

795,853

 

Vertex Pharmaceuticals, Inc. (a)

 

 

3,028

 

 

 

549,249

 

Total Biotechnology

 

 

 

 

 

 

4,036,572

 

Building Products - 2.9%

 

 

 

 

 

 

 

 

A.O. Smith Corp.

 

 

9,677

 

 

 

590,974

 

Advanced Drainage Systems, Inc. (b)

 

 

6,303

 

 

 

681,796

 

Armstrong World Industries, Inc.

 

 

7,242

 

 

 

691,394

 

Fortune Brands Home & Security, Inc.

 

 

6,815

 

 

 

609,397

 

Lennox International, Inc. (b)

 

 

2,091

 

 

 

615,109

 

Masco Corp.

 

 

10,923

 

 

 

606,773

 

Simpson Manufacturing Co., Inc.

 

 

6,283

 

 

 

672,093

 

Trex Co., Inc. (a)(b)

 

 

7,109

 

 

 

724,620

 

Total Building Products

 

 

 

 

 

 

5,192,156

 

 

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

 

7 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Capital Markets - 3.7%                

Affiliated Managers Group, Inc.

 

 

4,366

 

 

$

659,659

 

Ares Management Corp. - Class A

 

 

11,729

 

 

 

865,951

 

Charles Schwab Corp.

 

 

10,020

 

 

 

729,857

 

Interactive Brokers Group, Inc. - Class A

 

 

8,928

 

 

 

556,572

 

KKR & Co, Inc.

 

 

13,366

 

 

 

813,722

 

MarketAxess Holdings, Inc. (b)

 

 

1,308

 

 

 

550,263

 

MSCI, Inc.

 

 

1,554

 

 

 

945,359

 

Northern Trust Corp.

 

 

6,244

 

 

 

673,166

 

T. Rowe Price Group, Inc.

 

 

3,861

 

 

 

759,459

 

Total Capital Markets

 

 

 

 

 

 

6,554,008 

 

Chemicals - 0.4%

 

 

 

 

 

 

 

 

Ecolab, Inc.

 

 

3,048

 

 

 

635,874

 

Commercial Services & Supplies - 2.0%

 

 

 

 

 

 

 

 

Cintas Corp.

 

 

1,911

 

 

 

727,441

 

Clean Harbors, Inc. (a)

 

 

7,742

 

 

 

804,162

 

Copart, Inc. (a)

 

 

5,990

 

 

 

830,932

 

Rollins, Inc.

 

 

18,964

 

 

 

669,998

 

Steelcase, Inc. - Class A

 

 

45,529

 

 

 

577,308

 

Total Commercial Services & Supplies

 

 

 

 

 

 

3,609,841 

 

Communications Equipment - 1.6%

 

 

 

 

 

 

 

 

Arista Networks, Inc. (a)(b)

 

 

2,154

 

 

 

740,201

 

Cisco Systems, Inc.

 

 

12,646

 

 

 

688,322

 

F5 Networks, Inc. (a)

 

 

3,120

 

 

 

620,194

 

Motorola Solutions, Inc.

 

 

3,474

 

 

 

807,079

 

Total Communications Equipment

 

 

 

 

 

 

2,855,796 

 

Construction & Engineering - 0.8%

 

 

 

 

 

 

 

 

Ameresco, Inc. - Class A (a)

 

 

13,383

 

 

 

781,968

 

EMCOR Group, Inc.

 

 

5,810

 

 

 

670,358

 

Total Construction & Engineering

 

 

   

 

 

1,452,326 

 

Construction Materials - 0.4%

 

 

 

 

 

 

 

 

Vulcan Materials Co.

 

 

3,867

 

 

 

654,142

 

Consumer Finance - 1.6%

 

 

 

 

 

 

 

 

American Express Co.

 

 

4,608

 

 

 

771,978

 

Discover Financial Services

 

 

6,887

 

 

 

846,069

 

PROG Holdings, Inc.

 

 

15,033

 

 

 

631,536

 

SLM Corp.

 

 

36,294

 

 

 

638,774

 

Total Consumer Finance

 

 

 

 

 

 

2,888,357

 

Containers & Packaging - 1.5%

 

 

 

 

 

 

 

 

AptarGroup, Inc.

 

 

4,610

 

 

 

550,204

 

Avery Dennison Corp.

 

 

3,558

 

 

 

737,252

 

Crown Holdings, Inc.

 

 

6,724

 

 

 

677,645

 

Packaging Corp of America

 

 

4,885

 

 

 

671,394

 

Total Containers & Packaging

 

 

 

 

 

 

2,636,495 

 

Distributors - 1.3%

 

 

 

 

 

 

 

 

Genuine Parts Co.

 

 

5,680

 

 

 

688,586

 

LKQ Corp. (a)(b)

 

 

15,374

 

 

 

773,620

 

Pool Corp.

 

 

1,889

 

 

 

820,601

 

Total Distributors

 

 

 

 

 

 

2,282,807 

 

 

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

 

8 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Diversified Financial Services - 0.6%                

Cannae Holdings, Inc. (a)

 

 

16,425

 

 

$

510,982

 

Voya Financial, Inc.

 

 

10,263

 

 

 

630,045

 

Total Diversified Financial Services

 

 

 

 

 

 

1,141,027

 

Diversified Telecommunication Services - 1.0%

 

 

 

 

 

 

 

 

AT&T, Inc.

 

 

21,772

 

 

 

588,062

 

ATN International, Inc.

 

 

13,283

 

 

 

622,308

 

Verizon Communications, Inc.

 

 

11,280

 

 

 

609,233

 

Total Diversified Telecommunication Services

 

 

 

 

 

 

1,819,603

 

Electrical Equipment - 2.2%

 

 

 

 

 

 

 

 

Array Technologies, Inc. (a)(b)

 

 

21,823

 

 

 

404,162

 

ChargePoint Holdings, Inc. (a)(b)

 

 

24,375

 

 

 

487,256

 

FuelCell Energy, Inc. (a)(b)

 

 

45,163

 

 

 

302,140

 

Hubbell, Inc.

 

 

3,506

 

 

 

633,429

 

Rockwell Automation, Inc.

 

 

2,464

 

 

 

724,514

 

Romeo Power, Inc. (a)

 

 

78,129

 

 

 

386,739

 

Shoals Technologies Group, Inc. - Class A (a)(b)

 

 

18,711

 

 

 

521,663

 

Sunrun, Inc. (a)(b)

 

 

10,760

 

 

 

473,440

 

Total Electrical Equipment

 

 

 

 

 

 

3,933,343

 

Electronic Equipment, Instruments & Components - 3.2%

 

 

 

 

 

 

 

 

CDW Corp.

 

 

3,937

 

 

 

716,613

 

Corning, Inc.

 

 

15,077

 

 

 

550,160

 

IPG Photonics Corp. (a)(b)

 

 

3,084

 

 

 

488,506

 

Itron, Inc. (a)

 

 

7,341

 

 

 

555,200

 

Keysight Technologies, Inc. (a)

 

 

4,537

 

 

 

745,383

 

Littelfuse, Inc.

 

 

2,467

 

 

 

674,157

 

National Instruments Corp.

 

 

15,208

 

 

 

596,610

 

Trimble, Inc. (a)

 

 

8,365

 

 

 

688,021

 

Zebra Technologies Corp. - Class A (a)

 

 

1,341

 

 

 

691,178

 

Total Electronic Equipment, Instruments & Components

 

 

 

 

 

 

5,705,828

 

Entertainment - 2.2%

 

 

 

 

 

 

 

 

Activision Blizzard, Inc.

 

 

7,022

 

 

 

543,433

 

Liberty Media Corp-Liberty Formula One - Class C (a)

 

 

15,033

 

 

 

772,846

 

Live Nation Entertainment, Inc. (a)(b)

 

 

7,688

 

 

 

700,607

 

Netflix, Inc. (a)

 

 

1,246

 

 

 

760,484

 

Take-Two Interactive Software, Inc. (a)

 

 

3,682

 

 

 

567,286

 

Walt Disney Co. (a)

 

 

3,525

 

 

 

596,324

 

Total Entertainment

 

 

 

 

 

 

3,940,980

 

Food & Staples Retailing - 0.7%

 

 

 

 

 

 

 

 

PriceSmart, Inc.

 

 

6,745

 

 

 

523,075

 

Sysco Corp.

 

 

8,300

 

 

 

651,550

 

Total Food & Staples Retailing

 

 

 

 

 

 

1,174,625

 

Food Products - 1.3%

 

 

 

 

 

 

 

 

Beyond Meat, Inc. (a)(b)

 

 

5,001

 

 

 

526,405

 

Hain Celestial Group, Inc. (a)(b)

 

 

14,925

 

 

 

638,491

 

Lamb Weston Holdings, Inc.

 

 

8,437

 

 

 

517,779

 

McCormick & Co., Inc.

 

 

7,338

 

 

 

594,598

 

Total Food Products

 

 

 

 

 

 

2,277,273

 

 

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

 

9 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Health Care Equipment & Supplies - 4.2%                

Align Technology, Inc. (a)

 

 

1,202

 

 

$

799,847

 

Cooper Cos.

 

 

1,694

 

 

 

700,147

 

Danaher Corporation

 

 

2,893

 

 

 

880,745

 

DexCom, Inc. (a)

 

 

1,811

 

 

 

990,364

 

Edwards Lifesciences Corp. (a)

 

 

7,780

 

 

 

880,774

 

IDEXX Laboratories, Inc. (a)

 

 

1,330

 

 

 

827,127

 

ResMed, Inc.

 

 

3,363

 

 

 

886,319

 

Teleflex, Inc.

 

 

1,568

 

 

 

590,430

 

West Pharmaceutical Services, Inc.

 

 

2,310

 

 

 

980,688

 

Total Health Care Equipment & Supplies

 

 

 

 

 

 

7,536,441

 

Health Care Providers & Services - 1.0%

 

 

 

 

 

 

 

 

AMN Healthcare Services, Inc. (a)

 

 

8,830

 

 

 

1,013,242

 

Henry Schein, Inc. (a)

 

 

9,398

 

 

 

715,752

 

Total Health Care Providers & Services

 

 

 

 

 

 

1,728,994

 

Health Care Technology - 0.6%

 

 

 

 

 

 

 

 

Cerner Corp.

 

 

9,072

 

 

 

639,757

 

Teladoc Health, Inc. (a)(b)

 

 

3,579

 

 

 

453,853

 

Total Health Care Technology

 

 

 

 

 

 

1,093,610

 

Hotels, Restaurants & Leisure - 1.2%

 

 

 

 

 

 

 

 

Booking Holdings, Inc. (a)

 

 

278

 

 

 

659,936

 

Chipotle Mexican Grill, Inc. (a)

 

 

457

 

 

 

830,607

 

Hilton Worldwide Holdings, Inc. (a)

 

 

5,381

 

 

 

710,884

 

Total Hotels, Restaurants & Leisure

 

 

 

 

 

 

2,201,427

 

Household Durables - 1.5%

 

 

 

 

 

 

 

 

GoPro, Inc. - Class A (a)(b)

 

 

55,910

 

 

 

523,318

 

NVR, Inc. (a)(b)

 

 

138

 

 

 

661,583

 

Tempur Sealy International, Inc.

 

 

17,849

 

 

 

828,372

 

TopBuild Corp. (a)

 

 

3,106

 

 

 

636,140

 

Total Household Durables

 

 

 

 

 

 

2,649,413

 

Household Products - 0.3%

 

 

 

 

 

 

 

 

Church & Dwight Co., Inc. (b)

 

 

7,480

 

 

 

617,624

 

Independent Power and Renewable Electricity Producers - 1.0%

 

 

 

 

 

 

 

 

Clearway Energy, Inc. - Class A

 

 

24,968

 

 

 

704,098

 

Ormat Technologies, Inc. (b)

 

 

8,307

 

 

 

553,329

 

Sunnova Energy International, Inc. (a)(b)

 

 

15,942

 

 

 

525,129

 

Total Independent Power and Renewable Electricity Producers

 

 

 

 

 

 

1,782,556

 

Insurance - 3.6%

 

 

 

 

 

 

 

 

American Financial Group, Inc.

 

 

6,234

 

 

 

784,424

 

American National Group, Inc.

 

 

6,074

 

 

 

1,148,169

 

Cincinnati Financial Corp.

 

 

6,360

 

 

 

726,439

 

Citizens, Inc. (a)(b)

 

 

112,402

 

 

 

698,016

 

Erie Indemnity Co. - Class A (b)

 

 

2,957

 

 

 

527,588

 

Globe Life, Inc.

 

 

6,744

 

 

 

600,418

 

Hartford Financial Services Group, Inc.

 

 

9,815

 

 

 

689,504

 

MetLife, Inc.

 

 

10,819

 

 

 

667,857

 

W R Berkley Corp.

 

 

8,700

 

 

 

636,666

 

Total Insurance

 

 

 

 

 

 

6,479,081

 

 

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

 

10 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Interactive Media & Services - 0.5%                

Alphabet, Inc. - Class A (a)

 

 

315

 

 

$

842,159

 

Internet & Direct Marketing Retail - 1.2%

 

 

 

 

 

 

 

 

Amazon.com, Inc. (a)

 

 

209

 

 

 

686,573

 

eBay, Inc.

 

 

10,666

 

 

 

743,100

 

Etsy, Inc. (a)(b)

 

 

3,226

 

 

 

670,879

 

Total Internet & Direct Marketing Retail

 

 

 

 

 

 

2,100,552

 

IT Services - 5.4%

 

 

 

 

 

 

 

 

Akamai Technologies, Inc. (a)

 

 

6,386

 

 

 

667,912

 

Broadridge Financial Solutions, Inc.

 

 

4,272

 

 

 

711,886

 

DXC Technology Co. (a)

 

 

20,817

 

 

 

699,659

 

Fidelity National Information Services, Inc.

 

 

4,646

 

 

 

565,325

 

Fiserv, Inc. (a)(b)

 

 

5,467

 

 

 

593,170

 

Gartner, Inc. (a)

 

 

3,564

 

 

 

1,083,028

 

Global Payments, Inc.

 

 

3,232

 

 

 

509,299

 

International Business Machines Corp.

 

 

4,960

 

 

 

689,093

 

Jack Henry & Associates, Inc. (b)

 

 

4,305

 

 

 

706,278

 

MasterCard, Inc. - Class A

 

 

1,828

 

 

 

635,559

 

Paychex, Inc.

 

 

6,696

 

 

 

752,965

 

PayPal Holdings, Inc. (a)

 

 

2,679

 

 

 

697,103

 

VeriSign, Inc. (a)

 

 

3,273

 

 

 

670,998

 

Visa, Inc. - Class A (b)

 

 

3,079

 

 

 

685,847

 

Total IT Services

 

 

 

 

 

 

9,668,122

 

Leisure Products - 0.3%

 

 

 

 

 

 

 

 

Hasbro, Inc.

 

 

6,834

 

 

 

609,729

 

Life Sciences Tools & Services - 0.8%

 

 

 

 

 

 

 

 

Bio-Techne Corp.

 

 

1,705

 

 

 

826,192

 

Illumina, Inc. (a)

 

 

1,694

 

 

 

687,103

 

Total Life Sciences Tools & Services

 

 

 

 

 

 

1,513,295

 

Machinery - 3.8%

 

 

 

 

 

 

 

 

Deere & Co.

 

 

1,743

 

 

 

584,027

 

Dover Corporation

 

 

4,766

 

 

 

741,113

 

Energy Recovery, Inc. (a)(b)

 

 

35,485

 

 

 

675,280

 

Hyliion Holdings Corp. (a)(b)

 

 

60,993

 

 

 

512,341

 

Illinois Tool Works, Inc.

 

 

2,948

 

 

 

609,145

 

Mueller Water Products, Inc. - Class A (b)

 

 

47,091

 

 

 

716,725

 

Parker-Hannifin Corp.

 

 

2,072

 

 

 

579,373

 

Watts Water Technologies, Inc. - Class A

 

 

5,490

 

 

 

922,815

 

Westinghouse Air Breaks Technologies Corp. (b)

 

 

8,237

 

 

 

710,112

 

Xylem, Inc.

 

 

6,206

 

 

 

767,558

 

Total Machinery

 

 

 

 

 

 

6,818,489

 

Media - 2.1%

 

 

 

 

 

 

 

 

Discovery, Inc. - Class A (a)(b)

 

 

14,974

 

 

 

380,040

 

John Wiley & Sons, Inc. - Class A (b)

 

 

12,054

 

 

 

629,339

 

Liberty Broadband Corp. - Class C (a)

 

 

4,334

 

 

 

748,482

 

New York Times Co. - Class A

 

 

12,871

 

 

 

634,154

 

Sirius XM Holdings, Inc. (b)

 

 

107,217

 

 

 

654,024

 

TEGNA, Inc.

 

 

34,811

 

 

 

686,473

 

Total Media

 

 

 

 

 

 

3,732,512

 

 

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

 

11 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Metals & Mining - 0.4%                

Compass Minerals International, Inc. (b)

 

 

10,532

 

 

$

678,261

 

Multiline Retail - 0.5%

 

 

 

 

 

 

 

 

Kohl’s Corp.

 

 

10,987

 

 

 

517,378

 

Nordstrom, Inc. (a)

 

 

17,185

 

 

 

454,543

 

Total Multiline Retail

 

 

 

 

 

 

971,921

 

Personal Products - 0.4%

 

 

 

 

 

 

 

 

Estee Lauder Cos., Inc. - Class A

 

 

2,242

 

 

 

672,443

 

Pharmaceuticals - 2.1%

 

 

 

 

 

 

 

 

Bristol-Myers Squibb Co.

 

 

10,361

 

 

 

613,060

 

Catalent, Inc. (a)

 

 

6,180

 

 

 

822,372

 

Merck & Co, Inc.

 

 

8,545

 

 

 

641,815

 

Organon & Co.

 

 

849

 

 

 

27,839

 

Pfizer, Inc.

 

 

18,201

 

 

 

782,825

 

Zoetis, Inc.

 

 

4,141

 

 

 

803,934

 

Total Pharmaceuticals

 

 

 

 

 

 

3,691,845

 

Professional Services - 0.9%

 

 

 

 

 

 

 

 

Robert Half International, Inc.

 

 

8,382

 

 

 

840,966

 

Verisk Analytics, Inc.

 

 

3,690

 

 

 

738,996

 

Total Professional Services

 

 

 

 

 

 

1,579,962

 

Real Estate Investment Trusts (REITS) - 4.6%

 

 

 

 

 

 

 

 

AGNC Investment Corp. (b)

 

 

39,791

 

 

 

627,504

 

Annaly Capital Management, Inc. (b)

 

 

76,964

 

 

 

648,037

 

Camden Property Trust

 

 

5,947

 

 

 

877,004

 

Gladstone Land Corp.

 

 

35,853

 

 

 

816,373

 

Hannon Armstrong Sustainable Infrastructure Capital, Inc. (b)

 

 

11,651

 

 

 

623,095

 

Hudson Pacific Properties, Inc.

 

 

24,293

 

 

 

638,177

 

Prologis, Inc.

 

 

6,182

 

 

 

775,408

 

Public Storage, Inc.

 

 

2,661

 

 

 

790,583

 

Regency Centers Corp.

 

 

11,617

 

 

 

782,173

 

SBA Communications Corp.

 

 

2,350

 

 

 

776,840

 

UDR, Inc.

 

 

14,911

 

 

 

789,985

 

Total Real Estate Investment Trust (REITS)

 

 

 

 

 

 

8,145,179

 

Road & Rail - 2.6%

 

 

 

 

 

 

 

 

AMERCO

 

 

1,062

 

 

 

686,084

 

CSX Corp.

 

 

20,327

 

 

 

604,525

 

JB Hunt Transport Services, Inc.

 

 

3,880

 

 

 

648,814

 

Landstar System, Inc.

 

 

3,949

 

 

 

623,231

 

Lyft, Inc. - Class A (a)

 

 

10,300

 

 

 

551,977

 

Old Dominion Freight Line, Inc.

 

 

2,709

 

 

 

774,719

 

Ryder System, Inc.

 

 

8,691

 

 

 

718,833

 

Total Road & Rail

 

 

 

 

 

 

4,608,183

 

 

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

 

12 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Semiconductors & Semiconductor Equipment - 7.1%                

Advanced Micro Devices, Inc. (a)

 

 

8,290

 

 

$

853,041

 

Analog Devices, Inc.

 

 

4,081

 

 

 

683,486

 

Applied Materials, Inc.

 

 

4,883

 

 

 

628,589

 

Cree, Inc. (a)(b)

 

 

6,018

 

 

 

485,833

 

Enphase Energy, Inc. (a)

 

 

4,012

 

 

 

601,680

 

First Solar, Inc. (a)(b)

 

 

7,454

 

 

 

711,559

 

KLA Corp.

 

 

1,976

 

 

 

660,992

 

Lam Research Corp.

 

 

1,094

 

 

 

622,650

 

NVIDIA Corp.

 

 

4,876

 

 

 

1,010,111

 

ON Semiconductor Corp. (a)

 

 

15,639

 

 

 

715,797

 

Power Integrations, Inc.

 

 

8,002

 

 

 

792,118

 

Qorvo, Inc. (a)

 

 

3,561

 

 

 

595,364

 

Qualcomm, Inc.

 

 

4,941

 

 

 

637,290

 

Rambus, Inc. (a)(b)

 

 

33,476

 

 

 

743,167

 

SunPower Corp. (a)(b)

 

 

19,456

 

 

 

441,262

 

Teradyne, Inc.

 

 

5,354

 

 

 

584,496

 

Texas Instruments, Inc.

 

 

3,469

 

 

 

666,776

 

Universal Display Corp.

 

 

2,751

 

 

 

470,311

 

Xilinx, Inc.

 

 

5,252

 

 

 

792,999

 

Total Semiconductors & Semiconductor Equipment

 

 

 

 

 

 

12,697,521

 

Software - 6.8%

 

 

 

 

 

 

 

 

Adobe Systems, Inc. (a)

 

 

1,367

 

 

 

787,009

 

Ansys, Inc. (a)

 

 

1,915

 

 

 

651,962

 

Autodesk, Inc. (a)

 

 

2,348

 

 

 

669,579

 

Cadence Design System, Inc. (a)

 

 

4,750

 

 

 

719,340

 

Dolby Laboratories, Inc. - Class A

 

 

6,613

 

 

 

581,944

 

FireEye, Inc. (a)

 

 

33,255

 

 

 

591,939

 

Intuit, Inc.

 

 

1,701

 

 

 

917,706

 

Microsoft Corp.

 

 

2,768

 

 

 

780,355

 

NCR Corp. (a)

 

 

17,148

 

 

 

664,656

 

Paycom Software, Inc. (a)(b)

 

 

1,758

 

 

 

871,528

 

salesforce.com, Inc. (a)

 

 

3,071

 

 

 

832,917

 

ServiceNow, Inc. (a)

 

 

1,300

 

 

 

808,951

 

Splunk, Inc. (a)

 

 

4,804

 

 

 

695,187

 

Tyler Technologies, Inc. (a)

 

 

1,532

 

 

 

702,652

 

VMware, Inc. - Class A (a)(b)

 

 

4,326

 

 

 

643,276

 

Workday, Inc. - Class A (a)

 

 

2,618

 

 

 

654,212

 

Zoom Video Communications, Inc. - Class A (a)

 

 

2,024

 

 

 

529,276

 

Total Software

 

 

 

 

 

 

12,102,489

 

 

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

 

13 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

Specialty Retail - 3.3%                

Advance Auto Parts, Inc.

 

 

3,571

 

 

$

745,946

 

Bath & Body Works, Inc.

 

 

10,554

 

 

 

665,219

 

Foot Locker, Inc.

 

 

11,623

 

 

 

530,706

 

Gap, Inc.

 

 

21,909

 

 

 

497,334

 

Lowe’s Cos., Inc.

 

 

3,438

 

 

 

697,433

 

Ross Stores, Inc.

 

 

5,444

 

 

 

592,579

 

TJX Cos., Inc.

 

 

9,887

 

 

 

652,344

 

Tractor Supply Co.

 

 

3,688

 

 

 

747,226

 

Victoria’s Secret & Co. (a)

 

 

3,511

 

 

 

194,018

 

Williams-Sonoma, Inc. (b)

 

 

3,648

 

 

 

646,900

 

Total Specialty Retail

 

 

 

 

 

 

5,969,705

 

Technology Hardware, Storage & Peripherals - 1.6%

 

 

 

 

 

 

 

 

3D Systems Corp. (a)(b)

 

 

23,717

 

 

 

653,878

 

Apple, Inc.

 

 

5,340

 

 

 

755,610

 

Hewlett Packard Enterprise Co. (b)

 

 

41,808

 

 

 

595,764

 

NetApp, Inc.

 

 

8,992

 

 

 

807,122

 

Total Technology Hardware, Storage & Peripherals

 

 

 

 

 

 

2,812,374

 

Thrifts & Mortgage Finance - 1.5%

 

 

 

 

 

 

 

 

Capitol Federal Financial, Inc.

 

 

50,733

 

 

 

582,922

 

New York Community Bancorp, Inc. (b)

 

 

52,604

 

 

 

677,013

 

TFS Financial Corp.

 

 

32,553

 

 

 

620,460

 

Washington Federal, Inc.

 

 

21,341

 

 

 

732,211

 

Total Thrifts & Mortgage Finance

 

 

 

 

 

 

2,612,606

 

Trading Companies & Distributors - 2.2%

 

 

 

 

 

 

 

 

Herc Holdings, Inc. (a)(b)

 

 

6,423

 

 

 

1,049,903

 

MSC Industrial Direct Co., Inc. - Class A

 

 

7,299

 

 

 

585,307

 

United Rentals, Inc. (a)

 

 

1,974

 

 

 

692,736

 

W.W. Grainger, Inc.

 

 

1,631

 

 

 

641,081

 

WESCO International, Inc. (a)

 

 

7,521

 

 

 

867,322

 

Total Trading Companies & Distributors

 

 

 

 

 

 

3,836,349

 

Water Utilities - 1.7%

 

 

 

 

 

 

 

 

American States Water Co.

 

 

8,656

 

 

 

740,261

 

American Water Works Co., Inc.

 

 

4,362

 

 

 

737,352

 

California Water Service Group (b)

 

 

11,611

 

 

 

684,236

 

Middlesex Water Co.

 

 

8,270

 

 

 

849,992

 

Total Water Utilities

 

 

 

 

 

 

3,011,841

 

Wireless Telecommunication Services - 0.4%

 

 

 

 

 

 

 

 

T-Mobile US, Inc. (a)

 

 

5,193

 

 

 

663,458

 

Total United States

 

 

 

 

 

 

176,553,775

 

TOTAL COMMON STOCKS (Cost $150,132,234)

 

 

 

 

 

 

177,259,392

 

INVESTMENTS PURCHASED WITH PROCEEDS

 

 

 

 

 

 

 

 

FROM SECURITIES LENDING COLLATERAL - 18.1%

 

 

 

 

 

 

 

 

Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (c)

 

 

32,144,280

 

 

 

32,144,280

 

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM

 

 

 

 

 

 

 

 

SECURITIES LENDING COLLATERAL (Cost $32,144,280)

 

 

 

 

 

 

 

 

 

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

 

14 

 

Etho Climate Leadership U.S. ETF

 

Schedule of Investments
September 30, 2021 (Continued)

 

 

 

Shares

 

 

Value

 

SHORT-TERM INVESTMENTS - 0.4%

 

 

 

 

 

 

 

 

Money Market Funds - 0.4%

 

 

 

 

 

 

 

 

First American Government Obligations Fund - Class X, 0.03% (c)

 

 

736,522

 

 

$

736,522

 

TOTAL SHORT-TERM INVESTMENTS (Cost $736,522)

 

 

 

 

 

 

 

 

                 

Total Investments (Cost $183,013,036) - 118.0%

 

 

 

 

 

 

210,140,194

 

Liabilities in Excess of Other Assets - (18.0)%

 

 

 

 

 

 

(32,070,019

)

TOTAL NET ASSETS - 100.0%

 

 

 

 

 

$

178,070,175

 

 

Percentages are stated as a percent of net assets.

 

(a)

Non-income producing security.

(b)

All or a portion of this security was out on loan at September 30, 2021.

(c)

The rate shown is the annualized seven-day yield at period end.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

 

15 

 

Etho Climate Leadership U.S. ETF

 

STATEMENT OF ASSETS AND LIABILITIES
As of September 30, 2021

 

 

 

Etho Climate Leadership U.S. ETF

 

ASSETS

 

 

 

 

Investments in securities, at value*

 

$

210,140,194

 

Receivables:

 

 

 

 

Dividends and interest receivable

 

 

134,538

 

Securities lending income receivable

 

 

5,692

 

Total Assets

 

 

210,280,424

 

         

LIABILITIES

 

 

 

 

Collateral received for securities loaned (Note 7)

 

 

32,144,280

 

Payables:

 

 

 

 

Management fees payable

 

 

65,969

 

Total Liabilities

 

 

32,210,249

 

Net Assets

 

$

178,070,175

 

         

NET ASSETS CONSIST OF:

 

 

 

 

Paid-in capital

 

$

155,882,529

 

Total distributable earnings

 

 

22,187,646

 

Net Assets

 

$

178,070,175

 

*Identified Cost:

 

 

 

 

Investments in securities

 

$

183,013,036

 

         

Shares Outstanding^

 

 

3,000,000

 

Net Asset Value, Offering and Redemption Price per Share

 

$

59.36

 

 

^   No par value, unlimited number of shares authorized

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

 

16 

 

Etho Climate Leadership U.S. ETF

 

STATEMENT OF OPERATIONS
For the Year Ended September 30, 2021

 

 

 

Etho Climate Leadership U.S. ETF

 

INVESTMENT INCOME

 

 

 

 

Income:

 

 

 

 

Dividends from unaffiliated securities (net of foreign witholding tax of $687)

 

$

1,674,859

 

Interest

 

 

168

 

Securities lending income

 

 

94,192

 

Total Investment Income

 

 

1,769,219

 

         

Expenses:

 

 

 

 

Management fees

 

 

646,551

 

Total Expenses

 

 

646,551

 

Net Investment Income

 

 

1,122,668

 

         

REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS

 

 

 

 

Net Realized Gain (Loss) on:

 

 

 

 

Unaffiliated investments

 

 

440,033

 

Affiliated investments

 

 

(23,355

)

In-Kind redemptions

 

 

24,384,185

 

Net Realized Gain on Investments and In-Kind Redemptions

 

 

24,800,863

 

Net Change in Unrealized Appreciation/Depreciation of:

 

 

 

 

Unaffiliated investments

 

 

9,190,245

 

Affiliated investments

 

 

23,606

 

Net Change in Unrealized Appreciation/Depreciation of Investments

 

 

9,213,851

 

Net Realized and Unrealized Gain on Investments

 

 

34,014,714

 

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

 

$

35,137,382

 

 

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

 

17 

 

Etho Climate Leadership U.S. ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

 

Year Ended September 30,
2021

 

 

Year Ended September 30,
2020

 

OPERATIONS

 

 

 

 

 

 

 

 

Net investment income

 

$

1,122,668

 

 

$

746,997

 

Net realized gain (loss) on investments and In-Kind Redemptions

 

 

24,800,863

 

 

 

(4,238,356

)

Net change in unrealized appreciation/depreciation of investments

 

 

9,213,851

 

 

 

12,770,763

 

Net increase in net assets resulting from operations

 

 

35,137,382

 

 

 

9,279,404

 

DISTRIBUTIONS TO SHAREHOLDERS
Total Distributions to Shareholders

 

 

(1,179,000

)

 

 

(660,500

)

CAPITAL SHARE TRANSACTIONS

 

 

 

 

 

 

 

 

Net increase in net assets derived from net change in outstanding shares

 

 

53,551,110

 

 

 

28,510,725

 

Net increase in net assets

 

 

87,509,492

 

 

 

37,129,629

 

NET ASSETS

 

 

 

 

 

 

 

 

Beginning of Year

 

 

90,560,683

 

 

 

53,431,054

 

End of Year

 

$

178,070,175

 

 

$

90,560,683

 

 

Summary of share transactions is as follows:

 

 

 

Year Ended
September 30, 2021

 

 

Year Ended
September 30, 2020

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

Shares Sold

 

 

2,100,000

 

 

$

120,572,535

 

 

 

800,000

 

 

$

32,325,825

 

Shares Redeemed

 

 

(1,150,000

)

 

 

(67,021,425

)

 

 

(100,000

)

 

 

(3,815,100

)

Net Transactions in Fund Shares

 

 

950,000

 

 

$

53,551,110

 

 

 

700,000

 

 

$

28,510,725

 

Beginning Shares

 

 

2,050,000

 

 

 

 

 

 

 

1,350,000

 

 

 

 

 

Ending Shares

 

 

3,000,000

 

 

 

 

 

 

 

2,050,000

 

 

 

 

 

 

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

 

18 

 

Etho Climate Leadership U.S. ETF

 

FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the year

 

 

 

Year Ended September 30,
2021

 

 

Year Ended September 30,
2020

 

 

Year Ended September 30,
2019

 

 

Year Ended September 30,
2018

 

 

Year Ended September 30,
2017

 

Net Asset Value, Beginning of Year

 

$

44.18

 

 

$

39.58

 

 

$

37.50

 

 

$

32.01

 

 

$

27.00

 

Income from Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income 1

 

 

0.47

 

 

 

0.41

 

 

 

0.33

 

 

 

0.29

 

 

 

0.31

 

Net realized and unrealized gain (loss) on investments

 

 

15.17

 

 

 

4.54

 

 

 

2.08

 

 

 

5.51

 

 

 

5.09

 

Total from investment operations

 

 

15.64

 

 

 

4.95

 

 

 

2.41

 

 

 

5.80

 

 

 

5.40

 

Less Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

From net investment income

 

 

(0.46

)

 

 

(0.35

)

 

 

(0.33

)

 

 

(0.29

)

 

 

(0.25

)

From net realized gains

 

 

 

 

 

 

 

 

 

 

 

(0.02

)

 

 

(0.14

)

Total distributions

 

 

(0.46

)

 

 

(0.35

)

 

 

(0.33

)

 

 

(0.31

)

 

 

(0.39

)

Net asset value, end of year

 

$

59.36

 

 

$

44.18

 

 

$

39.58

 

 

$

37.50

 

 

$

32.01

 

Total Return

 

 

35.48

%

 

 

12.59

%

 

 

6.53

%

 

 

18.16

%

 

 

20.14

%

                                         

Ratios/Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net assets at end of year (000’s)

 

$

178,070

 

 

$

90,561

 

 

$

53,431

 

 

$

35,627

 

 

$

19,208

 

Expenses to Average Net Assets

 

 

0.45

%

 

 

0.45

%

 

 

0.45

%

 

 

0.45

%

 

 

0.45

%

Net Investment Income to Average Net Assets

 

 

0.83

%

 

 

1.00

%

 

 

0.88

%

 

 

0.82

%

 

 

1.03

%

Portfolio Turnover Rate

 

 

45

%

 

 

37

%

 

 

41

%

 

 

19

%

 

 

45

%

 

1 Calculated based on average shares outstanding during the year.

 

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

 

19 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021

 

NOTE 1 – ORGANIZATION

 

Etho Climate Leadership U.S. ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index – U.S. (“the Index”). The Fund commenced operations on November 18, 2015.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR(S) for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying fund’s operations and policies, please refer to those funds’ semiannual and annual reports, which are filed with the SEC. 

 

20 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

A.

Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the Fund did not hold any fair valued securities.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 

Level 2 Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety. 

 

21 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

The following table presents a summary of the inputs used to value the Fund’s net assets as of September 30, 2021:

 

Etho Climate Leadership U.S. ETF

 

 

 

 

 

 

 

 

 

 

 

 

                         

Assets^

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Common Stocks

 

$

177,259,392

 

 

$

 

 

$

 

 

$

177,259,392

 

Short-Term Investments

 

 

736,522

 

 

 

 

 

 

 

 

 

736,522

 

Investments Purchased with Securities Lending Collateral*

 

 

 

 

 

 

 

 

 

 

 

32,144,280

 

Total Investments in Securities

 

$

177,995,914

 

 

$

 

 

$

 

 

$

210,140,194

 

 

^ See Schedule of Investments for classifications by sector or country.

 

* Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 

B.

Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for federal purposes, three years from the date of filing and for state purposes, four years from the date of filing) as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 

C.

Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

  

22 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

D.

Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E.

Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid by the Fund on a quarterly basis. Distributions to shareholders from net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 

G.

Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding by the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.

 

H.

Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

 

Investing in the Etho Climate Leadership U.S. ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

Market Risk. Financial markets rise and fall in response to a variety of factors, sometimes rapidly and unpredictably. As with any investment whose performance is tied to these markets, the value of an investment in a fund will fluctuate, which means that an investor could lose money over short or long periods.

 

Investment Style Risk. The Fund is not actively managed. Therefore, the Fund follows the securities included in its respective index during upturns as well as downturns. Because of its indexing strategy, the Fund does not take steps to reduce market exposure or to lessen the effects of a declining market. In addition, because of the Fund’s expenses, the Fund’s performance may be below that of its index. 

 

23 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

Equity Risk. The prices of equity securities rise and fall daily. These price movements may result from factors affecting individual companies, industries or the securities market as a whole. In addition, equity markets tend to move in cycles which may cause stock prices to fall over short or extended periods of time.

 

Securities Lending Risk. Securities lending involves the risk of loss of rights in, or delay in recovery of, the loaned securities if the borrower fails to return the security loaned or becomes insolvent.

 

Concentration Risk. To the extent that the Fund’s or its underlying index’s portfolio is concentrated in the securities of issuers in a particular market, industry, group of industries, sector or asset class, the Fund may be adversely affected by the performance of those securities, may be subject to increased price volatility and may be more vulnerable to adverse economic, market, political or regulatory occurrences affecting that market, industry, group of industries, sector or asset class.

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND CONTRACTS

 

ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.

 

Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.45% of the Fund’s average daily net assets. Under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor to the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund. 

 

24 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

The Advisor has entered into an Agreement with Etho Capital, LLC (“Etho”), under which Etho agrees to sublicense the use of the Underlying Index to the Advisor. Etho also provides marketing support for the Fund. Etho does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment Advisor to the Fund.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.

 

The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b- 1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the year ended September 30, 2021, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the year ended September 30, 2021:

 

 

 

Purchases

 

 

Sales

 

Etho Climate Leadership U.S. ETF

 

$

63,492,922

 

 

$

66,919,631

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2021:

 

 

 

Purchases In-Kind

 

 

Sales In-Kind

 

Etho Climate Leadership U.S. ETF

 

$

118,985,516

 

 

$

64,821,075

 

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in- kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders. There were no purchases or sales of U.S. Government obligations for the year ended September 30, 2021. 

 

25 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

NOTE 7 — SECURITIES LENDING

 

The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Advisor; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Advisor. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

As of September 30, 2021, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund

 

Values of Securities on Loan

 

 

Fund
Collateral Received*

 

Etho Climate Leadership U.S. ETF

 

$

31,184,329

 

 

$

32,144,280

 

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio as shown on the Schedule of Investments, an investment with an overnight and continuous maturity.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

 

 

Cost

 

 

Gross Unrealized Appreciation

 

 

Gross Unrealized Depreciation

 

 

Net Unrealized Appreciation (Depreciation)

 

Etho Climate Leadership U.S. ETF

 

$

183,876,941

 

 

$

34,421,633

 

 

$

(8,158,380

)

 

$

26,263,253

 

  

26 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

 

 

 

Undistributed Ordinary
Income

 

 

Undistributed Long-Term
Gain

 

 

Total Distributable Earnings

 

 

Other Accumulated (Loss)

 

 

Total Accumulated Gain

 

Etho Climate Leadership U.S. ETF 

 

$

31,915

 

 

$

 

 

$

31,915

 

 

$

(4,107,522

)

 

$

22,187,646

 

 

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

 

 

Capital Loss
Carryover

ST

 

 

Capital Loss Carryover LT

 

 

Expires

 

Etho Climate Leadership U.S. ETF

 

$

(4,107,522

)

 

$

 

 

 

Indefinite

 

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

 

 

Late Year
Ordinary
Loss

 

 

Post-October
Capital Loss

 

Etho Climate Leadership U.S. ETF

 

 

None

 

 

 

None

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

 

 

Total Distributable Earnings/(Loss)

 

 

Paid-In Capital

 

Etho Climate Leadership U.S. ETF

 

$

(24,015,823

)

 

$

24,015,823

 

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2021 and September 30, 2020 are as follows:

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

 

 

From
Ordinary
Income

 

 

From
Capital

Gains

 

 

From
Ordinary

Income

 

 

From
Capital
Gains

 

Etho Climate Leadership U.S. ETF

 

$

1,179,000

 

 

$

 

 

$

660,500

 

 

$

 

 

27 

 

Etho Climate Leadership U.S. ETF

 

NOTES TO FINANCIAL STATEMENTS
September 30, 2021 (Continued)

  

NOTE 9 – INVESTMENTS IN AFFILIATES

 

Etho Climate Leadership U.S. ETF owned the following company during the year ended September 30, 2021. ETFMG Sit Ultra Short ETF was deemed to be an affiliate of the Fund as defined by the 1940 Act during the year ended September 30, 2021, however was no longer held as of September 30, 2021. Transactions during the period in this security was as follows: 

 

Security Name

 

Value, at September 30, 2020

 

 

Purchases

 

 

Sales

 

 

Realized Gain (Loss)

 

 

Change in Unrealized
Appreciation (Depreciation)

 

 

Dividend
Income

 

 

Value, at
September 30, 2021

 

 

Ending Shares

 

ETFMG Sit Ultra Short ETF

 

$

2,489,250

 

 

$

 

 

$

2,489,501

 

 

$

(23,355

)

 

$

23,606

 

 

$

 

 

$

 

 

$

 

 

NOTE 10 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 11 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 10, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the Financial Statements. 

 

28 

 

Etho Climate Leadership U.S. ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust 

and the Shareholders of Etho Climate Leadership U.S. ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Etho Climate Leadership U.S. ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2021, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2021, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor for one or more series of the Trust since 2013.

 

New York, New York

November 29, 2021 

 

29 

 

Etho Climate Leadership U.S. ETF

 

Expense Example
Six Months Ended September 30, 2021 (Unaudited)

 

As a shareholder of Etho Climate Leadership U.S. ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2021 to September 30, 2021).

 

Actual Expenses 

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes 

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

Etho Climate Leadership U.S. ETF

 

 

 

Beginning Account Value April 1, 2021

 

 

Ending Account Value September 30, 2021

 

 

Expenses Paid During the Period^

 

 

Annualized Expense Ratio During Period April 1, 2021 to September 30, 2021

 

Actual

 

$

1,000.00

 

 

$

1,043.00

 

 

$

2.30

 

 

 

0.45

%

Hypothetical (5% annual)

 

$

1,000.00

 

 

$

1,022.81

 

 

$

2.28

 

 

 

0.45

%

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365 (to reflect the period from April 1, 2021 to September 30, 2021). 

 

30 

 

Etho Climate Leadership U.S. ETF

 

SUPPLEMENTARY INFORMATION
September 30, 2020 (Unaudited)

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.ethoetf.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows: 

Fund Name

QDI

Etho Climate Leadership U.S. ETF

100.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows: 

Fund Name

DRD

Etho Climate Leadership U.S. ETF

100.00%

 

Short Term Capital Gain 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund was as follows: 

Fund Name

Short-Term Capital Gain

Etho Climate Leadership U.S. ETF

0.00%

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.ethoetf.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on the Fund’s website at www.ethoetf.com daily.

 

NOTE 4 - INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.ethoetf.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.ethoetf.com. Read the prospectus carefully before investing. 

 

31 

 

Etho Climate Leadership U.S. ETF

 

Board of Trustees

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year
of Birth

Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served

Principal Occupation(s) During
Past 5 Years

Number of
Portfolios
in Fund
Complex
Overseen
By Trustee

Other
Directorships
Held by
Trustee
During Past 5
Years

Interested Trustee and Officers

 

 

 

Samuel Masucci, III (1962)

Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014)

Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012-2014) (commodity pool operator).

17

None

John A. Flanagan, (1946)

Treasurer (since 2015)

President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015).

n/a

n/a

Reshma A. Tanczos (1978)

Chief Compliance Officer (since 2016)

Chief Compliance Officer of ETFMG Financial LLC (since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016).

n/a

n/a

Matthew J. Bromberg (1973)

Assistant Secretary (since 2020)

General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016).

n/a

n/a

* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

  

32 

 

Etho Climate Leadership U.S. ETF

 

Board of Trustees (Continued)

 

Name and Year
of Birth

Position(s)
Held with the
Trust, Term
of Office and
Length of
Time Served

Principal Occupation(s) During
Past 5 Years

Number of
Portfolios
in Fund
Complex
Overseen
By Trustee

Other
Directorships
Held by
Trustee
During Past 5
Years

Terry Loebs (1963)

Trustee (since 2014); Lead Independent Trustee (since 2020)

Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011).

17

None

 

 

 

 

 

Eric Wiegel (1960)

Trustee (since 2020)

Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017-2018).

17

None

  

33 

 

Etho Climate Leadership U.S. ETF

 

ETF MANAGERS TRUST

 

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1)            The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2)            The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)   The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)   The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S -P. Pursuant to this policy, the Trust will not share customer information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1) The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2) The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3) The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P. 

 

34 

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund
Services 615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006 


 

 

 

 

 

 





image

 


Annual

Report

 

September 30, 2021

 

AI Powered Equity ETF 

Ticker: AIEQ

 







 

 

image

The fund is a series of ETF Managers Trust.

 

 

 

 

 

AI Powered Equity ETF

 

 

TABLE OF CONTENTS

 

 

September 30, 2021

 

 

 

 

Page

Shareholder Letter

2

   

Growth of $10,000 Investment

3

   

Top 10 Holdings

4

   

Important Disclosures and Key Risk Factors

5

   

Portfolio Allocations

6

   

Schedule of Investments

7

   

Statement of Assets and Liabilities

12

   

Statement of Operations

13

   

Statements of Changes in Net Assets

14

   

Financial Highlights

15

   

Notes to the Financial Statements

16

   

Report of Independent Registered Public Accounting Firm

26

   

Expense Example

27

   

Supplementary Information

28

   

Information About Portfolio Holdings

28

   

Information About Proxy Voting

28

   

Trustees and Officers Table

29

   

Privacy Policy

31

 

 

 

 

AI Powered Equity ETF

 

Dear Shareholder,

 

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the AI Powered Equity Exchange-Traded Fund (“AIEQ” or the “Fund”). The following information pertains to the fiscal period from October 1, 2020 to September 30, 2021.

 

The AI Powered Equity ETF is actively managed and seeks capital appreciation. Over the fiscal period, the total return for the Fund was 34.00%, while the total return for its benchmark, the S&P 500 Index, was 30.00%. The best performers in the Fund on the basis of contribution to return were Alphabet Inc.-Cl A, Tesla Inc., Applied Materials Inc., Roku Inc. and Zscaler Inc., while the worst performers were Guardant Health Inc., Plug Power Inc., Boston Beer Company Inc.-A, Twist Bioscience Corp. and Pinterest Inc.- Class A.

 

During the reporting period, the Fund saw an average approximate allocation of 12.5% to Software, 9.6% to Semiconductors & Semiconductor Equipment, 6.7% to Biotechnology & Services and 4.7% to Interactive Media & Services. The Fund invests in the United States.

 

AIEQ invests primarily in equity securities listed on a U.S. exchange based on the results of a proprietary, quantitative model developed by EquBot LLC that runs on the Watson™ platform. Each day, the EquBot Model ranks each company based on the probability of the company benefiting from current economic conditions, trends, and world events and identifies approximately 30 to 150 companies with the greatest potential over the next twelve months for appreciation and weights those companies to seek a level of volatility comparable to that of the broader U.S. equity market. EquBot, the Fund’s sub-adviser, is a technology based company focused on applying artificial intelligence (“AI”) based solutions to investment analyses.

 

You can find further details about AIEQ by visiting www.etfmg.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Sincerely,

 

image

 

Samuel Masucci III

Chairman of the Board

 

 

2

 

 

AI Powered Equity ETF 

Growth of $10,000 (Unaudited)

 

image

 

Average Annual Returns

Year Ended September 30, 2021

 

1 Year Return

 

 

3 Year Return

 

 

Since Inception (10/17/17)

 

 

Value of $10,000 (9/30/2021)

 

AI Powered Equity ETF (NAV)

 

 

34.00

%

 

 

15.57

%

 

 

16.51

%

 

$

18,297

 

AI Powered Equity ETF (Market)

 

 

34.15

%

 

 

15.40

%

 

 

16.41

%

 

$

18,235

 

S&P 500 Index

 

 

30.00

%

 

 

15.99

%

 

 

16.19

%

 

$

18,100

 

 

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

 

The chart illustrates the performance of a hypothetical $10,000 investment made on October 17, 2017, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on fund distributions from the sales of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The index returns do not reflect fees or expenses and are not available for direct investment.

 

3

 

 

AI Powered Equity ETF

 

 

Top Ten Holdings as of September 30, 2021 (Unaudited)*

 

 

 

% of Total

 

 

Security

Investments

 

1

Apple, Inc.

6.28%

 

2

Microsoft Corp.

5.85%

 

3

Alphabet, Inc. - Class A

3.54%

 

4

Amazon.com, Inc.

3.15%

 

5

Twitter, Inc.

2.80%

 

6

Advanced Micro Devices, Inc.

2.44%

 

7

Costco Wholesale Corp.

2.30%

 

8

Medical Properties Trust, Inc.

2.23%

 

9

Snap, Inc. - Class A

2.12%

 

10

Penumbra, Inc.

2.04%

 

 

Top Ten Holdings = 32.75% of Total Investments

* Current Fund holdings may not be indicative of future Fund holdings.

 

 

4

 

 

AI Powered Equity ETF

 

Important Disclosures and Key Risk Factors

 

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

 

Past performance is not indicative of future return. A fund’s performance for very short time periods may not be indicative of future performance.

 

AIEQ

 

The AI Powered Equity Technology ETF (the “Fund”) seeks long-term capital appreciation within risk constraints commensurate with broad market US equity indices.

 

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 such as political, market and economic developments, as well as events that impact specific issuers.

 

The Fund is actively-managed and may not meet its investment objective based on the success or failure of the Equbot Model to identify investment opportunities. Fund holdings are subject to change. For full holdings information, please visit www.etfmg.com.

 

The portfolio managers may actively and frequently trade securities or other instruments in the Fund’s portfolio to carry out its investment strategies. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses. Some of the models used by the Adviser for the Fund are predictive in nature. The use of predictive models has inherent risks. When Models and Data prove to be incorrect or incomplete, any decisions made in reliance thereon expose the Fund to potential risks. For example, by relying on Models and Data, the Adviser may be induced to buy certain investments at prices that are too high, to sell certain other investments at prices that are too low, or to miss favorable opportunities altogether. Similarly, any hedging based on faulty Models and Data may prove to be unsuccessful.

 

Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather-related phenomena generally, and widespread disease, including pandemics and epidemics, have been and may be highly disruptive to economies and markets, adversely impacting individual companies, sectors, industries, markets, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. Given the increasing interdependence among global economies and markets, conditions in one country, market, or region are increasingly likely to adversely affect markets, issuers, and/or foreign exchange rates in other countries, including the U.S. Any such events could have a significant adverse impact on the value of the Fund’s investments.

 

Additionally, natural or environmental disasters, widespread disease or other public health issues, war, acts of terrorism or other events could result in increased premiums or discounts to the Fund’s NAV.

 

ETF Managers Group LLC is the investment adviser to the fund. Equbot LLC serves as the sub-advisor to the Fund.

 

The Fund is distributed by ETFMG Financial LLC. ETF Managers Group LLC and ETFMG Financial LLC are wholly owned subsidiaries of Exchange Traded Managers Group LLC (collectively, “ETFMG”). ETFMG is not affiliated with Equbot.

 

The Fund is intended to be made available only to U.S. residents. Under no circumstances is any information provided on this website intended for distribution to or use by, or to be an offer to sell to or solicitation of an offer to buy the Fund or any investment product or service of, any person or entity in any jurisdiction or country, other than the United States, where such distribution, use, offer or solicitation would subject the Fund or its affiliates to any registration requirement or be unlawful under the securities laws of that jurisdiction or country.

 

 

5

 

 

AI Powered Equity ETF

PORTFOLIO ALLOCATIONS

As of September 30, 2021 (Unaudited)

 

 

 

 

 

AI Powered 
Equity ETF

 

As a percent of Net Assets:

 

 

 

 

Ireland

 

 

3.6

%

Luxembourg

 

 

0.1

 

Marshall Islands

 

 

0.3

 

United Kingdom

 

 

0.1

 

United States

 

 

95.1

 

Rights

 

 

0.0*

 

Short-Term and other Net Assets (Liabilities)

 

 

0.8

 

 

 

 

100.0

%

 

*Amount is less than 0.05%.

 

 

6

 

 

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2021

 

 

 

 

Shares

 

 

Value

 

COMMON STOCKS - 99.2%

 

 

 

 

 

 

 

 

Ireland - 3.6%

 

 

 

 

 

 

 

 

Biotechnology - 1.8%

 

 

 

 

 

 

 

 

Prothena Corp PLC (a)

 

 

43,230

 

 

$

3,079,272

 

Building Products - 1.0%

 

 

 

 

 

 

 

 

Johnson Controls International PLC

 

 

25,218

 

 

 

1,716,841

 

Pharmaceuticals - 0.8%

 

 

 

 

 

 

 

 

Endo International PLC (a)

 

 

394,156

 

 

 

1,277,066

 

Total Ireland

 

 

 

 

 

 

6,073,179

 

 

 

 

 

 

 

 

 

 

Luxembourg - 0.1%

 

 

 

 

 

 

 

 

Chemicals - 0.1%

 

 

 

 

 

 

 

 

Trinseo SA

 

 

3,377

 

 

 

182,290

 

 

 

 

 

 

 

 

 

 

Marshall Islands - 0.3%

 

 

 

 

 

 

 

 

Marine - 0.3%

 

 

 

 

 

 

 

 

Safe Bulkers, Inc. (a)

 

 

90,749

 

 

 

469,172

 

 

 

 

 

 

 

 

 

 

United Kingdom - 0.1%

 

 

 

 

 

 

 

 

Real Estate Management & Development - 0.1%

 

 

 

 

 

 

 

 

Cushman & Wakefield PLC (a)

 

 

12,831

 

 

 

238,785

 

 

 

 

 

 

 

 

 

 

United States - 95.1%

 

 

 

 

 

 

 

 

Aerospace & Defense - 1.1%

 

 

 

 

 

 

 

 

Hexcel Corp. (a)(b)

 

 

32,169

 

 

 

1,910,517

 

Automobiles - 1.0%

 

 

 

 

 

 

 

 

Tesla, Inc. (a)

 

 

2,173

 

 

 

1,685,118

 

Banks - 1.6%

 

 

 

 

 

 

 

 

Customers Bancorp, Inc. (a)

 

 

22,120

 

 

 

951,602

 

Huntington Bancshares, Inc.

 

 

46,250

 

 

 

715,025

 

Umpqua Holdings Corp.

 

 

47,281

 

 

 

957,441

 

Total Banks

 

 

 

 

 

 

2,624,068

 

Biotechnology - 2.1%

 

 

 

 

 

 

 

 

G1 Therapeutics, Inc. (a)(b)

 

 

43,446

 

 

 

583,045

 

Moderna, Inc. (a)

 

 

6,524

 

 

 

2,510,827

 

Verastem, Inc. (a)

 

 

120,094

 

 

 

369,890

 

Total Biotechnology

 

 

 

 

 

 

3,463,762

 

Capital Markets - 2.1%

 

 

 

 

 

 

 

 

Artisan Partners Asset Management, Inc. - Class A

 

 

16,244

 

 

 

794,656

 

Focus Financial Partners, Inc. - Class A (a)

 

 

30,936

 

 

 

1,620,118

 

MSCI, Inc.

 

 

1,879

 

 

 

1,143,071

 

Total Capital Markets

 

 

 

 

 

 

3,557,845

 

Chemicals - 0.5%

 

 

 

 

 

 

 

 

Amyris, Inc. (a)(b)

 

 

16,339

 

 

 

224,334

 

Intrepid Potash, Inc. (a)

 

 

20,886

 

 

 

645,378

 

Total Chemicals

 

 

 

 

 

 

869,712

 

 

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

 

 

7

 

 

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

Commercial Services & Supplies - 0.3%

 

 

 

 

 

 

 

 

Copart, Inc. (a)

 

 

3,936

 

 

$

546,002

 

Diversified Financial Services - 0.0% (e)

 

 

 

 

 

 

 

 

GWG Holdings, Inc. (a)

 

 

301

 

 

 

3,010

 

Diversified Telecommunication Services - 0.4%

 

 

 

 

 

 

 

 

Lumen Technologies, Inc.

 

 

55,613

 

 

 

689,045

 

Electrical Equipment - 0.3%

 

 

 

 

 

 

 

 

FuelCell Energy, Inc. (a)

 

 

70,806

 

 

 

473,692

 

Entertainment - 1.9%

 

 

 

 

 

 

 

 

Roku, Inc. (a)

 

 

10,334

 

 

 

3,238,159

 

Food & Staples Retailing - 2.7%

 

 

 

 

 

 

 

 

Costco Wholesale Corp.

 

 

10,036

 

 

 

4,509,676

 

Food Products - 0.9%

 

 

 

 

 

 

 

 

Seneca Foods Corp. - Class A (a)

 

 

30,667

 

 

 

1,478,763

 

Health Care Equipment & Supplies - 5.2%

 

 

 

 

 

 

 

 

DexCom, Inc. (a)

 

 

4,326

 

 

 

2,365,716

 

Heska Corp. (a)(b)

 

 

4,037

 

 

 

1,043,726

 

Penumbra, Inc. (a)(b)

 

 

15,018

 

 

 

4,002,298

 

Tandem Diabetes Care, Inc. (a)(b)

 

 

11,417

 

 

 

1,362,961

 

Total Health Care Equipment & Supplies

 

 

 

 

 

 

8,774,701

 

Health Care Providers & Services - 0.4%

 

 

 

 

 

 

 

 

Acadia Healthcare Co., Inc. (a)

 

 

11,212

 

 

 

715,101

 

Health Care Technology - 1.2%

 

 

 

 

 

 

 

 

Inspire Medical Systems, Inc. (a)

 

 

6,311

 

 

 

1,469,706

 

Omnicell, Inc. (a)(b)

 

 

3,870

 

 

 

574,424

 

Total Health Care Technology

 

 

 

 

 

 

2,044,130

 

Hotels, Restaurants & Leisure - 1.6%

 

 

 

 

 

 

 

 

Accel Entertainment, Inc. (a)

 

 

11,227

 

 

 

136,296

 

MGM Resorts International

 

 

5,624

 

 

 

242,676

 

Red Rock Resorts, Inc. - Class A (a)

 

 

21,651

 

 

 

1,108,964

 

Ruth’s Hospitality Group, Inc. (a)

 

 

58,256

 

 

 

1,206,481

 

Total Hotels, Restaurants & Leisure

 

 

 

 

 

 

2,694,417

 

Household Durables - 0.8%

 

 

 

 

 

 

 

 

Skyline Champion Corp. (a)

 

 

21,499

 

 

 

1,291,230

 

Insurance - 1.5%

 

 

 

 

 

 

 

 

Prudential Financial, Inc.

 

 

11,458

 

 

 

1,205,381

 

RLI Corp.

 

 

5,113

 

 

 

512,681

 

State Auto Financial Corp.

 

 

16,080

 

 

 

819,276

 

Total Insurance

 

 

 

 

 

 

2,537,338

 

Interactive Media & Services - 9.9%

 

 

 

 

 

 

 

 

Alphabet, Inc. - Class A (a)

 

 

2,598

 

 

 

6,945,806

 

Snap, Inc. - Class A (a)(b)

 

 

56,204

 

 

 

4,151,789

 

Twitter, Inc. (a)

 

 

90,754

 

 

 

5,480,634

 

Total Interactive Media & Services

 

 

 

 

 

 

16,578,229

 

Internet & Direct Marketing Retail - 3.7%

 

 

 

 

 

 

 

 

Amazon.com, Inc. (a)

 

 

1,883

 

 

 

6,185,730

 

 

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

 

 

8

 

 

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

IT Services - 3.5%

 

 

 

 

 

 

 

 

Cloudflare, Inc. - Class A (a)

 

 

8,038

 

 

$

905,481

 

Snowflake, Inc. - Class A (a)

 

 

6,866

 

 

 

2,076,484

 

Square, Inc. - Class A (a)(b)

 

 

12,291

 

 

 

2,947,874

 

Total IT Services

 

 

 

 

 

 

5,929,839

 

Life Sciences Tools & Services - 0.6%

 

 

 

 

 

 

 

 

Thermo Fisher Scientific, Inc.

 

 

1,758

 

 

 

1,004,398

 

Machinery - 1.5%

 

 

 

 

 

 

 

 

AGCO Corp.

 

 

19,830

 

 

 

2,429,771

 

Multiline Retail - 0.9%

 

 

 

 

 

 

 

 

Dollar General Corporation

 

 

7,042

 

 

 

1,493,890

 

Oil, Gas & Consumable Fuels - 4.0%

 

 

 

 

 

 

 

 

Aemetis, Inc. (a)(b)

 

 

164,762

 

 

 

3,011,849

 

Antero Midstream Corp. (b)

 

 

53,670

 

 

 

559,241

 

Comstock Resources, Inc. (a)

 

 

59,062

 

 

 

611,292

 

Kosmos Energy, Ltd. (a)(b)

 

 

319,010

 

 

 

944,270

 

W&T Offshore, Inc. (a)(b)

 

 

407,131

 

 

 

1,514,527

 

Total Oil, Gas & Consumable Fuels

 

 

 

 

 

 

6,641,179

 

Pharmaceuticals - 0.9%

 

 

 

 

 

 

 

 

Johnson & Johnson

 

 

2,716

 

 

 

438,634

 

Marinus Pharmaceuticals, Inc. (a)

 

 

89,395

 

 

 

1,017,315

 

Total Pharmaceuticals

 

 

 

 

 

 

1,455,949

 

Professional Services - 0.9%

 

 

 

 

 

 

 

 

CACI International, Inc. - Class A (a)

 

 

701

 

 

 

183,732

 

Upwork, Inc. (a)(b)

 

 

30,128

 

 

 

1,356,664

 

Total Professional Services

 

 

 

 

 

 

1,540,396

 

Real Estate Investment Trusts (REITs) - 13.5%

 

 

 

 

 

 

 

 

American Campus Communities, Inc.

 

 

20,251

 

 

 

981,161

 

Apartment Investment and Management Co. - Class A

 

 

397,516

 

 

 

2,722,985

 

Ashford Hospitality Trust, Inc. (a)

 

 

64,237

 

 

 

945,569

 

Highwoods Properties, Inc.

 

 

21,818

 

 

 

956,937

 

Independence Realty Trust, Inc.

 

 

75,434

 

 

 

1,535,082

 

Ladder Capital Corp.

 

 

34,520

 

 

 

381,446

 

Medical Properties Trust, Inc.

 

 

217,659

 

 

 

4,368,415

 

PotlatchDeltic Corp.

 

 

15,229

 

 

 

785,512

 

Preferred Apartment Communities, Inc.

 

 

35,183

 

 

 

430,288

 

Regency Centers Corp.

 

 

22,686

 

 

 

1,527,448

 

Ryman Hospitality Properties, Inc. (a)

 

 

18,470

 

 

 

1,545,939

 

SL Green Realty Corp. (b)

 

 

18,869

 

 

 

1,336,680

 

Sunstone Hotel Investors, Inc. (a)

 

 

135,808

 

 

 

1,621,548

 

UDR, Inc.

 

 

29,571

 

 

 

1,566,672

 

Urstadt Biddle Properties, Inc. - Class A (b)

 

 

102,320

 

 

 

1,936,918

 

Total Real Estate Investment Trusts (REITs)

 

 

 

 

 

 

22,642,600

 

 

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

 

 

9

 

 

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

Semiconductors & Semiconductor Equipment - 7.0%

 

 

 

 

 

 

 

 

Advanced Micro Devices, Inc. (a)

 

 

46,423

 

 

$

4,776,927

 

Entegris, Inc.

 

 

5,102

 

 

 

642,342

 

FormFactor, Inc. (a)

 

 

17,080

 

 

 

637,596

 

Impinj, Inc. (a)

 

 

7,946

 

 

 

453,955

 

KLA Corp.

 

 

2,453

 

 

 

820,553

 

Lattice Semiconductor Corp. (a)

 

 

24,947

 

 

 

1,612,824

 

MACOM Technology Solutions Holdings, Inc. (a)(b)

 

 

14,013

 

 

 

909,023

 

ON Semiconductor Corp. (a)

 

 

24,130

 

 

 

1,104,430

 

Synaptics, Inc. (a)

 

 

2,898

 

 

 

520,858

 

Xilinx, Inc.

 

 

2,059

 

 

 

310,888

 

Total Semiconductors & Semiconductor Equipment

 

 

 

 

 

 

11,789,396

 

Software - 10.9%

 

 

 

 

 

 

 

 

Avalara, Inc. (a)

 

 

7,209

 

 

 

1,259,917

 

Blackline, Inc. (a)(b)

 

 

3,627

 

 

 

428,204

 

Fortinet, Inc. (a)

 

 

1,362

 

 

 

397,758

 

Manhattan Associates, Inc. (a)

 

 

4,767

 

 

 

729,494

 

Microsoft Corp.

 

 

40,693

 

 

 

11,472,170

 

Palo Alto Networks, Inc. (a)

 

 

4,173

 

 

 

1,998,867

 

Tenable Holdings, Inc. (a)

 

 

23,343

 

 

 

1,077,046

 

Vonage Holdings Corp. (a)

 

 

56,270

 

 

 

907,072

 

Zoom Video Communications, Inc. - Class A (a)

 

 

13

 

 

 

3,400

 

Total Software

 

 

 

 

 

 

18,273,928

 

Specialty Retail - 2.4%

 

 

 

 

 

 

 

 

AutoNation, Inc. (a)(b)

 

 

24,858

 

 

 

3,026,710

 

Floor & Decor Holdings, Inc. - Class A (a)

 

 

5,640

 

 

 

681,256

 

MarineMax, Inc. (a)(b)

 

 

5,525

 

 

 

268,073

 

Total Specialty Retail

 

 

 

 

 

 

3,976,039

 

Technology Hardware, Storage & Peripherals - 7.5%

 

 

 

 

 

 

 

 

Apple, Inc.

 

 

86,960

 

 

 

12,304,840

 

Avid Technology, Inc. (a)(b)

 

 

7,595

 

 

 

219,647

 

Total Technology Hardware, Storage & Peripherals

 

 

 

 

 

 

12,524,487

 

Textiles, Apparel & Luxury Goods - 0.5%

 

 

 

 

 

 

 

 

Crocs, Inc. (a)(b)

 

 

5,965

 

 

 

855,858

 

Thrifts & Mortgage Finance - 1.0%

 

 

 

 

 

 

 

 

New York Community Bancorp, Inc. (b)

 

 

103,997

 

 

 

1,338,442

 

NMI Holdings, Inc. - Class A (a)

 

 

12,915

 

 

 

292,008

 

Total Thrifts & Mortgage Finance

 

 

 

 

 

 

1,630,450

 

Trading Companies & Distributors - 0.8%

 

 

 

 

 

 

 

 

Rush Enterprises, Inc. - Class A

 

 

26,814

 

 

 

1,210,920

 

Transcat, Inc. (a)

 

 

500

 

 

 

32,240

 

Total Trading Companies & Distributors

 

 

 

 

 

 

1,243,160

 

Total United States

 

 

 

 

 

 

159,301,585

 

TOTAL COMMON STOCKS (Cost $163,988,770)

 

 

 

 

 

 

166,265,011

 

 

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

 

 

10

 

 

AI Powered Equity ETF

 

Schedule of Investments

September 30, 2021 (Continued)

 

 

 

 

Shares

 

 

Value

 

RIGHTS - 0.0% (e)

 

 

 

 

 

 

 

 

NewStar Financial, Inc. (a)(c)

 

 

115,783

 

 

$

 

TOTAL RIGHTS (Cost $0)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INVESTMENTS PURCHASED WITH PROCEEDS FROM

 

 

 

 

 

 

 

 

SECURITIES LENDING COLLATERAL - 14.2%

 

 

 

 

 

 

 

 

Mount Vernon Liquid Assets Portfolio, LLC, 0.09% (d)

 

 

23,781,690

 

 

 

23,781,690

 

TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM

 

 

 

 

 

 

 

 

SECURITIES LENDING COLATTERAL (Cost $23,781,690)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHORT-TERM INVESTMENTS - 3.6%

 

 

 

 

 

 

 

 

Money Market Funds - 3.6%

 

 

 

 

 

 

 

 

First American Government Obligations Fund - Class X, 0.03% (d)

 

 

6,039,541

 

 

 

6,039,541

 

TOTAL SHORT-TERM INVESTMENTS (Cost $6,039,541)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Investments (Cost $193,810,001) - 117.0%

 

 

 

 

 

 

196,086,242

 

Liabilities in Excess of Other Assets - (17.0)%

 

 

 

 

 

 

(28,523,889

)

TOTAL NET ASSETS - 100.0%

 

 

 

 

 

$

167,562,353

 

 

Percentages are stated as a percent of net assets.

 

PLC Public Limited Company

(a)

Non-income producing security.

(b)

All or a portion of this security was out on loan at September 30, 2021.

(c)

Value determined using significant unobservable inputs. The value of this security totals $0, which represents 0.00% of total net assets. Classified as Level 3 in the fair value hierarchy.

(d)

The rate shown is the annualized seven-day yield at period end.

(e)

Amount is less than 0.05%.

 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).

 

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

 

 

11

 

 

AI Powered Equity ETF

 

STATEMENT OF ASSETS AND LIABILITIES

As of September 30, 2021

 

 

 

 

AI Powered Equity ETF

 

ASSETS

 

 

 

 

Investments in securities, at value*

 

$

196,086,242

 

Cash

 

 

523

 

Receivables:

 

 

 

 

Dividends and interest receivable

 

 

63,651

 

Securities lending income receivable

 

 

2,721

 

Receivable for investments sold

 

 

17,949,284

 

Total Assets

 

 

214,102,421

 

 

 

 

 

 

LIABILITIES

 

 

 

 

Collateral received for securities loaned (Note 7)

 

 

23,781,690

 

Payables:

 

 

 

 

Payable for investments purchased

 

 

22,650,098

 

Unitary fees payable

 

 

108,280

 

Total Liabilities

 

 

46,540,068

 

Net Assets

 

$

167,562,353

 

 

 

 

 

 

NET ASSETS CONSIST OF:

 

 

 

 

Paid-in Capital

 

$

164,769,200

 

Total distributable earnings

 

 

2,793,153

 

Net Assets

 

$

167,562,353

 

 

 

 

 

 

*Identified Cost:

 

 

 

 

Investments in securities

 

$

193,810,001

 

 

 

 

 

 

Shares Outstanding^

 

 

4,075,000

 

Net Asset Value, Offering and Redemption Price per Share

 

$

41.12

 

         
^      No par value, unlimited number of shares authorized        

  

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

 

 

12

 

 

AI Powered Equity ETF

 

STATEMENT OF OPERATIONS

For the Year Ended September 30, 2021

 

 

 

 

AI Powered Equity ETF

 

INVESTMENT INCOME

 

 

 

 

Income:

 

 

 

 

Dividends from investments (net of foreign withholdings tax of $850)

 

$

856,114

 

Interest

 

 

459

 

Securities lending income

 

 

76,837

 

Total Investment Income

 

 

933,410

 

 

 

 

 

 

Expenses:

 

 

 

 

Unitary fees

 

 

1,082,993

 

Total Expenses

 

 

1,082,993

 

Net Investment Loss

 

 

(149,583

)

 

 

 

 

 

REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS

 

 

 

 

Net Realized Gain on:

 

 

 

 

Investments

 

 

10,284,520

 

In-Kind Redemptions

 

 

36,985,044

 

Net Realized Gain on Investments and In-Kind Redemptions

 

 

47,269,564

 

Net Change in Unrealized Appreciation/Depreciation of:

 

 

 

 

Investments

 

 

(13,078,850

)

Net Change in Unrealized Appreciation/Depreciation of Investments

 

 

(13,078,850

)

Net Realized and Unrealized Gain on Investments

 

 

34,190,714

 

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

 

$

34,041,131

 

 

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

 

 

 

13

 

 

AI Powered Equity ETF

 

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

 

 

 

 

 

 

 

 

 

OPERATIONS

 

 

 

 

 

 

 

 

Net investment income (loss)

 

$

(149,583

)

 

$

489,250

 

Net realized gain on investments and in-kind redemptions

 

 

47,269,564

 

 

 

1,987,116

 

Net change in unrealized appreciation/depreciation of investments

 

 

(13,078,850

)

 

 

12,344,307

 

Net increase in net assets resulting from operations

 

 

34,041,131

 

 

 

14,820,673

 

 

 

 

 

 

 

 

 

 

DISTRIBUTIONS TO SHAREHOLDERS

 

 

 

 

 

 

 

 

Total distributions from distributable earnings

 

 

(145,000

)

 

 

(446,750

)

 

 

 

 

 

 

 

 

 

CAPITAL SHARE TRANSACTIONS

 

 

 

 

 

 

 

 

Net increase (decrease) in net assets derived from net change in outstanding shares

 

 

40,733,047

 

 

 

(36,014,002

)

Net increase (decrease) in net assets

 

 

74,629,178

 

 

 

(21,640,079

)

 

 

 

 

 

 

 

 

 

NET ASSETS

 

 

 

 

 

 

 

 

Beginning of Year

 

 

92,933,175

 

 

 

114,573,254

 

End of Year

 

$

167,562,353

 

 

$

92,933,175

 

 

Summary of share transactions is as follows:

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

Shares Sold

 

 

7,000,000

 

 

$

282,430,807

 

 

 

175,000

 

 

$

5,278,763

 

Shares Redeemed

 

 

(5,950,000

)

 

 

(241,697,760

)

 

 

(1,525,000

)

 

 

(41,292,765

)

Net Transactions in Fund Shares

 

 

1,050,000

 

 

$

40,733,047

 

 

 

(1,350,000

)

 

$

(36,014,002

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Shares

 

 

3,025,000

 

 

 

 

 

 

 

4,375,000

 

 

 

 

 

Ending Shares

 

 

4,075,000

 

 

 

 

 

 

 

3,025,000

 

 

 

 

 

 

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

 

 

14

 

 

AI Powered Equity ETF

 

FINANCIAL HIGHLIGHTS

For a capital share outstanding throughout the year/period

 

 

 

 

Year Ended September 30, 2021

 

 

Year Ended September 30, 2020

 

 

Year Ended September 30, 2019

 

 

Period Ended September 30, 20181

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Asset Value, Beginning of Year/Period

 

$

30.72

 

 

$

26.19

 

 

$

29.50

 

 

$

25.00

 

Income from Investment Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income (loss) 2

 

 

(0.03

)

 

 

0.14

 

 

 

0.16

 

 

 

0.14

 

Net realized and unrealized gain (loss) on Investments

 

 

10.47

 

 

 

4.52

 

 

 

(1.41

)

 

 

4.49

 

Total from investment operations

 

 

10.44

 

 

 

4.66

 

 

 

(1.25

)

 

 

4.63

 

Less Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions from net investment income

 

 

(0.04

)

 

 

(0.13

)

 

 

(0.17

)

 

 

(0.12

)

Net realized gains

 

 

 

 

 

 

 

 

(1.89

)

 

 

(0.01

)

Total distributions

 

 

(0.04

)

 

 

(0.13

)

 

 

(2.06

)

 

 

(0.13

)

Net asset value, end of year/period

 

$

41.12

 

 

$

30.72

 

 

$

26.19

 

 

$

29.50

 

Total Return

 

 

34.00

%

 

 

17.94

%

 

 

-2.32

%

 

 

18.53

%3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios/Supplemental Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Assets at end of year/period (000’s)

 

$

167,562

 

 

$

92,933

 

 

$

114,573

 

 

$

206,472

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses to Average Net Assets

 

 

0.75

%

 

 

0.75

%

 

 

0.75

%

 

 

0.75

 %4

Net Investment Income (Loss) to Average Net Assets

 

 

-0.09

%

 

 

0.49

%

 

 

0.64

%

 

 

0.52

%4 

Portfolio Turnover Rate

 

 

540

%

 

 

239

%

 

 

129

%

 

 

260

 %3

 

1

Commencement of operations on October 17, 2017.

2

Calculated based on average shares outstanding during the year/period.

3

Not annualized.

4

Annualized.

 

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

 

 

15

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021

 

 

NOTE 1 – ORGANIZATION

 

The AI Powered Equity ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The investment objective of the Fund is capital appreciation. The Fund commenced operations on October 17, 2017.

 

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.

 

Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 25,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participant”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.

 

Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in Net Assets.

 

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

 

The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

 

The Fund may invest in certain other investment companies (underlying funds). For specific investments in underlying funds, please refer to the complete schedule of portfolio holdings on Form N-CSR for this reporting period, which is filed with the U.S. Securities and Exchange Commission (“SEC”). For more information about the underlying Fund’s operations and policies, please refer to those fund’s semiannual and annual reports, which are filed with the SEC.

 

A.

Security Valuation. Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.

 

 

16

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by a fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of September 30, 2021, the Fund held one fair valued security. More detail about this security can be found in the Schedule of Investments.

 

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:

 

 

Level 1

Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.

 

 

 

 

Level 2

Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

 

 

 

Level 3

Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

 

17

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The following table presents a summary of the Fund’s investments in securities, at fair value, as of September 30, 2021:

 

AI Powered Equity ETF

 

Assets^

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Common Stocks

 

$

166,265,011

 

 

$

 

 

$

 

 

$

166,265,011

 

Rights

 

 

 

 

 

 

 

 

(1)

 

 

 

Short-Term Investments

 

 

6,039,541

 

 

 

 

 

 

 

 

 

6,039,541

 

Investments Purchased with Securities Lending Collateral*

 

 

 

 

 

 

 

 

 

 

 

23,781,690

 

Total Investments in Securities

 

$

172,304,552

 

 

$

 

 

$

 

 

$

196,086,242

 

 

(1) Includes a security valued at $0.

 

The AI Powered Equity ETF held a Level 3 security at the end of the year. The security classified as Level 3 is deemed immaterial.

 

^ For further information regarding security characteristics, see the Schedule of Investments.

 

* Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Schedule of Investments.

 

B.

Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.

 

To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.

 

Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

As of September 30, 2021, management has reviewed the tax positions for open periods (for Federal purposes, three years from the date of filing and for state purposes, four years from the date of filing), as applicable to the Fund, and has determined that no provision for income tax is required in the Fund’s financial statements.

 

18

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

C.

Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.

 

D.

 Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.

 

E.

Distributions to Shareholders. Distributions to shareholders from net investment income are declared and paid for the Fund on a quarterly basis. Net realized gains on securities for the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.

 

F.

Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 

G.

Share Valuation. The NAV per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share.

 

H.

Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

NOTE 3 – RISK FACTORS

Investing in the AI Powered Equity ETF may involve certain risks, as discussed in the Fund’s prospectus, including, but not limited to, those described below. Any of these risks could cause an investor to lose money.

 

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 such as political, market and economic developments, as well as events that impact specific issuers.

 

 

19

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Management Risk. The Fund is subject to management risk as an actively-managed investment portfolio. The Adviser’s investment approach may fail to produce the intended results. If the Adviser’s implementation of the EquBot Model is inaccurate or incomplete, the Fund may not perform as expected and your investment could lose value over short or long-term periods. Additionally, the Adviser has not previously managed a Fund whose strategy relies on the use of AI, which may create additional risks for the Fund.

 

Market Trading Risk. An investment in the Fund faces numerous market trading risks, including the potential lack of an active market for Fund shares, losses from trading in secondary markets, periods of high volatility and disruption in the creation/redemption process of the Fund. Any of these factors, among others, may lead to the Fund’s shares trading at a premium or discount to NAV.

 

Models and Data Risk. The Fund relies heavily on proprietary quantitative models as well as information and data supplied by third parties (“Models and Data”). When Models and Data prove to be incorrect or incomplete, any decisions made in reliance thereon expose the Fund to potential risks.

 

Non- Diversification Risk. Because the Fund is “non-diversified,” it may invest a greater percentage of its assets in the securities of a single issuer or a small number of issuers than if it was a diversified fund. As a result, a decline in the value of an investment in a single issuer or a small number of issuers could cause the Fund’s overall value to decline to a greater degree than if the Fund held a more diversified portfolio. This may increase the Fund’s volatility and have a greater impact on the Fund’s performance.

 

Portfolio Turnover Risk. The portfolio managers may actively and frequently trade securities or other instruments in the Fund’s portfolio to carry out its investment strategies. A high portfolio turnover rate increases transaction costs, which may increase the Fund’s expenses.

 

Real Estate Investment Trust (“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 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.

 

Smaller Companies Risk. Smaller companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies, and may underperform other segments of the market or the equity market as a whole. The securities of smaller companies also tend to be bought and sold less frequently and at significantly lower trading volumes than the securities of larger companies. As a result, it may be more difficult for the Fund to buy or sell a significant amount of the securities of a smaller company without an adverse impact on the price of the company’s securities, or the Fund may have to sell such securities in smaller quantities over a longer period of time, which may increase the Fund’s tracking error.

 

 

20

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

Natural Disaster/Epidemic Risk. Natural or environmental disasters, such as earthquakes, fires, floods, hurricanes, tsunamis and other severe weather related phenomena generally, and widespread disease, including pandemics and epidemics (for example, the novel coronavirus COVID-19), have been and can be highly disruptive to economies and markets and have recently led, and may continue to lead, to increased market volatility and significant market losses. Such natural disaster and health crises could exacerbate political, social, and economic risks previously mentioned, and result in significant breakdowns, delays, shutdowns, social isolation, and other disruptions to important global, local and regional supply chains affected, with potential corresponding results on the operating performance of the Fund and its investments. A climate of uncertainty and panic, including the contagion of infectious viruses or diseases, may adversely affect global, regional, and local economies and reduce the availability of potential investment opportunities, and increases the difficulty of performing due diligence and modeling market conditions, potentially reducing the accuracy of financial projections. Under these circumstances, the Fund may have difficulty achieving its investment objective which may adversely impact performance. Further, such events can be highly disruptive to economies and markets, significantly disrupt the operations of individual companies (including, but not limited to, the Fund’s third party service providers), sectors, industries, markets, securities and commodity exchanges, currencies, interest and inflation rates, credit ratings, investor sentiment, and other factors affecting the value of the Fund’s investments. These factors can cause substantial market volatility, exchange trading suspensions and closures and can impact the ability of the Fund to complete redemptions and otherwise affect Fund performance and Fund trading in the secondary market. A widespread crisis may also affect the global economy in ways that cannot necessarily be foreseen at the current time. How long such events will last and whether they will continue or recur cannot be predicted. Impacts from these events could have significant impact on the Fund’s performance, resulting in losses to the Fund.

 

NOTE 4 – MANAGEMENT AND OTHER CONTRACTS

 

ETF Managers Group, LLC (the “Adviser”), serves as the investment Adviser to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Adviser, the Adviser provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust.

 

Under the Investment Advisory Agreement with the Fund, the Adviser has overall responsibility for the general management and administration of the Fund and arranges for sub-Advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Adviser bears the costs of all Advisory and non-Advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Adviser at an annual rate of 0.75% of the Fund’s average daily net assets. The Adviser has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.75% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Adviser has agreed to pay all expenses of the Fund, except for: the fee paid to the Adviser pursuant to the Investment Advisory Agreement, 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, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Adviser has entered into an Agreement with its affiliate, ETFMG Financial, LLC, to serve as distributor the Fund (the “Distributor”). The Distributor provides marketing support for the Fund, including distributing marketing materials related to the Fund.

 

EquBot, LLC serves as the sub-adviser to the Fund (the “Sub-Adviser”) and provides investment advice using the EquBot Model to the Adviser and the Fund. The Adviser is responsible for paying the entire amount of the Sub-Adviser’s fee for the Fund. The Sub-Adviser also provides marketing support for the Fund.

 

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Adviser compensates the Administrator for these services under an administration agreement between the two entities.

 

 

21

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The Adviser pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Adviser for all reasonable out-of-pocket expenses incurred in connection with their duties as Trustee, including travel and related expenses incurred in attending Board meetings.

 

NOTE 5 – DISTRIBUTION PLAN

 

The Fund has adopted a Plan of Distribution pursuant to Rule 12b- 1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of the Fund’s daily average net assets. For the year ended September 30, 2021, the Fund did not incur any 12b-1 expenses.

 

NOTE 6 - PURCHASES AND SALES OF SECURITIES

 

The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the year ended September 30, 2021:

 

 

 

Purchases

 

 

Sales

 

AI Powered Equity ETF

 

$

753,407,959

 

 

$

749,606,938

 

 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the year ended September 30, 2021:

 

 

 

Purchases In-Kind

 

 

Sales In-Kind

 

AI Powered Equity ETF

 

$

273,474,816

 

 

$

237,293,752

 

 

Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all in-kind sales. Net capital gains or losses resulting from in- kind redemptions are excluded from the Fund’s taxable gains and are not distributed to shareholders.

 

There were no purchases or sales of U.S. Government obligations for the year ended September 30, 2021.

 

NOTE 7 — SECURITIES LENDING

 

The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations either directly on behalf of the Fund or through one or more joint accounts, money market funds, or short-term bond funds, including those advised by or affiliated with the Adviser; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. Other investment companies, in which the Fund may invest cash collateral, can be expected to incur fees and expenses for operations, such as investment Advisory and administration fees, which would be in addition to those incurred by the Fund, and which may be received in full or in part by the Adviser. Pursuant to guidance issued by the SEC staff, fees and expenses of money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund Fees and Expenses, which reflect a fund’s pro rata share of the fees and expenses incurred by other investment companies in which the Fund invests (as disclosed in the Prospectus, as applicable). The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.

 

 

22

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

As of September 30, 2021, the value of the securities on loan and payable for collateral due to broker were as follows:

 

Value of Securities on Loan Collateral Received

 

Fund

 

Values of Securities on Loan

 

 

Fund Collateral Received*

 

AI Powered Equity ETF

 

$

23,254,430

 

 

$

23,781,690

 

 

* The cash collateral received was invested in the Mount Vernon Liquid Assets Portfolio, LLC, an investment with an overnight and continuous maturity, as shown on the Schedule of Investments.

 

NOTE 8 – FEDERAL INCOME TAXES

 

The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2021 were as follows:

 

 

 

Cost

 

 

Gross Unrealized Appreciation

 

 

Gross Unrealized Depreciation

 

 

Net Unrealized Appreciation
(Depreciation)

 

AI Powered Equity ETF

 

$

195,964,868

 

 

$

6,522,605

 

 

$

(6,401,231

)

 

$

121,374

 

 

 

 

Undistributed Ordinary Income

 

 

Undistributed Long-term Gain

 

 

Total Distributable Earnings

 

 

Other Accumulated (Loss)

 

 

Total Accumulate Gain d

 

AI Powered Equity ETF 

 

$

 

 

$

2,903,650

 

 

$

2,903,650

 

 

$

(231,871

 

 $

2,793,153 

 

 

As of September 30, 2021, the Fund had accumulated capital loss carryovers of:

 

 

Capital Loss

 

Capital Loss

 

 

 

Carryover

 

Carryover

 

 

 

ST

 

LT

 

Expires

AI Powered Equity ETF

None

 

None

 

Indefinite

 

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2021.

 

 

23

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

 

Late Year

 

Post-October

 

AI Powered Equity ETF

Ordinary Loss

 

Capital Loss

 

(231,871)

 

None

 

 

U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the fiscal year ended September 30, 2021, the following table shows the reclassifications made:

 

 

 

Total Distributable Earnings/(Loss)

 

 

Paid-In Capital

 

AI Powered Equity ETF

 

$

(34,511,090

)

 

$

34,511,090

 

 

The tax character of distributions paid by the Fund during the fiscal years ended September 30, 2021 and September 30, 2020 are as follows:

 

 

 

Year Ended
September 30, 2021

 

 

Year Ended
September 30, 2020

 

 

 

From Ordinary Income

 

 

From Capital Gains

 

 

From Ordinary Income

 

 

From Capital Gains

 

AI Powered Equity ETF

 

$

145,000

 

 

$

 

 

$

446,750

 

 

$

 

 

NOTE 9 – LEGAL MATTERS

 

The Trust, a former and current trustee of the Trust, the Adviser and certain officers of the Adviser were defendants in an action filed May 2, 2017 in the Superior Court of New Jersey captioned PureShares, LLC d/b/a PureFunds et al. v. ETF Managers Group, LLC et al., Docket No. C-63-17. The PureShares action alleged claims based on disputes arising out of contractual relationships with the Adviser relating to certain series of the Trust. The action sought damages in unspecified amounts and injunctive relief based on breach of contract, wrongful termination, and several other claims. The PureShares action was dismissed without prejudice by way of stipulation filed on February 14, 2020.

 

The Adviser and its parent, Exchange Traded Managers Group, LLC (“ETFMG”), were defendants in a case filed on October 26, 2017 in the United States District Court for the Southern District of New York by NASDAQ, Inc. (“Nasdaq”) captioned Nasdaq, Inc. v. Exchange Traded Managers Group, LLC et al., Case 1:17-cv -08252. This action arose out of the same facts and circumstances, and relates to the same series of the Trust, as the New Jersey litigation and asserted claims for breach of contract, conversion and certain other claims. The matter was the subject of a bench trial in May 2019, and on December 20, 2019, the Court issued an Opinion and Order awarding compensatory damages to Plaintiff in the amount of $78,403,172.36, plus prejudgment interest (the “Judgment”). The Court also denied Plaintiff’s requests for punitive damages and equitable relief. ETFMG filed a Notice of Appeal from the Judgment in the United States Court of Appeals for the Second Circuit on January 19, 2021, Docket No. 20-300.

 

On October 28, 2021, Nasdaq and ETFMG entered into a Judgment Payment Agreement, which satisfied the Judgment. On November 1, 2021, Nasdaq recorded a Satisfaction of Judgment with the United States District Court for the Southern District of New York reflecting that the Judgment was paid in full, and ETFMG withdrew its appeal of the Judgment with prejudice before the United States Court of Appeals for the Second Circuit. PureShares is not a direct party to the Judgment Payment Agreement. ETFMG, however, believes PureShares’ claims in the New Jersey case, if reinstituted, would substantially overlap with those asserted on its behalf by Nasdaq that resulted in the Judgment, which has been satisfied.

 

 

24

 

 

AI Powered Equity ETF

 

NOTES TO FINANCIAL STATEMENTS

September 30, 2021 (Continued)

 

 

The Adviser does not believe that the resolution of these matters will have a material adverse effect on the Fund’s financial statements.

 

NOTE 10 – SUBSEQUENT EVENTS

 

In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. Except as disclosed in Note 9, this evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

 

.

 

 

25

 

 

AI Powered Equity ETF

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of ETF Managers Trust

and the Shareholders of AI Powered Equity ETF:

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of AI Powered Equity ETF (the “Fund”) (a series of ETF Managers Trust) as of September 30, 2021, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the four years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2021, and the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2021 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/WithumSmith+Brown, PC

 

We have served as the auditor of one or more series of the Trust since 2013.

 

New York, New York

November 29, 2021

 

 

26

 

 

AI Powered Equity ETF

 

Expense Example

Six Months Ended September 30, 2021 (Unaudited)

 

 

As a shareholder of AI Powered Equity ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2021 to September 30, 2021).

 

Actual Expenses

The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

AI Powered Equity ETF

 

Beginning Account Value April 1, 2021

 

 

Ending Account Value September 30, 2021

 

 

Expenses Paid During the Period^

 

 

Annualized Expense Ratio During Period April 1, 2021 to September 30, 2021

 

Actual

 

$

1,000.00

 

 

$

1,076.60

 

 

$

3.90

 

 

 

0.75

%

                                 

Hypothetical (5% annual)

 

$

1,000.00

 

 

$

1,021.31

 

 

$

3.80

 

 

 

0.75

%

 

^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 183/365 (to reflect the period from April 1, 2021 to September 30, 2021).

 

.

 

 

27

 

 

AI Powered Equity ETF

 

SUPPLEMENTARY INFORMATION

September 30, 2021 (Unaudited)

 

 

NOTE 1 – FREQUENCY DISTRIBUTION OF PREMIUMS AND DISCOUNTS

 

Information regarding how often shares of the Fund traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV is available on the Fund’s website at www.aieqetf.com.

 

NOTE 2 – FEDERAL TAX INFORMATION

 

Qualified Dividend Income/Dividends Received Deduction

 

For the fiscal year ended September 30, 2021, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

Fund Name

QDI

AI Powered Equity ETF

100.00%

 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2021 was as follows:

Fund Name

DRD

AI Powered Equity ETF

100.00%

 

Short Term Capital Gain

 

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871 (k)(2)(C) for the Fund was as follows:

Fund Name

Short-Term Capital Gain

AI Powered Equity ETF

0.00%

 

NOTE 3 – INFORMATION ABOUT PORTFOLIO HOLDINGS

 

The Fund files a complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Part F of Form N-PORT. Once filed, the Fund’s Part F of Form N-PORT is available without charge, upon request on the SEC’s website (www.sec.gov), the Fund’s website (www.aieqetf.com) and is available by calling (877) 756-7873. The Fund’s portfolio holdings are posted on its website at www.aieqetf.com daily.

 

NOTE 4 - INFORMATION ABOUT PROXY VOTING

 

A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1 -844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.aieqetf.com.

 

Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.

 

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.aieqetf.com. Read the prospectus carefully before investing.

 

28

 

 

AI Powered Equity ETF

 

Board of Trustees

 

 

Set forth below are the names, birth years, positions with the Trust, length of term of office, and the principal occupations and other directorships held during at least the last five years of each of the persons currently serving as a Trustee of the Trust, as well as information about each officer. The business address of each Trustee and officer is 30 Maple Street, 2nd Floor, Summit, New Jersey 07901. The SAI includes additional information about Fund directors and is available, without charge, upon request by calling 1-844-ETF-MGRS (1-844-383-6477).

 

Name and Year of Birth

Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen By Trustee

Other Directorships Held by Trustee During Past 5 Years

Interested Trustee and Officers

Samuel Masucci, III (1962)

Trustee, Chairman of the Board and President (since 2012); Secretary (since 2014)

Chief Executive Officer, Exchange Traded Managers Group LLC (since 2013); Chief Executive Officer, ETF Managers Group LLC (since 2016); Chief Executive Officer, ETF Managers Capital LLC (commodity pool operator) (since 2014); Chief Executive Officer (2012-2016) and Chief Compliance Officer (2012-2014), Factor Advisors, LLC (investment adviser); President and Chief Executive Officer, Factor Capital Management LLC (2012- 2014) (commodity pool operator).

17

None

John A. Flanagan, (1946)

Treasurer (since 2015)

President, John A. Flanagan CPA, LLC (accounting services) (since 2010); Treasurer, ETF Managers Trust (since 2015); Chief Financial Officer, ETF Managers Capital, LLC (commodity pool operator) (since 2015).

n/a

n/a

Reshma A. Tanczos (1978)

Chief Compliance Officer (since 2016)

Chief Compliance Officer of ETFMG Financial LLC (since 2017); Chief Compliance Officer, ETF Managers Group LLC (since 2016); Chief Compliance Officer, ETF Managers Capital LLC (since 2016); Partner, Crow & Cushing (law firm) (2007-2016).

n/a

n/a

Matthew J. Bromberg (1973)

Assistant Secretary (since 2020)

General Counsel and Secretary of Exchange Traded Managers Group LLC (since 2020); ETF Managers Group LLC (since 2020); ETFMG Financial LLC (since 2020); ETF Managers Capital LLC (since 2020); Partner of Dorsey & Whitney LLP (law firm) (2019-2020); General Counsel of WBI Investments, Inc. (2016-2019); Millington Securities, Inc. (2016-2019); and Partner of Reed Smith (law firm) (2015-2016).

n/a

n/a

* Mr. Masucci is an interested Trustee by virtue of his role as the Chief Executive Officer of the Adviser.

 

 

 

 

29

 

 

AI Powered Equity ETF

 

Board of Trustees (Continued)

 

 

Name and Year of Birth

Position(s) Held with the Trust, Term of Office and Length of Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen By Trustee

Other Directorships Held by Trustee During Past 5 Years

Terry Loebs (1963)

Trustee (since 2014); Lead Independent Trustee (since 2020)

Founder and Managing Member, Pulsenomics LLC (index product development and consulting firm) (since 2011); Managing Director, MacroMarkets, LLC (exchange-traded products firm) (2006-2011).

17

None

Eric Wiegel (1960)

Trustee (since 2020)

Senior Portfolio Manager, Little House Capital (2019-present); Managing Partner, Global Focus Capital LLC (2013-present); Chief Investment Officer, Insight Financial Strategist LLC (2017- 2018).

17

None

 

 

30

 

 

AI Powered Equity ETF

 

ETF MANAGERS TRUST

Privacy Policy and Procedures

 

ETF Managers Trust, (the “Trust”) has adopted the following privacy policies in order to safeguard the personal information of the Trust’s customers and consumers in accordance with Regulation S-P as promulgated by the U.S. Securities and Exchange Commission.

 

Trust officers are responsible for ensuring that the following policies and procedures are implemented:

 

1) The Trust is committed to protecting the confidentiality and security of the information they collect and will handle personal customer and consumer information only in accordance with Regulation S-P and any other applicable laws, rules and regulations1. The Trust will ensure: (a) the security and confidentiality of customer records and information; (b) that customer records and information are protected from any anticipated threats and hazards; and (c) that customer records and information are protected from unauthorized access or use.

 

2) The Trust conducts its business affairs through its trustees, officers and third parties that provide services pursuant to agreements with the Trust. The Trust has no employees. It is anticipated that the trustees and officers of the Trust who are not employees of service providers of the Trust will not have access to customer records and information in the performance of their normal responsibilities for the Trust.

 

3)  The Trust may share customer information with its affiliates, subject to the customers’ right to prohibit such sharing.

 

4)  The Trust may share customer information with unaffiliated third parties only in accordance with the requirements of Regulation S-P. Pursuant to this policy, the Trust will not share customer

 

information with unaffiliated third parties other than as permitted by law, unless authorized to do so by the customer.

 

Consistent with these policies, the Trust has adopted the following procedures:

 

1) The Trust will determine that the policies and procedures of its affiliates and Service Providers are reasonably designed to safeguard customer information and only permit appropriate and authorized access to and use of customer information through the application of appropriate administrative, technical and physical protections.

 

2) The Trust will direct each of its Service Providers to adhere to the privacy policy of the Trust and to its privacy policies with respect to all customer information of the Trust and to take all actions reasonably necessary so that the Trust is in compliance with the provisions of Regulation S-P, including, as applicable, the development and delivery of privacy notices and the maintenance of appropriate and adequate records.

 

3) The Trust requires its Service Providers to provide periodic reports to the Trust’s Board of Trustees outlining their privacy policies and the implementation of such policies. Each Service Provider is required to promptly report to the Trust’s Board any material changes to its privacy policy before, or promptly after, the adoption of such changes.

 

 

(1) Generally, the Funds have institutional clients which are not considered “customers” for purposes of regulation S-P.

 

 

31

 

 

Advisor

ETF Managers Group, LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Distributor

ETFMG Financial LLC

30 Maple Street, Suite 2, Summit, NJ 07901

 

Custodian

U.S. Bank National Association

Custody Operations

1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212

 

Transfer Agent

U.S. Bancorp Fund Services, LLC doing business as U.S. Bank Global Fund Services
615 East Michigan Street, Milwaukee, Wisconsin 53202

 

Securities Lending Agent

U.S. Bank, National Association

Securities Lending

800 Nicolet Mall

Minneapolis, MN 55402-7020

 

Independent Registered Public Accounting Firm

WithumSmith + Brown, PC

1411 Broadway, 9th Floor, New York, NY 10018

 

Legal Counsel

Sullivan & Worcester LLP

1666 K Street NW, Washington, DC 20006

 

 

 

 

(b)
Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.
A copy of the registrant’s Code of Ethics is filed herewith

Item 3. Audit Committee Financial Expert.

The Board believes that the collective knowledge and experience of the members of the audit committee enable the committee to provide appropriate oversight given the Trust’s level of financial complexity. In addition, the Board notes that the audit committee has the authority to retain any experts necessary to carry out its duties.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past fiscal year.  “Audit services” refer to performing an audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  There were no “Other services” provided by the principal accountant.  The following table details the aggregate fees billed or expected to be billed for the last fiscal year for audit fees, audit-related fees, tax fees and other fees by the principal accountant.


 
FYE  9/30/2021
FYE  9/30/2020
Audit Fees
$351,200
$261,100
Audit-Related Fees
N/A
N/A
Tax Fees
$60,400
$46,850
All Other Fees
N/A
N/A


(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

(e)(2) The percentage of fees billed by WithumSmith+Brown, PC applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:





 
FYE  9/30/2021
FYE  9/30/2020
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%


(f) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the past year.

Non-Audit Related Fees
FYE  9/30/2021
FYE  9/30/2020
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A

(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser is compatible with maintaining the principal accountant’s independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

(a)
The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee, consisting solely of independent trustees, are Mr. Eric Weigel and Mr. Terry Loebs.
(b)
Not Applicable.

Item 6. Investments.

a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
b)
Not Applicable.




Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.


Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s Principal Executive Officer and Principal Financial Officer/Treasurer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to open-end investment companies.




Item 13. Exhibits.



(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report.





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  ETF Managers Trust                                                            


By (Signature and Title)*      /s/ Samuel Masucci III                               
           Samuel Masucci III, Principal Executive Officer

Date       12/8/2021        



Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*       /s/ Samuel Masucci III                              
           Samuel Masucci III, Principal Executive Officer

Date       12/8/2021        


By (Signature and Title)*     /s/ John Flanagan                                         
  John Flanagan, Principal Financial Officer/Treasurer

Date       12/8/2021        


* Print the name and title of each signing officer under his or her signature.