485BPOS
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 16, 2019
No. 333-138490
No. 811-21977
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
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Pre-Effective Amendment No. |
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Post-Effective Amendment No. 720
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REGISTRATION STATEMENT |
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UNDER |
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THE INVESTMENT COMPANY ACT OF 1940 |
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Amendment No. 721 |
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(Check appropriate box or boxes) |
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Invesco Exchange-Traded Fund Trust II
(Exact Name of Registrant as Specified in Charter)
3500 Lacey
Road, Suite 700, Downers Grove, Illinois 60515
(Address of Principal Executive Office)
Registrants Telephone Number, including Area Code: (800) 983-0903
Anna Paglia, Esquire
3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515
(Name and Address of Agent for Service)
With
Copies to:
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Alan P. Goldberg
Stradley Ronon Stevens & Young, LLP
191 North Wacker Drive, Suite 1601
Chicago, Illinois 60606 |
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Eric S. Purple
Stradley Ronon Stevens & Young, LLP
1250 Connecticut Ave, NW, Suite 500
Washington, DC 20036 |
Approximate Date of Proposed Public Offering:
It is proposed that this filing will become effective (check appropriate box):
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immediately upon filing pursuant to paragraph (b) |
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on (date) pursuant to paragraph (b) |
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60 days after filing pursuant to paragraph (a) |
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on (date) pursuant to paragraph (a) |
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75 days after filing pursuant to paragraph (a)(2) |
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on (date) pursuant to paragraph (a)(2) of Rule 485 |
If appropriate, check the following box:
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This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
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Prospectus |
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May 24, 2019 |
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Invesco Exchange-Traded Fund Trust II |
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REEM |
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Invesco Emerging Markets Revenue ETF |
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Cboe BZX Exchange, Inc. |
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REDV |
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Invesco Emerging Markets Ultra Dividend Revenue ETF |
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NYSE Arca, Inc. |
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ESGF |
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Invesco Global ESG Revenue ETF |
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NYSE Arca, Inc. |
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RGLB |
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Invesco Global Revenue ETF |
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Cboe BZX Exchange, Inc. |
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REFA |
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Invesco International Revenue ETF |
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Cboe BZX Exchange, Inc. |
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RIDV |
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Invesco International Ultra Dividend Revenue ETF |
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NYSE Arca, Inc. |
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OVOL |
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Invesco Russell 1000® Low Volatility Factor ETF |
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Cboe BZX Exchange, Inc. |
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OMOM |
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Invesco Russell 1000® Momentum Factor ETF |
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Cboe BZX Exchange, Inc. |
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OQAL |
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Invesco Russell 1000® Quality Factor ETF |
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Cboe BZX Exchange, Inc. |
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OSIZ |
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Invesco Russell 1000® Size Factor ETF |
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Cboe BZX Exchange, Inc. |
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OVLU |
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Invesco Russell 1000® Value Factor ETF |
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Cboe BZX Exchange, Inc. |
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OYLD |
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Invesco Russell 1000® Yield Factor ETF |
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Cboe BZX Exchange, Inc. |
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RWL |
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Invesco S&P 500 Revenue ETF |
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NYSE Arca, Inc. |
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RWW |
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Invesco S&P Financials Revenue ETF |
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NYSE Arca, Inc. |
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RWK |
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Invesco S&P MidCap 400 Revenue ETF |
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NYSE Arca, Inc. |
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RWJ |
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Invesco S&P SmallCap 600 Revenue ETF |
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NYSE Arca, Inc. |
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RDIV |
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Invesco S&P Ultra Dividend Revenue ETF |
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NYSE Arca, Inc. |
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the
Funds shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website,
and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder
reports electronically, you will not be affected by this change and you need not take any action. If you hold accounts through a financial intermediary, you may contact your financial intermediary to enroll in electronic delivery. Please note that
not all financial intermediaries may offer this service.
You may elect to receive all future reports in paper free of charge. If you hold accounts through a
financial intermediary, you can follow the instructions included with this disclosure, if applicable, or contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. Please note that not all
financial intermediaries may offer this service.
Your election to receive reports in paper will apply to all funds held with your financial intermediary.
The U.S. Securities and Exchange Commission (SEC)
has not approved or disapproved these securities or passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense.
Table of Contents
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REEM |
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Invesco Emerging Markets Revenue ETF |
Summary Information
Investment Objective
The Invesco Emerging Markets Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the Invesco
Revenue Weighted Emerging Markets Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
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Annual Fund Operating Expenses |
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(expenses that you pay each year as a percentage of the value of your investment) |
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Management Fees |
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0.46% |
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Other Expenses(1) |
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0.00% |
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Total Annual Fund Operating Expenses |
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0.46% |
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(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
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Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
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1 Year |
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3 Years |
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5 Years |
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10 Years |
$47 |
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$148 |
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$258 |
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$579 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Emerging Markets Revenue ETF (the Predecessor Fund) was approximately 85% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American depositary receipts (ADRs) and global depositary receipts (GDRs) that
represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, MSCI, Inc.
(MSCI or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of
the MSCI Emerging Markets Index (the Parent Index), an index designed to represent the
performance of large- and mid-capitalization securities in emerging market countries, according to the revenue earned by the companies in the Parent Index,
subject to a maximum 5% per company weighting.
The Fund does not purchase all of the securities in the Underlying Index; instead,
the Fund utilizes a sampling methodology to seek to achieve its investment objective.
The Fund is non-diversified and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the energy, financial services, industrials and information
technology sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that
evidence ownership of shares of a foreign issuer and are alternatives to purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and
denominated in the currencies of countries other than the home country of the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as
currency, political, economic and market risks, because their values depend on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of
the underlying foreign securities on which they are based, and their value may change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could decline if the currency
of the non-U.S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation or redemption
transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently,
there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis
(i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the
business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished
trading market for Shares, which may be more likely to trade at a premium or discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because it invests in
non-U.S. securities, which may have lower trading volumes.
Calculation Methodology
Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the
Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in
that foreign currency, thereby decreasing the Funds overall NAV. Exchange rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on the
Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.
Emerging
Markets Investment Risk. Investments in the securities of issuers in emerging market countries involve risks often not associated with investments in the securities of issuers in developed countries. Securities in emerging markets may be
subject to greater price fluctuations than securities in more developed markets. Fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect investments in emerging market securities, and emerging
market securities may have relatively low market liquidity, decreased publicly available information about issuers, and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice
comparable to those applicable to domestic issuers. Emerging market securities also are subject to the risks of expropriation, nationalization or other adverse political or economic developments and the difficulty of enforcing obligations in other
countries. Investments in emerging market securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions. Emerging markets usually are subject to greater market volatility, lower trading
volume, political and economic instability, uncertainty regarding the existence of trading markets and more governmental limitations on foreign
investment than are more developed markets. Securities law in many emerging market countries is relatively new and unsettled. Therefore, laws regarding foreign investment in emerging market
securities, securities regulation, title to securities, and shareholder rights may change quickly and unpredictably. In addition, the enforcement of systems of taxation at federal, regional and local levels in emerging market countries may be
inconsistent and subject to sudden change.
Equity Risk. Equity risk is the risk that the value of equity securities,
including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes
in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that
the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production
costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including
decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common
stock.
Foreign Market Risk. Because foreign securities in the Funds portfolio trade on foreign exchanges at times when the
U.S. markets are not open for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for Shares. Conversely, Shares of the Fund may
trade on U.S. exchanges at times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and the underlying value of the Funds portfolio.
Foreign Investment Risk. Investments in the securities of non-U.S. issuers involve risks beyond
those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available information, and less reliable financial information about issuers, and
inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Foreign securities also are subject to the risks of expropriation,
nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in foreign securities also may be subject to dividend withholding or confiscatory
taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign currencies, fluctuations in the value of the U.S. dollar relative to the values of other currencies
may adversely affect investments in foreign securities and may negatively impact the Funds returns.
Geographic Concentration Risk. A natural or other disaster could occur in a geographic
region in which the Fund invests, which could affect the economy or particular business operations of companies in that specific geographic region and adversely impact the Funds investments in the affected region.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market participants that
continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up and down more dramatically. Additionally, the announcement that
a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of that
security to decrease.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy
that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be
concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund
will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups.
Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry
or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Energy Sector Risk. Changes in worldwide energy prices, exploration and production spending may adversely affect companies
in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In addition, these companies are at risk of civil
liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility, changes in exchange rates, imposition of import
controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are
subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant
negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is
delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore,
have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its
investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should
anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the
creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not
applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in the composition of the Underlying Index. The Funds use of a
representative sampling approach may cause the Fund not to be as well-correlated with the return of the Underlying Index as would be the case if the Fund purchased all of the securities in the Underlying Index in the proportions represented in the
Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal restrictions, costs or
liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations in
Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain
operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Sampling Risk. The Funds use of a representative sampling approach may result in it holding a smaller number of securities
than are in the Underlying Index. As a result, an adverse development to an issuer of securities that the Fund holds could result in a greater decline in NAV than would be the case if the Fund held all of the securities in the Underlying Index. To
the extent the assets in the Fund are smaller, these risks will be greater.
Small- and-Mid-Capitalization Company Risk. Investing in securities of small- and mid-capitalization companies involves greater risk than customarily is
associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than those of more established companies. These securities may have returns that vary, sometimes significantly,
from the overall securities market. Often small- and mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to changing market
conditions.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The table provides an indication of the risks of investing in the Fund
by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund. Although the information shown in the bar chart and the table gives
you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the
Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance information is available
online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Year
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Best Quarter |
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Worst Quarter |
2.35% (3rd Quarter 2018) |
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(9.57)% (2nd Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 7.68%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
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1 Year |
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Since Inception (07/11/17) |
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Return Before Taxes |
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(11.91 |
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(0.86 |
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Return After Taxes on Distributions |
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(12.48 |
)% |
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(1.60 |
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Return After Taxes on Distributions and Sale of Fund Shares |
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(6.49 |
)% |
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(0.63 |
)% |
Invesco Revenue Weighted Emerging Markets Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
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(11.62 |
)% |
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(0.81 |
)% |
MSCI Emerging Markets Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
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(14.58 |
)% |
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(1.32 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
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Name |
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Title with Adviser/Trust |
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Date Began Managing the Fund |
Peter Hubbard |
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Director of Portfolio Management of the Adviser and Vice President of the Trust |
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May 2019 |
Michael Jeanette |
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Senior Portfolio Manager of the Adviser |
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May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 100,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
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REDV |
|
Invesco Emerging Markets Ultra Dividend Revenue ETF |
Summary Information
Investment
Objective
The Invesco Emerging Markets Ultra Dividend Revenue ETF (the Fund) seeks to track the investment results
(before fees and expenses) of the FTSE Custom Emerging Ultra Dividend Revenue Index (the Underlying Index).
Fund Fees
and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund
(Shares). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
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|
|
|
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Annual Fund Operating Expenses |
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(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
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|
0.46% |
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Other Expenses(1) |
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0.00% |
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Total Annual Fund Operating Expenses |
|
|
0.46% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
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Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. The Oppenheimer Emerging Markets Ultra Dividend Revenue ETF (the Predecessor Fund) had not commenced operations as of its most recent fiscal year end and portfolio turnover data therefore
is not available.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American
depositary receipts (ADRs) and global depositary receipts (GDRs) that represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, FTSE Russell (FTSE or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based
methodology that selects a subset of constituent securities of the FTSE Emerging Index (the Parent Index), an index designed to represent the performance of securities of the most liquid large- and
mid-capitalization
companies in emerging market countries. The Underlying Index includes the top 100 constituent securities of the Parent Index according to the highest average of the
1-year trailing dividend yields over the past two years, and then re-weights those securities according to the revenue earned by those companies, subject to a maximum
5% per company weighting and a maximum 10% variation on the Underlying Indexs allocation to a single country versus the Parent Index. The Underlying Index thus contains a subset of the securities included in the Parent Index, in different
proportions.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in
the Underlying Index.
The Fund is non-diversified and therefore is not required to
meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of July 27, 2018, the Underlying Index focused on the basic materials, communications services, energy and financials
sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal
Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that evidence ownership of shares of a foreign issuer and are alternatives to
purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and denominated in the currencies of countries other than the home country of
the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as currency, political, economic and market risks, because their values depend
on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of the underlying foreign securities on which they are based, and their value may
change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not
be U.S. dollar-denominated. Because the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could decline if the currency of the non-U.S. market in which the Fund
invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk. Only authorized participants
(APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently,
there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case,
APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to
proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for
Shares, which may be more likely to trade at a premium or discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because it invests in non-U.S.
securities, which may have lower trading volumes.
Calculation Methodology Risk. The Underlying Index relies on various
sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances
that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests
depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in that foreign currency, thereby decreasing the Funds overall NAV. Exchange
rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on the Fund. As a result, investors have the potential for losses regardless of the
length of time they intend to hold Shares.
Dividend-Paying Security Risk. Securities that pay high dividends as a group can fall
out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources available for such
companies dividend payments may adversely affect the Fund.
Emerging Markets Investment Risk. Investments in the
securities of issuers in emerging market countries involve risks often not associated with investments in the securities of issuers in developed countries. Securities in emerging markets may be subject to greater price fluctuations than securities
in more developed markets. Fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect investments in emerging market securities, and emerging market securities may have relatively low market
liquidity, decreased
publicly available information about issuers, and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to
those applicable to domestic issuers. Emerging market securities also are subject to the risks of expropriation, nationalization or other adverse political or economic developments and the difficulty of enforcing obligations in other countries.
Investments in emerging market securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions. Emerging markets usually are subject to greater market volatility, lower trading volume,
political and economic instability, uncertainty regarding the existence of trading markets and more governmental limitations on foreign investment than are more developed markets. Securities law in many emerging market countries is relatively new
and unsettled. Therefore, laws regarding foreign investment in emerging market securities, securities regulation, title to securities, and shareholder rights may change quickly and unpredictably. In addition, the enforcement of systems of taxation
at federal, regional and local levels in emerging market countries may be inconsistent and subject to sudden change.
Equity
Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific
company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the
stock market may depress the price of most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common
stock may fall solely because of factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price
over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the
failure to make anticipated dividend payments, may depress the value of common stock.
Eurozone Investment Risk. The Funds
investments in the Eurozone may be subject to a greater risk than investments in other geographic regions. The global economic crisis that began in 2008 has caused severe financial difficulties for many European Union (EU) countries,
pushing some to the brink of insolvency and causing others to experience recession, large public debt, restructuring of government debt, credit rating downgrades and an overall weakening of banking and financial sectors. Some of those countries have
depended on, and may continue to depend on, the assistance from others, such as the European Central Bank, the International Monetary Fund, or other governments and institutions, to address those issues. By adopting the euro as its currency, members
of the European Monetary Union (EMU) are subject to fiscal and monetary controls that could limit to some degree the ability to implement their own economic policies. Additionally, EMU member countries could voluntarily abandon
the euro or involuntarily be forced out of the euro, including by way of a partial or complete dissolution of the EMU. The effects of such outcomes on the rest of the Eurozone and the global
markets as a whole are unpredictable, but are likely to be negative, and may adversely impact market values of Eurozone and various other securities and currencies, cause redenomination of certain securities into less valuable local currencies, and
result in more volatile and illiquid markets.
Foreign Market Risk. Because foreign securities in the Funds portfolio trade
on foreign exchanges at times when the U.S. markets are not open for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for
Shares. Conversely, Shares of the Fund may trade on U.S. exchanges at times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and the underlying value of the
Funds portfolio.
Foreign Investment Risk. Investments in the securities of
non-U.S. issuers involve risks beyond those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available
information, and less reliable financial information about issuers, and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic
issuers. Foreign securities also are subject to the risks of expropriation, nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in
foreign securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign currencies,
fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect investments in foreign securities and may negatively impact the Funds returns.
Geographic Concentration Risk. A natural or other disaster could occur in a geographic region in which the Fund invests, which could
affect the economy or particular business operations of companies in that specific geographic region and adversely impact the Funds investments in the affected region.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market participants that
continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up and down more dramatically. Additionally, the announcement that
a security has been added to a widely followed index or benchmark may cause the price of that security to increase.
Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of that security to decrease.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or
industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Basic Materials Sector Risk. Changes in world events, political, environmental and economic conditions, energy conservation,
environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations may adversely affect the companies engaged in the production and
distribution of basic materials.
Communication Services Sector Risk. The value of the securities of
communication services companies are particularly vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally.
Additionally, fluctuating domestic and international demand, shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be
susceptible to network security breaches, certain companies in the communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material
adverse effect on their businesses.
Energy Sector Risk. Changes in worldwide energy prices,
exploration and production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or
do business. In addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity
price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this
sector.
Financials Sector Risk. The Fund may be susceptible to adverse
economic or regulatory occurrences affecting the financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory
interpretations. Unstable interest rates can have a disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them
vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is
required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward
effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the
potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the
Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of
mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid
than those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well
as limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive
to changing market conditions.
Non-Correlation Risk. The Funds return may not
match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds
securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and
the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Performance
As of the date of this Prospectus, the Fund does not have a full calendar year of performance history. The Fund is the successor to the investment
performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, once the Fund has a full calendar year of performance,
the Fund will present total return information in this section that, for periods ending on or prior to May 24, 2019, is that of the Predecessor Fund. Updated performance information is available online at www.invesco.com/ETFs.
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
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Name |
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Title with Adviser/Trust |
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Date Began Managing the Fund |
Peter Hubbard |
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Director of Portfolio Management of the Adviser and Vice President of the Trust |
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May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
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May 2019 |
Tony Seisser |
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Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca,
Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the
intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other initiatives related to the sale or promotion of Fund shares. These
payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another investment. Ask your salesperson or financial adviser or visit your
financial intermediarys web-site for more information.
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ESGF |
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Invesco Global ESG Revenue ETF |
Summary Information
Investment Objective
The Invesco Global ESG Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the Invesco Revenue
Weighted Global ESG Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
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|
|
|
|
Annual Fund Operating Expenses |
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(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
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|
0.45% |
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Other Expenses(1) |
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|
0.00% |
|
Total Annual Fund Operating Expenses |
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|
0.45% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
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|
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|
|
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|
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1 Year |
|
3 Years |
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5 Years |
|
10 Years |
$46 |
|
$144 |
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$252 |
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$567 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Global ESG Revenue ETF (the Predecessor Fund) was approximately 73% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American depositary receipts (ADRs) and global depositary receipts (GDRs) that
represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, MSCI, Inc.
(MSCI or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology to select companies from within the MSCI All Country World Index (the Parent
Index), an index designed to measure the equity
market performance of developed and emerging markets, that have strong environmental, social and governance (ESG) practices, as identified by MSCI ESG Research, Inc., and then re-weight those companies according to the revenue earned, subject to a maximum 5% per company weighting.
The Underlying Index is constructed by using a scoring system established by MSCI ESG Research, Inc. to measure the strength of each pillar of environmental, social, and governance practices for each company within the Parent Index.
Based on that scoring, the top half of companies with ESG score are selected for inclusion in the Underlying Index, and those that are selected are then re-weighted according to revenue earned. Thus, the
Underlying Index contains a subset of the securities in the Parent Index, in different proportions.
The Fund generally invests in all
of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the consumer discretionary, consumer staples, financials, industrials
and information technology sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that evidence ownership of shares of a foreign issuer and are alternatives to
purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and denominated in the currencies of countries other than the home country of
the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as currency, political, economic and market risks, because their values depend
on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of the underlying foreign securities on which they are based, and their value may
change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because
the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could
decline if the currency of
the non-U.S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation or redemption
transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or
maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on certain
trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption
orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or
discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because it invests in non-U.S. securities, which may have lower trading volumes.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is
determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests depreciates against the U.S. dollar. Generally, an increase in the value of the U.S.
dollar against a foreign currency will reduce the value of a security denominated in that foreign currency, thereby decreasing the Funds overall NAV. Exchange rates may be volatile and may change quickly and unpredictably in response to both
global economic developments and economic conditions, causing an adverse impact on the Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.
Emerging Markets Investment Risk. Investments in the securities of issuers in emerging market countries involve risks often not
associated with investments in the securities of issuers in developed countries. Securities in emerging markets may be subject to greater price fluctuations than securities in more developed markets. Fluctuations in the value of the U.S. dollar
relative to the values of other currencies may adversely affect investments in emerging market securities, and emerging market securities may have relatively low market liquidity, decreased publicly available information about issuers, and
inconsistent and
potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Emerging market securities also
are subject to the risks of expropriation, nationalization or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in emerging market securities also may be subject to dividend
withholding or confiscatory taxes, currency blockage and/or transfer restrictions. Emerging markets usually are subject to greater market volatility, lower trading volume, political and economic instability, uncertainty regarding the existence of
trading markets and more governmental limitations on foreign investment than are more developed markets. Securities law in many emerging market countries is relatively new and unsettled. Therefore, laws regarding foreign investment in emerging
market securities, securities regulation, title to securities, and shareholder rights may change quickly and unpredictably. In addition, the enforcement of systems of taxation at federal, regional and local levels in emerging market countries may be
inconsistent and subject to sudden change.
Equity Risk. Equity risk is the risk that the value of equity securities,
including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes
in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that
the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production
costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including
decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common
stock.
ESG Investing Strategy Risk. The stocks of companies with favorable ESG practices may underperform the stock market as a
whole. As a result, the Fund may underperform other funds that do not screen companies based on ESG practices. The criteria used to select companies for the Underlying Index may result in the Fund investing in securities, industries or sectors that
underperform the market as a whole or underperform other funds screened for ESG standards.
Geographic Concentration Risk. A
natural or other disaster could occur in a geographic region in which the Fund invests, which could affect the economy or particular business operations of companies in that specific geographic region and adversely impact the Funds investments
in the affected region.
Foreign Market Risk. Because foreign securities in the Funds portfolio trade on foreign exchanges
at times when the U.S.
markets are not open for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market
for Shares. Conversely, Shares of the Fund may trade on U.S. exchanges at times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and the underlying value of
the Funds portfolio.
Foreign Investment Risk. Investments in the securities of
non-U.S. issuers involve risks beyond those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available
information, and less reliable financial information about issuers, and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic
issuers. Foreign securities also are subject to the risks of expropriation, nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in
foreign securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign currencies,
fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect investments in foreign securities and may negatively impact the Funds returns.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or
industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by
fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in
exchange rates, imposition of import controls,
increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and
consumer preferences, exploration and production spending may adversely affect companies in the consumer staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as
natural and man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market
as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to
time own a substantial amount of Shares. In addition,
a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is
required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward
effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading
Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of
these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in
the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal
restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because
the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater
fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human
error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures.
The Fund and the investment adviser seek to reduce these operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing
how the Funds total returns have varied from year to year and by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund.
Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in
the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the
Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance
information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
8.56% (1st Quarter 2017) |
|
(13.21)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 9.50%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (10/27/16) |
|
Return Before Taxes |
|
|
(12.81 |
)% |
|
|
5.01 |
% |
Return After Taxes on Distributions |
|
|
(13.17 |
)% |
|
|
4.53 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(6.98 |
)% |
|
|
3.98 |
% |
Invesco Revenue Weighted Global ESG Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
|
|
(12.75 |
)% |
|
|
5.31 |
% |
MSCI All Country World Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
|
|
(9.42 |
)% |
|
|
6.79 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is
called a Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund
also reserves the right to permit or require Creation Units to be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for
trading on NYSE Arca, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a
premium), at NAV, or less than NAV (at a discount).
Tax Information
The Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a
tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RGLB |
|
Invesco Global Revenue ETF |
Summary Information
Investment Objective
The Invesco Global Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the Invesco Revenue
Weighted Global Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.43% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.43% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$44 |
|
$138 |
|
$241 |
|
$542 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Global Revenue ETF (the Predecessor Fund) was approximately 64% of the average value of its portfolio,
excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American depositary receipts (ADRs) and global depositary receipts (GDRs) that
represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, MSCI, Inc.
(MSCI or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the MSCI All Country World
Index (the Parent Index), an index designed to measure the equity market performance
of developed and emerging markets, according to the revenue earned, subject to a maximum 5% per company weighting. Thus, the Underlying Index contains the same securities as the Parent
Index, but in different proportions.
The Fund does not purchase all of the securities in the Underlying Index; instead, the Fund
utilizes a sampling methodology to seek to achieve its investment objective.
The Fund is
non-diversified and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the consumer discretionary, consumer staples, financials and
industrials sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that
evidence ownership of shares of a foreign issuer and are alternatives to purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and
denominated in the currencies of countries other than the home country of the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as
currency, political, economic and market risks, because their values depend on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of
the underlying foreign securities on which they are based, and their value may change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could decline if the currency
of the non-U.S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation or redemption
transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently,
there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition,
to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may
result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because it invests
in non-U.S. securities, which may have lower trading volumes.
Calculation Methodology
Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the
Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in
that foreign currency, thereby decreasing the Funds overall NAV. Exchange rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on the
Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.
Equity
Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific
company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the
stock market may depress the price of most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common
stock may fall solely because of factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price
over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the
failure to make anticipated dividend payments, may depress the value of common stock.
Eurozone Investment Risk. The Funds investments in the Eurozone may be subject to a
greater risk than investments in other geographic regions. The recent global economic crisis that began in 2008 has caused severe financial difficulties for many European Union (EU) countries, pushing some to the brink of insolvency and
causing others to experience recession, large public debt, restructuring of government debt, credit rating downgrades and an overall weakening of banking and financial sectors. Some of those countries have depended on, and may continue to depend on,
the assistance from others, such as the European Central Bank, the International Monetary Fund, or other governments and institutions, to address those issues. By adopting the euro as its currency, members of the European Monetary Union
(EMU) are subject to fiscal and monetary controls that could limit to some degree the ability to implement their own economic policies. Additionally, EMU member countries could voluntarily abandon the euro or involuntarily be forced out
of the euro, including by way of a partial or complete dissolution of the EMU. The effects of such outcomes on the rest of the Eurozone and the global markets as a whole are unpredictable, but are likely to be negative, and may adversely impact
market values of Eurozone and various other securities and currencies, cause redenomination of certain securities into less valuable local currencies, and result in more volatile and illiquid markets.
Foreign Market Risk. Because foreign securities in the Funds portfolio trade on foreign exchanges at times when the U.S. markets are
not open for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for Shares. Conversely, Shares of the Fund may trade on U.S.
exchanges at times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and the underlying value of the Funds portfolio.
Foreign Investment Risk. Investments in the securities of non-U.S. issuers involve risks beyond
those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available information, and less reliable financial information about issuers, and
inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Foreign securities also are subject to the risks of expropriation,
nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in foreign securities also may be subject to dividend withholding or confiscatory
taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign currencies, fluctuations in the value of the U.S. dollar relative to the values of other currencies
may adversely affect investments in foreign securities and may negatively impact the Funds returns.
Geographic Concentration
Risk. A natural or other disaster could occur in a geographic region in which the Fund invests, which could affect the economy or particular business operations of companies in that specific geographic region and adversely impact the
Funds investments in the affected region.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the
Fund and other market participants that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up
and down more dramatically. Additionally, the announcement that a security has been added to a widely followed index or benchmark may cause the
price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of that security to decrease.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or
industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by
fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in
exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and
consumer preferences, exploration and production spending may adversely affect companies in the consumer staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as
natural and man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are
subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is
required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward
effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the
Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading
Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of
these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than
those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well as
limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to
changing market conditions.
Non-Correlation Risk. The Funds return may not
match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds
securities holdings to reflect changes in the composition of the Underlying Index. The Funds use of a representative sampling approach may cause the Fund not to be as well-correlated with the return of the Underlying Index as would be the case
if the Fund purchased all of the securities in the Underlying Index in the proportions represented in the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences
between the Funds portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified
fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of
issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks
arising from a number of factors, including, but not limited to, human error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or
systems failures. The Fund and the investment adviser seek to reduce these operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third
parties and other informative sources to calculate its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks
arising from factors such as failures in systems and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any
losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio
securities in connection with the rebalancing or adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high
portfolio turnover rate (such as 100% or more) could result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will
seek to utilize the in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Sampling Risk. The Funds use of a representative sampling approach may result in it holding a smaller number of securities
than are in the Underlying Index. As a result, an adverse development to an issuer of securities that the Fund holds could result in a greater decline in NAV than would be the case if the Fund held all of the securities in the Underlying Index. To
the extent the assets in the Fund are smaller, these risks will be greater.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
3.91% (3rd Quarter 2018) |
|
(12.50)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 8.93%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (07/11/17) |
|
Return Before Taxes |
|
|
(12.09 |
)% |
|
|
(1.17 |
)% |
Return After Taxes on Distributions |
|
|
(12.45 |
)% |
|
|
(1.60 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(6.54 |
)% |
|
|
(0.70 |
)% |
Invesco Revenue Weighted Global Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
|
|
(11.80 |
)% |
|
|
(0.90 |
)% |
MSCI All Country World Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
|
|
(9.42 |
)% |
|
|
0.43 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 100,000 Shares (each block of Shares is
called a Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund
also reserves the right to permit or require Creation Units to be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
REFA |
|
Invesco International Revenue ETF |
Summary Information
Investment Objective
The Invesco International Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the Invesco
Revenue Weighted International Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.42% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.42% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$43 |
|
$135 |
|
$235 |
|
$530 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer International Revenue ETF (the Predecessor Fund) was approximately 29% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American depositary receipts (ADRs) and global depositary receipts (GDRs) that
represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, MSCI, Inc.
(MSCI or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of
the MSCI EAFE Index (the Parent Index) according to the revenue earned by the
companies in the Parent Index, subject to a maximum 5% per company weighting. Thus, the Underlying Index contains the same securities as the Parent Index, but in different proportions.
Since the Underlying Index will be constructed based on securities in the Parent Index, it will primarily consist of securities from
developed markets around the world, excluding the United States and Canada. It may include securities of foreign companies other than developed markets around the world and companies of any market capitalization, including medium capitalization
companies. The Parent Index includes stocks from Europe, Australasia and the Far East. Consistent with the attributes of the Parent Index, the Fund invests in issuers that maintain their principal place of business or conduct their business
activities outside the U.S., issuers that have their securities traded on non-U.S. exchanges or issuers that have been formed under the laws of non-U.S. countries.
The Fund does not purchase all of the securities in the Underlying Index; instead, the Fund utilizes a sampling methodology
to seek to achieve its investment objective.
The Fund is non-diversified and
therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the
Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has
focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the consumer discretionary, financials and industrials sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to
change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that evidence ownership of shares of a foreign issuer and are alternatives to
purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and denominated in the currencies of countries other than the home country of
the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as currency, political, economic and market risks, because their values depend
on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of the underlying foreign securities on which they are based, and their value may
change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because
the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could decline if the currency of the non-U.S. market in which the Fund invests depreciates against the U.S.
dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant
Concentration Risk. Only authorized participants (APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no
obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are
traded outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In
addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below),
this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because
it invests in non-U.S. securities, which may have lower trading volumes.
Calculation
Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates.
Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in
that foreign currency, thereby decreasing the Funds overall NAV. Exchange rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on the
Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.
Equity
Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific
company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the
stock market may depress the price of most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment
toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production costs, that negatively impact
other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including decisions made by its
management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.
Eurozone Investment Risk. The Funds investments in the Eurozone may be subject to a greater risk than investments in other geographic
regions. The recent global economic crisis that began in 2008 has caused severe financial difficulties for many European Union (EU) countries, pushing some to the brink of insolvency and causing others to experience recession, large
public debt, restructuring of government debt, credit rating downgrades and an overall weakening of banking and financial sectors. Some of those countries have depended on, and may continue to depend on, the assistance from others, such as the
European Central Bank, the International Monetary Fund, or other governments and institutions, to address those issues. By adopting the euro as its currency, members of the European Monetary Union (EMU) are subject to fiscal and monetary
controls that could limit to some degree the ability to implement their own economic policies. Additionally, EMU member countries could voluntarily abandon the euro or involuntarily be forced out of the euro, including by way of a partial or
complete dissolution of the EMU. The effects of such outcomes on the rest of the Eurozone and the global markets as a whole are unpredictable, but are likely to be negative, and may adversely impact market values of Eurozone and various other
securities and currencies, cause redenomination of certain securities into less valuable local currencies, and result in more volatile and illiquid markets.
Foreign Market Risk. Because foreign securities in the Funds portfolio trade on foreign exchanges at times when the U.S. markets are not open for trading, the value of those securities may change materially at times
when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for Shares. Conversely, Shares of the Fund may trade on U.S. exchanges at times when foreign exchanges are not open for trading. This, in either
case, could lead to a difference between the U.S. market value of the Shares and the underlying value of the Funds portfolio.
Foreign Investment Risk. Investments in the securities of non-U.S. issuers involve risks beyond
those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available information, and less reliable financial information about issuers, and
inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Foreign securities also are subject to the risks of expropriation,
nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments in foreign securities also may be
subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign
currencies, fluctuations in the value of the U.S. dollar relative to
the values of other currencies may adversely affect investments in
foreign securities and may negatively impact the Funds returns.
Geographic Concentration Risk. A natural or other
disaster could occur in a geographic region in which the Fund invests, which could affect the economy or particular business operations of companies in that specific geographic region and adversely impact the Funds investments in the affected
region.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market
participants that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up and down more dramatically. Additionally, the
announcement that a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause
the price of that security to decrease.
Index Risk. Unlike many investment companies, the Fund does not utilize an
investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is
underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time
may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the
Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry
groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the
industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by
fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in
exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Financials Sector Risk. The Fund may be susceptible to adverse
economic or regulatory occurrences affecting the financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory
interpretations. Unstable interest rates can have a disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them
vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is
required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the
trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may
hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading
Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of
these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than
those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well as
limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to
changing market conditions.
Non-Correlation Risk. The Funds return may not
match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds
securities holdings to reflect changes in the composition of the Underlying Index. The Funds use of a representative sampling approach may cause the Fund not to be as well-correlated with the return of the Underlying Index as would be the case
if the Fund purchased all of the securities in the Underlying Index in the proportions represented in the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences
between the Funds portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified
fund, changes in the market value of a single investment could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of
issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks
arising from a number of factors, including, but not limited to, human error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or
systems failures. The Fund and the investment adviser seek to reduce these operational
risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Sampling Risk. The Funds use of a representative sampling approach may result in it holding a smaller number of securities
than are in the Underlying Index. As a result, an adverse development to an issuer of securities that the Fund holds could result in a greater decline in NAV than would be the case if the Fund held all of the securities in the Underlying Index. To
the extent the assets in the Fund are smaller, these risks will be greater.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
2.09% (3rd Quarter 2018) |
|
(13.38)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 7.81%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (07/11/17) |
|
Return Before Taxes |
|
|
(14.60 |
)% |
|
|
(3.17 |
)% |
Return After Taxes on Distributions |
|
|
(14.94 |
)% |
|
|
(3.58 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(7.89 |
)% |
|
|
(2.14 |
)% |
Invesco Revenue Weighted International Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other taxes) |
|
|
(14.40 |
)% |
|
|
(2.94 |
)% |
MSCI EAFE® Index (Net) (reflects reinvested dividends net of withholding taxes but reflects no deduction for fees, expenses or other
taxes) |
|
|
(13.79 |
)% |
|
|
(3.47 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 100,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RIDV |
|
Invesco International Ultra Dividend Revenue ETF |
Summary Information
Investment
Objective
The Invesco International Ultra Dividend Revenue ETF (the Fund) seeks to track the investment results (before
fees and expenses) of the FTSE Custom Developed ex US Ultra Dividend Revenue Index (the Underlying Index).
Fund Fees and
Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares).
Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.42% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.42% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. The Oppenheimer International Ultra Dividend Revenue ETF (the Predecessor Fund) had not commenced operations as of its most recent fiscal year end and portfolio turnover data therefore is
not available.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index, as well as American
depositary receipts (ADRs) and global depositary receipts (GDRs) that represent securities in the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, FTSE Russell (FTSE or the Index Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based
methodology that starts with the FTSE Developed ex US Index (the Parent Index), an index designed to represent the performance of large- and mid-cap securities from 24 developed market countries,
excluding the United States. From a universe of components of the Parent Index, the Underlying Index (1) excludes the top
5% of securities within each country by yield, (2) excludes the top 5% of securities within each sector by dividend payout ratio, (3) selects the top 200 securities according to the
highest average of the 1-year trailing dividend yields over the past two years and (4) re-weights those securities according to the revenue earned by those
companies, subject to a maximum 5% per company weighting and a maximum 10% variation on the Underlying Indexs allocation to a single country versus the Parent Index. The Underlying Index thus contains a subset of the securities included
in the Parent Index, in different proportions.
The Fund generally invests in all of the securities comprising the Underlying Index in
proportion to their weightings in the Underlying Index.
The Fund is non-diversified
and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the
Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has
focused on certain sectors. As of July 27, 2018, the Underlying Index focused on the energy and financials sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
ADR and GDR Risk. ADRs are certificates that
evidence ownership of shares of a foreign issuer and are alternatives to purchasing directly underlying foreign securities in their national markets and currencies. GDRs are certificates issued by an international bank that generally are traded and
denominated in the currencies of countries other than the home country of the issuer of the underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as
currency, political, economic and market risks, because their values depend on the performance of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of
the underlying foreign securities on which they are based, and their value may change materially at times when U.S. markets are not open for trading.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because the Funds net asset value (NAV) is determined in U.S. dollars, the Funds NAV could decline if the currency
of the non-U.S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk. Only authorized participants
(APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently,
there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case,
APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to
proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for
Shares, which may be more likely to trade at a premium or discount to the Funds NAV and to face trading halts and/or delisting. This risk may be heightened for the Fund because it invests in non-U.S.
securities, which may have lower trading volumes.
Calculation Methodology Risk. The Underlying Index relies on various
sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances
that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk. Because the Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of a non-U.S. market in which the Fund invests
depreciates against the U.S. dollar. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security denominated in that foreign currency, thereby decreasing the Funds overall NAV. Exchange
rates may be volatile and may change quickly and unpredictably in response to both global economic developments and economic conditions, causing an adverse impact on the Fund. As a result, investors have the potential for losses regardless of the
length of time they intend to hold Shares.
Dividend-Paying Security Risk. Securities that pay high dividends as a group can fall
out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources available for such
companies dividend payments may adversely affect the Fund.
Equity Risk. Equity risk is the risk that the value of
equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic
conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all
of the common stocks that the Fund holds.
In addition, equity risk includes the risk that investor sentiment toward particular industries will
become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys
common stock also may decline significantly in price over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse
event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.
Eurozone Investment Risk. The Funds investments in the Eurozone may be subject to a greater risk than investments in other geographic regions. The global economic crisis that began in 2008 has caused severe financial
difficulties for many European Union (EU) countries, pushing some to the brink of insolvency and causing others to experience recession, large public debt, restructuring of government debt, credit rating downgrades and an overall
weakening of banking and financial sectors. Some of those countries have depended on, and may continue to depend on, the assistance from others, such as the European Central Bank, the International Monetary Fund, or other governments and
institutions, to address those issues. By adopting the euro as its currency, members of the European Monetary Union (EMU) are subject to fiscal and monetary controls that could limit to some degree the ability to implement their own
economic policies. Additionally, EMU member countries could voluntarily abandon the euro or involuntarily be forced out of the euro, including by way of a partial or complete dissolution of the EMU. The effects of such outcomes on the rest of the
Eurozone and the global markets as a whole are unpredictable, but are likely to be negative, and may adversely impact market values of Eurozone and various other securities and currencies, cause redenomination of certain securities into less
valuable local currencies, and result in more volatile and illiquid markets.
Foreign Market Risk. Because foreign securities in
the Funds portfolio trade on foreign exchanges at times when the U.S. markets are not open for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is
an active U.S. market for Shares. Conversely, Shares of the Fund may trade on U.S. exchanges at times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and
the underlying value of the Funds portfolio.
Foreign Investment Risk. Investments in the securities of non-U.S. issuers involve risks beyond those associated with investments in U.S. securities. Foreign securities may have relatively low market liquidity, greater market volatility, decreased publicly available
information, and less reliable financial information about issuers, and inconsistent and potentially less stringent accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to domestic
issuers. Foreign securities also are subject to the risks of expropriation, nationalization, political instability or other adverse political or economic developments and the difficulty of enforcing obligations
in other countries. Investments in foreign securities also may be subject to dividend withholding or
confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. As the Fund will invest in securities denominated in foreign currencies, fluctuations in the value of the U.S. dollar relative to the values of other
currencies may adversely affect investments in foreign securities and may negatively impact the Funds returns.
Geographic
Concentration Risk. A natural or other disaster could occur in a geographic region in which the Fund invests, which could affect the economy or particular business operations of companies in that specific geographic region and adversely
impact the Funds investments in the affected region.
Increased Volatility Risk. Increased volatility may result from
increased cash flows to the Fund and other market participants that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive
prices up and down more dramatically. Additionally, the announcement that a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been
deleted from a widely followed index or benchmark may cause the price of that security to decrease.
Index
Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or
removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration
Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index
concentrates in the securities of issuers in a particular industry or industry group, the Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may
face more risks than if it were diversified broadly over numerous industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative
or regulatory changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the
market as a whole.
Energy Sector Risk. Changes in worldwide energy prices, exploration and
production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In
addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility,
changes in
exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could
affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse
economic or regulatory occurrences affecting the financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory
interpretations. Unstable interest rates can have a disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them
vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is
required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward
effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You
should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than
those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well as
limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to
changing market conditions.
Non-Correlation Risk. The Funds return may not
match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds
securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and
the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as
failures in systems and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be
unable to recover any losses associated with such failures.
Performance
As of the date of this Prospectus, the Fund does not have a full calendar year of performance history. The Fund is the successor to the investment
performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, once the Fund has a full calendar year of performance,
the Fund will present total return information in this section that, for periods ending on or prior to May 24, 2019, is that of the Predecessor Fund. Updated performance information is available online at www.invesco.com/ETFs.
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca,
Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
OVOL |
|
Invesco Russell 1000® Low Volatility Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Low Volatility Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000 Volatility Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Russell 1000® Low Volatility Factor ETF (the
Predecessor Fund) was approximately 7% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind
creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits lower volatility characteristics relative to the other
constituents in the Parent Index. A companys volatility factor score is based on the standard deviation of weekly total returns to a companys stock price over the trailing five years ending on the last business day of the prior month. An
initial weight for each security is determined from the product of the securitys factor score and its weight in the Parent Index. These weights are adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain
constraints with respect to factor exposure, diversification, liquidity, industry exposure, maximum security and minimum security weights, as compared to the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if
their relevant factor characteristics fall below an algorithmically-determined threshold, or if their adjusted weights fall below a certain de minimis amount.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain
diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration
Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a
concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As
of October 26, 2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary, consumer staples, energy, financials, healthcare, industrials, information technology, real estate securities and
utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration
Risk. Only authorized participants (APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to
submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition,
to the extent that APs exit the business or are unable to proceed with processing
creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly
diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that
the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general
economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of
most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of
factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to
factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Index Risk. Unlike many investment companies, the Fund
does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that
security generally is underperforming.
Index Construction Risk. A stock included in the Underlying Index may not
exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that factor trait.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund
invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at
times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Basic Materials Sector Risk. Changes in world events, political, environmental and economic conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources and labor relations may adversely affect the companies engaged in the production and distribution of basic materials.
Communication Services Sector Risk. The value of the securities of communication services companies are particularly
vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally. Additionally, fluctuating domestic and international demand,
shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be susceptible to network security breaches, certain companies in the
communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by fluctuations in
supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer preferences, exploration and production spending may adversely affect companies in the consumer staples
sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural and man-made disasters and political, social or labor unrest
that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide energy
prices, exploration and production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are
located or do business. In addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism
and natural disasters. Commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy
sources, technological developments and labor relations also could affect companies in this sector.
Financials
Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their
profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may
themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or
viability of such companies.
Healthcare Sector Risk. Factors such as extensive government
regulation, restrictions on government reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation,
costs associated with obtaining and protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased
competition, property taxes, capital expenditures, or operating expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a
variety of factors that may adversely affect their business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled
capital markets; governmental regulation of rates the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential
losses resulting from a developing deregulatory environment.
Investment Approach Risk. The Underlying Index, and thus the
Fund, seeks to provide exposure to investments based on the low volatility factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the low volatility factor will
detract from performance in some market environments, perhaps for extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a
whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders,
including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or
another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large
shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative
impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a
larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price
of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Low Volatility Risk. Although subject to the risks of common stocks, low volatility stocks are seen as having a lower risk profile than the
overall markets. However, a portfolio comprised of low volatility stocks may not produce investment exposure that has lower variability to changes in such stocks price levels. Low volatility stocks are likely to underperform the broader market
during periods of rapidly rising stock prices. Although the Underlying Index was created to seek lower volatility than the Parent Index, there is no guarantee that this strategy will be successful.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You
should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in
the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal
restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because
the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater
fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions
to the Funds shareholders, the Fund will seek to utilize the in-kind creation and redemption mechanism (described below) to minimize realization of
capital gains to the extent possible.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar
Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
8.66% (3rd Quarter 2018) |
|
(10.46)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 12.92%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(2.63 |
)% |
|
|
0.79 |
% |
Return After Taxes on Distributions |
|
|
(3.11 |
)% |
|
|
0.27 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(1.18 |
)% |
|
|
0.63 |
% |
Russell 1000® Volatility Factor Index (reflects no deduction for fees, expenses or taxes) |
|
|
(2.43 |
)% |
|
|
1.00 |
% |
Russell 1000® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys
web-site for more information.
|
|
|
OMOM |
|
Invesco Russell 1000® Momentum Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Momentum Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000® Momentum Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Russell 1000® Momentum Factor ETF (the Predecessor
Fund) was approximately 22% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and
redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits greater momentum characteristics relative to the other
constituents in the Parent Index. A companys momentum factor score is based on historical total return over the 11 months ending on the last business day of the prior month. An initial weight for each security is determined from the product of
the securitys factor score and its weight in the Parent Index. These weights are adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain constraints with respect to industry exposure, maximum security and
minimum security weights, as compared to the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if their relevant factor characteristics fall below an algorithmically-determined threshold, or if their adjusted
weights fall below a certain de minimis amount.
The Fund generally invests in all of the securities comprising the Underlying Index in
proportion to their weightings in the Underlying Index.
The Fund is non-diversified
and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the
Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has
focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary, consumer staples, energy, financials, healthcare, industrials, information technology, real
estate securities and utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or
redemption orders with respect to the Fund and
no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to
trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that
the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general
economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of
most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of
factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to
factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Index Risk. Unlike many investment companies, the Fund
does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that
security generally is underperforming.
Index Construction Risk. A stock included in the Underlying Index may not
exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that factor trait.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or
regulatory changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and
underperform other industries, industry groups or the market as a whole.
Basic Materials Sector
Risk. Changes in world events, political, environmental and economic conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources and labor relations may adversely affect the companies engaged in the production and distribution of basic materials.
Communication Services Sector Risk. The value of the securities of communication services companies are particularly
vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally. Additionally, fluctuating domestic and international demand,
shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be susceptible to network security breaches, certain companies in the
communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by fluctuations in
supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer preferences, exploration and production spending may adversely affect companies in the consumer staples
sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural and man-made disasters and political, social or labor unrest
that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide
energy prices, exploration and production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies
are located or do business. In addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural
disasters. Commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased
competition, property taxes, capital expenditures, or operating expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a variety of factors that may adversely affect their
business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and
unsettled capital markets; governmental regulation of rates the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and
potential losses resulting from a developing deregulatory environment.
Investment Approach Risk. The Underlying Index, and
thus the Fund, seeks to provide exposure to investments based on the momentum factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the momentum factor will
detract from performance in some market environments, perhaps for extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a
whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders,
including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or
another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large
shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative
impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a
larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price
of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading
Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of
these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Momentum Investing Risk. The momentum style of investing is subject to the risk
that the securities may be more volatile than the market as a whole, or that the returns on securities that previously have exhibited price momentum are less than returns on other styles of investing. Momentum can turn quickly, and stocks that
previously have exhibited high momentum may not experience continued positive momentum. In addition, there may be periods when the momentum style of investing is out of favor and therefore, the investment performance of the Fund may suffer.
Non-Correlation Risk. The Funds return may not match the return of the
Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to
reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index
resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund
Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment
could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds
performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not
limited to, human error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser
seek to reduce these operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar
Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
8.26% (3rd Quarter 2018) |
|
(16.06)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 13.64%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(4.56 |
)% |
|
|
(1.76 |
)% |
Return After Taxes on Distributions |
|
|
(4.88 |
)% |
|
|
(2.11 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(2.43 |
)% |
|
|
(1.31 |
)% |
Russell 1000® Momentum Factor Index (reflects no deduction for fees, expenses or other taxes) |
|
|
(4.39 |
)% |
|
|
(1.57 |
)% |
Russell 1000® Index (reflects no deduction for fees, expenses or other taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
OQAL |
|
Invesco Russell 1000® Quality Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Quality Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000 Quality Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Russell 1000® Quality Factor ETF (the Predecessor
Fund) was approximately 22% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and
redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits greater quality characteristics relative to the other
constituents in the Parent Index. A companys quality factor score is based on an equally-weighted composite of return on assets, change in asset turnover, accruals, and leverage, calculated based on information reported in the companys
most recent annual financial statement as of the last business day of the prior month. An initial weight for each security is determined from the product of the securitys factor score and its weight in the Parent Index. These weights are
adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain constraints with respect to factor exposure, diversification, liquidity, industry exposure, maximum security and minimum security weights, as compared to
the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if their relevant factor characteristics fall below an algorithmically-determined threshold, or if their adjusted weights fall below a certain de minimis amount.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying
Index.
The Fund is non-diversified and therefore is not required to meet certain
diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration
Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a
concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As
of October 26, 2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary, consumer staples, energy, financials, healthcare, industrials, information technology, real estate securities and
utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration
Risk. Only authorized participants (APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to
submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited
number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no
other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset
value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index
relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can
offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors
that directly relate to a specific company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It
is possible that a drop in the stock market may depress the price of most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The
value of a companys common stock may fall solely because of factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may
decline significantly in price over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an
unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.
Index
Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or
removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Index Construction
Risk. A stock included in the Underlying Index may not exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that
factor trait.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may
be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund
will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous
industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory
changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a
whole.
Basic Materials Sector Risk. Changes in world events, political, environmental and economic
conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations may adversely affect the companies
engaged in the production and distribution of basic materials.
Communication Services Sector Risk. The value of
the securities of communication services companies are particularly vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and
internationally. Additionally, fluctuating domestic and international demand, shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies
may be susceptible to network security breaches, certain companies in the communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a
material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the
consumer discretionary sector are affected by fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions,
commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer
preferences, exploration and production spending may adversely affect companies in the consumer staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural
and man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide energy prices, exploration and production spending may adversely affect companies
in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In addition, these companies are at risk of civil
liability from accidents resulting
in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased
competition, property taxes, capital expenditures, or operating expenses; and other economic, political or
regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a variety of factors that may adversely affect their
business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled capital markets; governmental regulation of rates
the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential losses resulting from a developing deregulatory
environment.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments
based on the quality factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the quality factor will detract from performance in some market environments, perhaps
for extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to
time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or another entity may invest in the Fund and hold its investment for a limited period of time
solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large shareholder would not redeem its investment, that the size of the Fund would be maintained
at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases
of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may
account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively
large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market
Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market
for the Shares, losses from trading in secondary markets, and disruption
in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying
Index, and incurs costs in
buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset
valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Quality Securities Risk. Securities included in the Underlying Index are deemed to be quality stocks pursuant to the Underlying
Indexs methodology, but there is no guarantee that the past
performance of these stocks will continue. Companies that issue these stocks may experience lower than expected returns or may experience negative growth, as well as increased leverage, resulting
in lower than expected or negative returns to Fund shareholders. Many factors can affect a stocks quality and performance, and the impact of these factors on a stock or its price can be difficult to predict.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The table provides an indication of the risks of investing in the Fund by showing how the
Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the
risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the
Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance information is available
online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
7.47% (3rd Quarter 2018) |
|
(14.15)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 14.66%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(2.87 |
)% |
|
|
0.15 |
% |
Return After Taxes on Distributions |
|
|
(3.22 |
)% |
|
|
(0.22 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(1.42 |
)% |
|
|
0.14 |
% |
Russell 1000® Quality Factor Index (reflects no deduction for fees, expenses or taxes) |
|
|
(2.68 |
)% |
|
|
0.35 |
% |
Russell 1000® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
OSIZ |
|
Invesco Russell 1000® Size Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Size Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000 Size Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares
of the Fund (Shares). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Russell 1000® Size Factor ETF (the Predecessor
Fund) was approximately 18% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and
redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits characteristics of smaller-capitalization companies
relative to the other constituents in the Parent Index. A companys size factor score is based on total market capitalization as of the last business day of the prior month. An initial weight for each security is determined from the product of
the securitys factor score and its weight in the Parent Index. These weights are adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain constraints with respect to factor exposure, diversification,
liquidity, industry exposure, maximum security and minimum security weights, as compared to the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if their relevant factor characteristics fall below an
algorithmically-determined threshold, or if their adjusted weights fall below a certain de minimis amount.
The Fund generally invests
in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary,
consumer staples, energy, financials, healthcare, industrials, information technology, real estate securities and utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing
creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly
diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that
the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general
economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of
most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of
factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to
factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Index Construction Risk. A stock included in the
Underlying Index may not exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that factor trait.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market participants that
continuously or systematically buy large holdings of small or medium capitalization companies, which can drive prices up and down more dramatically. Additionally, the announcement that a security has been added to a widely followed index or
benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of that security to decrease.
Industry Concentration Risk. In following its methodology, the Underlying Index
from time to time may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or
industry group, the Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous
industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased
competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Basic Materials Sector Risk. Changes in world events, political, environmental and economic conditions, energy
conservation, environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations may adversely affect the companies engaged in the
production and distribution of basic materials.
Communication Services Sector Risk. The value of the securities
of communication services companies are particularly vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally.
Additionally, fluctuating domestic and international demand, shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be
susceptible to network security breaches, certain companies in the communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material
adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the consumer
discretionary sector are affected by fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity
price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer
preferences, exploration and production spending may adversely affect companies in the consumer staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural
and man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide energy prices, exploration and
production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In
addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility,
changes in exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences
affecting the financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can
have a disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that
sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the
availability, cost and terms of mortgage funds; increased competition, property taxes, capital expenditures, or operating expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that
may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a
variety of factors that may adversely affect their business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled
capital markets; governmental regulation of rates the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential
losses resulting from a developing deregulatory environment.
Investment Approach Risk. The Underlying Index, and thus the
Fund, seeks to provide exposure to investments based on the size factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the size factor will detract from
performance in some market environments, perhaps for extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a
whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders,
including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or
another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large
shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative
impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a
larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price
of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the
Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in
the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal
restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because
the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater
fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind
creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Small- and-Mid-Capitalization Company
Risk. Investing in securities of small- and mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These
companies securities may be more volatile and less liquid than those of more established companies. These securities may have returns that vary, sometimes significantly, from the overall securities market. Often small- and mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to changing market conditions.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The table provides an indication of the risks of investing in the Fund by showing how the
Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the
risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the
Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance information is available
online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
4.94% (3rd Quarter 2018) |
|
(16.09)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 16.24%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(8.48 |
)% |
|
|
(3.78 |
)% |
Return After Taxes on Distributions |
|
|
(8.92 |
)% |
|
|
(4.25 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(4.79 |
)% |
|
|
(2.91 |
)% |
Russell 1000® Size Factor Index (reflects no deduction for fees, expenses or taxes) |
|
|
(8.34 |
)% |
|
|
(3.62 |
)% |
Russell 1000® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
OVLU |
|
Invesco Russell 1000® Value Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Value Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000 Value Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer Russell 1000® Value Factor ETF (the Predecessor
Fund) was approximately 25% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and
redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits greater value characteristics relative to the other
constituents in the Parent Index. A companys value factor score is based on an equally-weighted composite of cash flow yield, earnings yield, and sales to price ratio, calculated based on the companys total market capitalization and
information reported in the companys most recent annual financial statement as of the last business day of the prior month. An initial weight for each security is determined from the product of the securitys factor score and its weight
in the Parent Index. These weights are adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain constraints with respect to factor exposure, diversification, liquidity, industry exposure, maximum security and
minimum security weights, as compared to the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if their relevant factor characteristics fall below an algorithmically-determined threshold, or if their adjusted
weights fall below a certain de minimis amount.
The Fund generally invests in all of the securities comprising the Underlying Index in
proportion to their weightings in the Underlying Index.
The Fund is non-diversified
and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the
Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has
focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary, consumer staples, energy, financials, healthcare, industrials, information technology, real
estate securities and utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited
number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing
creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined
below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that
the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general
economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of
most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of
factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to
factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Index Construction Risk. A stock included in the
Underlying Index may not exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that factor trait.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous
industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory
changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a
whole.
Basic Materials Sector Risk. Changes in world events, political, environmental and economic
conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations may adversely affect the companies
engaged in the production and distribution of basic materials.
Communication Services Sector Risk. The value of
the securities of communication services companies are particularly vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and
internationally. Additionally, fluctuating domestic and international demand, shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies
may be susceptible to network security breaches, certain companies in the communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a
material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the
consumer discretionary sector are affected by fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions,
commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer
preferences, exploration and production spending may adversely affect companies in the consumer staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural
and man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide energy prices, exploration and production spending may adversely affect companies
in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In addition, these companies are at risk of civil
liability from accidents resulting in injury, loss of life or property, pollution or other
environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate capital
expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased
competition, property taxes, capital expenditures, or operating expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a
variety of factors that may adversely affect their business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled
capital markets; governmental regulation of rates the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential
losses resulting from a developing deregulatory environment.
Investment Approach Risk. The Underlying Index, and thus the
Fund, seeks to provide exposure to investments based on the value factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the value factor will detract from
performance in some market environments, perhaps for extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a
whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders,
including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or
another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large
shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative
impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a
larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price
of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares
will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading
Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of
these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may
not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the
Funds securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds
portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Value Securities Risk. Value securities are subject to the risk that valuations never improve or that the returns on value
securities are less than returns on other styles of investing or the overall stock market. Thus, the value of the Funds investments will vary and at times may be lower or higher than that of other types of investments.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar
Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
5.66% (3rd Quarter 2018) |
|
(12.66)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 11.42%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(8.25 |
)% |
|
|
(2.79 |
)% |
Return After Taxes on Distributions |
|
|
(8.73 |
)% |
|
|
(3.29 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(4.50 |
)% |
|
|
(2.07 |
)% |
Russell 1000® Value Factor Index (reflects no deduction for fees, expenses or taxes) |
|
|
(8.09 |
)% |
|
|
(2.61 |
)% |
Russell 1000® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
OYLD |
|
Invesco Russell 1000® Yield Factor ETF |
Summary Information
Investment
Objective
The Invesco Russell 1000® Yield Factor ETF (the
Fund) seeks to track the investment results (before fees and expenses) of the Russell 1000 Yield Factor Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.19% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.19% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$19 |
|
$61 |
|
$107 |
|
$243 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal yearthe portfolio turnover rate of the Oppenheimer Russell 1000® Yield Factor ETF (the Predecessor
Fund) was approximately 10% of the average value of its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and
redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, Frank Russell Company (Frank Russell or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects a subset of the equity securities from the Russell 1000 Index (the Parent Index), which is
comprised of the 1,000 largest-capitalization companies in the United States. To construct
the Underlying Index, each constituent in the Parent Index is assigned a factor score based on the extent to which the constituent exhibits greater yield characteristics relative to the other
constituents in the Parent Index. A companys yield factor score is based on the 12-month trailing dividend yield as of the last business day of the prior month. An initial weight for each security is
determined from the product of the securitys factor score and its weight in the Parent Index. These weights are adjusted to ensure that each constituent and the Underlying Index as a whole satisfy certain constraints with respect to factor
exposure, diversification, liquidity, industry exposure, maximum security and minimum security weights, as compared to the Parent Index. Securities in the Parent Index are excluded from the Underlying Index if their relevant factor characteristics
fall below an algorithmically-determined threshold, or if their adjusted weights fall below a certain de minimis amount.
The Fund
generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain diversification
requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The
Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that
industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26,
2018, the Underlying Index focused on the basic materials, communication services, consumer discretionary, consumer staples, energy, financials, healthcare, industrials, information technology, real estate securities and utilities sectors. The
Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of
Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or
redemption orders with respect to the Fund and
no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to
trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Dividend-Paying Security Risk. Securities that pay high
dividends as a group can fall out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources
available for such companies dividend payments may adversely affect the Fund.
Equity Risk. Equity risk is the risk
that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general
economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of
most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of
factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to
factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Index Construction Risk. A stock included in the
Underlying Index may not exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, the Funds holdings may not exhibit returns consistent with that factor trait.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying
Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also concentrate its investments to approximately the same extent. By concentrating its
investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund
invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor
and underperform other industries, industry groups or the market as a whole.
Basic Materials Sector
Risk. Changes in world events, political, environmental and economic conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources and labor relations may adversely affect the companies engaged in the production and distribution of basic materials.
Communication Services Sector Risk. The value of the securities of communication services companies are particularly
vulnerable to rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally. Additionally, fluctuating domestic and international demand,
shifting demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be susceptible to network security breaches, certain companies in the
communication services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by fluctuations in
supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in exchange rates,
imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and consumer preferences, exploration and production spending may adversely affect companies in the consumer staples
sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural and man-made disasters and political, social or labor unrest
that affect production and distribution of consumer staple products.
Energy Sector Risk. Changes in worldwide
energy prices, exploration and production spending may adversely affect companies in the energy sector. Changes in government
regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or do business. In addition, these companies are at risk of
civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity price volatility, changes in exchange rates, imposition of
import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this sector.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely affect
companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks such as: fluctuations in the
value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents;
changes in the availability, cost and terms of mortgage funds; increased competition, property taxes, capital expenditures, or operating expenses; and other economic, political or regulatory
occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a variety of factors that may adversely affect their
business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled capital markets; governmental regulation of rates
the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential losses resulting from a developing deregulatory
environment.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments
based on the yield factor. There can be no assurance that doing so will enhance the Funds performance over time. It is expected that targeting exposure to the yield factor will detract from performance in some market environments, perhaps for
extended periods. In such circumstances, the investment adviser will not adjust a Funds investment process to target a different factor.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to
time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead market maker, or another entity may invest in the Fund and hold its investment for a limited period of time
solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large shareholder would not redeem its investment, that the size of the Fund would be maintained
at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases
of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may
account for a large percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively
large proportion of its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market
Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the
potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the
Funds NAV.
Non-Correlation Risk. The Funds return may not match the
return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities
holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the
Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The table provides an indication of the risks of investing in the Fund by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics
relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how
the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the
reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor
Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar
Year
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
5.75% (3rd Quarter 2018) |
|
(8.99)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 11.59%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
Since Inception (11/08/17) |
|
Return Before Taxes |
|
|
(5.06 |
)% |
|
|
(1.10 |
)% |
Return After Taxes on Distributions |
|
|
(5.77 |
)% |
|
|
(1.86 |
)% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(2.44 |
)% |
|
|
(0.80 |
)% |
Russell 1000® Yield Factor Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.93 |
)% |
|
|
(0.94 |
)% |
Russell 1000® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.78 |
)% |
|
|
(1.30 |
)% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on Cboe BZX
Exchange, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RWL |
|
Invesco S&P 500 Revenue ETF |
Summary Information
Investment Objective
The Invesco S&P 500 Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the S&P 500® Revenue-Weighted Index (the Underlying Index).
Fund Fees and
Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares).
Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.39% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.39% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$40 |
|
$125 |
|
$219 |
|
$493 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer S&P 500 Revenue ETF (the Predecessor Fund) was approximately 15% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, S&P Dow Jones Indices (S&P DJI or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of the S&P 500® Index (the Parent Index) according to the revenue earned by the companies in the Parent Index, subject to a maximum 5% per
company weighting. The Underlying Index thus contains the same securities as the Parent Index, but in different proportions.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain
diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration
Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a
concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As
of October 26, 2018, the Underlying Index focused on the consumer discretionary, consumer staples, financials, healthcare, industrials, and information technology sectors. The Funds portfolio holdings, and the extent to which it
concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or
redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a
premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation
Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates.
Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that the value of equity securities,
including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes
in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that
the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production
costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including
decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common
stock.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks
returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or
industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by
fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in
exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Consumer Staples Sector Risk. Changes in the worldwide economy, consumer spending, competition, demographics and
consumer preferences, exploration and production spending may adversely affect companies in the consumer
staples sector. Companies in this sector also are affected by changes in government regulation, world events and economic conditions, as well as natural and
man-made disasters and political, social or labor unrest that affect production and distribution of consumer staple products.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios, which makes them vulnerable to economic conditions that affect that sector.
Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole.
Large
Shareholder Risk. Certain shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of
the Adviser, an AP, a lead market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or
scale. There can be no assurance that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large
shareholders could have a significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is delayed in
investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and may, therefore, have a
material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large redemptions, diluting its
investment returns.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should
anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the
creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not
applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the
Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors,
including, but not limited to, human error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the
investment adviser seek to reduce these operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing
how the Funds total returns have varied from year to year and by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund.
Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in
the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the
Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance
information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
18.95% (2nd Quarter 2009) |
|
(15.87)% (3rd Quarter 2011) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 11.51%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
5 Years |
|
|
10 Years |
|
Return Before Taxes |
|
|
(7.57 |
)% |
|
|
6.85 |
% |
|
|
13.21 |
% |
Return After Taxes on Distributions |
|
|
(7.97 |
)% |
|
|
6.41 |
% |
|
|
12.82 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(4.16 |
)% |
|
|
5.34 |
% |
|
|
11.07 |
% |
S&P 500® Revenue-Weighted Index (reflects no deduction for fees, expenses or taxes) |
|
|
(7.24 |
)% |
|
|
7.27 |
% |
|
|
13.73 |
% |
S&P 500® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.38 |
)% |
|
|
8.49 |
% |
|
|
13.12 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit
Aggregations), generally in exchange for the deposit or delivery
of a
basket of securities. However, the Fund also reserves the
right to permit or require Creation Units to be issued in exchange for cash.
Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and
sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV,
or less than NAV (at a discount).
Tax Information
The Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a
tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RWW |
|
Invesco S&P Financials Revenue ETF |
Summary Information
Investment Objective
The Invesco S&P Financials Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the S&P
500® Financials Sector Revenue-Weighted Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares
of the Fund (Shares). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.45% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.45% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$46 |
|
$144 |
|
$252 |
|
$567 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer S&P Financials Revenue ETF (the Predecessor Fund) was approximately 8% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, S&P Dow Jones Indices LLC (S&P DJI or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of the S&P 500® Financials Index (the Parent Index) according to the revenue earned by the companies in the Parent Index. The Underlying Index thus
contains the same securities as the Parent Index, but in different proportions. The Parent Index includes securities of companies in the S&P
500® Index that are classified in the financials sector. Such companies include those involved in activities such as: banking; mortgage finance; consumer finance; specialized finance;
investment banking and brokerage; asset management and custody; corporate lending; insurance; financial investment; and real estate, including real estate investment trusts.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain
diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration
Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a
concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As
of October 26, 2018, the Underlying Index focused on the financials sector. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration
Risk. Only authorized participants (APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to
submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition,
to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may
result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances
that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that the value of equity securities, including common stocks, may fall due to both changes
in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes in interest rates, periods of market turbulence or
instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that the Fund holds. In addition, equity risk includes
the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production costs, that negatively impact other companies in the
same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including decisions made by its management or lower demand for
the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of
its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a
significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the Fund will also
concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry groups. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or
industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Financials Sector Risk. The Fund may be susceptible to adverse economic or regulatory occurrences affecting the
financial services sector. Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected by new regulations or regulatory interpretations. Unstable interest rates can have a
disproportionate effect on the financial services sector and financial services companies whose securities the Fund may purchase may themselves have concentrated portfolios,
which makes them vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the
profitability or viability of such companies.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to
provide exposure to investments based on a specific selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected
that exposure to such investment criteria and weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment
process to target different criteria or weighting processes.
Issuer-Specific Changes Risk. The value of an individual security
or particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the
Adviser or an affiliate of the Adviser, an AP, a lead market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds
achieving a specified size or scale. There can be no assurance that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing
requirements. Redemptions by large shareholders could have a significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent
that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of the trading volume on the Exchange and
may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in cash in anticipation of large
redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index are subject to market
fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the
Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to
reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index
resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund
Risk. Because the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment
could cause greater fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds
performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not
limited to, human error, processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser
seek to reduce these operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and
after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing how the Funds total returns have varied from year to year and by showing how the Funds average annual total returns compared
with a broad measure of market performance and an additional index with characteristics relevant to the Fund. Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the
Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.
The
Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance
shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
39.63% (2nd Quarter 2009) |
|
(26.62)% (1st Quarter 2009) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 9.25%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
5 Years |
|
|
10 Years |
|
Return Before Taxes |
|
|
(14.71 |
)% |
|
|
6.42 |
% |
|
|
11.50 |
% |
Return After Taxes on Distributions |
|
|
(15.02 |
)% |
|
|
6.08 |
% |
|
|
11.22 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(8.44 |
)% |
|
|
5.00 |
% |
|
|
9.56 |
% |
S&P 500® Financials Sector Revenue-Weighted Index (reflects no deduction for fees, expenses or taxes) |
|
|
(14.41 |
)% |
|
|
6.89 |
% |
|
|
12.05 |
% |
S&P 500® Financials Index (reflects no deduction for fees, expenses or taxes) |
|
|
(13.03 |
)% |
|
|
8.16 |
% |
|
|
10.92 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca,
Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RWK |
|
Invesco S&P MidCap 400 Revenue ETF |
Summary Information
Investment Objective
The Invesco S&P MidCap 400 Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the S&P
MidCap 400® Revenue-Weighted Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.39% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.39% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$40 |
|
$125 |
|
$219 |
|
$493 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer S&P MidCap 400 Revenue ETF (the Predecessor Fund) was approximately 34% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index
Strictly in accordance with its guidelines and mandated procedures, S&P Dow Jones Indices (S&P DJI or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of the S&P MidCap 400® Index (the Parent Index), an index comprised of common stocks of 400 mid-cap companies that generally represents the
mid-cap universe of the U.S. equity market, according to the revenue earned by the companies in the Parent Index, subject to a maximum 5% per company
weighting. The Underlying Index thus contains the same securities as the Parent Index, but in different proportions.
The Fund generally
invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is
non-diversified and therefore is not required to meet certain diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in
securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of
issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26, 2018, the Underlying Index focused on the consumer discretionary, industrials and information technology
sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal
Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or
redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a
premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation
Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates.
Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that the value of equity securities, including
common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes in interest
rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that the Fund
holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production costs, that
negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including decisions
made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common stock.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market participants
that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up and down more dramatically. Additionally, the announcement
that a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of
that security to decrease.
Index Risk. Unlike many investment companies, the Fund does not utilize an investing
strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is
underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time
may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the
Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry
groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the
industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the
consumer discretionary sector are affected by fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic conditions,
commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance
that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a
significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is
delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large percentage of
the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of its assets in
cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the Underlying Index
are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than
those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well as
limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to
changing market conditions.
Non-Correlation Risk. The Funds return may not
match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds
securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and
the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures
do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third
party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the
inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing
how the Funds total returns have varied from year to year and by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund.
Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in
the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the
Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance
information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
26.71% (2nd Quarter 2009) |
|
(21.42)% (3rd Quarter 2011) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 15.93%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
5 Years |
|
|
10 Years |
|
Return Before Taxes |
|
|
(14.49 |
)% |
|
|
3.89 |
% |
|
|
13.77 |
% |
Return After Taxes on Distributions |
|
|
(14.71 |
)% |
|
|
3.64 |
% |
|
|
13.48 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(8.39 |
)% |
|
|
3.02 |
% |
|
|
11.60 |
% |
S&P MidCap 400® Revenue-Weighted Index (reflects no deduction for fees, expenses or taxes) |
|
|
(14.21 |
)% |
|
|
4.39 |
% |
|
|
14.44 |
% |
S&P MidCap 400® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(11.08 |
)% |
|
|
6.03 |
% |
|
|
13.68 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit
Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to be issued in
exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares
may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca, Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV
(at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a
tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RWJ |
|
Invesco S&P SmallCap 600 Revenue ETF |
Summary Information
Investment Objective
The Invesco S&P SmallCap 600 Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the S&P
SmallCap 600® Revenue-Weighted Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund (Shares). Investors may pay
brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.39% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.39% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$40 |
|
$125 |
|
$219 |
|
$493 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer S&P SmallCap 600 Revenue ETF (the Predecessor Fund) was approximately 38% of the average value of its
portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, S&P Dow Jones Indices (S&P DJI or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that re-weights the constituent securities of the S&P SmallCap 600® Index (the Parent Index), an index comprised of common stocks of 600 small-cap companies that generally represents the
small-cap universe of the U.S. equity market, according to the revenue earned by the companies in the Parent Index, subject to a maximum 5% per
company weighting. The Underlying Index thus contains the same securities as the Parent Index, but in different proportions.
The Fund
generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain diversification
requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration Policy. The
Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a concentration in that
industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As of October 26,
2018, the Underlying Index focused on the consumer discretionary, healthcare, industrials and information technology sectors. The Funds portfolio holdings, and the extent to which it concentrates, are likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money
by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration
Risk. Only authorized participants (APs) may engage in creation or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to
submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded
outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition,
to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may
result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included
in the Underlying Index (or its Parent Index), including information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources
of information will provide an accurate assessment of included issuers.
Equity Risk. Equity risk is the risk that the value of equity securities,
including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such general economic conditions include changes
in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the price of most or all of the common stocks that
the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because of factors, such as an increase in production
costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due to factors specific to that company, including
decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated dividend payments, may depress the value of common
stock.
Increased Volatility Risk. Increased volatility may result from increased cash flows to the Fund and other market
participants that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive prices up and down more dramatically. Additionally, the
announcement that a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause
the price of that security to decrease.
Index Risk. Unlike many investment companies, the Fund does not utilize an
investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or removed, respectively, from the Underlying Index, even if that security generally is
underperforming.
Industry Concentration Risk. In following its methodology, the Underlying Index from time to time
may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index concentrates in the securities of issuers in a particular industry or industry group, the
Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous industries or industry
groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased competition within the
industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by
fluctuations in supply and demand and changes in consumer preferences, social trends and marketing campaigns. Changes in consumer spending as a result of world events, political and economic
conditions, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies.
Healthcare Sector Risk. Factors such as extensive government regulation, restrictions on government
reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products, industry innovation, costs associated with obtaining and
protecting patents, product liability and other claims, changes in technologies and other market developments can affect companies in the healthcare sector.
Industrials Sector Risk. Changes in government regulation, world events and economic conditions may adversely
affect companies in the industrials sector. In addition, these companies are at risk for environmental and product liability damage claims. Also, commodity price volatility, changes in exchange rates, imposition of import controls, increased
competition, depletion of resources, technological developments and labor relations could adversely affect the companies in this sector.
Information Technology Sector Risk. Factors such as the failure to obtain, or delays in obtaining, financing or regulatory approval, intense competition, product compatibility, consumer preferences, corporate
capital expenditure, rapid obsolescence, competition from alternative technologies, and research and development of new products may significantly affect the market value of securities of issuers in the information technology sector.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide exposure to investments based on a specific
selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that exposure to such investment criteria and
weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process to target different criteria or weighting
processes.
Issuer-Specific Changes Risk. The value of an individual security or particular type of security may be more volatile
than the market as a whole and may perform differently from the value of the market as a whole.
Large Shareholder Risk. Certain
shareholders, including other funds advised by the Adviser or an affiliate of the Adviser, may from time to time own a substantial amount of Shares. In addition, a third party investor, the Adviser or an affiliate of the Adviser, an AP, a lead
market maker, or another entity may invest in the Fund and hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds
achieving a specified size or scale. There can be no assurance that any large shareholder would not redeem its investment, that the size of the Fund would be maintained at such levels or that the
Fund would continue to meet applicable listing requirements. Redemptions by large shareholders could have a significant negative impact on the Fund. Similarly, to the extent the Fund permits cash purchases, large purchases of Shares may adversely
affect the Funds performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. In addition, transactions by large shareholders may account for a large
percentage of the trading volume on the Exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent the Fund permits redemptions in cash, the Fund may hold a relatively large proportion of
its assets in cash in anticipation of large redemptions, diluting its investment returns.
Market Risk. Securities in the
Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the potential lack of an active market for the
Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the Funds NAV.
Non-Correlation Risk. The Funds return may not match the return of the Underlying Index
for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in
the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds portfolio and the Underlying Index resulting from legal
restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because
the Fund is non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater
fluctuations in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to
calculate its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by
operational risks arising from factors such as failures in systems and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable
to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of
its portfolio securities in connection with the rebalancing or adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a
year. A high portfolio turnover rate (such as 100% or more) could result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the
Fund will seek to utilize the in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Small Capitalization Company Risk. Investing in securities of small capitalization companies involves greater risk than
customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid than those of more established companies. These securities may have returns that vary, sometimes
significantly, from the overall securities market. Often small capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to changing market conditions.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing
how the Funds total returns have varied from year to year and by showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund.
Although the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in
the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the
Predecessor Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance
information is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
36.55% (2nd Quarter 2009) |
|
(23.29)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 14.25%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
5 Years |
|
|
10 Years |
|
Return Before Taxes |
|
|
(16.87 |
)% |
|
|
2.14 |
% |
|
|
13.50 |
% |
Return After Taxes on Distributions |
|
|
(17.11 |
)% |
|
|
1.94 |
% |
|
|
13.31 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(9.76 |
)% |
|
|
1.66 |
% |
|
|
11.39 |
% |
S&P SmallCap 600® Revenue-Weighted Index (reflects no deduction for fees, expenses or taxes) |
|
|
(16.79 |
)% |
|
|
2.59 |
% |
|
|
14.13 |
% |
S&P SmallCap 600® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(8.48 |
)% |
|
|
6.34 |
% |
|
|
13.61 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
|
|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is
called a Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund
also reserves the right to permit or require Creation Units to be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca,
Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
|
|
|
RDIV |
|
Invesco S&P Ultra Dividend Revenue ETF |
Summary Information
Investment Objective
The Invesco S&P Ultra Dividend Revenue ETF (the Fund) seeks to track the investment results (before fees and expenses) of the
S&P 900® Dividend Revenue-Weighted Index (the Underlying Index).
Fund Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold shares
of the Fund (Shares). Investors may pay brokerage commissions on their purchases and sales of Shares, which are not reflected in the table or the example below.
|
|
|
|
|
Annual Fund Operating Expenses |
|
(expenses that you pay each year as a percentage of the value of your investment) |
|
|
|
Management Fees |
|
|
0.39% |
|
Other Expenses(1) |
|
|
0.00% |
|
Total Annual Fund Operating Expenses |
|
|
0.39% |
|
(1) |
Other Expenses are based on estimated amounts for the current fiscal year.
|
Example
This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds.
This example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that
the Funds operating expenses remain the same. This example does not include the brokerage commissions that investors may pay to buy and sell Shares. Although your actual costs may be higher or lower, your costs, based on these assumptions,
would be:
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
$40 |
|
$125 |
|
$219 |
|
$493 |
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it purchases and sells securities (or turns over its portfolio). A higher
portfolio turnover rate will cause the Fund to incur additional transaction costs and may result in higher taxes when Shares are held in a taxable account. These costs, which are not reflected in the Total Annual Fund Operating Expenses or in the
example, may affect the Funds performance. During the most recent fiscal year, the portfolio turnover rate of the Oppenheimer S&P Ultra Dividend Revenue ETF (the Predecessor Fund) was approximately 75% of the average value of
its portfolio, excluding the value of portfolio securities received or delivered as a result of the Predecessor Funds in-kind creations and redemptions.
Principal Investment Strategies
The Fund generally will invest at least 90% of its total assets in the securities that comprise the Underlying Index.
Strictly in accordance with its guidelines and mandated procedures, S&P Dow Jones Indices (S&P DJI or the Index
Provider) compiles, maintains, and calculates the Underlying Index, which is constructed using a rules-based methodology that selects components from the S&P 900® Index (the
Parent Index), which combines the S&P 500® Index and S&P MidCap® 400 Index to form an investable
benchmark for the
large- and mid-cap universe of the U.S. equity market. From the Parent Index, the Index Provider (1) excludes the top 5% of securities by dividend
yield, (2) excludes the top 5% of securities within each sector by dividend payout ratio, (3) selects the top sixty securities by dividend yield and (4) re-weights those securities according to
the revenue earned by the companies, subject to a maximum 5% per company weighting. The Underlying Index thus contains a subset of the securities in the Parent Index, in different proportions.
The Fund generally invests in all of the securities comprising the Underlying Index in proportion to their weightings in the Underlying Index.
The Fund is non-diversified and therefore is not required to meet certain
diversification requirements under the Investment Company Act of 1940, as amended (the 1940 Act).
Concentration
Policy. The Fund will concentrate its investments (i.e., invest more than 25% of the value of its net assets) in securities of issuers in any one industry or group of industries only to the extent that the Underlying Index reflects a
concentration in that industry or group of industries. The Fund will not otherwise concentrate its investments in securities of issuers in any one industry or group of industries. Historically, the Underlying Index has focused on certain sectors. As
of October 26, 2018, the Underlying Index focused on the consumer discretionary, communication services, energy, real estate securities and utilities sectors. The Funds portfolio holdings, and the extent to which it concentrates, are
likely to change over time.
Principal Risks of Investing in the Fund
The following summarizes the principal risks of the Fund.
The Shares will change in value, and you could lose money by investing in the Fund. The Fund may not achieve its investment objective.
Authorized Participant Concentration Risk. Only authorized participants (APs) may engage in creation
or redemption transactions directly with the Fund. The Fund has a limited number of institutions that may act as APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will
establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that securities held by the Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on
certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or
redemption orders with respect to the Fund and no other AP is able to step forward to create or redeem Creation Units (as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a
premium or discount to the Funds net asset value (NAV) and to face trading halts and/or delisting.
Calculation
Methodology Risk. The Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its Parent Index), including
information that may be based on assumptions and estimates. Neither the Fund nor the investment adviser can offer assurances that the Underlying Indexs calculation methodology or sources of
information will provide an accurate assessment of included issuers.
Dividend-Paying Security Risk. Securities that pay high
dividends as a group can fall out of favor with the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which the Fund invests and the capital resources
available for such companies dividend payments may adversely affect the Fund.
Equity Risk. Equity risk is the
risk that the value of equity securities, including common stocks, may fall due to both changes in general economic conditions that impact the market as a whole, as well as factors that directly relate to a specific company or its industry. Such
general economic conditions include changes in interest rates, periods of market turbulence or instability, or general and prolonged periods of economic decline and cyclical change. It is possible that a drop in the stock market may depress the
price of most or all of the common stocks that the Fund holds. In addition, equity risk includes the risk that investor sentiment toward particular industries will become negative. The value of a companys common stock may fall solely because
of factors, such as an increase in production costs, that negatively impact other companies in the same region, industry or sector of the market. A companys common stock also may decline significantly in price over a short period of time due
to factors specific to that company, including decisions made by its management or lower demand for the companys products or services. For example, an adverse event, such as an unfavorable earnings report or the failure to make anticipated
dividend payments, may depress the value of common stock.
Increased Volatility Risk. Increased volatility may result from
increased cash flows to the Fund and other market participants that continuously or systematically buy large holdings of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares), which can drive
prices up and down more dramatically. Additionally, the announcement that a security has been added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been
deleted from a widely followed index or benchmark may cause the price of that security to decrease.
Index
Risk. Unlike many investment companies, the Fund does not utilize an investing strategy that seeks returns in excess of its Underlying Index. Therefore, it would not necessarily buy or sell a security unless that security is added or
removed, respectively, from the Underlying Index, even if that security generally is underperforming.
Industry Concentration
Risk. In following its methodology, the Underlying Index from time to time may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that the Underlying Index
concentrates in the securities of issuers in a particular industry or industry group, the Fund will also concentrate its
investments to approximately the same extent. By concentrating its investments in an industry or industry group, the Fund may face more risks than if it were diversified broadly over numerous
industries or industry groups. Such industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, legislative or regulatory changes, adverse market conditions and/or increased
competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries, industry groups or the market as a whole.
Communication Services Sector Risk. The companies in the communication services sector may be subject to legislative or
regulatory changes, adverse market conditions, and/or increased competition. The value of the securities of communication services companies are particularly vulnerable to rapid advancements in technology, the innovation of competitors, rapid
product obsolescence, and government regulation and competition, both domestically and internationally. Additionally, fluctuating domestic and international demand, shifting demographics and often unpredictable changes in consumer tastes can
drastically affect a communication services companys profitability. While all companies may be susceptible to network security breaches, certain companies in the communication services sector may be particular targets of hacking and potential
theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.
Consumer Discretionary Sector Risk. Companies engaged in the consumer discretionary sector are affected by fluctuations in supply and demand and changes in consumer preferences, social trends and marketing
campaigns. Changes in consumer spending as a result of world events, political and economic conditions, commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources and labor
relations also may adversely affect these companies.
Energy Sector Risk. Changes in worldwide energy prices,
exploration and production spending may adversely affect companies in the energy sector. Changes in government regulation, world events and economic conditions also affect these companies, particularly in the countries where companies are located or
do business. In addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. Commodity
price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations also could affect companies in this
sector.
Real Estate Securities Risk. Investing in securities of real estate companies includes risks
such as: fluctuations in the value of the underlying properties; defaults by borrowers or tenants; market saturation; changes in general and local
economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased competition, property taxes, capital expenditures, or operating
expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
Utilities Sector Risk. Companies in the utilities sector are subject to a variety of factors that may adversely
affect their business or operations, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital in periods of high inflation and unsettled capital markets; governmental
regulation of rates the issuer can charge to customers; costs associated with compliance with environmental and other regulations; effects of economic slowdowns and surplus capacity; increased competition; and potential losses resulting from a
developing deregulatory environment.
Investment Approach Risk. The Underlying Index, and thus the Fund, seeks to provide
exposure to investments based on a specific selection criteria and a revenue weighting approach. There can be no assurance that the selection criteria and weighting approach will enhance the Funds performance over time. It is expected that
exposure to such investment criteria and weighting will detract from performance in some market environments, perhaps for extended periods. In such circumstances, the Funds investment adviser will not adjust the Funds investment process
to target different criteria or weighting processes.
Issuer-Specific Changes Risk. The value of an individual security or
particular type of security may be more volatile than the market as a whole and may perform differently from the value of the market as a whole.
Market Risk. Securities in the Underlying Index are subject to market fluctuations. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the
securities in the Underlying Index.
Market Trading Risk. The Fund faces numerous market trading risks, including the
potential lack of an active market for the Shares, losses from trading in secondary markets, and disruption in the creation/redemption process of the Fund. Any of these factors may lead to the Shares trading at a premium or discount to the
Funds NAV.
Mid-Capitalization Company Risk. Investing in securities of
mid-capitalization companies involves greater risk than customarily is associated with investing in larger, more established companies. These companies securities may be more volatile and less liquid
than those of more established companies, and may have returns that vary, sometimes significantly, from the overall securities market. Mid-capitalization companies tend to have inexperienced management as well
as limited product and market diversification and financial resources. Often mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive
to changing market conditions.
Non-Correlation Risk. The Funds return may
not match the return of the Underlying Index for a number of reasons. For example, the Fund incurs operating expenses not applicable to the Underlying Index, and incurs costs in buying and selling securities, especially when rebalancing the
Funds securities holdings to reflect changes in the composition of the Underlying Index. In addition, the performance of the Fund and the Underlying Index may vary due to asset valuation differences and differences between the Funds
portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints.
Non-Diversified Fund Risk. Because the Fund is
non-diversified and can invest a greater portion of its assets in securities of individual issuers than a diversified fund, changes in the market value of a single investment could cause greater fluctuations
in Share price than would occur in a diversified fund. This may increase the Funds volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk. The Fund is exposed to operational risks arising from a number of factors, including, but not limited to, human error,
processing and communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these
operational risks through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate
its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems
and technology. Such failures may result in delays in the calculation of the Funds NAV and/or the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk. The Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or
adjustment of the Underlying Index. A portfolio turnover rate of 200%, for example, is equivalent to the Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for the Fund. While a high portfolio turnover rate can result in an increase in taxable capital gains distributions to the Funds shareholders, the Fund will seek to utilize the
in-kind creation and redemption mechanism (described below) to minimize realization of capital gains to the extent possible.
Performance
The bar
chart below shows how the Fund has performed. The table below the bar chart shows the Funds average annual total returns (before and after taxes). The bar chart and table provide an indication of the risks of investing in the Fund by showing
how the Funds total returns have varied from year to year and by
showing how the Funds average annual total returns compared with a broad measure of market performance and an additional index with characteristics relevant to the Fund. Although the
information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, the Funds past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.
The Fund is the successor to the investment performance of the Predecessor Fund as a result of the reorganization of the Predecessor
Fund into the Fund, which was consummated after the close of business on May 24, 2019. Accordingly, the performance shown below for periods ending on or prior to May 24, 2019 is that of the Predecessor Fund. Updated performance information
is available online at www.invesco.com/ETFs.
Annual Total ReturnsCalendar Years
|
|
|
|
|
Best Quarter |
|
Worst Quarter |
10.22% (2nd Quarter 2018) |
|
(12.22)% (4th Quarter 2018) |
The Funds year-to-date total return for the three months ended March 31, 2019 was 13.82%.
Average Annual Total Returns for the Periods Ended December 31, 2018
After-tax returns in the table below are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investors tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold Shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Year |
|
|
5 Years |
|
|
Since Inception (09/30/13) |
|
Return Before Taxes |
|
|
(4.47 |
)% |
|
|
9.53 |
% |
|
|
10.07 |
% |
Return After Taxes on Distributions |
|
|
(5.40 |
)% |
|
|
8.46 |
% |
|
|
9.00 |
% |
Return After Taxes on Distributions and Sale of Fund Shares |
|
|
(1.97 |
)% |
|
|
7.40 |
% |
|
|
7.85 |
% |
S&P 900® Dividend Revenue-Weighted Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.13 |
)% |
|
|
10.27 |
% |
|
|
10.81 |
% |
S&P 900® Index (reflects no deduction for fees, expenses or taxes) |
|
|
(4.86 |
)% |
|
|
8.32 |
% |
|
|
9.94 |
% |
Management of the Fund
Investment Adviser. Invesco Capital Management LLC.
Portfolio Managers. The following individuals are responsible jointly and primarily for the day-to-day management of the Funds portfolio:
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|
|
|
|
|
|
|
Name |
|
Title with Adviser/Trust |
|
Date Began Managing the Fund |
Peter Hubbard |
|
Director of Portfolio Management of the Adviser and Vice President of the Trust |
|
May 2019 |
Michael Jeanette |
|
Senior Portfolio Manager of the Adviser |
|
May 2019 |
Tony Seisser |
|
Portfolio Manager of the Adviser |
|
May 2019 |
Purchase and Sale of Shares
The Fund will issue and redeem Shares at NAV only with APs and only in large blocks of 50,000 Shares (each block of Shares is called a
Creation Unit) or multiples thereof (Creation Unit Aggregations), generally in exchange for the deposit or delivery of a basket of securities. However, the Fund also reserves the right to permit or require Creation Units to
be issued in exchange for cash. Except when aggregated in Creation Units, the Shares are not redeemable securities of the Fund.
Individual Shares may be purchased and sold only on a national securities exchange through brokers. Shares will be listed for trading on NYSE Arca,
Inc. and because the Shares will trade at market prices rather than NAV, Shares may trade at prices greater than NAV (at a premium), at NAV, or less than NAV (at a discount).
Tax Information
The
Funds distributions generally are taxed as ordinary income, capital gains or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an
individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from such account.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds distributor or its related
companies may pay the intermediary for certain Fund-related activities, including those that are designed to make the intermediary more knowledgeable about exchange-traded products, such as the Fund, as well as for marketing, education or other
initiatives related to the sale or promotion of Fund shares. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson or financial adviser to recommend the Fund over another
investment. Ask your salesperson or financial adviser or visit your financial intermediarys web-site for more information.
Additional Information About the Funds Strategies and Risks
Principal Investment
Strategies
Each Fund generally will invest at least 90% of its total assets in components of its respective Underlying Index. Each
Fund operates as an index fund and will not be actively managed. Each Fund uses an indexing investment approach to seek to track the investment results, before fees and expenses, of its Underlying Index. The Adviser seeks correlation
over time of 0.95 or better between a Funds performance and the performance of its Underlying Index; a figure of 1.00 would represent perfect correlation. Another means of evaluating the relationship between the returns of a Fund and its
Underlying Index is to assess the tracking error between the two. Tracking error means the variation between a Funds annual return and the return of its Underlying Index, expressed in terms of standard deviation. Each Fund seeks to
have a tracking error of less than 5%, measured on a monthly basis over a one-year period by taking the standard deviation of the difference in the Funds returns versus its Underlying Indexs
returns. Because each Fund uses an indexing approach to try to achieve its investment objective, each Fund does not take temporary defensive positions during periods of adverse market, economic or other conditions.
Each Fund (except for, at times, Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, and Invesco International Revenue ETF) employs a
full replication methodology in seeking to track its Underlying Index, meaning that it generally will invest in all of the securities comprising its Underlying Index in proportion to their weightings in the Underlying Index. However,
under various circumstances, it may not be possible or practicable to purchase all of those securities in those same weightings. In those circumstances, a Fund may purchase a sample of securities in its Underlying Index. A sampling
methodology means that the Adviser uses quantitative analysis to select securities from an Underlying Index universe to obtain a representative sample of securities that have, in the aggregate, investment characteristics similar to the Underlying
Index in terms of key risk factors, performance attributes and other characteristics. These include industry weightings, market capitalization, return variability, earnings valuation, yield and other financial characteristics of securities. When
employing a sampling methodology, the Adviser bases the quantity of holdings in a Fund on a number of factors, including asset size of the Fund, and generally expects the Fund to hold less than the total number of securities in its Underlying Index.
However, the Adviser reserves the right to invest a Fund in as many securities as it believes necessary to achieve the Funds investment objective.
Because of the practical difficulties and expense of purchasing all of the securities in its Underlying Index, at times, each of Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, and Invesco International Revenue ETF
utilizes a sampling methodology to seek to achieve its investment objective.
There also may be instances in which the
Adviser may choose to (i) overweight a security in an Underlying Index, (ii) purchase securities not contained in an Underlying Index that the Adviser
believes are appropriate to substitute for certain securities in the Underlying Index, or (iii) utilize various combinations of other available investment techniques in seeking to track an
Underlying Index.
Each Fund may sell securities included in an Underlying Index in anticipation of their removal from the Underlying
Index, or purchase securities not included in an Underlying Index in anticipation of their addition to the Underlying Index.
Additional
information about the construction of each Funds Underlying Index is set forth below in alphabetical order by index name.
General Underlying Index Information
Each of the FTSE Custom Developed ex US Ultra Dividend Revenue Index, FTSE Custom Emerging Ultra Dividend Revenue Index, Invesco Revenue Weighted Emerging Markets Index, Invesco Revenue Weighted Global ESG Index, Invesco Revenue
Weighted Global Index, Invesco Revenue Weighted International Index, S&P 500® Financials Sector Revenue-Weighted Index, S&P
500® Revenue-Weighted Index, S&P MidCap 400® Revenue- Weighted Index, S&P SmallCap 600® Revenue-Weighted Index and S&P 900® Dividend Revenue-Weighted Index employs a revenue weighting methodology. The revenue
weighting methodology weights each constituent member of the respective Underlying Index using each constituent securitys 1-year trailing revenue as of the previous quarter as the numerator, and the
cumulative revenues of all companies in the Underlying Index as the denominator, subject to certain asset diversification requirements implemented on the last day of each calendar quarter, as necessary, to allow the Funds to qualify as regulated
investment companies under the Internal Revenue Code of 1986, as amended. Most traditional securities indexes and index funds determine the proportion, or weighting, of each constituent security based on each securitys market
capitalization (that is, its stock price multiplied by the number of outstanding shares). This means that the securities of companies with larger market capitalizations will generally be more heavily weighted in a traditional index. By re-weighting traditional capitalization-weighted securities indexes according to revenue, it may be possible for a revenue-weighted index to outperform the capitalization-weighted index over time.
FTSE Custom Emerging Ultra Dividend Revenue Index (Invesco Emerging Markets Ultra Dividend Revenue ETF) and FTSE Custom Developed ex US Ultra
Dividend Revenue Index (Invesco International Ultra Dividend Revenue ETF)
The FTSE Emerging Index, the FTSE Custom Emerging
Ultra Dividend Revenue Indexs parent index, includes large- and mid-cap securities from advanced and secondary emerging markets, classified in accordance with FTSEs transparent Country
Classification Review Process. The FTSE Emerging Index measures the performance of the most liquid companies in the emerging markets. As of June 28, 2018, the FTSE Custom Emerging Ultra Dividend Revenue Index was comprised of 100 securities.
The FTSE Developed ex US Index, the FTSE Custom Developed ex US Ultra Dividend Revenue Indexs parent Index, includes large- and mid-cap securities representing 24 developed market
countries, excluding the United States. As of June 28, 2018, the FTSE Custom Developed ex US Ultra Dividend Revenue Index was comprised of 200 securities.
Each Underlying Index is rebalanced and re-weighted quarterly. Apart from scheduled rebalances, the Index
Provider or its agents may carry out additional ad hoc rebalances to an Underlying Index in order, for example, to reflect corporate actions or spin-offs.
The Funds are rebalanced and re-weighted in accordance with their respective Underlying Index.
Invesco Revenue Weighted Emerging Markets Index (Invesco Emerging Markets Revenue ETF)
The MSCI Emerging
Markets Index, the Invesco Revenue Weighted Emerging Markets Indexs parent index, is a comprehensive, rules-based index designed to represent the performance of large- and mid-capitalization securities
in emerging market countries.
The Invesco Revenue Weighted Emerging Markets Index is constructed by
re-weighting the constituent securities of the MSCI Emerging Markets Index according to the revenue earned by the companies in the MSCI Emerging Markets Index, subject to a maximum 5% per company
weighting. As of August 31, 2018, the Invesco Revenue Weighted Emerging Markets Index was comprised of 1,132 securities.
The
Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and re-weighted in accordance with the Underlying Index.
Invesco Revenue Weighted Global ESG Index and Invesco Revenue Weighted Global Index
The MSCI All Country World Index, the parent index of the Invesco Revenue Weighted Global ESG Index and the Invesco Revenue Weighted Global Index,
is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets. The Invesco Revenue Weighted Global ESG Index and the Invesco Revenue Weighted Global Index are
rebalanced and re-weighted quarterly. From time to time, other adjustments may be made to the Underlying Index, subject to the policies of the Index Provider.
The Funds are rebalanced and re-weighted in accordance with their respective Underlying Index.
Invesco Revenue Weighted Global ESG Index (Invesco Global ESG Revenue ETF)
The Invesco Revenue Weighted Global ESG Index is constructed by using a scoring system established by MSCI ESG Research, Inc. to measure the
strength of each pillar of environmental, social, and governance practices for each company within the MSCI All Country World Index.
Based on that scoring, the top half of securities with ESG scores are selected for inclusion in the Underlying Index, and those that are selected are then re-weighted according to revenue
earned,
subject to a maximum 5% per company weighting. Thus, the Underlying Index contains a subset of the securities in the MSCI All Country World Index, in different proportions. As of
August 31, 2018, the Invesco Revenue Weighted Global ESG Index was comprised of 1,278 securities.
MSCI ESG Research, Inc.
uses a variety of criteria to determine a companys ESG score, which may change from time to time. The environmental criteria includes, but is not limited, to climate change (carbon emissions, energy efficiency, product carbon footprint,
financing environmental impact, climate change vulnerability), natural resources (water stress, biodiversity and land use, raw material sourcing), pollution and waste (toxic emissions and waste, packaging material and waste, electronic waste), and
environmental opportunities (opportunities in clean technology, green building and renewable energy). The social criteria includes, but is not limited to, human capital (labor management, human capital development, health and safety, supply chain
labor standards), product liability (product safety and quality, privacy and data security, chemical safety, responsible investment, financial product safety, health and demographic risk), and social opportunities (access to communications,
healthcare and finance, opportunities in nutrition and health). The governance criteria includes, but is not limited to, corporate governance (board, pay, ownership, accounting) and corporate behavior (business ethics, corruption and instability,
anti-competitive practices strategies, financial instability).
Invesco Revenue Weighted Global Index (Invesco Global Revenue
ETF)
The Invesco Revenue Weighted Global Index is constructed by re-weighting the
constituent securities of the MSCI All Country World Index according to the revenue earned by the companies in the MSCI All Country World Index, subject to a maximum 5% per company weighting. As of August 31, 2018, the Invesco Revenue
Weighted Global Index was comprised of 2,772 securities.
Invesco Revenue Weighted International Index (Invesco International
Revenue ETF)
The MSCI EAFE® Index, Invesco Revenue Weighted
International Indexs parent index, is a comprehensive, rules-based index designed to represent the performance of large- and mid-cap securities of developed market countries around the world, excluding
the United States and Canada.
The Invesco Revenue Weighted International Index is constructed by
re-weighting the constituent securities of the MSCI EAFE® Index according to the revenue earned by the companies in the MSCI EAFE Index, subject to a
maximum 5% per company weighting. As of August 31, 2018, the Invesco Revenue Weighted International Index was comprised of 923 securities.
The Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and re-weighted in accordance with the Underlying Index.
Russell 1000 Momentum Factor Index (Invesco Russell 1000® Momentum Factor ETF), Russell 1000 Quality Factor Index (Invesco Russell 1000® Quality Factor ETF), Russell 1000 Size Factor
Index (Invesco Russell 1000® Size Factor ETF), Russell 1000 Value Factor Index (Invesco Russell 1000® Value Factor ETF), Russell 1000 Volatility Factor Index (Invesco Russell 1000® Low Volatility Factor ETF), Russell 1000 Yield Factor Index
(Invesco Russell 1000® Yield Factor ETF)
The Underlying
Indexes are calculated and maintained by Frank Russell Company (the Index Provider or Russell). Each Underlying Index represents a subset of the Russell 1000 Index, and constituents of the Russell 1000 Index are eligible for
inclusion in an Underlying Index.
The Underlying Indexes are single factor indexes and are part of the FTSE Global Factor Index Series,
a suite of benchmark indexes designed to represent the performance of securities based on a specific factor, such as low volatility, momentum, quality, size, value and yield. Single factor indexes seek increased exposure to stocks within a starting
universe that possess specific factor characteristics (i.e., momentum), thereby creating an index comprising stocks demonstrating such a factor. Each Underlying Index consists of securities of companies in the Russell 1000 Index selected based on
one of the following investment style factors: low volatility, momentum, quality, size, value and yield. To construct an Underlying Index, Russell generates factor scores for each security in the Russell 1000 Index based on one of the following
criteria:
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|
|
Value. A companys value factor score is based on an equally-weighted composite of cash flow yield, earnings yield, and sales to price ratio, calculated based on the companys total
market capitalization and information reported in the companys most recent annual financial statement as of the last business day of the prior month. |
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|
|
Momentum. A companys momentum factor score is based on historical total return over the 11 months ending on the last business day of the prior month. |
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|
|
Quality. A companys quality factor score is based on an equally-weighted composite of return on assets, change in asset turnover, accruals, and leverage, calculated based on information
reported in the companys most recent annual financial statement as of the last business day of the prior month. |
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|
|
Low Volatility. A companys volatility factor score is based on the standard deviation of weekly total returns to a companys stock price over the trailing five years ending on the last
business day of the prior month. |
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|
|
Size. A companys size factor score is based on total market capitalization as of the last business day of the prior month. |
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Yield. A companys yield factor score is based on the 12-month trailing dividend yield as of the last business day of the prior month.
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During the calculation process, certain values that fall outside a fixed range are set to the minimum or maximum of the
range, in order to standardize the resulting factor scores. Each securitys
factor score is multiplied by the securitys weight in the Russell 1000 Index, and the resulting weights generate a broad factor index. Except with respect to the Russell 1000 Momentum
Factor Index, the broad factor index is then narrowed by a single security at a time to increase factor exposure, subject to the following restrictions, which seek to ensure that the overall diversification, liquidity, and factor exposure of the
Underlying Index remain within a certain range relative to the Russell 1000 Index:
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Diversification. The effective number of securities is at least two-thirds the effective number of securities in the Parent Index.
For example, an index holding three securities, one of which is weighted very heavily while the other two have very low weights, includes only one effective security. |
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Liquidity. The average security weight is less than or equal to
two-and-a-half times the average security weight of the Russell 1000 Index. |
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Factor Exposure. The factor exposure is less than or equal to twice the factor exposure of the Russell 1000 Index. |
The resulting narrow factor index (or, in the case of the Russell 1000 Momentum Factor Index, the broad factor index) is then constrained to ensure
that exposure to particular industries remains within approximately 20% of such exposure in the Russell 1000 Index. In addition, a security weights is capped at no more than twenty times the securitys weight in the Russell 1000 Index.
Any security weights that are less than a certain de minimis amount are set to zero, and therefore excluded. The remaining security weights constitute the constituents of an Underlying Index. Each Underlying Index is not required to hold a pre-determined minimum number of securities.
As of August 31, 2018:
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The Russell 1000 Momentum Factor Index was comprised of 602 securities. |
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The Russell 1000 Quality Factor Index was comprised of 423 securities. |
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The Russell 1000 Size Factor Index was comprised of 639 securities. |
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The Russell 1000 Value Factor Index was comprised of 243 securities. |
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The Russell 1000 Volatility Factor Index was comprised of 294 securities. |
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The Russell 1000 Yield Factor Index was comprised of 244 securities. |
Each Underlying Index (except the Russell 1000 Momentum Factor Index, which is rebalanced and re-weighted
semi-annually in June and December after the close of business on the third Friday of the month) is rebalanced and re-weighted annually in June after the close of business on the third Friday of the month.
Apart from scheduled rebalances, the Index Provider or its agents may carry out additional ad hoc rebalances to an Underlying Index in order, for example, to reflect corporate actions or spin-offs.
The Funds are rebalanced and re-weighted in accordance with
their respective Underlying Index.
S&P 500 Financials Sector Revenue-Weighted Index (Invesco Financials Sector Revenue ETF)
The S&P 500® Financials Index, the S&P 500 Financials
Sector Revenue-Weighted Indexs parent index, is comprised of large-cap companies that S&P Dow Jones Indices LLC deems to be part of the financials sector of the United States economy, using the
Global Industry Classification Standard. The S&P 500® Financials Index is itself a subset of the S&P 500® Index, a
broad-based index comprised of a representative sample of common stocks of 500 leading companies in leading industries of the United States economy selected by S&P Dow Jones Indices LLC. The S&P 500® Financials Index includes companies within the S&P 500® Index that are involved in activities such as: banking; mortgage
finance; consumer finance; specialized finance; investment banking and brokerage; asset management and custody; corporate lending; insurance; financial investment; and real estate, including real estate investment trusts (REITs).
The S&P 500 Financials Sector Revenue-Weighted Index is constructed by re-weighting the
constituent securities of the S&P 500® Financials Index according to the revenue earned by the companies in the S&P
500® Financials Index. As of August 31, 2018, the S&P 500 Financials Sector Revenue-Weighted Index was comprised of 68 securities.
The Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be
made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and
re-weighted in accordance with the Underlying Index.
S&P 500 Revenue-Weighted Index
(Invesco S&P 500 Revenue ETF)
The S&P 500® Index is the
S&P 500 Revenue-Weighted Indexs parent index.
The S&P 500 Revenue-Weighted Index is constructed by re-weighting the constituent securities of the S&P 500® Index according to the revenue earned by the companies in the S&P 500® Index, subject to a maximum 5% per company weighting. As of August 31, 2018, the S&P 500 Revenue-Weighted Index was comprised of 502 securities.
The Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be
made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and
re-weighted in accordance with the Underlying Index.
S&P MidCap 400 Revenue-Weighted
Index (Invesco S&P MidCap 400 Revenue ETF)
The S&P MidCap
400® Index, the S&P MidCap 400 Revenue-Weighted Indexs parent index, is comprised of common stocks of 400 mid-cap companies selected by
S&P Dow Jones Indices LLC.
The S&P MidCap 400 Revenue-Weighted Index is constructed by
re-weighting the constituent securities of the S&P MidCap 400® Index according to the revenue earned by the companies in the S&P MidCap 400® Index, subject to a maximum 5% per company weighting. As of August 31, 2018, the S&P MidCap 400 Revenue-Weighted Index was comprised of 393 securities.
The Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be
made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and
re-weighted in accordance with the Underlying Index.
S&P SmallCap 600
Revenue-Weighted Index (Invesco S&P SmallCap 600 Revenue ETF)
The S&P SmallCap 600® Index, the S&P SmallCap 600 Revenue-Weighted Indexs parent index, is comprised of common stocks of 600 small-cap companies selected by
S&P Dow Jones Indices LLC.
The S&P SmallCap 600 Revenue-Weighted Index is constructed by
re-weighting the constituent securities of the S&P SmallCap 600® Index according to the revenue earned by the companies in the S&P SmallCap
600® Index, subject to a maximum 5% per company weighting. As of August 31, 2018, the S&P SmallCap 600 Revenue-Weighted Index was comprised of 592 securities.
The Underlying Index is rebalanced and re-weighted quarterly. From time to time, other adjustments may be
made to the Underlying Index, subject to the policies of the Index Provider.
S&P 900 Dividend Revenue-Weighted Index (Invesco
S&P Ultra Dividend Revenue ETF)
The S&P 900® Index, the
S&P 900 Dividend Revenue-Weighted Indexs parent index, combines the S&P 500® Index and S&P MidCap® 400
Index to form an investable benchmark for the large- and mid-cap universe of the U.S. equity market.
The S&P 900 Dividend Revenue-Weighted Index is constructed by re-weighting the constituent securities of the S&P 900® Index according to the revenue earned by the companies in the S&P 900® Index, subject to a maximum 5% per company weighting. As
of August 31, 2018, the S&P 900 Dividend Revenue-Weighted Index was comprised of 59 securities.
The Underlying Index is
rebalanced and re-weighted quarterly. From time to time, other adjustments may be made to the Underlying Index, subject to the policies of the Index Provider.
The Fund is rebalanced and re-weighted in accordance with the Underlying Index.
Principal Risks of Investing in the Funds
The following provides additional information regarding certain of the principal risks identified under Principal Risks of Investing in the Fund in each Funds Summary Information section.
ADR and GDR Risk
ADRs are certificates that evidence ownership of shares of a foreign issuer and are alternatives to purchasing directly the underlying foreign
securities in their national markets and
currencies. GDRs are certificates issued by an international bank that generally are traded and denominated in the currencies of countries other than the home country of the issuer of the
underlying shares. ADRs and GDRs may be subject to certain of the risks associated with direct investments in the securities of foreign companies, such as currency, political, economic and market risks, because their values depend on the performance
of the non-dollar denominated underlying foreign securities. Moreover, ADRs and GDRs may not track the price of the underlying foreign securities on which they are based, and their value may change materially
at times when U.S. markets are not open for trading.
Certain countries may limit the ability to convert ADRs into the underlying
foreign securities and vice versa, which may cause the securities of the foreign company to trade at a discount or premium to the market price of the related ADR. ADRs may be purchased through sponsored or unsponsored
facilities. A sponsored facility is established jointly by a depositary and the issuer of the underlying security. A depositary may establish an unsponsored facility without participation by the issuer of the deposited security. Unsponsored receipts
may involve higher expenses and may be less liquid. Holders of unsponsored ADRs generally bear all the costs of such facilities, and the depositary of an unsponsored facility frequently is under no obligation to distribute shareholder communications
received from the issuer of the deposited security or to pass through voting rights to the holders of such receipts in respect of the deposited securities.
GDRs can involve currency risk since, unlike ADRs, they may not be U.S. dollar-denominated. Because a Funds NAV is determined in U.S. dollars, the Funds NAV could decline if the currency of the non-U.S. market in which the Fund invests depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases.
Authorized Participant Concentration Risk
Only APs may engage in creation or redemption transactions directly with a Fund. Each Fund has a limited number of institutions that may act as
APs, and such APs have no obligation to submit creation or redemption orders. Consequently, there is no assurance that those APs will establish or maintain an active trading market for the Shares. This risk may be heightened to the extent that
securities held by a Fund are traded outside a collateralized settlement system. In that case, APs may be required to post collateral on certain trades on an agency basis (i.e., on behalf of other market participants), which only a limited number of
APs may be able to do. In addition, to the extent that APs exit the business or are unable to proceed with processing creation and/or redemption orders with respect to a Fund and no other AP is able to step forward to create or redeem Creation Units
(as defined below), this may result in a significantly diminished trading market for Shares, which may be more likely to trade at a premium or discount to a Funds NAV and to face trading halts and/or delisting. This risk may be heightened for
a Fund that invests in non-U.S. securities, which may have lower trading volumes.
Calculation Methodology Risk
Each Underlying Index relies on various sources of information to assess the criteria of issuers included in the Underlying Index (or its
respective Parent Index), including information that may be
based on assumptions and estimates. Neither a Fund nor the Adviser can
offer assurances that an Underlying Indexs calculation methodology or sources of information will provide an accurate assessment of included issuers.
Currency Risk
Certain Funds will invest in non-U.S. dollar
denominated equity securities of foreign issuers. Because each Funds NAV is determined in U.S. dollars, a Funds NAV could decline if the currency of the non-U.S. market in which the Fund invests
depreciates against the U.S. dollar, even if the value of the Funds holdings, measured in the foreign currency, increases. Generally, an increase in the value of the U.S. dollar against a foreign currency will reduce the value of a security
denominated in that foreign currency, thereby decreasing the Funds overall NAV. In addition, fluctuations in the exchange values of currencies could affect the economy or particular business operations of companies in a geographic region in
which the Fund invests, causing an adverse impact on the Fund. As a result, investors have the potential for losses regardless of the length of time they intend to hold Shares.
Much of the income that Funds receive will be in foreign currencies. However, those Funds will compute and distribute their income in U.S. dollars,
and the computation of income will be made on the date that the Funds earn the income at the foreign exchange rates in effect on that date. Therefore, if the values of the relevant foreign currencies fall relative to the U.S. dollar between the
earning of the income and the time at which those Funds convert the foreign currencies to U.S. dollars, the Funds may be required to liquidate securities in order to make distributions if the Funds have insufficient cash in U.S. dollars to meet
distribution requirements.
Furthermore, a Fund may incur costs in connection with conversions between U.S. dollars and foreign
currencies. Foreign exchange dealers realize a profit based on the difference between the prices at which they are buying and selling various currencies. Thus, a dealer normally will offer to sell a foreign currency to a Fund at one rate, while
offering a lesser rate of exchange should the Fund desire immediately to resell that currency to the dealer. Such Funds will conduct their foreign currency exchange transactions either on a spot (i.e., cash) basis at the spot rate prevailing in the
foreign currency exchange market, or through entering into forwards, futures or options contracts to purchase or sell foreign currencies.
Dividend Paying Security Risk
As a group, securities that pay high dividends can fall out of favor with
the market, causing such companies to underperform companies that do not pay high dividends. Also, changes in the dividend policies of the companies in which a Fund invests and the capital resources available for such companies dividend
payments may affect the Fund. In addition, the value of dividend-paying common stocks can decline when interest rates rise, as fixed-income investments become more attractive to investors.
Equity Risk
Equity risk is the risk that the value of equity securities, including common stocks, will fall. The value of an equity security may fall due to
changes in general economic conditions that impact the market as a whole and that are relatively unrelated to an issuer or its industry. These conditions include changes in interest rates, specific periods of overall market turbulence or
instability, or general and prolonged periods of economic decline and cyclical change. An issuers common stock in particular may be especially sensitive to, and more adversely affected by, these general movements in the stock market; it is
possible that a drop in the stock market may depress the price of most or all of the common stocks that a Fund holds.
In addition,
equity risk includes the risk that investor sentiment toward, and perceptions regarding, particular industries or economic sectors will become negative. Price changes of equity securities may occur in a particular region, industry, or sector of the
market, and as a result, the value of an issuers common stock may fall solely because of factors, such as increases in production costs, that negatively impact other companies in the same industry or in a number of different industries.
Equity risk also includes the financial risks of a specific company, including that the value of the companys securities may fall
as a result of factors directly relating to that company, such as decisions made by its management or lower demand for the companys products or services. In particular, the common stock of a company may decline significantly in price over
short periods of time. For example, an adverse event, such as an unfavorable earnings report, may depress the value of common stock; similarly, the common stock of an issuer may decline in price if the issuer fails to make anticipated dividend
payments because, among other reasons, the issuer experiences a decline in its financial condition.
Eurozone Investment Risk
The European Union (EU) is an economic and political union of most western European countries and a growing number of eastern
European countries, collectively known as member states. One of the key mandates of the EU is the establishment and administration of a common single market, consisting of, among other things, a single currency and a common trade policy.
In order to pursue this goal, member states established the Economic and Monetary Union (EMU), which sets out different stages and commitments that member states need to follow to achieve greater economic and monetary policy coordination, including
the adoption of a single currency, the euro. Many member states have adopted the euro as their currency and, as a result, are subject to the monetary policies of the European Central Bank (ECB).
The global economic crisis that began in 2008 has caused severe financial difficulties for many EU member states, pushing some to the brink of
insolvency and causing others to experience recession, large public debt, restructuring of government debt, credit rating downgrades and an overall weakening of banking and financial sectors. Some of those countries have depended on, and may
continue to depend on, the assistance from others such as
the ECB, the International Monetary Fund (IMF), or other governments and institutions to address those issues. Failure by one or more EU member states to implement reforms or attain a
certain performance level imposed as a condition of assistance, or
an insufficient level of assistance, could deepen or prolong the
economic downturn, which could have a significant adverse effect on the value of investments in those and other European countries. By adopting the euro as its currency, members of the EMU are subject to fiscal and monetary controls that could limit
to some degree the ability to implement their own economic policies. Additionally, EMU member states could voluntarily abandon the euro or involuntarily be forced out of the euro, including by way of a partial or complete dissolution of the monetary
union. The effects of such outcomes on the rest of the Eurozone and the global markets as a whole are unpredictable, but are likely to be negative, and may adversely impact market values of Eurozone and various other securities and currencies, cause
redenomination of certain securities into less valuable local currencies, and result in more volatile and illiquid markets. Under such circumstances, investments denominated in euros or replacement currencies may be difficult to value, the ability
to operate an investment strategy in connection with euro-denominated securities may be significantly impaired and the value of euro-denominated investments may decline significantly and unpredictably. Additionally, Britains intended departure
from the EU, known as Brexit, may have significant political and financial consequences for Eurozone markets, including greater market volatility and illiquidity, currency fluctuations, deterioration in economic activity, a decrease in
business confidence and an increased likelihood of a recession in the United Kingdom (UK). Uncertainty relating to the withdrawal procedures and timeline may have adverse effects on asset valuations and the renegotiation of current trade
agreements, as well as an increase in financial regulation of UK banks. While the full impact of Brexit is unknown, market disruption in the EU and globally may have a negative effect on the value of a Funds investments. Additionally, the
risks related to Brexit could be more pronounced if one or more additional member states seek to leave the EU.
ESG Investing
Strategy Risk
The stocks of companies with favorable ESG practices may underperform the stock market as a whole. As a result,
the Invesco Global ESG Revenue ETF may underperform other funds that do not screen companies based on ESG practices. The criteria used to select companies for the Underlying Index may result in the Fund investing in securities, industries or sectors
that underperform the market as a whole or underperform other funds screened for ESG standards.
Foreign Market Risk
Because foreign securities in a Funds portfolio trade on foreign exchanges at times when the U.S. markets are not open
for trading, the value of those securities may change materially at times when the U.S. markets are not open for trading, regardless of whether there is an active U.S. market for Shares. Conversely, Shares of a Fund may trade on U.S. exchanges at
times when foreign exchanges are not open for trading. This, in either case, could lead to a difference between the U.S. market value of the Shares and the underlying value of a Funds portfolio.
Foreign and Emerging Markets Investment Risk
Investments in foreign securities involve risks that are beyond those associated with investments in U.S. securities, and investments in securities
of issuers in emerging market countries involve risks not often associated with investments in securities of issuers in developed countries. Fluctuations in the value of the U.S. dollar relative to the values of other currencies may adversely affect
investments in foreign and emerging market securities, and foreign and emerging market securities may have relatively low market liquidity, decreased publicly available information about issuers, and inconsistent and potentially less stringent
accounting, auditing and financial reporting requirements and standards of practice comparable to those applicable to issuers in developed countries.
Foreign and emerging market securities also are subject to the risks of expropriation, nationalization or other adverse political or economic developments and the difficulty of enforcing obligations in other countries. Investments
in foreign and emerging market securities also may be subject to dividend withholding or confiscatory taxes, currency blockage and/or transfer restrictions and higher transactional costs. Emerging markets are subject to greater market volatility,
lower trading volume, political and economic instability, uncertainty regarding the existence of trading markets and more governmental limitations on foreign investment than more developed markets. In addition, securities in emerging markets may be
subject to greater price fluctuations than securities in more developed markets. Securities law in many emerging market countries is relatively new and unsettled. Therefore, laws regarding foreign investment in emerging market securities, securities
regulation, title to securities, and shareholder rights may change quickly and unpredictably. In addition, the enforcement of systems of taxation at federal, regional and local levels in emerging market countries may be inconsistent and subject to
sudden change. Each country has different laws specific to that country that impact investment, which may increase the risks to which investors are subject. Country-specific rules or legislation addressing investment-related transactions may inhibit
or prevent certain transactions from transpiring in a particular country.
Furthermore, foreign exchanges and broker-dealers generally
are subject to less government and exchange scrutiny and regulation than their U.S. counterparts. Differences in clearance and settlement procedures in foreign markets may cause delays in settlement of a Funds trades effected in those markets
and could result in losses to a Fund due to subsequent declines in the value of the securities subject to the trades. Depositary receipts also involve substantially identical risks to those associated with investments in foreign securities.
Additionally, the issuers of certain depositary receipts, particularly unsponsored or unregistered depositary receipts, have no obligation to distribute shareholder communications to the holders of such receipts or to pass through to them any voting
rights with respect to the deposited securities.
Geographic Concentration Risk
Funds that are less diversified across geographic regions or countries are generally riskier than more geographically diversified
funds. The economies and financial markets of certain regions, including the Middle East and Africa, can be interdependent and may all decline at the same time. A natural or other disaster could
occur in the geographic region in which a Fund invests, which could affect the economy or particular business operations of companies in that geographic region and adversely impact a Funds investments in the affected region.
Increased Volatility Risk
Increased volatility risk is associated with increased volatility in the price of small and medium capitalization companies (including those trading as ADRs, GDRs, EDRs and Global Shares). The announcement that a security has been
added to a widely followed index or benchmark may cause the price of that security to increase. Conversely, the announcement that a security has been deleted from a widely followed index or benchmark may cause the price of that security to decrease.
To the extent that an index or benchmarks methodology is rules-based and transparent, any price increase or decrease generally would be expected to be smaller than the increase or decrease resulting from a change to a non-transparent index or benchmark (because the transparency of the index or benchmark likely would provide the market with more notice of such change). Because it is impossible to predict when and how market
participants will react to announced changes in the constituent securities of a Funds Parent Index (and its Underlying Index), the Funds cannot predict when and how these changes will impact the market price and NAV of a Fund.
Index Construction Risk
A stock included in an Underlying Index may not exhibit the factor trait or provide specific factor exposure for which it was selected, and consequently, a Funds holdings may not exhibit returns consistent with that factor
trait.
Index Risk
Unlike many investment companies that are actively managed, the Funds are passive investors and therefore do not utilize investing strategies that seek returns in excess of their respective Underlying Index.
Therefore, the Funds would not necessarily buy or sell a security unless that security is added or removed, respectively, from its respective Underlying Index, even if that stock security generally is underperforming. If a specific security is
removed from an Underlying Index, a Fund may be forced to sell shares of the security at an inopportune time or for a price lower than the securitys current market value. An Underlying Index may not contain the appropriate mix of securities
for any particular economic cycle. Unlike with an actively managed fund, the Adviser does not use techniques or defensive strategies designed to lessen the impact of periods of market volatility or market decline. This means that, based on certain
market and economic conditions, certain Funds performance could be lower than other types of mutual funds that actively manage their portfolio assets to take advantage of market opportunities.
Industry Concentration Risk
In following its methodology, an Underlying Index from time to time may be concentrated to a significant degree in securities of issuers operating in a single industry or industry group. To the extent that its Underlying Index
concentrates in the securities of
issuers in a particular industry or industry group, a Fund will also concentrate its investments to approximately the same extent. By concentrating its investments in an industry or industry
group, a Fund may face more risks than if it were diversified broadly over numerous industries or groups of industries. Such industry-based risks, any of which may adversely affect the companies in which a Fund invests, may include, but are not
limited to legislative or regulatory changes, adverse market conditions and/or increased competition within the industry or industry group. In addition, at times, such industry or industry group may be out of favor and underperform other industries,
industry groups or the market as a whole. Information about the Funds exposure to a particular industry or industry group is available in the Funds Annual and Semi-Annual Reports to Shareholders, as well as on required forms filed with
the SEC.
Basic Materials Sector Risk
Companies engaged in the production and distribution of basic materials may be adversely affected by changes in world events,
political and economic conditions, energy conservation, environmental policies, commodity price volatility, changes in exchange rates, increased competition and the imposition of import controls. Production of industrial materials may exceed demand
as a result of market imbalances or economic downturns, leading to poor investment returns. In addition, issuers in the basic materials sector are at risk for environmental damage and product liability claims and may be adversely affected by
depletion of resources, technical progress, labor relations and government regulations.
Communication Services
Sector Risk
The value of the securities of communication services companies are particularly vulnerable to
rapid advancements in technology, the innovation of competitors, rapid product obsolescence, and government regulation and competition, both domestically and internationally. Additionally, fluctuating domestic and international demand, shifting
demographics and often unpredictable changes in consumer tastes can drastically affect a communication services companys profitability. While all companies may be susceptible to network security breaches, certain companies in the communication
services sector may be particular targets of hacking and potential theft of proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.
Consumer Discretionary Sector Risk
Companies engaged in the consumer discretionary sector are affected by fluctuations in supply and demand and changes in consumer
demographics and preferences. The success of consumer product manufacturers and retailers is tied closely to the performance of domestic and international economies. Moreover, changes in consumer spending as a result of world events, political and
economic conditions, commodity price volatility, changes in interest and exchange rates, imposition of import controls, increased competition, depletion of resources and labor relations also may adversely affect these companies. Companies in the
consumer discretionary sector
depend heavily on disposable household income and consumer spending, and may be strongly affected by social trends and marketing campaigns. These companies may be subject to severe competition,
which may have an adverse impact on their profitability.
Consumer Staples Sector Risk
Changes in the worldwide economy, consumer spending, competition, demographics and consumer preferences, exploration and production
spending may adversely affect companies, as well as natural and man-made disasters and political, social or labor unrest, in the consumer staples sector. Companies in this sector also are affected by changes
in government regulation, world events and economic conditions.
Energy Sector Risk
Companies in the energy sector are subject to extensive government regulation, including contractual fixed pricing, which may
increase the cost of business and limit these companies earnings. A significant portion of their revenues may depend on a relatively small number of customers, including governmental entities and utilities. As a result, governmental budget
constraints may have a material adverse effect on the stock prices of companies in this industry.
Energy companies may
do business with companies in countries other than the United States. Such companies often operate in countries with less stringent regulatory regimes and countries that have a history of expropriation and/or nationalization, among other adverse
policies. In addition, these companies are at risk of civil liability from accidents resulting in injury, loss of life or property, pollution or other environmental damage claims and risk of loss from terrorism and natural disasters. The energy
sector is cyclical, and commodity price volatility, changes in exchange rates, imposition of import controls, increased competition, depletion of resources, development of alternative energy sources, technological developments and labor relations
also could affect companies in this sector. Recent global economic events have created greater volatility in the energy sector, including substantial declines in the price of oil. Such events may create wide fluctuations in the value of companies in
this sector, which may affect the value of the Shares.
Financials Sector Risk
Financial services companies are subject to extensive government regulation and, as a result, their profitability may be affected
by new regulations or regulatory interpretations. Unstable interest rates can have a disproportionate effect on the financial services sector, and financial services companies whose securities a Fund may purchase may themselves have concentrated
portfolios, which makes them vulnerable to economic conditions that affect that sector. Financial services companies have also been affected by increased competition, which could adversely affect the profitability or viability of such companies. In
addition, the financial services sector is undergoing numerous changes, including continuing
consolidations, development of new products and structures and changes to its regulatory framework. Increased government involvement in financial institutions, including measures such as taking
ownership positions in such institutions, could result in a dilution in the value of the shares held by shareholders in such institutions.
Moreover, Global economies and financial markets are becoming increasingly interconnected, which increases the possibilities that conditions in one country or region may adversely affect issuers in another country or region, which
may adversely affect securities held by a Fund. These circumstances have also decreased liquidity in some markets and may continue to do so. The recent deterioration of the credit markets has caused an adverse impact on a broad range of financial
markets, thereby causing certain financial services companies to incur large losses. Certain financial services companies have experienced decline in the valuation of their assets and even ceased operations.
Regulatory changes, including the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act) and
the introduction of new international capital and liquidity requirements under the Basel III Accords (Basel III), may cause lending activity within the financial services sector to be constrained for several years as Basel III rules
phase in and rules and regulations are promulgated and interpreted under the Dodd-Frank Act. These market conditions may continue or deteriorate further and may add significantly to the risk of short-term volatility within the sector.
Healthcare Sector Risk
Factors that may affect the profitability of companies in the healthcare sector include extensive government regulation,
restrictions on government reimbursement for medical expenses, rising costs of medical products, services and facilities, pricing pressure, an increased emphasis on outpatient services, limited number of products and product obsolescence due to
industry innovation, changes in technologies and other market developments. A major source of revenue for the healthcare industry is payments from the Medicare and Medicaid programs. As a result, the industry is sensitive to legislative changes and
reductions in governmental spending for such programs. Companies in the healthcare sector depend heavily on patent protection. The process of obtaining patent approval can be long and costly, and the expiration of patents may adversely affect the
profitability of the companies. Healthcare companies also are subject to extensive litigation based on product liability and similar claims. Additional factors also may adversely affect healthcare companies, and state or local healthcare reform
measures. Many new products are subject to regulatory approval and the process of obtaining such approval can be long and costly. Healthcare companies also are subject to competitive forces that may make raising prices difficult and, at times, may
result in price discounting. In addition, companies in the healthcare sector may be thinly capitalized and therefore may be susceptible to product obsolescence
Industrials Sector Risk
Changes in government regulation, world events and economic conditions may adversely affect the companies in the industrials
sector. In addition, these companies are at risk for environmental damage claims. Industrial companies also may be adversely affected by commodity price volatility, changes in exchange rates, imposition of import controls, increased competition,
depletion of resources, technological developments, labor relations and changes in the supply of and demand for their specific products or services or for industrials sector products in general.
Information Technology Sector Risk
Companies in the technology sector may be adversely affected by the failure to obtain, or delays in obtaining, financing or
regulatory approval, intense competition, both domestically and internationally, product compatibility, consumer preferences, corporate capital expenditure, rapid obsolescence and competition for the services of qualified personnel. Companies in the
technology sector also face competition or potential competition with numerous alternative technologies. In addition, the highly competitive technology sector may cause the prices for these products and services to decline in the future.
Technology companies may have limited product lines, markets, financial resources or personnel. Companies in the information
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.
The technology sector is subject to rapid and significant changes in technology that are evidenced by the increasing pace of
technological upgrades, evolving industry standards, ongoing improvements in the capacity and quality of digital technology, shorter development cycles for new products and enhancements, developments in emerging wireless transmission technologies
and changes in customer requirements and preferences. The success of sector participants depends substantially on the timely and successful introduction of new products.
Real Estate Securities Risk
Investing in securities of real estate companies includes risks such as: fluctuations in the value of the underlying properties;
defaults by borrowers or tenants; market saturation; changes in general and local economic conditions; decreases in market rates for rents; changes in the availability, cost and terms of mortgage funds; increased competition, property taxes, capital
expenditures, or operating expenses; and other economic, political or regulatory occurrences, including the impact of changes in environmental laws, that may affect the real estate industry.
The value or price of real estate company securities may drop because of, among other adverse events, the failure of borrowers to
repay their loans and the inability to obtain financing either on favorable terms or at all. If real estate
properties do not generate sufficient income to meet operating expenses, including, where applicable, debt service, ground lease payments, tenant improvements, third-party leasing commissions and
other capital expenditures, the income and ability (or perceived ability) of a real estate company to make payments of interest and principal on their loans will be adversely affected, which, as a result, may adversely affect a Fund. Many real
estate companies utilize leverage, which increases investment risk and could adversely affect a companys operations and market value in periods of rising interest rates.
Utilities Sector Risk
The risks inherent in the utilities sector include a variety of factors that may adversely affect the business or operations of
utilities companies, including high interest costs associated with capital construction and improvement programs; difficulty in raising adequate capital on reasonable terms in periods of high inflation and unsettled capital markets; governmental
regulation of rates that the issuer can charge to customers; costs associated with compliance with, and adjusting to changes to, environmental and other regulations; effects of economic slowdowns and surplus capacity; and increased competition from
other providers of utility services. Utilities companies may also be adversely affected by increased costs associated with the reduced availability of certain types of fuel, occasionally reduced availability and high costs of natural gas for resale,
and the effects of energy conservation policies; effects of a national energy policy and lengthy delays, increased costs and other problems associated with the design, construction, licensing, regulation and operation of nuclear facilities for
electric generation, which may include the problems associated with the use of radioactive materials and the disposal of radioactive wastes.
Technological innovations may render existing plants, equipment or products obsolete, and companies may experience difficulty in obtaining regulatory approval of new technologies; a lack of compatibility of telecommunications
equipment; and may be affected by the potential impact of terrorist activities on the utility industry and its customers, as well as the impact of natural or man-made disasters. Any such event could have
serious consequences for the general population of the affected area and may adversely impact a Funds portfolio securities performance. Issuers in the utilities sector also may be subject to regulation by various governmental authorities and
may be affected by the imposition of special tariffs and changes in tax laws, regulatory policies and accounting standards. Deregulation is subjecting utilities companies to greater competition and may adversely affect profitability. As deregulation
allows utilities to diversify outside of their original geographic regions and their traditional lines of business, utilities companies may engage in riskier ventures. There is no assurance that regulatory authorities will, in the future, grant rate
increases, or that such increases will be adequate to permit the payment of dividends on stocks issued by a utilities company.
Investment Approach Risk
Each Underlying Index, and thus the respective Fund, seeks to provide exposure to investments based on a specific criteria and weighting approach.
There can be no assurance that the selection criteria and weighting approach will enhance a Funds performance over time. It is expected that exposure to such investment criteria and weighting will detract from performance in some market
environments, perhaps for extended periods. In such circumstances, the Adviser will not adjust a Funds investment process to target different criteria or weighting processes.
Issuer-Specific Changes Risk
The performance of a Fund depends on the performance of individual securities to which the Fund has exposure. The value of an individual security or particular type of security may be more volatile than the market as a whole and may
perform worse than the market as a whole, causing the value of its securities to decline. Poor performance may be caused by poor management decisions, competitive pressures, changes in technology, expiration of patent protection, disruptions in
supply, labor problems or shortages, corporate restructurings, fraudulent disclosures or other factors. Issuers may, in times of distress or at their own discretion, decide to reduce or eliminate dividends, which may also cause their stock prices to
decline.
Large Shareholder Risk
Certain large shareholders, including other funds advised by the investment adviser or an affiliate of the investment adviser, may from time to
time own a substantial amount of a Funds shares. In addition, a third party investor, the investment adviser or an affiliate of the investment adviser, an authorized participant, a lead market maker, or another entity may invest in a Fund and
hold its investment for a limited period of time solely to facilitate commencement of the Fund or to facilitate the Funds achieving a specified size or scale. There can be no assurance that any large shareholder would not redeem its
investment. Dispositions of a large number of Shares by these shareholders may adversely affect a Funds liquidity and net assets to the extent such transactions are executed directly with the Fund in the form of redemptions through an
authorized participant, rather than executed in the secondary market. These redemptions may also force a Fund to sell portfolio securities when it might not otherwise do so, which may negatively impact the Funds NAV and increase the
Funds brokerage costs. Further, such sales may accelerate the realization of taxable income and/or gains to shareholders, or a Fund may be required to sell its more liquid Fund investments to meet a large redemption, in which case the
Funds remaining assets may be less liquid, more volatile, and more difficult to price. To the extent a Fund permits cash purchases, large purchases of Shares may adversely affect the Funds performance to the extent that the Fund is
delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. To the extent these large shareholders transact in shares on the secondary market, such transactions may account for a large percentage of the
trading volume on a Funds listing exchange and may, therefore, have a material upward or downward effect on the market price of the Shares. To the extent a Fund permits redemptions in cash, the Fund may hold a relatively large proportion of
its assets in cash in anticipation of large redemptions, diluting its investment returns.
Low-Volatility Risk
Although subject to the risks of common stocks, low volatility stocks are seen as having a lower risk profile than the overall markets. However, a
portfolio comprised of low volatility stocks may not produce investment exposure that has lower variability to changes in such stocks price levels. Low volatility stocks are likely to underperform the broader market during periods of rapidly
rising stock prices. There is no guarantee that a strategy seeking lower volatility will be successful.
Market Risk
The securities in each Underlying Index are subject to market fluctuations, and a Fund could lose money due to short-term
market movements and over longer periods during market downturns. You should anticipate that the value of the Shares will decline, more or less, in correlation with any decline in value of the securities in the respective Underlying Index. The value
of a security may decline due to general market conditions, economic trends or events that are not specifically related to the issuer of the security or due to factors that affect a particular industry or group of industries. During a general
downturn in the securities markets, multiple asset classes may be negatively affected.
Market Trading Risk
Each Fund faces numerous market trading risks, including losses from trading in secondary markets, periods of high volatility and disruption in the
creation/redemption process of the Fund. Although the Shares of each Fund are listed for trading on a securities exchange, there can be no assurance that an active trading market for the Shares will develop or be maintained by market makers or APs,
that the Shares will continue to trade on any such exchange or that the Shares will continue to meet the requirements for listing on an exchange. Any of these factors, among others, may lead to the Shares trading at a premium or discount to a
Funds NAV. As a result, an investor could lose money over short or long periods. Further, a Fund may experience low trading volume and wide bid/ask spreads. Bid/ask spreads vary over time based on trading volume and market liquidity (including
for the underlying securities held by a Fund), and are generally lower if Shares have more trading volume and market liquidity and higher if Shares have little trading volume and market liquidity. Additionally, in stressed market conditions, the
market for the Shares may become less liquid in response to deteriorating liquidity in the markets for a Funds portfolio holdings, which may cause a variance in the market price of the Shares and their underlying value.
Momentum Investing Risk
In general, momentum is the tendency of an investment to exhibit persistence in its relative performance; a momentum style of investing emphasizes investing in securities that have had better recent performance compared
to other securities, on the theory that these securities will continue to increase in value.
Momentum investing is subject to the risk
that the securities may be more volatile than the market as a whole. High momentum may also be a sign that the securities prices have peaked, and therefore the returns on securities that previously have exhibited price momentum may be less
than returns on other styles of
investing. Momentum can turn quickly, and stocks that previously have exhibited high momentum may not experience continued positive momentum. A Fund may experience significant losses if momentum
stops, reverses or otherwise behaves differently than predicted. In addition, there may be periods when the momentum style of investing is out of favor and therefore, the investment performance of a Fund may suffer.
Non-Correlation Risk
A Funds return may not match the return of its Underlying Index (that is, it may experience tracking error) for a number of reasons. For
example, a Fund incurs operating expenses not applicable to its Underlying Index and incurs costs in buying and selling securities, especially when rebalancing the Funds securities holdings to reflect changes in the composition of its
Underlying Index. If a Fund has recently commenced operations or otherwise has a relatively small amount of assets, such transaction costs could have a proportionally greater impact on the Fund. Additionally, if a Fund used a sampling approach, it
may result in returns that are not as well-correlated with the return of its Underlying Index as would be the case if the Fund purchased all of the components of its Underlying Index in the proportions represented in the Underlying Index.
The performance of each Fund and its Underlying Index may vary due to asset valuation differences and differences between the
Funds portfolio and the Underlying Index resulting from legal restrictions, costs or liquidity constraints. Additionally, a Fund that issues or redeems Creation Units principally for cash will incur higher costs in buying and selling
securities than if it issued and redeemed Creation Units principally in-kind. A Fund may fair value certain of the securities it holds. To the extent a Fund calculates its NAV based on fair value prices, the
Funds ability to track its Underlying Index may be adversely affected. Since an Underlying Index is not subject to the tax diversification requirements to which the Funds must adhere, a Fund may be required to deviate its investments from the
securities contained in, and relative weightings of, its Underlying Index. A Fund may not invest in certain securities included in its Underlying Index due to liquidity constraints. Liquidity constraints also may delay a Funds purchase or sale
of securities included in its Underlying Index. For tax efficiency purposes, a Fund may sell certain securities to realize losses, causing it to deviate from its respective Underlying Index.
The Adviser may not fully invest a Fund at times, either as a result of cash flows into the Fund, to retain a reserve of cash to meet redemptions
and expenses, or because of low assets (particularly when a Fund is new and has operated for only a short period).
The investment
activities of one or more of the Advisers affiliates, including other subsidiaries of the Advisers parent company, Invesco Ltd., for their proprietary accounts and for client accounts also may adversely impact a Funds ability to
track its Underlying Index. For example, in regulated industries, certain emerging or international markets and under corporate and regulatory ownership definitions, there may be limits on the aggregate amount of investment by affiliated investors
that may not be exceeded, or that may not be exceeded without the grant of a license or other regulatory or corporate consent, or, if exceeded, may cause the Adviser, the Fund or other client accounts to suffer
disadvantages or business restrictions. As a result, a Fund may be restricted in its ability to acquire particular securities due to positions held by the Advisers affiliates.
Non-Diversified Fund Risk
Funds that are considered non-diversified can invest a greater portion of their assets in securities of
individual issuers than a diversified fund. For such Funds, changes in the market value of a single investment could cause greater fluctuations in the Share price of those Funds than would occur in a diversified fund. This may increase a Funds
volatility and cause the performance of a relatively small number of issuers to have a greater impact on the Funds performance.
Operational Risk
The Funds are exposed to operational risks arising from a number of factors, including, but not limited to, human error, processing and
communication errors, errors of the Funds service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. The Fund and the investment adviser seek to reduce these operational risks
through controls and procedures. However, these measures do not address every possible risk and may be inadequate to address these risks.
Risks Relating to Calculation of NAV. The Fund relies on various third parties and other informative sources to calculate its NAV. Therefore, the Fund is subject to certain operational risks associated with reliance on
third party service providers and data sources. NAV calculation may be impacted by operational risks arising from factors such as failures in systems and technology. Such failures may result in delays in the calculation of the Funds NAV and/or
the inability to calculate NAV over extended time periods. The Fund may be unable to recover any losses associated with such failures.
Portfolio Turnover Risk
To the extent that a Funds Underlying Index rebalances frequently, a Fund may engage in frequent trading of its portfolio securities in connection with the rebalancing or adjustment of its Underlying Index. This may result in
a high portfolio turnover rate. A portfolio turnover rate of 200%, for example, is equivalent to a Fund buying and selling all of its securities two times during the course of a year. A high portfolio turnover rate (such as 100% or more) could
result in high brokerage costs for a Fund. A high portfolio turnover rate also can result in an increase in taxable capital gains distributions to a Funds shareholders and an increased likelihood that the capital gains will be taxable at
ordinary rates.
Quality Securities Risk
Companies that issue stocks deemed to be quality stocks may experience lower than expected returns or may experience negative growth, as well as
increased leverage, resulting in lower than expected or negative returns to Fund shareholders. Many factors can affect a stocks quality and performance, and the impact of these factors on a stock or its price can be difficult to predict. There
is no guarantee that the past performance of these stocks will continue.
Small- and Mid-Capitalization Company Risk
Securities of small- and mid-capitalization companies may be more volatile and thinly
traded (that is, less liquid) than those of more established companies. These securities may have returns that vary, sometimes significantly, from the overall securities market. Often small- and
mid-capitalization companies and the industries in which they focus are still evolving and, as a result, they may be more sensitive to changing market conditions. In addition, small- and mid-capitalization companies are typically less financially stable than larger, more established companies, and they may depend on a small number of essential personnel, making them more vulnerable to loss of
personnel. Smaller capitalization companies also normally have less diverse product lines than large-capitalization companies and are more susceptible to adverse developments concerning their products. As such, small- and mid-capitalization companies typically are more likely to be adversely affected than large-capitalization companies by changes in earning results, business prospects, investor expectations or poor economic or market
conditions.
Value Securities Risk
A value style of investing focuses on undervalued companies with characteristics for improved valuations. Value securities are subject to the risk
that valuations never improve or that the returns on value securities are less than returns on other styles of investing or the overall stock market. Thus, the value of a Funds investments will vary and at times may be lower or higher than
that of other types of investments. Historically, value investments have performed best during periods of economic recovery. Therefore, the value investing style may over time go in and out of favor. Value stocks also may decline in price, even
though in theory they are already underpriced.
Non-Principal Investment Strategies
Each Fund, after investing at least 90% of its total assets in components that comprise its respective Underlying Index, may
invest its remaining assets in securities (including other funds) not included in its Underlying Index and in money market instruments, including other funds, including affiliated funds, that invest exclusively in money market instruments (subject
to applicable limitations under the 1940 Act or exemptions therefrom), or repurchase agreements, convertible securities and structured notes (notes on which the amount of principal repayment and interest payments is based on the movement of one or
more specified factors, such as the movement of a particular security or securities index) and in futures contracts, options, options on futures contracts and swaps. Convertible securities, structured notes, futures contracts, options, options on
futures contracts and swaps may be used by a Fund in seeking performance that corresponds to its respective Underlying Index and to manage cash flows. The Adviser anticipates that it may take approximately two business days (a business day is any
day that the New York Stock Exchange (NYSE) is open) for the Underlying Index to fully reflect the additions to, and deletions from, each Funds Underlying Index to fully settle in the portfolio composition of that Fund.
In accordance with 1940 Act rules, each of Invesco Emerging Markets Revenue ETF, Invesco Emerging Markets Ultra Dividend
Revenue ETF, Invesco S&P Financials Revenue ETF, Invesco S&P MidCap 400 Revenue ETF, and Invesco S&P SmallCap 600 Revenue ETF has adopted a policy to invest at least 80% of the value
of its net assets (plus the amount of any borrowings for investment purposes) in certain types of securities (e.g., securities of a certain size, such as small-, mid- or
large-cap equity securities) or in securities of companies in a particular economic sector or region (e.g., securities of companies in the financials sector or in emerging markets) that is suggested by such
Funds name (for each such Fund, an 80% investment policy). Each Fund with an 80% investment policy considers the securities suggested by its name to be those securities that comprise its respective Underlying Index. Therefore, each
such Fund anticipates meeting its 80% investment policy because it already is required to invest at least 90% of its total assets in securities that comprise its respective Underlying Index, in accordance with the terms of Invesco Exchange-Traded
Fund Trust IIs (the Trust) exemptive relief.
Each 80% investment policy constitutes a
non-fundamental policy that the Board of Trustees (the Board) of the Trust may change at any time without shareholder approval upon 60 days written notice to shareholders.
Each Funds investment objective also constitutes a non-fundamental policy that the Board of the Trust
may change at any time without shareholder approval upon 60 days written notice to shareholders. The complete list of fundamental and non-fundamental policies of the Funds is set forth in the Trusts
Statement of Additional Information (SAI) under the section Investment Restrictions.
Borrowing Money
Each Fund may borrow money to the extent permitted by (i) the 1940 Act, (ii) the rules and regulations promulgated by
the SEC under the 1940 Act, or (iii) an exemption or other relief applicable to the Fund from the provisions of the 1940 Act.
Securities Lending
Each Fund may lend its portfolio securities to brokers, dealers, and other financial institutions. In connection with such loans, each such Fund
receives liquid collateral equal to at least 102% (105% for international securities) of the value of the loaned portfolio securities. This collateral is
marked-to-market on a daily basis.
Additional Risks
of Investing in the Funds
The following provides additional risk information regarding investing in the Funds.
Convertible Securities Risk
A convertible security generally is a preferred stock that may be converted within a specified period of time into common stock. Convertible securities nevertheless remain subject to the risks of both debt securities and equity
securities. As with other equity securities, the value of a convertible security tends to increase as the price of the underlying stock goes up, and to decrease as the price of the underlying stock goes down. Declining common stock values therefore
also may cause the value of a Funds investments to decline. Like a debt security, a convertible security provides a
fixed income stream and also tends to decrease in value when interest rates rise. Moreover, many convertible securities have credit ratings that are below investment grade( such securities are
commonly known as junk bonds), are subject to the same risks as lower-rated debt securities and are considered speculative.
Cybersecurity Risk
The Funds, like all companies, may be susceptible to operational and information security risks. Cybersecurity failures or breaches of the Funds or
their service providers or the issuers of securities in which the Funds invest, have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of Fund shareholders to transact business,
violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. The Funds and their shareholders could be negatively impacted as a
result.
Derivatives Risk
The Funds may invest in derivatives, such as futures and options. Derivatives are financial instruments that derive their value from an underlying asset, such as a security, index or exchange rate. Derivatives may be riskier than
other types of investments and may be more volatile and less liquid than other securities.
Derivatives may be used to create synthetic
exposure to an underlying asset or to hedge a portfolio risk. If a Fund uses derivatives to hedge a portfolio risk, the change in value of a derivative may not correlate as expected with the underlying asset being hedged, and it is
possible that the hedge therefore may not succeed. In addition, given their complexity, derivatives may be difficult to value.
Derivatives are subject to a number of risks including credit risk, interest rate risk, and market risk. Credit risk refers to the possibility that
a counterparty will be unable and/or unwilling to perform under the agreement. Interest rate risk refers to fluctuations in the value of an asset resulting from changes in the general level of interest rates. Over-the-counter derivatives are also subject to counterparty risk (sometimes referred to as default risk), which is the risk that the other party to the contract will not fulfill its contractual
obligations.
Derivatives may be especially sensitive to changes in economic and market conditions, and their use may give rise to a
form of leverage. Leverage may cause the portfolios of the Funds to be more volatile than if the portfolio had not been leveraged because leverage can exaggerate the effect of any increase or decrease in the value of securities held by a Fund. For
some derivatives, such leverage could result in losses that exceed the original amount invested in the derivative.
Index Provider
Risk
Each Fund seeks to track the investment results, before fees and expenses, of its respective Underlying Index, as
published by an Index Provider. There is no assurance that an Index Provider will compile an Underlying Index accurately, or that an Underlying Index will be determined, composed or calculated accurately. While each Index Provider gives descriptions
of what an Underlying Index is designed to achieve, the Index Provider
generally does not provide any warranty or accept any liability in relation to the quality, accuracy or completeness of data in such indexes, and it generally does not guarantee that an
Underlying Index will be in line with its methodology. Errors made by an Index Provider with respect to the quality, accuracy and completeness of the data within an Underlying Index may occur from time to time and may not be identified and corrected
by the Index Provider for a period of time, if at all. Therefore, gains, losses or costs associated with an Index Providers errors will generally be borne by a Fund and its shareholders.
Index Rebalancing Risk
Because each Fund seeks to track the investment results, before fees and expenses, of its Underlying Index, the Fund may sell securities at inopportune times or for prices other than at current market values or may hold onto the
securities in unfavorable market conditions. In addition, a Fund may elect not to sell such securities on the day that they are removed from its Underlying Index, due to market conditions or otherwise. Due to these factors, the variation between a
Funds annual return and the return of its Underlying Index may increase significantly.
Apart from scheduled rebalances, an Index
Provider may carry out additional ad hoc rebalances to an Underlying Index, for example, to correct an error in the selection of constituents. When a Fund in turn rebalances its portfolio, any transaction costs and market exposure arising from such
portfolio rebalancing will be borne by the Fund and its shareholders. Unscheduled rebalances also expose a Fund to additional tracking error risk. Therefore, errors and additional ad hoc rebalances carried out by an Index Provider may increase a
Funds costs and market exposure.
Licensing, Custody and Settlement Risk
Approval of governmental authorities may be required prior to investing in the securities of companies based in certain foreign countries. Delays
in obtaining such an approval would delay investments in the particular country, and, as a consequence, a Fund may not be able to invest in all of the securities included in its Underlying Index while an approval is pending. Rules adopted under the
1940 Act permit a Fund to maintain its foreign securities and cash in the custody of certain eligible non-U.S. banks and securities depositories. Certain banks in foreign countries that are eligible foreign sub-custodians may be recently organized or otherwise lack extensive operating experience. In addition, in certain countries there may be legal restrictions or limitations on the ability of a Fund to recover assets
held in custody by a foreign sub-custodian in the event of the bankruptcy of the sub-custodian. Settlement systems in emerging markets may be less organized than in
developed markets. Thus, there may be a risk that settlement may be delayed and that cash or securities of a Fund may be in jeopardy because of failures of or defects in the systems. Under the laws of certain countries in which the Funds invest, the
Funds may be required to release local shares before receiving cash payment or may be required to make cash payment prior to receiving local shares.
Money Market Funds Risk
Money market funds are subject to management fees and other expenses, and a
Funds investments in money market funds will
cause it to bear proportionately the costs incurred by the money market funds operations while simultaneously paying its own management fees and expenses. An investment in a money market
fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency; it is
possible to lose
money by investing in a money market fund. To the extent that a Fund invests in money market funds, the Fund will be subject to the same risks that investors experience when investing in money market funds. These risks may include the impact of
significant fluctuations in assets as a result of the cash sweep program or purchase and redemption activity in those funds.
Money
market funds are open-end registered investment companies that historically have traded at a stable $1.00 per share price. However, under recent amendments to money market fund regulations under the 1940 Act,
money market funds that do not meet the definition of a retail money market fund or government money market fund are required to transact at a floating NAV per share (i.e., in a manner similar to how all other non-money market mutual funds transact), instead of at a $1.00 stable share price. Those rule amendments also permit money market funds to impose liquidity fees and redemption gates for use in times of market
stress. If a Fund invested in a money market fund with a floating NAV, the impact on the trading and value of the money market instrument as a result of the rule amendments may negatively affect the Funds return potential.
Repurchase Agreements Risk
Repurchase agreements are agreements pursuant to which a Fund acquires securities from a third party with the understanding that the seller will repurchase them at a fixed price on an agreed date. Repurchase agreements may be
characterized as loans secured by the underlying securities. If the seller of securities under a repurchase agreement defaults on its obligation to repurchase the underlying securities, as a result of its bankruptcy or otherwise, a Fund will seek to
dispose of such securities, which action could involve costs or delays. If the seller becomes insolvent and subject to liquidation or reorganization under applicable bankruptcy or other laws, a Funds ability to dispose of the underlying
securities may be restricted. If the seller fails to repurchase the securities, a Fund may suffer a loss to the extent proceeds from the sale of the underlying securities are less than the repurchase prices.
Risks of Futures and Options
Each Fund may enter into U.S. futures contracts, options and options on futures contracts to simulate full investment in its Underlying Index, or to manage cash flows. The Funds will not use futures or options for speculative
purposes. Each Fund intends to use futures and options contracts to limit its risk exposure to levels comparable to direct investment in securities.
An option gives a holder the right to buy or sell a specific security or an index at a specified price within a specified period of time. An option on a futures contract gives the purchaser the right, in return for the premium paid,
to assume a position in the underlying futures contract at a specified price at any time prior to the expiration date of the option. Options can offer large amounts of leverage, which may result in a Funds NAV being more
sensitive to changes in the value of the related instrument. The purchase of put or call options could be based upon predictions as to anticipated trends; such predictions could prove to be
incorrect resulting in loss of part or all of the premium paid. The risk of trading uncovered call options in some strategies (e.g., selling uncovered stock index futures contracts) potentially is unlimited.
Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a specific instrument or index at
a specified future time and at a specified price. Because futures contracts project price levels in the future, market circumstances may cause a discrepancy between the price of the stock index future and the movement in the Underlying Index. In the
event of adverse price movements, a Fund would remain required to make daily cash payments to maintain its required margin. There is no assurance that a liquid secondary market will exist for any particular futures contract at any particular time.
The risk of loss in trading futures contracts or potentially is unlimited.
Each Fund must segregate liquid assets or take other
appropriate measures to cover open positions in futures contracts. For futures contracts that do not cash settle, each Fund must segregate liquid assets equal to the full notional value of the futures contracts while the positions are
open. For futures contracts that do cash settle, each Fund is permitted to set aside liquid assets in an amount equal to the Funds daily marked-to-market net
obligations (i.e., the Funds daily net liability) under the futures contract, if any, rather than their full notional value.
Risks of Swap Agreements
A Fund may enter into swap transactions, including total return swaps, to simulate full investment in its Underlying Index or to manage cash flows. A swap is an agreement involving the exchange by a Fund with another party of their
respective commitments to pay or receive payments at specified dates on the basis of a specified amount. In a total return swap transaction, one party agrees to pay the other party an amount equal to the total return on a defined underlying asset or
a non-asset reference during a specified period of time. The underlying asset might be a security or basket of securities, and the non-asset reference could be a
securities index. In return, the other party would make periodic payments based on a fixed or variable interest rate or on the total return from a different underlying asset or non-asset reference. The
payments of the two parties could be made on a net basis.
Swaps are highly specialized instruments that require investment techniques
and risk analyses different from those associated with stocks, bonds, and other traditional instruments. The use of swap agreements entails certain risks that may be different from, or possibly greater than, the risks associated with investing
directly in the reference instrument that underlies the swap agreement. Such risks include including leverage risk, liquidity risk and counterparty risk.
Swap agreements may have a leverage component, and therefore adverse changes in the value or level of the reference instrument, such as an underlying asset, can result in gains or losses that are
substantially greater than the amount invested in the swap itself. Certain swaps, such as total return swaps, have the potential for unlimited loss, regardless of the size of the initial
investment.
Counterparty risk is the risk that the other party in a swap agreement might default on a contract or fail to perform by
not paying amounts due. In that event, a Fund will have contractual remedies pursuant to the agreements related to the transaction. However, such remedies may be subject to bankruptcy and insolvency laws that could affect a Funds rights as a
creditor (e.g., the Fund may not receive the net amount of payments that it contractually is entitled to receive). A Fund could experience lengthy delays in recovering its assets and may not receive any recovery at all. Further, there is a risk that
no suitable counterparties will be willing to enter into, or continue to enter into, transactions with a Fund, which may cause the Fund to experience difficulty in purchasing or selling these instruments in a timely manner.
A Fund will earmark or segregate assets in the form of cash and cash equivalents in an amount equal to the aggregate market value of the swaps of
which it is the seller, marked-to-market on a daily basis.
Securities Lending Risk
Securities lending involves a risk of loss because the borrower may fail to
return the securities in a timely manner or at all. If a Fund that lent its securities were unable to recover the securities loaned, it may sell the collateral and purchase a replacement security in the market. Lending securities entails a risk of
loss to a Fund if and to the extent that the market value of the loaned securities increases and the collateral is not increased accordingly.
Any cash received as collateral for loaned securities will be invested in an affiliated money market fund. This investment is subject to market appreciation or depreciation and a Fund will bear any loss on the investment of its cash
collateral.
Shares May Trade at Prices Different than NAV
The NAV of the Shares generally will fluctuate with changes in the market value of each Funds holdings. The market prices of Shares generally
will fluctuate in accordance with changes in NAV, as well as the relative supply of and demand for Shares on the exchange on which a Fund trades. The Adviser cannot predict whether the Shares will trade below, at or above the Funds NAV. Price
differences may be due largely to the fact that supply and demand forces at work in the secondary trading market for the Shares will be related, but not identical, to the same forces influencing the prices of the securities of each Funds
Underlying Index trading individually or in the aggregate at any point in time. In addition, disruptions to creations and redemptions or the existence of extreme market volatility may result in trading prices that differ significantly from NAV. If a
shareholder purchases at a time when the market price is at a premium to the NAV or sells at a time when the market price is at a discount to the NAV, the shareholder may sustain losses.
Structured Notes Risk
Investments in structured notes involve risks including interest rate risk, credit risk and market risk. Interest rate risk refers to
fluctuations in the value of a note resulting from changes in the general level of interest rates. When the general level of interest rates goes up, the prices of notes tend to go down. Credit
risk refers to the possibility that the issuer of a note will be unable and /or unwilling to make timely interest payments and/or repay the principal on its debt. Depending on the factors used, changes in interest rates and movement of such factors
may cause significant price fluctuations. Structured notes may be less liquid than other types of securities and more volatile than the reference factor underlying the note. This means that a Fund may lose money if the issuer of the note defaults,
as the Fund may not be able to readily close out its investment in such notes without incurring losses.
Trading Issues Risk
Investors buying or selling Shares in the secondary market may pay brokerage commissions or other charges, which may be a
significant proportional cost for investors seeking to buy or sell relatively small amounts of Shares. Moreover, trading in Shares on the Cboe BZX Exchange, Inc. or NYSE Arca, Inc. (each, an Exchange and together, the
Exchanges), as applicable, may be halted due to market conditions or for reasons that, in the view of the relevant Exchange, make trading in Shares inadvisable. In addition, trading in Shares on an Exchange is subject to trading halts
caused by extraordinary market volatility pursuant to the Exchanges circuit breaker rules. There can be no assurance that the requirements of an Exchange necessary to maintain the listing of each Fund will continue to be met or
will remain unchanged. Foreign exchanges may be open on days when Shares are not priced, and therefore, the value of the securities in a Funds portfolio may change on days when shareholders will not be able to purchase or sell Shares.
Tax-Advantaged Structure of ETFs
Unlike interests in conventional mutual funds, which typically are bought and sold only at closing NAVs, Shares are traded throughout the day in
the secondary market on a national securities exchange on an intra-day basis, and are created and redeemed principally in-kind in Creation Units at each days next
calculated NAV. These in-kind arrangements are designed to protect shareholders from the adverse effects on a Funds portfolio that could arise from frequent cash creation and redemption transactions. In
a conventional mutual fund, redemptions can have an adverse tax impact on taxable shareholders because the mutual funds may need to sell portfolio securities to obtain cash to meet such redemptions. These sales may generate taxable gains that must
be distributed to the shareholders of the mutual fund, whereas the Shares in-kind redemption mechanism generally will not lead to such taxable events for a Fund or its shareholders.
Each Fund may recognize gains as a result of rebalancing its securities holdings to reflect changes in the securities included in the Funds
Underlying Index. Each Fund also may be required to distribute any such gains to its shareholders to avoid adverse federal income tax consequences. For information concerning the tax consequences of distributions, see the section entitled
Dividends, Other Distributions and Taxes in this Prospectus.
Portfolio Holdings
A description of the Trusts policies and procedures with respect
to the disclosure of the Funds portfolio holdings is available in the Funds SAI, which is available at www.invesco.com/ETFs.
Management of
the Funds
Invesco Capital Management LLC (the Adviser) is a registered investment adviser with its offices at 3500 Lacey
Road, Suite 700, Downers Grove, Illinois 60515. The Adviser serves as the investment adviser to the Trust, Invesco Exchange-Traded Fund Trust, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust,
Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust, a family of ETFs, with combined assets under management of $102.3 billion as of December 31, 2018.
As the Funds investment adviser, the Adviser has overall responsibility for selecting and continuously monitoring each Funds
investments, managing each Funds business affairs and providing certain clerical, bookkeeping and other administrative services for the Trust.
Portfolio Managers
The Adviser uses a team of portfolio managers, investment strategists and other investment
specialists in managing the Funds. This team approach brings together many disciplines and leverages the Advisers extensive resources.
Peter Hubbard, Vice President of the Trust, oversees all research, portfolio management and trading operations of the Funds. In this capacity, Mr. Hubbard oversees a team of portfolio managers (collectively, with
Mr. Hubbard, the Portfolio Managers) who are responsible for the day-to-day management of the Funds. In managing the Funds, Mr. Hubbard receives
management assistance from Michael Jeanette and Tony Seisser. Each Portfolio Manager is responsible for various functions related to portfolio management, including investing cash flows, coordinating with other team members to focus on certain asset
classes, implementing investment strategy and researching and reviewing investment strategy. Each Portfolio Manager has limitations on his authority for risk management and compliance purposes that the Adviser believes to be appropriate.
Peter Hubbard, Director of Portfolio Management of the Adviser, has been one of the Portfolio Managers primarily responsible for the day-to-day management of each Fund since May 2019. Mr. Hubbard has been a portfolio manager at the Adviser since June 2007 and has been associated with the Adviser since
2005.
Michael Jeanette, Senior Portfolio Manager of the Adviser, has been one of the Portfolio Managers primarily responsible for the day-to-day management of each Fund since May 2019. He has been associated with the Adviser since 2008.
Tony Seisser, Portfolio Manager of the Adviser, has been one of the Portfolio Managers primarily responsible for the
day-to-day management of each Fund since May 2019. He has been associated with the Adviser since 2013.
The Funds SAI provides additional information about the Portfolio Managers compensation
structure, other accounts that the Portfolio Managers manage and the Portfolio Managers ownership of Shares.
Advisory Fees
Pursuant to an investment advisory agreement between the Adviser and the Trust (the Investment Advisory Agreement),
each Fund pays the Adviser an annual unitary management fee equal to a percentage of its average daily net assets set forth in the chart below:
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Fund |
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Management Fee |
Invesco Emerging Markets Revenue ETF |
|
0.46% |
Invesco Emerging Markets Ultra Dividend Revenue ETF |
|
0.46% |
Invesco Global ESG Revenue ETF |
|
0.45% |
Invesco Global Revenue ETF |
|
0.43% |
Invesco International Revenue ETF |
|
0.42% |
Invesco International Ultra Dividend Revenue ETF |
|
0.42% |
Invesco Russell 1000® Low Volatility Factor ETF |
|
0.19% |
Invesco Russell 1000® Momentum Factor ETF |
|
0.19% |
Invesco Russell 1000® Quality Factor ETF |
|
0.19% |
Invesco Russell 1000® Size Factor ETF |
|
0.19% |
Invesco Russell 1000® Value Factor ETF |
|
0.19% |
Invesco Russell 1000® Yield Factor ETF |
|
0.19% |
Invesco S&P 500 Revenue ETF |
|
0.39% |
Invesco S&P Financials Revenue ETF |
|
0.45% |
Invesco S&P MidCap 400 Revenue ETF |
|
0.39% |
Invesco S&P SmallCap 600 Revenue ETF |
|
0.39% |
Invesco S&P Ultra Dividend Revenue ETF |
|
0.39% |
Out of each Funds unitary management fee, the Adviser pays substantially all expenses of the Fund, including
the cost of transfer agency, custody, fund administration, legal, audit and other services, except for advisory fees, distribution fees, if any, brokerage expenses, taxes, interest, litigation expenses, Acquired Fund Fees and Expenses, if any, and
other extraordinary expenses.
The Adviser has agreed to waive a portion of its unitary management fee to the extent necessary to
prevent each Funds operating expenses (excluding distribution fees, if any, brokerage expenses, taxes, interest, litigation expenses, acquired fund fees and expenses, if any, and other extraordinary expenses) from exceeding the management fee
for at least two years following each Funds acquisition of its corresponding Predecessor Fund.
The Funds may invest in money
market funds that are managed by affiliates of the Adviser. The indirect portion of the management fee that a Fund incurs through such investments is in addition to the Advisers unitary management fee. Therefore, the Adviser has contractually
agreed to waive the management fees that it receives in an amount equal to the indirect management fees that a Fund incurs through its investments in affiliated money market funds for at least two years following each Funds acquisition of its
corresponding Predecessor Fund. There is no guarantee that the Adviser will extend the waiver of these fees past that date.
A discussion regarding the basis for the Boards approval of the Trusts investment
advisory agreement with respect to each Fund will be available in the Funds next Annual or Semi-Annual Report to shareholders.
How to Buy and
Sell Shares
Each Fund issues or redeems its Shares at NAV per Share only in Creation Units or Creation Unit Aggregations.
Most investors will buy and sell Shares in secondary market transactions through brokers. Shares of each Fund are listed for trading on the
secondary market on an Exchange. Shares can be bought and sold throughout the trading day like other publicly traded shares. There is no minimum investment. Although Shares generally are purchased and sold in round lots of 100 Shares,
brokerage firms typically permit investors to purchase or sell Shares in smaller odd-lots, at no per share price differential. When buying or selling Shares through a broker, you will incur
customary brokerage commissions and charges, and you may pay some or all of the spread between the bid and the offered price in the secondary market on each leg of a round trip (purchase and sale) transaction. Shares of the Funds trade under the
following symbols on the following Exchanges:
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Fund |
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Symbol |
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Exchange |
Invesco Emerging Markets Revenue ETF |
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REEM |
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Cboe BZX Exchange, Inc. |
Invesco Emerging Markets Ultra Dividend Revenue ETF |
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REDV |
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NYSE Arca, Inc. |
Invesco Global ESG Revenue ETF |
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ESGF |
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NYSE Arca, Inc. |
Invesco Global Revenue ETF |
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RGLB |
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Cboe BZX Exchange, Inc. |
Invesco International Revenue ETF |
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REFA |
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Cboe BZX Exchange, Inc. |
Invesco International Ultra Dividend Revenue ETF |
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RIDV |
|
NYSE Arca, Inc. |
Invesco Russell 1000® Low Volatility Factor ETF |
|
OVOL |
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Cboe BZX Exchange, Inc. |
Invesco Russell 1000® Momentum Factor ETF |
|
OMOM |
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Cboe BZX Exchange, Inc. |
Invesco Russell 1000® Quality Factor ETF |
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OQAL |
|
Cboe BZX Exchange, Inc. |
Invesco Russell 1000® Size Factor ETF |
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OSIZ |
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Cboe BZX Exchange, Inc. |
Invesco Russell 1000® Value Factor ETF |
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OVLU |
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Cboe BZX Exchange, Inc. |
Invesco Russell 1000® Yield Factor ETF |
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OYLD |
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Cboe BZX Exchange, Inc. |
Invesco S&P 500 Revenue ETF |
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RWL |
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NYSE Arca, Inc. |
Invesco S&P Financials Revenue ETF |
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RWW |
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NYSE Arca, Inc. |
Invesco S&P MidCap 400 Revenue ETF |
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RWK |
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NYSE Arca, Inc. |
Invesco S&P SmallCap 600 Revenue ETF |
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RWJ |
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NYSE Arca, Inc. |
Invesco S&P Ultra Dividend Revenue ETF |
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RDIV |
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NYSE Arca, Inc. |
Share prices are reported in dollars and cents per Share.
APs may acquire Shares directly from each Fund, and APs may tender their Shares for redemption directly to each Fund, at NAV per Share only in
Creation Units or Creation Unit Aggregations, and in accordance with the procedures described in the SAI.
Under normal circumstances, a
Fund will pay out redemption proceeds to a redeeming AP within two days after the APs
redemption request is received, in accordance with the process set forth in the Funds SAI and in the agreement between the AP and the Funds distributor. However, each Fund reserves
the right, including under stressed market conditions, to take up to seven days after the receipt of a redemption request (as discussed above) to pay an AP, all as permitted by the 1940 Act. Funds that track underlying indexes composed of foreign
securities may pay out redemption proceeds up to 14 days after the receipt of a redemption request, consistent with the Trusts SEC exemptive relief.
Each Fund anticipates regularly meeting redemption requests primarily through in-kind redemptions. However,
each Fund reserves the right to pay redemption proceeds to an AP in cash, consistent with the Trusts exemptive relief. Cash used for redemptions will be raised from the sale of portfolio assets or may come from existing holdings of cash or
cash equivalents.
Each Fund may liquidate and terminate at any time without shareholder approval.
Book Entry
Shares are held
in book-entry form, which means that no stock certificates are issued. The Depository Trust Company (DTC) or its nominee is the record owner of all outstanding Shares and is recognized as the owner of all Shares for all purposes.
Investors owning Shares are beneficial owners as shown on the records of DTC or its participants. DTC serves as the securities
depository for all Shares. Participants in DTC include securities brokers and dealers, banks, trust companies, clearing corporations and other institutions that directly or indirectly maintain a custodial relationship with DTC. As a beneficial owner
of Shares, you are not entitled to receive physical delivery of stock certificates or to have Shares registered in your name, and you are not considered a registered owner of Shares. Therefore, to exercise any right as an owner of Shares, you must
rely upon the procedures of DTC and its participants. These procedures are the same as those that apply to any other securities that you hold in book entry or street name form.
Share Trading Prices
The
trading prices of the Shares of each Fund on the relevant Exchange may differ from the Funds daily NAV. Market forces of supply and demand, economic conditions and other factors may affect the trading prices of Shares.
The approximate value of Shares of each Fund, an amount representing on a per share basis the sum of the current market price of the securities
accepted by such Fund, and an estimated
cash component will be disseminated every 15 seconds throughout the trading day through the
facilities of the Consolidated Tape Association. With respect to Funds that invest in securities of foreign issuers traded on foreign exchanges, as the respective international local markets close, the market value of the Deposit Securities will
continue to be updated for foreign exchange rates for the remainder of the U.S. trading day at the prescribed 15 second intervals. This approximate value should not be viewed as a real-time update of the NAV per Share of a Fund because
the approximate value will not be calculated in the same
manner as the NAV, which is computed once a day, generally at the end of the business day. The Funds are not involved in, or responsible for, the calculation or dissemination of the approximate
value of the Shares, and the Funds do not make any warranty as to the accuracy of the approximate value.
Frequent Purchases and
Redemptions of Shares
Shares of the Funds may be purchased and redeemed directly from the Funds only in Creation Units by APs. The
vast majority of trading in Shares of the Funds occurs on the secondary market and does not involve a Fund directly. In-kind purchases and redemptions of Creation Units by APs and cash trades on the secondary
market are unlikely to cause many of the harmful effects of frequent purchases and/or redemptions of Shares of a Fund. Cash purchases or redemptions of Creation Units, however, can result in increased tracking error, disruption of portfolio
management, dilution to a Fund and increased transaction costs, which could negatively impact a Funds ability to achieve its investment objective and may lead to the realization of capital gains. These consequences may increase as the
frequency of cash purchases and redemptions of Creation Units by APs increases. However, direct trading by APs is critical to ensuring that Shares trade at or close to NAV.
To minimize these potential consequences of frequent purchases and redemptions of Shares, each Fund imposes transaction fees on purchases and
redemptions of Creation Units to cover the custodial and other costs the Funds incur in effecting trades. In addition, the Adviser monitors trades by APs for patterns of abusive trading and the Funds reserve the right to not accept orders from APs
that the Adviser has determined may be disruptive to the management of the Funds or otherwise are not in the best interests of the Funds. For these reasons, the Board has not adopted policies and procedures with respect to frequent purchases and
redemptions of Shares of the Funds.
Dividends, Other Distributions and Taxes
Dividends and Other Distributions
Ordinarily, dividends from net investment income, if any, are declared and paid quarterly by each Fund. Each Fund also intends to distribute its net realized capital gains, if any, to shareholders annually. Dividends and other
distributions may be declared and paid more frequently to comply with the distribution requirements of Subchapter M of the Internal Revenue Code of 1986, as amended, and to avoid a federal excise tax imposed on regulated investment companies.
Distributions in cash may be reinvested automatically in additional whole Shares only if the broker through whom you purchased Shares
makes such option available.
Taxes
Each Fund intends to qualify each year as a regulated investment company (RIC) and, as such, will not be subject to entity-level tax on the income and gain it distributes. If you are a taxable investor, dividends and
distributions you receive generally are taxable to you whether you reinvest distributions in additional Shares or take them in cash. Every year, you will be sent
information showing the amount of dividends and distributions you received during the prior calendar year. In addition, investors in taxable accounts should be aware of the following basic tax
points as supplemented below where relevant:
Fund Tax Basics
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A Fund earns income generally in the form of dividends or interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Funds net investment
income from which dividends may be paid to shareholders. If you are a taxable investor, distributions of net investment income generally are taxable to you as ordinary income. |
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Distributions of net short-term capital gains are taxable to you as ordinary income. A fund with a high portfolio turnover rate (a measure of how frequently assets within a fund are bought and
sold) is more likely to generate short-term capital gains than a fund with a low portfolio turnover rate. |
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Distributions of net long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Shares. |
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A portion of income dividends paid by a Fund may be reported as qualified dividend income eligible for taxation by individual shareholders at long-term capital gain rates, provided certain holding
period requirements are met. These reduced rates generally are available for dividends derived from a Funds investment in stocks of domestic corporations and qualified foreign corporations. |
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The use of derivatives by a Fund may cause the Fund to realize higher amounts of ordinary income or short-term capital gain, distributions from which are taxable to individual shareholders at
ordinary income tax rates rather than at the more favorable tax rates for long-term capital gain. |
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Distributions declared to shareholders with a record date in Decemberif paid to you by the end of Januaryare taxable for federal income tax purposes as if received in December.
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Any long-term or short-term capital gains realized on the sale of your Shares will be subject to federal income tax. |
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A shareholders cost basis information will be provided on the sale of any of the shareholders Shares, subject to certain exceptions for exempt recipients. Please contact the broker (or
other nominee) that holds your Shares with respect to reporting of cost basis and available elections for your account. |
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At the time you purchase your Shares, a Funds NAV may reflect undistributed income or undistributed capital gains. A subsequent distribution to you of such amounts, although constituting a
return of your investment, would be taxable. Buying Shares in a Fund just before it declares an income dividend or capital gains distribution is sometimes known as buying a dividend. In addition, a Funds NAV may, at any time,
reflect net unrealized appreciation, which may result in future taxable distributions to you.
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By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income,
capital gains, or proceeds from the sale of your Shares. A Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
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An additional 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends and capital gain distributions received from a Fund and net gains from redemptions or other
taxable dispositions of Shares) of U.S. individuals, estates and trusts to the extent that such persons modified adjusted gross income (in the case of an individual) or adjusted gross income (in the case of an estate or
trust) exceeds a threshold amount. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
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You will not be required to include the portion of dividends paid by a Fund derived from interest on U.S. government obligations in your gross income for purposes of personal and, in some cases,
corporate income taxes in many state and local tax jurisdictions. The percentage of dividends that constitutes dividends derived from interest on federal obligations will be determined annually. This percentage may differ from the actual percentage
of interest received by a Fund on federal obligations for the particular days on which you hold shares. |
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Fund distributions and gains from sale of Shares generally are subject to state and local income taxes. |
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If a Fund qualifies to pass through the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to
you as a foreign tax credit. You will then be required to include your pro-rata share of these taxes in gross income, even though not actually received by you, and will be entitled either to deduct your share
of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax. |
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Foreign investors should be aware that U.S. withholding, special certification requirements to avoid U.S. backup withholding and claim any treaty benefits, and estate taxes may apply to an
investment in a Fund. |
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Under the Foreign Account Tax Compliance Act (FATCA), a 30% withholding tax is imposed on income
dividends made by a Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities. After December 31, 2018, FATCA withholding also would have applied to
certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Shares; however, based on proposed regulations recently issued by the IRS on which a Fund may rely, such withholding is no longer required
unless final regulations provide |
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otherwise (which is not expected). A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or
other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its
status under FATCA. |
Taxes on Purchase and Redemption of Creation Units
An AP that exchanges securities for a Creation Unit generally will recognize a capital gain or loss equal to the difference between the market
value of the Creation Units at the time of exchange (plus any cash received by an AP as part of the issue) and the sum of the APs aggregate basis in the securities surrendered plus any cash component paid. Similarly, an AP that redeems a
Creation Unit in exchange for securities generally will recognize a capital gain or loss equal to the difference between the APs basis in the Creation Units (plus any cash paid by the AP as part of the redemption) and the aggregate market
value of the securities received (plus any cash received by the AP as part of the redemption). The IRS, however, may assert that a loss realized upon an exchange of securities for a Creation Unit, or of a Creation Unit for securities, cannot be
deducted currently under the rules governing wash sales, or on the ground that there has been no significant change in the APs economic position. An AP exchanging securities should consult its own tax advisors with respect to
whether wash sale rules apply and when a loss otherwise might not be deductible, assuming that such creation units are held as a capital asset.
Any capital gain or loss realized on a redemption of a Creation Unit generally is treated as long-term capital gain or loss if Shares have been held for more than one year and as short-term capital gain or loss if Shares have been
held for one year or less.
If you purchase or redeem one or more Creation Units, you will be sent a confirmation statement showing how
many Shares you purchased or sold and at what price.
Foreign Income Taxes
Certain foreign governments levy withholding or other taxes on dividend and interest income. A Fund also may be subject to foreign income taxes
with respect to other income. Although in some countries a portion of these taxes may be recoverable, the non-recovered portion of foreign withholding taxes will reduce the income received from investments in
such countries.
A Fund may elect to pass its credits for foreign income taxes, subject to certain limitations, through to its
shareholders for a taxable year if more than 50% of its assets at the close of the year, by value, consists of stock and securities of foreign corporations. If a Fund makes this election, each shareholder will be treated as having paid a
proportionate share of the Funds foreign income taxes, but the shareholder must include an equal amount in gross income.
The
foregoing discussion summarizes some of the more important possible consequences under current federal, state and local tax law of an investment in the Funds. It is not a
substitute for personal tax advice. You also may be subject to state, local, and/or foreign tax on a Funds distributions and sales and/or redemptions of Shares. Consult your personal tax
advisor(s) about the potential tax consequences of an investment in Shares under all applicable tax laws.
Distributor
Invesco Distributors, Inc. (the Distributor) serves as the distributor of Creation Units for each Fund on an agency basis.
The Distributor does not maintain a secondary market in Shares. The Distributor is an affiliate of the Adviser.
Net Asset Value
The Bank of New York Mellon (BNYM) calculates each Funds NAV at the close of regular trading (normally 4:00 p.m., Eastern time)
every day the NYSE is open. The NAV for each Fund will be calculated and disseminated daily on each day that the NYSE is open. NAV is calculated by deducting all of a Funds liabilities from the total value of its assets and dividing the result
by the number of Shares outstanding, rounding to the nearest cent. Generally, the portfolio securities are recorded in the NAV no later than trade date plus one day. All valuations are subject to review by the Trusts Board or its delegate.
In determining NAV, expenses are accrued and applied daily, and securities and other assets for which market quotations are readily
available are valued at market value. Securities listed or traded on an exchange (except convertible securities) generally are valued at the last sales price or official closing price that day as of the close of the exchange where the security is
primarily traded. Investment companies are valued using such companys NAV per share, unless the shares are exchange-traded, in which case they will be valued at the last sale or official closing price on the exchanges on which they primarily
trade. Deposits, other obligations of U.S. and non-U.S. banks and financial institutions, and cash equivalents are valued at their daily account value. Debt obligations (including convertible securities) and
securities not listed on an exchange normally are valued on the basis of prices provided by independent pricing services. Pricing services generally value debt securities assuming orderly transactions of institutional round lot size, but a Fund may
hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots. Options generally are valued at the closing price (and, if no closing price is available, at the mean of the last
bid/ask quotations), generally from the exchange where such instruments principally trade. Futures contracts generally are valued based on quotations from a pricing vendor or market makers. Swaps generally are valued using pricing provided from
independent pricing services.
Certain securities may not be listed on an exchange; typically, those securities are bought and sold by
institutional investors in individually negotiated private transactions. Such securities, as well as listed securities whose market price is not readily available or have become unreliable, will be valued using pricing provided from independent
pricing services or by another method that the
Adviser, in its judgment, believes will better reflect the securitys fair value in accordance with the Trusts valuation policies and procedures approved by the Board.
Even when market quotations are available for portfolio securities, they may be stale or unreliable because the security is not traded frequently,
trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and the close
of the NYSE and when each Fund calculates its NAV. Events that may cause the last market quotation to be unreliable include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or natural
disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where the Adviser determines that the closing price of the security is unreliable, the Adviser will value
the security at fair value in good faith using procedures approved by the Board. Fair value pricing involves subjective judgments and it is possible that a fair value determination for a security is materially different than the value that could be
realized upon the sale of the security. In addition, fair value pricing could result in a difference between the prices used to calculate a Funds NAV and the prices used by the Funds Underlying Index. This may adversely affect a
Funds ability to track its Underlying Index. With respect to securities that primarily are listed on foreign exchanges, the value of a Funds portfolio securities may change on days when you are not able to purchase or sell your Shares.
Fund Service Providers
BNYM, 240 Greenwich Street, New York, New York 10286, is the administrator, custodian, and fund accounting and transfer agent for each Fund.
Stradley Ronon Stevens & Young, LLP, 191 North Wacker Drive, Suite 1601, Chicago, Illinois 60606, and 1250 Connecticut Avenue, N.W., Suite
500, Washington, D.C. 20036, serves as legal counsel to the Trust.
PricewaterhouseCoopers LLP, One North Wacker Drive, Chicago,
Illinois 60606, serves as the Funds independent registered public accounting firm. PricewaterhouseCoopers LLP is responsible for auditing the annual financial statements of each Fund and performs other related audit services. Cohen &
Company, Ltd., located at 1350 Euclid Avenue, Suite 800, Cleveland, Ohio 44115, served as the independent registered public accounting firm for the Predecessor Funds.
Financial Highlights
The Funds are new and have no performance history as of the date of
this Prospectus. Financial information for the Funds therefore is not available.
Each Fund has adopted the financial and
performance history of its respective Predecessor Fund as a result of a reorganization. The financial highlights tables below are intended to help you understand each Predecessor Funds financial performance for the past five fiscal years, or
if shorter, for the period since a Predecessor Funds inception and the six-month period ended December 31, 2018. Certain information reflects financial results for a single Predecessor Fund share.
The total returns in each table represent the rate that an investor would have earned (or lost) on an investment in a Predecessor Fund (assuming reinvestment of all dividends and other distributions). The information for the six-month period ended December 31, 2018, was unaudited. The information for the fiscal years or periods ended June 30, 2014 and 2015 was audited by the Predecessor Funds previous independent registered
public accounting firm. The information for the fiscal years ended June 30, 2016, 2017 and 2018, has been derived from financial statements that have been audited by Cohen & Company, Ltd., the Predecessor Funds independent registered
public accounting firm, whose report, along with the Predecessor Funds financial statements, are included in the Predecessor Funds Annual Report for the fiscal year or period ended June 30, 2018. The Predecessor Funds Annual
Reports and Semi-Annual Reports are available upon request.
For a share outstanding throughout each period presented.
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Oppenheimer Emerging Markets Revenue ETF |
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Six Months Ended December 31, 2018
(Unaudited) |
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For the Period July 11, 20171 Through June 30,
2018 |
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Per Share Operating Performance: |
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Net asset value, beginning of period |
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$ |
25.33 |
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|
$ |
25.00 |
|
Net investment income2 |
|
|
0.43 |
|
|
|
0.62 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(1.44 |
) |
|
|
0.15 |
|
Total gain (loss) from investment
operations |
|
|
(1.01 |
) |
|
|
0.77 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.68 |
) |
|
|
(0.36 |
) |
Realized gains |
|
|
(0.05 |
) |
|
|
(0.08 |
) |
Total distributions |
|
|
(0.73 |
) |
|
|
(0.44 |
) |
Net asset value, end of period |
|
$ |
23.59 |
|
|
$ |
25.33 |
|
Total Return at Net Asset Value3 |
|
|
(4.09 |
)% |
|
|
2.95 |
% |
Total Return at Market Value3 |
|
|
(4.06 |
)% |
|
|
3.31 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
11,794 |
|
|
$ |
12,664 |
|
Average Net Assets (000s omitted) |
|
|
12,320 |
|
|
|
13,702 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.46 |
%4 |
|
|
0.46 |
%4 |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.46 |
%4 |
|
|
0.61 |
%4 |
Net investment income, net of waivers and
reimbursements |
|
|
3.48 |
%4 |
|
|
2.32 |
%4 |
Portfolio turnover rate5 |
|
|
24.54 |
% |
|
|
85.00 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
The total return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
Oppenheimer Emerging Markets Ultra Dividend Revenue ETF |
|
For the Period August 07,
20181
Through December 31,
2018 (Unaudited) |
|
Per Share Operating Performance: |
|
|
|
|
Net asset value, beginning of period |
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.39 |
|
Net realized and unrealized loss on
investments |
|
|
(2.50 |
) |
Total loss from investment
operations |
|
|
(2.11 |
) |
Less Distributions from: |
|
|
|
|
Net investment income |
|
|
(0.43 |
) |
Net asset value, end of period |
|
$ |
22.46 |
|
Total Return at Net Asset Value3 |
|
|
(8.42 |
)% |
Total Return at Market Value3 |
|
|
(7.97 |
)% |
Ratios/Supplemental Data: |
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
2,246 |
|
Average Net Assets (000s omitted) |
|
|
2,322 |
|
Ratio to average net assets of: |
|
|
|
|
Expenses |
|
|
0.46 |
%4 |
Net investment income |
|
|
4.26 |
%4 |
Portfolio turnover rate5 |
|
|
47.55 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
Oppenheimer Global ESG Revenue ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, 2018 |
|
|
For the Period October 31, 20161 Through June
30, 2017 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period/year |
|
$ |
29.62 |
|
|
$ |
28.14 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.28 |
|
|
|
0.71 |
|
|
|
0.38 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(3.14 |
) |
|
|
1.71 |
|
|
|
2.97 |
|
Total gain (loss) from investment
operations |
|
|
(2.86 |
) |
|
|
2.42 |
|
|
|
3.35 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.33 |
) |
|
|
(0.83 |
) |
|
|
(0.21 |
) |
Realized gains |
|
|
|
|
|
|
(0.11 |
) |
|
|
|
|
Total distributions |
|
|
(0.33 |
) |
|
|
(0.94 |
) |
|
|
(0.21 |
) |
Net asset value, end of period/year |
|
$ |
26.43 |
|
|
$ |
29.62 |
|
|
$ |
28.14 |
|
Total Return at Net Asset Value3 |
|
|
(9.74 |
)% |
|
|
8.62 |
% |
|
|
13.49 |
% |
Total Return at Market Value3 |
|
|
(10.44 |
)% |
|
|
7.58 |
% |
|
|
14.97 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period/year (000s omitted) |
|
$ |
21,140 |
|
|
$ |
22,214 |
|
|
$ |
19,697 |
|
Average Net Assets (000s omitted) |
|
|
23,074 |
|
|
|
22,530 |
|
|
|
18,443 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.45 |
%4 |
|
|
0.45 |
% |
|
|
0.45 |
%4 |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.45 |
%4 |
|
|
0.58 |
% |
|
|
1.18 |
%4 |
Net investment income, net of waivers and
reimbursements |
|
|
1.88 |
%4 |
|
|
2.32 |
% |
|
|
2.15 |
%4 |
Portfolio turnover rate5 |
|
|
11.53 |
% |
|
|
73.22 |
% |
|
|
78.36 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Global Revenue ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For
the Period July 11, 20171
Through June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
26.47 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.29 |
|
|
|
0.65 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(2.67 |
) |
|
|
1.38 |
|
Total gain (loss) from investment
operations |
|
|
(2.38 |
) |
|
|
2.03 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.36 |
) |
|
|
(0.56 |
) |
Net asset value, end of period |
|
$ |
23.73 |
|
|
$ |
26.47 |
|
Total Return at Net Asset Value3 |
|
|
(9.09 |
)% |
|
|
8.10 |
%4 |
Total Return at Market Value3 |
|
|
(8.74 |
)% |
|
|
7.95 |
%4 |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
11,865 |
|
|
$ |
13,237 |
|
Average Net Assets (000s omitted) |
|
|
13,065 |
|
|
|
13,587 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.43 |
%5 |
|
|
0.43 |
%5 |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.43 |
%5 |
|
|
0.58 |
%5 |
Net investment income, net of waivers and
reimbursements |
|
|
2.19 |
%5 |
|
|
2.47 |
%5 |
Portfolio turnover rate6 |
|
|
11.31 |
% |
|
|
64.33 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
The total return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
4. |
Total Return at Net Asset Value and Total Return at Market Value include payments by affiliate,
without which Total Return at Net Asset Value and Total Return at Market Value would have been lower. Such payments positively impacted Total Return at Net Asset Value by 0.16% and Total Return at Market Value by 0.15 %. (Unaudited)
|
5. |
Annualized for periods less than one full year. |
6. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer International Revenue ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For
the Period July 11, 20171
Through June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
26.25 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.23 |
|
|
|
0.78 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(3.25 |
) |
|
|
1.19 |
|
Total gain (loss) from investment
operations |
|
|
(3.02 |
) |
|
|
1.97 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.28 |
) |
|
|
(0.72 |
) |
Net asset value, end of period |
|
$ |
22.95 |
|
|
$ |
26.25 |
|
Total Return at Net Asset Value3 |
|
|
(11.54 |
)% |
|
|
7.83 |
%4 |
Total Return at Market Value3 |
|
|
(11.88 |
)% |
|
|
7.79 |
%4 |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
11,477 |
|
|
$ |
13,123 |
|
Average Net Assets (000s omitted) |
|
|
12,699 |
|
|
|
13,617 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.42 |
%5 |
|
|
0.42 |
%5 |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.42 |
%5 |
|
|
0.57 |
%5 |
Net investment income, net of waivers and
reimbursements |
|
|
1.79 |
%5 |
|
|
2.94 |
%5 |
Portfolio turnover rate6 |
|
|
6.60 |
% |
|
|
28.56 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
The total return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
4. |
Total Return at Net Asset Value and Total Return at Market Value include payments by affiliate,
without which Total Return at Net Asset Value and Total Return at Market Value would have been lower. Such payments positively impacted Total Return at Net Asset Value by 0.20% and Total Return at Market Value by 0.18 %. (Unaudited)
|
5. |
Annualized for periods less than one full year. |
6. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout the period presented.
|
|
|
|
|
Oppenheimer International Ultra Dividend Revenue ETF |
|
For the Period August
07, 20181 Through December 31,
2018 (Unaudited) |
|
Per Share Operating Performance: |
|
|
|
|
Net asset value, beginning of period |
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.29 |
|
Net realized and unrealized loss on
investments |
|
|
(3.43 |
) |
Total loss from investment
operations |
|
|
(3.14 |
) |
Less Distributions from: |
|
|
|
|
Net investment income |
|
|
(0.29 |
) |
Net asset value, end of period |
|
$ |
21.57 |
|
Total Return at Net Asset Value3 |
|
|
(12.61 |
)% |
Total Return at Market Value3 |
|
|
(12.30 |
)% |
Ratios/Supplemental Data: |
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
2,157 |
|
Average Net Assets (000s omitted) |
|
|
2,361 |
|
Ratio to average net assets of: |
|
|
|
|
Expenses |
|
|
0.42 |
%4 |
Net investment income |
|
|
3.12 |
%4 |
Portfolio turnover rate5 |
|
|
31.89 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Low Volatility Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period November 08, 20171 Through June
30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
25.60 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.29 |
|
|
|
0.35 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(0.97 |
) |
|
|
0.58 |
|
Total gain (loss) from investment
operations |
|
|
(0.68 |
) |
|
|
0.93 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.31 |
) |
|
|
(0.33 |
) |
Net asset value, end of period |
|
$ |
24.61 |
|
|
$ |
25.60 |
|
Total Return at Net Asset Value3 |
|
|
(2.68 |
)% |
|
|
3.69 |
% |
Total Return at Market Value3 |
|
|
(2.63 |
)% |
|
|
3.79 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,923 |
|
|
$ |
5,119 |
|
Average Net Assets (000s omitted) |
|
|
5,332 |
|
|
|
5,152 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
2.14 |
%4 |
|
|
2.16 |
%4 |
Portfolio turnover rate5 |
|
|
1.60 |
% |
|
|
6.68 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Momentum Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period
November 08, 20171 Through
June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
26.72 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.20 |
|
|
|
0.25 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(2.62 |
) |
|
|
1.70 |
|
Total gain (loss) from investment
operations |
|
|
(2.42 |
) |
|
|
1.95 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.21 |
) |
|
|
(0.23 |
) |
Net asset value, end of period |
|
$ |
24.09 |
|
|
$ |
26.72 |
|
Total Return at Net Asset Value3 |
|
|
(9.13 |
)% |
|
|
7.81 |
% |
Total Return at Market Value3 |
|
|
(9.04 |
)% |
|
|
7.94 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,817 |
|
|
$ |
5,344 |
|
Average Net Assets (000s omitted) |
|
|
5,430 |
|
|
|
5,268 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
1.47 |
%4 |
|
|
1.48 |
%4 |
Portfolio turnover rate5 |
|
|
19.29 |
% |
|
|
22.11 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Quality Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period November 08, 20171 Through June
30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
26.89 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.21 |
|
|
|
0.26 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(2.28 |
) |
|
|
1.88 |
|
Total gain (loss) from investment
operations |
|
|
(2.07 |
) |
|
|
2.14 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.22 |
) |
|
|
(0.25 |
) |
Net asset value, end of period |
|
$ |
24.60 |
|
|
$ |
26.89 |
|
Total Return at Net Asset Value3 |
|
|
(7.72 |
)% |
|
|
8.57 |
% |
Total Return at Market Value3 |
|
|
(7.69 |
)% |
|
|
8.68 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,921 |
|
|
$ |
5,378 |
|
Average Net Assets (000s omitted) |
|
|
5,459 |
|
|
|
5,257 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
1.54 |
%4 |
|
|
1.56 |
%4 |
Portfolio turnover rate5 |
|
|
1.13 |
% |
|
|
22.05 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Size Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period November
08, 20171 Through
June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
26.95 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.21 |
|
|
|
0.25 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(3.41 |
) |
|
|
1.92 |
|
Total gain (loss) from investment
operations |
|
|
(3.20 |
) |
|
|
2.17 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.25 |
) |
|
|
(0.22 |
) |
Realized gains |
|
|
(0.05 |
) |
|
|
|
|
Total distributions |
|
|
(0.30 |
) |
|
|
(0.22 |
) |
Net asset value, end of period |
|
$ |
23.45 |
|
|
$ |
26.95 |
|
Total Return at Net Asset Value3 |
|
|
(11.96 |
)% |
|
|
8.68 |
% |
Total Return at Market Value3 |
|
|
(12.02 |
)% |
|
|
8.71 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,690 |
|
|
$ |
5,391 |
|
Average Net Assets (000s omitted) |
|
|
5,355 |
|
|
|
5,261 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
1.55 |
%4 |
|
|
1.48 |
%4 |
Portfolio turnover rate5 |
|
|
2.40 |
% |
|
|
18.35 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Value Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period November 08, 20171
Through June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
25.92 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.31 |
|
|
|
0.34 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(2.29 |
) |
|
|
0.90 |
|
Total gain (loss) from investment
operations |
|
|
(1.98 |
) |
|
|
1.24 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.33 |
) |
|
|
(0.32 |
) |
Net asset value, end of period |
|
$ |
23.61 |
|
|
$ |
25.92 |
|
Total Return at Net Asset Value3 |
|
|
(7.72 |
)% |
|
|
4.92 |
% |
Total Return at Market Value3 |
|
|
(7.73 |
)% |
|
|
4.80 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,722 |
|
|
$ |
5,184 |
|
Average Net Assets (000s omitted) |
|
|
5,264 |
|
|
|
5,257 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
2.32 |
%4 |
|
|
2.00 |
%4 |
Portfolio turnover rate5 |
|
|
0.95 |
% |
|
|
24.50 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
Oppenheimer Russell 1000® Yield Factor ETF |
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
For the Period November 08, 20171
Through June 30, 2018 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
25.19 |
|
|
$ |
25.00 |
|
Net investment income2 |
|
|
0.43 |
|
|
|
0.50 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(1.36 |
) |
|
|
0.15 |
|
Total gain (loss) from investment
operations |
|
|
(0.93 |
) |
|
|
0.65 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.47 |
) |
|
|
(0.46 |
) |
Net asset value, end of period |
|
$ |
23.79 |
|
|
$ |
25.19 |
|
Total Return at Net Asset Value3 |
|
|
(3.75 |
)% |
|
|
2.59 |
% |
Total Return at Market Value3 |
|
|
(4.06 |
)% |
|
|
2.87 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
4,758 |
|
|
$ |
5,038 |
|
Average Net Assets (000s omitted) |
|
|
5,158 |
|
|
|
5,102 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
Expenses |
|
|
0.19 |
%4 |
|
|
0.19 |
%4 |
Net investment income |
|
|
3.28 |
%4 |
|
|
3.10 |
%4 |
Portfolio turnover rate5 |
|
|
1.68 |
% |
|
|
10.14 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the Cboe BZX Exchange, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized.
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, |
|
Oppenheimer S&P 500 Revenue ETF |
|
2018 |
|
|
2017 |
|
|
2016 |
|
|
2015 |
|
|
2014 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
50.69 |
|
|
$ |
46.43 |
|
|
$ |
40.74 |
|
|
$ |
40.91 |
|
|
$ |
38.56 |
|
|
$ |
31.38 |
|
Net investment income1 |
|
|
0.49 |
|
|
|
0.90 |
|
|
|
0.83 |
|
|
|
0.76 |
|
|
|
0.68 |
|
|
|
0.59 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(4.15 |
) |
|
|
4.41 |
|
|
|
5.60 |
|
|
|
(0.14 |
) |
|
|
2.35 |
|
|
|
7.13 |
|
Total gain (loss) from investment
operations |
|
|
(3.66 |
) |
|
|
5.31 |
|
|
|
6.43 |
|
|
|
0.62 |
|
|
|
3.03 |
|
|
|
7.72 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.52 |
) |
|
|
(1.05 |
) |
|
|
(0.74 |
) |
|
|
(0.76 |
) |
|
|
(0.64 |
) |
|
|
(0.54 |
) |
Realized gains |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03 |
) |
|
|
(0.04 |
) |
|
|
|
|
Total distributions |
|
|
(0.52 |
) |
|
|
(1.05 |
) |
|
|
(0.74 |
) |
|
|
(0.79 |
) |
|
|
(0.68 |
) |
|
|
(0.54 |
) |
Net asset value, end of period |
|
$ |
46.51 |
|
|
$ |
50.69 |
|
|
$ |
46.43 |
|
|
$ |
40.74 |
|
|
$ |
40.91 |
|
|
$ |
38.56 |
|
Total Return at Net Asset Value2 |
|
|
(7.26 |
)% |
|
|
11.49 |
% |
|
|
15.96 |
% |
|
|
1.55 |
% |
|
|
7.91 |
% |
|
|
24.84 |
% |
Total Return at Market Value2 |
|
|
(7.29 |
)% |
|
|
11.46 |
% |
|
|
15.98 |
% |
|
|
1.61 |
% |
|
|
7.85 |
% |
|
|
25.10 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
907,104 |
|
|
$ |
917,494 |
|
|
$ |
689,504 |
|
|
$ |
366,679 |
|
|
$ |
343,682 |
|
|
$ |
242,970 |
|
Average Net Assets (000s omitted) |
|
|
983,905 |
|
|
|
847,268 |
|
|
|
499,579 |
|
|
|
331,701 |
|
|
|
296,609 |
|
|
|
201,920 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.39 |
%3 |
|
|
0.39 |
% |
|
|
0.42 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.39 |
%3 |
|
|
0.41 |
% |
|
|
0.52 |
% |
|
|
0.62 |
% |
|
|
0.61 |
% |
|
|
0.68 |
% |
Net investment income, net of waivers and
reimbursements |
|
|
1.88 |
%3 |
|
|
1.81 |
% |
|
|
1.89 |
% |
|
|
1.92 |
% |
|
|
1.70 |
% |
|
|
1.66 |
% |
Portfolio turnover rate4 |
|
|
9.40 |
% |
|
|
14.96 |
% |
|
|
15.22 |
% |
|
|
14.13 |
% |
|
|
18.79 |
% |
|
|
11.98 |
% |
1. |
Based on average daily shares outstanding. |
2. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
3. |
Annualized for periods less than one full year. |
4. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, |
|
Oppenheimer S&P Financials Revenue ETF |
|
2018 |
|
|
2017 |
|
|
2016 |
|
|
2015 |
|
|
2014 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
64.14 |
|
|
$ |
61.27 |
|
|
$ |
45.61 |
|
|
$ |
50.02 |
|
|
$ |
46.54 |
|
|
$ |
39.35 |
|
Net investment income1 |
|
|
0.52 |
|
|
|
0.90 |
|
|
|
0.70 |
|
|
|
0.66 |
|
|
|
0.54 |
|
|
|
0.45 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(6.32 |
) |
|
|
2.95 |
|
|
|
15.65 |
|
|
|
(4.38 |
) |
|
|
3.44 |
|
|
|
7.17 |
|
Total gain (loss) from investment
operations |
|
|
(5.80 |
) |
|
|
3.85 |
|
|
|
16.35 |
|
|
|
(3.72 |
) |
|
|
3.98 |
|
|
|
7.62 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.57 |
) |
|
|
(0.98 |
) |
|
|
(0.69 |
) |
|
|
(0.69 |
) |
|
|
(0.50 |
) |
|
|
(0.43 |
) |
Net asset value, end of period |
|
$ |
57.77 |
|
|
$ |
64.14 |
|
|
$ |
61.27 |
|
|
$ |
45.61 |
|
|
$ |
50.02 |
|
|
$ |
46.54 |
|
Total Return at Net Asset Value2 |
|
|
(9.10 |
)% |
|
|
6.24 |
% |
|
|
36.14 |
% |
|
|
(7.49 |
)% |
|
|
8.57 |
% |
|
|
19.44 |
% |
Total Return at Market Value2 |
|
|
(9.17 |
)% |
|
|
6.27 |
% |
|
|
36.20 |
% |
|
|
(7.58 |
)% |
|
|
8.66 |
% |
|
|
19.32 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
43,324 |
|
|
$ |
54,521 |
|
|
$ |
33,699 |
|
|
$ |
20,524 |
|
|
$ |
32,513 |
|
|
$ |
32,577 |
|
Average Net Assets (000s omitted) |
|
|
54,118 |
|
|
|
45,851 |
|
|
|
26,491 |
|
|
|
25,009 |
|
|
|
33,925 |
|
|
|
31,390 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.45 |
%3 |
|
|
0.46 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.45 |
%3 |
|
|
0.49 |
% |
|
|
0.81 |
% |
|
|
0.91 |
% |
|
|
0.77 |
% |
|
|
0.80 |
% |
Net investment income, net of waivers and
reimbursements |
|
|
1.57 |
%3 |
|
|
1.35 |
% |
|
|
1.28 |
% |
|
|
1.40 |
% |
|
|
1.11 |
% |
|
|
1.03 |
% |
Portfolio turnover rate4 |
|
|
5.21 |
% |
|
|
7.97 |
% |
|
|
17.70 |
% |
|
|
20.42 |
% |
|
|
12.79 |
% |
|
|
13.27 |
% |
1. |
Based on average daily shares outstanding. |
2. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
3. |
Annualized for periods less than one full year. |
4. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, |
|
Oppenheimer S&P MidCap 400 Revenue ETF |
|
2018 |
|
|
2017 |
|
|
2016 |
|
|
2015 |
|
|
2014 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
61.05 |
|
|
$ |
56.31 |
|
|
$ |
47.74 |
|
|
$ |
49.39 |
|
|
$ |
47.75 |
|
|
$ |
38.00 |
|
Net investment income1 |
|
|
0.33 |
|
|
|
0.63 |
|
|
|
0.56 |
|
|
|
0.44 |
|
|
|
0.41 |
|
|
|
0.34 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(9.74 |
) |
|
|
4.70 |
|
|
|
8.68 |
|
|
|
(1.63 |
) |
|
|
1.79 |
|
|
|
9.97 |
|
Total gain (loss) from investment
operations |
|
|
(9.41 |
) |
|
|
5.33 |
|
|
|
9.24 |
|
|
|
(1.19 |
) |
|
|
2.20 |
|
|
|
10.31 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.37 |
) |
|
|
(0.59 |
) |
|
|
(0.67 |
) |
|
|
(0.46 |
) |
|
|
(0.39 |
) |
|
|
(0.34 |
) |
Realized gains |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.17 |
) |
|
|
(0.22 |
) |
Total distributions |
|
|
(0.37 |
) |
|
|
(0.59 |
) |
|
|
(0.67 |
) |
|
|
(0.46 |
) |
|
|
(0.56 |
) |
|
|
(0.56 |
) |
Net asset value, end of period |
|
$ |
51.27 |
|
|
$ |
61.05 |
|
|
$ |
56.31 |
|
|
$ |
47.74 |
|
|
$ |
49.39 |
|
|
$ |
47.75 |
|
Total Return at Net Asset Value2 |
|
|
(15.46 |
)% |
|
|
9.48 |
% |
|
|
19.46 |
% |
|
|
(2.39 |
)% |
|
|
4.63 |
% |
|
|
27.28 |
% |
Total Return at Market Value2 |
|
|
(15.47 |
)% |
|
|
9.40 |
% |
|
|
19.45 |
% |
|
|
(2.38 |
)% |
|
|
5.05 |
% |
|
|
27.14 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
315,389 |
|
|
$ |
378,611 |
|
|
$ |
329,502 |
|
|
$ |
186,252 |
|
|
$ |
242,092 |
|
|
$ |
205,404 |
|
Average Net Assets (000s omitted) |
|
|
369,893 |
|
|
|
363,353 |
|
|
|
250,624 |
|
|
|
210,021 |
|
|
|
223,753 |
|
|
|
167,424 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.39 |
%3 |
|
|
0.39 |
% |
|
|
0.43 |
% |
|
|
0.54 |
% |
|
|
0.54 |
% |
|
|
0.54 |
% |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.39 |
%3 |
|
|
0.42 |
% |
|
|
0.56 |
% |
|
|
0.72 |
% |
|
|
0.68 |
% |
|
|
0.73 |
% |
Net investment income, net of waivers and
reimbursements |
|
|
1.11 |
%3 |
|
|
1.08 |
% |
|
|
1.05 |
% |
|
|
0.94 |
% |
|
|
0.84 |
% |
|
|
0.78 |
% |
Portfolio turnover rate4 |
|
|
16.93 |
% |
|
|
33.78 |
% |
|
|
46.40 |
% |
|
|
22.23 |
% |
|
|
13.93 |
% |
|
|
24.19 |
% |
1. |
Based on average daily shares outstanding. |
2. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
3. |
Annualized for periods less than one full year. |
4. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, |
|
Oppenheimer S&P SmallCap 600 Revenue ETF |
|
2018 |
|
|
2017 |
|
|
2016 |
|
|
2015 |
|
|
2014 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period |
|
$ |
73.21 |
|
|
$ |
66.03 |
|
|
$ |
55.06 |
|
|
$ |
58.05 |
|
|
$ |
56.25 |
|
|
$ |
43.82 |
|
Net investment income1 |
|
|
0.45 |
|
|
|
0.69 |
|
|
|
0.55 |
|
|
|
0.36 |
|
|
|
0.39 |
|
|
|
0.26 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(15.68 |
) |
|
|
7.24 |
|
|
|
10.85 |
|
|
|
(2.97 |
) |
|
|
1.89 |
|
|
|
12.81 |
|
Total gain (loss) from investment
operations |
|
|
(15.23 |
) |
|
|
7.93 |
|
|
|
11.40 |
|
|
|
(2.61 |
) |
|
|
2.28 |
|
|
|
13.07 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.54 |
) |
|
|
(0.75 |
) |
|
|
(0.43 |
) |
|
|
(0.38 |
) |
|
|
(0.38 |
) |
|
|
(0.52 |
) |
Realized gains |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.10 |
) |
|
|
(0.12 |
) |
Total distributions |
|
|
(0.54 |
) |
|
|
(0.75 |
) |
|
|
(0.43 |
) |
|
|
(0.38 |
) |
|
|
(0.48 |
) |
|
|
(0.64 |
) |
Net asset value, end of period |
|
$ |
57.44 |
|
|
$ |
73.21 |
|
|
$ |
66.03 |
|
|
$ |
55.06 |
|
|
$ |
58.05 |
|
|
$ |
56.25 |
|
Total Return at Net Asset Value2 |
|
|
(20.89 |
)% |
|
|
12.07 |
%3 |
|
|
20.75 |
% |
|
|
(4.46 |
)% |
|
|
4.06 |
% |
|
|
30.03 |
% |
Total Return at Market Value2 |
|
|
(21.00 |
)% |
|
|
12.10 |
%3 |
|
|
20.76 |
% |
|
|
(4.51 |
)% |
|
|
4.24 |
% |
|
|
30.38 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period (000s omitted) |
|
$ |
396,388 |
|
|
$ |
508,897 |
|
|
$ |
554,751 |
|
|
$ |
297,421 |
|
|
$ |
374,516 |
|
|
$ |
292,584 |
|
Average Net Assets (000s omitted) |
|
|
503,650 |
|
|
|
511,312 |
|
|
|
427,452 |
|
|
|
317,271 |
|
|
|
322,714 |
|
|
|
232,088 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.39 |
%4 |
|
|
0.39 |
% |
|
|
0.43 |
% |
|
|
0.54 |
% |
|
|
0.54 |
% |
|
|
0.54 |
% |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.39 |
%4 |
|
|
0.42 |
% |
|
|
0.54 |
% |
|
|
0.68 |
% |
|
|
0.67 |
% |
|
|
0.72 |
% |
Net investment income, net of waivers and
reimbursements |
|
|
1.25 |
%4 |
|
|
1.01 |
% |
|
|
0.86 |
% |
|
|
0.68 |
% |
|
|
0.69 |
% |
|
|
0.51 |
% |
Portfolio turnover rate5 |
|
|
19.80 |
% |
|
|
38.28 |
% |
|
|
46.33 |
% |
|
|
44.07 |
% |
|
|
21.21 |
% |
|
|
10.69 |
% |
1. |
Based on average daily shares outstanding. |
2. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
3. |
Total Return at Net Asset Value and Total Return at Market Value include payments by affiliate,
without which Total Return at Net Asset Value and Total Return at Market Value would have been lower. Such payments positively impacted Total Return at Net Asset Value by 0.10% and Total Return at Market Value by 0.09%. (Unaudited)
|
4. |
Annualized for periods less than one full year. |
5. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
For a share outstanding throughout each period presented.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31, 2018
(Unaudited) |
|
|
Year Ended June 30, |
|
|
For the Period October
1, 20131 Through June 30, 2014 |
|
Oppenheimer S&P Ultra Dividend Revenue ETF |
|
2018 |
|
|
2017 |
|
|
2016 |
|
|
2015 |
|
Per Share Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period/year |
|
$ |
38.19 |
|
|
$ |
33.82 |
|
|
$ |
31.52 |
|
|
$ |
28.81 |
|
|
$ |
28.72 |
|
|
$ |
24.87 |
|
Net investment income2 |
|
|
0.77 |
|
|
|
1.73 |
|
|
|
1.50 |
|
|
|
1.21 |
|
|
|
1.20 |
|
|
|
0.91 |
|
Net realized and unrealized gain (loss) on
investments |
|
|
(4.69 |
) |
|
|
4.56 |
|
|
|
1.96 |
|
|
|
2.66 |
|
|
|
0.03 |
3 |
|
|
3.39 |
|
Total gain (loss) from investment
operations |
|
|
(3.92 |
) |
|
|
6.29 |
|
|
|
3.46 |
|
|
|
3.87 |
|
|
|
1.23 |
|
|
|
4.30 |
|
Less Distributions from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
(0.74 |
) |
|
|
(1.92 |
) |
|
|
(1.14 |
) |
|
|
(1.16 |
) |
|
|
(1.11 |
) |
|
|
(0.45 |
) |
Realized gains |
|
|
|
|
|
|
|
|
|
|
(0.02 |
) |
|
|
|
|
|
|
(0.03 |
) |
|
|
|
|
Total distributions |
|
|
(0.74 |
) |
|
|
(1.92 |
) |
|
|
(1.16 |
) |
|
|
(1.16 |
) |
|
|
(1.14 |
) |
|
|
(0.45 |
) |
Net asset value, end of period/year |
|
$ |
33.53 |
|
|
$ |
38.19 |
|
|
$ |
33.82 |
|
|
$ |
31.52 |
|
|
$ |
28.81 |
|
|
$ |
28.72 |
|
Total Return at Net Asset Value4 |
|
|
(10.39 |
)%5 |
|
|
19.13 |
% |
|
|
11.10 |
% |
|
|
13.91 |
% |
|
|
4.30 |
% |
|
|
17.46 |
% |
Total Return at Market Value4 |
|
|
(10.52 |
)%5 |
|
|
19.12 |
% |
|
|
11.18 |
% |
|
|
13.90 |
% |
|
|
4.19 |
% |
|
|
17.58 |
% |
Ratios/Supplemental Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of period/year (000s omitted) |
|
$ |
1,195,224 |
|
|
$ |
610,987 |
|
|
$ |
510,630 |
|
|
$ |
110,330 |
|
|
$ |
66,254 |
|
|
$ |
22,976 |
|
Average Net Assets (000s omitted) |
|
|
950,542 |
|
|
|
521,622 |
|
|
|
333,853 |
|
|
|
67,190 |
|
|
|
47,799 |
|
|
|
10,504 |
|
Ratio to average net assets of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses, net of expense waivers and
reimbursements |
|
|
0.39 |
%6 |
|
|
0.39 |
% |
|
|
0.41 |
% |
|
|
0.49 |
% |
|
|
0.49 |
% |
|
|
0.49 |
%6 |
Expenses, prior to expense waivers and
reimbursements |
|
|
0.39 |
%6 |
|
|
0.41 |
% |
|
|
0.52 |
% |
|
|
0.75 |
% |
|
|
0.72 |
% |
|
|
1.18 |
%6 |
Net investment income, net of waivers and
reimbursements |
|
|
4.08 |
%6 |
|
|
4.90 |
% |
|
|
4.48 |
% |
|
|
4.19 |
% |
|
|
4.06 |
% |
|
|
4.57 |
%6 |
Portfolio turnover rate7 |
|
|
74.72 |
% |
|
|
74.45 |
% |
|
|
80.57 |
% |
|
|
208.25 |
% |
|
|
51.83 |
% |
|
|
37.43 |
% |
1. |
Commencement of operations. |
2. |
Based on average daily shares outstanding. |
3. |
The amount shown for a share outstanding throughout the period may not correlate with the Statements
of Operations for the period due to timing of sales and repurchase of creation unit Fund shares in relation to income earned and/or fluctuating value of the investments of the Fund. |
4. |
Net asset value total return is calculated assuming an initial investment made at the net asset
value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period and redemption on the last day of the period at net asset value. Market value total return is calculated assuming an initial
investment made at the market value at the beginning of the period, reinvestment of all dividends, and distributions at market value during the period, and sale at the market value on the last day of the period. Market value is determined by trading
that occurs on the NYSE Arca, and may be greater or less than net asset value, depending on the 4 p.m. mean of the bid and offer prices for a share of the Fund. Total return calculated for a period of less than one year is not annualized. The total
return would have been lower if certain expenses had not been reimbursed/waived by the Adviser. |
5. |
Total Return at Net Asset Value and Total Return at Market Value include payments by affiliate,
without which Total Return at Net Asset Value and Total Return at Market Value would have been lower. Such payments positively impacted Total Return at Net Asset Value by 0.02% and Total Return at Market Value by 0.02 %. (Unaudited)
|
6. |
Annualized for periods less than one full year. |
7. |
Portfolio turnover rate is not annualized and excludes the value of portfolio securities received or
delivered as a result of in-kind creations or redemptions of the Funds capital shares. |
Index Providers
No entity that creates, compiles, sponsors or maintains the Underlying
Indexes is or will be an affiliated person, as defined in Section 2(a)(3) of the 1940 Act, or an affiliated person of an affiliated person, of the Trust, the Adviser, the Distributor or a promoter of the Funds.
Neither the Adviser nor any affiliate of the Adviser has any rights to influence the selection of the securities in the Underlying Indexes.
Each Underlying Index is calculated and maintained by its respective Index Provider. The Adviser has entered into a license agreement
with each Index Provider. Each Fund is entitled to use its Underlying Index pursuant to a sublicensing agreement with the Adviser.
Set
forth below is a list of each Fund and its Underlying Index:
|
|
|
|
|
Fund |
|
Underlying Index |
Invesco Emerging Markets Revenue ETF |
|
Invesco Revenue Weighted Emerging Markets Index |
Invesco Emerging Markets Ultra Dividend Revenue ETF |
|
FTSE Custom Emerging Ultra Dividend Revenue Index |
Invesco Global ESG Revenue ETF |
|
Invesco Revenue Weighted Global ESG Index |
Invesco Global Revenue ETF |
|
Invesco Revenue Weighted Global Index |
Invesco International Revenue ETF |
|
Invesco Revenue Weighted International Index |
Invesco International Ultra Dividend Revenue ETF |
|
FTSE Custom Developed ex US Ultra Dividend Revenue Index |
Invesco Russell 1000® Low Volatility Factor ETF |
|
Russell 1000 Volatility Factor Index |
Invesco Russell 1000® Momentum Factor ETF |
|
Russell 1000 Momentum Factor Index |
Invesco Russell 1000® Quality Factor ETF |
|
Russell 1000 Quality Factor Index |
Invesco Russell 1000® Size Factor ETF |
|
Russell 1000 Size Factor Index |
Invesco Russell 1000® Value Factor ETF |
|
Russell 1000 Value Factor Index |
Invesco Russell 1000® Yield Factor ETF |
|
Russell 1000 Yield Factor Index |
Invesco S&P 500 Revenue ETF |
|
S&P 500 Revenue-Weighted Index |
Invesco S&P Financials Revenue ETF |
|
S&P 500 Financials Sector Revenue-Weighted Index |
Invesco S&P MidCap 400 Revenue ETF |
|
S&P MidCap 400 Revenue- Weighted Index |
Invesco S&P SmallCap 600 Revenue ETF |
|
S&P SmallCap 600 Revenue- Weighted Index |
Invesco S&P Ultra Dividend Revenue ETF |
|
S&P 900 Dividend Revenue- Weighted Index |
Disclaimers
Frank Russell Company. Each of the Russell 1000 Volatility Factor Index, Russell 1000 Momentum Factor Index, Russell 1000 Quality Factor Index, Russell 1000 Size Factor Index, Russell 1000 Value Factor Index, and
Russell 1000 Yield Factor Index (each, an
Index) is a trademark of Frank Russell Company (Russell) and has been licensed for use by the Adviser and its corresponding Licensed Fund (defined below). The Invesco
Russell 1000® Low Volatility Factor ETF, Invesco Russell 1000® Momentum Factor ETF, Invesco Russell 1000® Quality Factor ETF, Invesco Russell 1000® Size Factor ETF, Invesco Russell
1000® Value Factor ETF and Invesco Russell 1000® Yield Factor ETF (each, a Licensed Fund) are not in any way
sponsored, endorsed, sold or promoted by Russell or the London Stock Exchange Group companies (LSEG) (together the Licensor Parties) and none of the Licensor Parties make any claim, prediction, warranty or representation
whatsoever, expressly or impliedly, either as to (i) the results to be obtained from the use of an Index (upon which the applicable Licensed Fund is based), (ii) the figure at which an Index is said to stand at any particular time on any
particular day or otherwise, or (iii) the suitability of an Index for the purpose to which it is being put in connection with the applicable Licensed Fund. None of the Licensor Parties have provided or will provide any financial or investment
advice or recommendation in relation to an Index to the Adviser or to its clients. Each Index is calculated by Russell or its agent. None of the Licensor Parties shall be (a) liable (whether in negligence or otherwise) to any person for any
error in an Index or (b) under any obligation to advise any person of any error therein.
MSCI INC. THE INVESCO EMERGING
MARKETS REVENUE ETF, INVESCO GLOBAL REVENUE ETF, AND INVESCO INTERNATIONAL REVENUE ETF (IN THIS SUB-SECTION, THE FUNDS) ARE NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC.
(MSCI), ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE MSCI PARTIES). THE MSCI INDEXES ARE THE
EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY THE ADVISER. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR
IMPLIED, TO THE ISSUER OR OWNERS OF THESE FUNDS OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR IN THESE FUNDS PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE.
MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THESE FUNDS OR THE ISSUER OR OWNERS OF THESE FUNDS OR ANY
OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF THESE FUNDS OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF
THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF THESE FUNDS
TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHICH THESE FUNDS ARE REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY
OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THESE FUNDS OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THESE FUNDS.
ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS
RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED
BY THE ISSUER OF THE FUNDS, OWNERS OF THE FUNDS, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN
CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY
OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
No purchaser, seller
or holder of this security, product or fund, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote this security without first contacting MSCI to determine whether
MSCIs permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.
MSCI INC. (Invesco Global ESG Revenue ETF). THIS FUND IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. (MSCI), ANY
OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE MSCI PARTIES). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF
MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY THE MANAGER. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR
OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR IN THIS FUND PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE
THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THIS FUND OR THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER
PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR
CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF THIS FUND TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE
CONSIDERATION INTO WHICH THIS FUND IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF
THIS FUND.
ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT
MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS
TO BE OBTAINED BY THE ISSUER OF THE FUND, OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF
OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL
OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
No purchaser, seller or holder of
this security, product or fund, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote this security without first contacting MSCI to determine whether MSCIs
permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.
FTSE International Limited. The Invesco Emerging Markets Ultra Dividend Revenue ETF and the Invesco International Ultra Dividend Revenue ETF (in this sub-section, the Funds)
are not in any way connected to or sponsored, endorsed, sold or promoted by the London Stock Exchange Group plc and its group undertakings (collectively, the LSE Group). FTSE Russell is a trading name of certain of the LSE Group
companies.
All rights in the FTSE Custom Emerging Ultra Dividend Revenue Index and the FTSE Custom Developed ex US Ultra Dividend
Revenue Index (the Indexes) vest in the relevant LSE Group company which owns the Indexes. FTSE® is a trade mark of the
relevant LSE Group company and is/are used by any other LSE Group company under license.
The Indexes are calculated by or on behalf of FTSE International Limited or its affiliate, agent or partner. The LSE Group does not accept any liability whatsoever to any person arising out of (a) the use of, reliance on or any
error in the Indexes or (b) investment in or operation of the Funds. The LSE Group makes no claim, prediction, warranty or representation either as to the results to be obtained from the Funds or the suitability of the Indexes for the purpose
to which it is being put by the Adviser.
S&P Dow Jones Indices LLC. The Underlying Indexes for the Invesco
S&P 500 Revenue ETF, Invesco S&P MidCap 400 Revenue ETF, Invesco S&P SmallCap 600 Revenue ETF, Invesco S&P Financials Revenue ETF and Invesco S&P Ultra Dividend Revenue ETF are products of S&P Dow Jones Indices LLC or its
affiliates (SPDJI), and have been licensed for use by the Adviser. Standard & Poors® and
S&P® are registered trademarks of Standard & Poors Financial Services LLC (S&P) and Dow
Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (Dow Jones). The trademarks have been licensed to SPDJI and have been sublicensed for use for certain
purposes by the Adviser.
The Funds are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, or any of their
respective affiliates (collectively, S&P Dow Jones Indices). S&P Dow Jones Indices does not make any representation or warranty, express or implied, to the owners of the Funds or any member of the public regarding the
advisability of investing in securities generally or in the Funds particularly or the ability of the Underlying Indexes to track general market performance. S&P Dow Jones Indices only relationship to the Adviser with respect to the
Underlying Indexes is the licensing of the Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its licensors. The Underlying Indexes are determined, composed and calculated by S&P Dow Jones Indices
without regard to the Adviser or the Funds. S&P Dow Jones Indices has no obligation to take the needs of the Adviser or the owners of the Funds into consideration in determining, composing or calculating the Underlying Indexes. S&P Dow Jones
Indices is not responsible for and has not participated in the determination of the prices, and amount of the Funds or the timing of the issuance or sale of the Funds or in the determination or calculation of the equation by which the Funds are to
be converted into cash, surrendered or redeemed, as the case may be. S&P Dow Jones Indices has no obligation or liability in connection with the administration, marketing or trading of the Funds. There is no assurance that investment products
based on the Underlying Indexes will accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment advisor. Inclusion of a security within an index is not a recommendation by S&P
Dow Jones Indices to buy, sell, or hold such security, nor is it considered to be investment advice.
S&P DOW JONES INDICES DOES NOT
GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE UNDERLYING INDEX OR ANY DATA
RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT
BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR
USE OR AS TO RESULTS TO BE OBTAINED BY THE ADVISER, OWNERS OF THE FUNDS, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE UNDERLYING INDEXES OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER
SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND THE ADVISER, OTHER THAN THE LICENSORS OF S&P
DOW JONES INDICES.
The Adviser does not guarantee the accuracy and/or the completeness of each Underlying Index or any data included
therein and the Adviser shall have no liability for any errors, omissions, restatements, re-calculations, or interruptions therein. The Adviser makes no warranty, express or implied, as to results to be
obtained by the Funds, owners of the Shares or any other person or entity from the use of the Underlying Indexes or any data included therein. The Adviser makes no express or implied warranties, and expressly disclaims all warranties of
merchantability or fitness for a particular purpose with respect to the Underlying Indexes or any data included therein. Without limiting any of the foregoing, in no event shall the Adviser have any liability for any special, punitive, direct,
indirect or consequential damages (including lost profits) arising out of matters relating to the use of the Underlying Indexes even if notified of the possibility of such damages.
Premium/Discount Information
Information on the daily NAV per Share for each Fund, once available, can be found at www.invesco.com/ETFs. Additionally, information regarding how
often the Shares of each Fund traded on its respective Exchange at a price above (at a premium) or below (at a discount) the NAV of the Fund during the prior calendar year and subsequent quarters, when available, can be found at
www.invesco.com/ETFs.
Other Information
Section 12(d)(1) of the 1940 Act restricts investments by investment companies (and companies relying on Section 3(c)(1) or 3(c)(7) of the 1940 Act) in the securities of other investment companies. However, registered
investment companies are
permitted to invest in a Fund beyond the limits set forth in Section 12(d)(1) subject to certain terms and conditions set forth in an SEC exemptive order issued to the Trust, including that
such investment companies enter into a participant agreement with the Trust on behalf of the Fund prior to exceeding the limits imposed by Section 12(d)(1). Additionally, each Fund is permitted to invest in other registered investment companies
beyond the limits set forth in Section 12(d)(1) subject to certain terms and conditions set forth in another exemptive order that the SEC has issued to the Trust. If a Fund relies on this exemptive relief, however, other investment companies
may not invest in that Fund beyond the statutory provisions of Section 12(d)(1).
Continuous Offering
The method by which Creation Unit Aggregations of Shares are created and traded may raise certain issues under applicable securities laws. Because
new Creation Unit Aggregations of Shares are issued and sold by the Funds on an ongoing basis, a distribution, as such term is used in the Securities Act of 1933, as amended (the Securities Act), may occur at any point.
Broker-dealers and other persons are cautioned that some activities on their part may, depending on the circumstances, result in their being deemed participants in a distribution in a manner which could render them statutory underwriters and subject
them to the prospectus delivery requirement and liability provisions of the Securities Act.
For example, a broker-dealer firm or its
client may be deemed a statutory underwriter if it takes Creation Unit Aggregations after placing an order with the Distributor, breaks them down into constituent Shares and sells such Shares directly to customers, or if it chooses to couple the
creation of a supply of new Shares with an active selling effort involving solicitation of secondary market demand for Shares. A determination of whether one is an underwriter for purposes of the Securities Act must take into account all the facts
and circumstances pertaining to the activities of the broker-dealer or its client in the particular case, and the examples mentioned above should not be considered a complete description of all the activities that could lead to a characterization as
an underwriter.
Broker-dealer firms also should note that dealers who are not underwriters but are effecting transactions
in Shares, whether or not participating in the distribution of Shares, generally are required to deliver a prospectus. This is because the prospectus delivery exemption in Section 4(a)(3)(C) of the Securities Act is not available in respect of
such transactions as a result of Section 24(d) of the 1940 Act. As a result, broker-dealer firms should note that dealers who are not underwriters but are participating in a distribution (as contrasted with engaging in ordinary
secondary market transactions), and thus dealing with the Shares that are part of an overallotment within the meaning of Section 4(a)(3)(C) of the Securities Act, will be unable to take advantage of the prospectus delivery exemption provided by
Section 4(a)(3) of the Securities Act. For delivery of prospectuses to exchange members, the prospectus delivery mechanism of Rule 153 under the Securities Act only is available with respect to transactions on a national exchange.
Delivery of Shareholder DocumentsHouseholding
Householding is an option available to certain investors of the Funds. Householding is a method of delivery, based on the preference of the
individual investor, in which a single copy of certain shareholder documents can be delivered to investors who share the same address, even if their accounts are registered under different names. Householding for the Funds is available through
certain broker-dealers. If you are interested in enrolling in householding and receiving a single copy of the Prospectus and other shareholder documents, please contact your broker-dealer. If you currently are enrolled in householding and wish to
change your householding status, please contact your broker-dealer.
For More Information
For more detailed information on the Trust, the Funds and the Shares, you may request a copy of the Funds SAI. The SAI provides detailed
information about the Funds and is incorporated by reference into this Prospectus. This means that the SAI legally is a part of this Prospectus. Additional information about the Funds investments also will appear in the Funds Annual and
Semi-Annual Reports to Shareholders, when available. In the Funds Annual Reports, you will find a discussion of the market conditions and investment strategies that significantly affected each Funds performance during its most recent
fiscal year. If you have questions about the Funds or Shares or you wish to obtain the SAI, Annual Report and/or Semi-Annual Report, when available, free of charge, or to make shareholder inquiries, please:
|
Call: |
Invesco Distributors, Inc. at 1-800-983-0903 Monday through Friday |
|
|
8:00 a.m. to 5:00 p.m. Central Time |
|
Write: |
Invesco Exchange-Traded Fund Trust II |
|
|
c/o Invesco Distributors, Inc. |
|
|
11 Greenway Plaza, Suite 1000 |
|
|
Houston, Texas 77046-1173 |
|
Visit: |
www.invesco.com/ETFs |
Reports and other information about the Funds are available on the EDGAR Database on the SECs Internet site at www.sec.gov, and copies of
this information may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.
No person is authorized to give any information or to make any representations about a Fund and its Shares not contained in this Prospectus, and
you should not rely on any other information. Read and keep this Prospectus for future reference.
Dealers effecting transactions in
the Shares, whether or not participating in this distribution, generally are required to deliver a Prospectus. This is in addition to any obligation of dealers to deliver a Prospectus when acting as underwriters.
The Trusts registration number under the 1940 Act is 811-21977.
|
|
|
|
|
Invesco Exchange-Traded Fund Trust II 3500 Lacey Road,
Suite 700 Downers Grove, IL 60515 |
|
O-TRST2-PRO-1 |
|
www.invesco.com
800.983.0903
@InvescoUS |
Investment Company Act File No. 811-21977
Invesco Exchange-Traded Fund Trust II
STATEMENT OF
ADDITIONAL INFORMATION
Dated May 24, 2019
This Statement of Additional Information (SAI) is not a prospectus. It should be read in conjunction with the Prospectus dated
May 24, 2019, for the Invesco Exchange-Traded Fund Trust II (the Trust), relating to the series of the Trust listed below (each a Fund and collectively the Funds), as it may be revised from time to time (the
Prospectus).
|
|
|
|
|
Fund |
|
Principal U.S. Listing Exchange |
|
Ticker |
Invesco Emerging Markets Revenue ETF |
|
Cboe BZX Exchange, Inc. |
|
REEM |
Invesco Emerging Markets Ultra Dividend Revenue ETF |
|
NYSE Arca, Inc. |
|
REDV |
Invesco Global ESG Revenue ETF |
|
NYSE Arca, Inc. |
|
ESGF |
Invesco Global Revenue ETF |
|
Cboe BZX Exchange, Inc. |
|
RGLB |
Invesco International Revenue ETF |
|
Cboe BZX Exchange, Inc. |
|
REFA |
Invesco International Ultra Dividend Revenue ETF |
|
NYSE Arca, Inc. |
|
RIDV |
Invesco Russell 1000® Low Volatility Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OVOL |
Invesco Russell 1000® Momentum Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OMOM |
Invesco Russell 1000® Quality Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OQAL |
Invesco Russell 1000® Size Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OSIZ |
Invesco Russell 1000® Value Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OVLU |
Invesco Russell 1000® Yield Factor
ETF |
|
Cboe BZX Exchange, Inc. |
|
OYLD |
Invesco S&P 500 Revenue ETF |
|
NYSE Arca, Inc. |
|
RWL |
Invesco S&P Financials Revenue ETF |
|
NYSE Arca, Inc. |
|
RWW |
Invesco S&P MidCap 400 Revenue ETF |
|
NYSE Arca, Inc. |
|
RWK |
Invesco S&P SmallCap 600 Revenue ETF |
|
NYSE Arca, Inc. |
|
RWJ |
Invesco S&P Ultra Dividend Revenue ETF |
|
NYSE Arca, Inc. |
|
RDIV |
Capitalized terms used herein that are not defined have the same meaning as in the Prospectus, unless
otherwise noted. A copy of the Prospectus may be obtained without charge by writing to the Trusts Distributor, Invesco Distributors, Inc. (the Distributor), 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173, or by calling
toll free 1-800-983-0903.
The Funds are newly organized and have been created, respectively, for the purposes of
acquiring the assets and liabilities of the Oppenheimer Emerging Markets Revenue ETF (Emerging Markets Revenue Predecessor Fund), Oppenheimer Emerging Markets Ultra Dividend Revenue ETF (Emerging Markets Ultra Dividend Revenue
Predecessor Fund), Oppenheimer Global ESG Revenue ETF (Global ESG Revenue Predecessor Fund), Oppenheimer Global Revenue ETF (Global Revenue Predecessor Fund), Oppenheimer International Revenue ETF (International
Revenue Predecessor Fund), Oppenheimer International Ultra Dividend Revenue ETF (International Ultra Dividend Revenue Predecessor Fund), Oppenheimer Russell 1000 Low Volatility Factor ETF (Russell 1000 Low Volatility Factor
Predecessor Fund), Oppenheimer Russell 1000 Momentum Factor ETF (Russell 1000 Momentum Factor Predecessor Fund), Oppenheimer Russell 1000 Quality Factor ETF (Russell 1000 Quality Factor Predecessor Fund),
Oppenheimer Russell 1000 Size Factor ETF (Russell 1000 Size Factor Predecessor Fund), Oppenheimer Russell 1000 Value Factor ETF (Russell 1000 Value Factor Predecessor Fund), Oppenheimer Russell 1000 Yield Factor ETF
(Russell 1000 Yield Factor Predecessor Fund), Oppenheimer S&P 500 Revenue ETF (S&P 500 Revenue Predecessor Fund), Oppenheimer S&P Financials Revenue ETF (S&P Financials Revenue Predecessor Fund),
Oppenheimer S&P MidCap 400 Revenue ETF (S&P MidCap 400 Revenue Predecessor Fund), Oppenheimer S&P SmallCap 600 Revenue ETF (S&P SmallCap 600 Revenue Predecessor Fund), and Oppenheimer S&P Ultra Dividend
Revenue ETF (Ultra Dividend Revenue Predecessor Fund) (each also referred to as a Predecessor Fund and, collectively, the Predecessor Funds). The most recent Annual Report to shareholders, and Semi-Annual Report
to shareholders, for each of the Predecessor Funds are incorporated by reference (are legally a part of this SAI). To obtain a copy of the Predecessor Funds most recent Annual and/or Semi-Annual Reports, without charge, call 1-800-983-0903
during normal business hours.
TABLE OF CONTENTS
GENERAL DESCRIPTION OF THE TRUST AND THE FUNDS
The Trust was organized as a Massachusetts business trust on October 10, 2006 and is authorized to have
multiple series or portfolios. The Trust is an open-end management investment company, registered under the Investment Company Act of 1940, as amended (the 1940 Act). The Trust currently consists of 97 funds. This SAI relates to 17
series of the Trust: Invesco Emerging Markets Revenue ETF, Invesco Emerging Markets Ultra Dividend Revenue ETF, Invesco Global ESG Revenue ETF, Invesco Global Revenue ETF, Invesco International Revenue ETF, Invesco International Ultra Dividend
Revenue ETF, Invesco Russell 1000® Low Volatility Factor ETF, Invesco Russell 1000® Momentum Factor ETF, Invesco Russell 1000® Quality Factor ETF, Invesco Russell
1000® Size Factor ETF, Invesco Russell 1000® Value Factor ETF, Invesco Russell
1000® Yield Factor ETF, Invesco S&P 500 Revenue ETF, Invesco S&P Financials Revenue ETF, Invesco
S&P MidCap 400 Revenue ETF, Invesco S&P SmallCap 600 Revenue ETF, and Invesco S&P Ultra Dividend Revenue ETF. Each Fund is non-diversified, and as such, the Funds investments are not required to meet certain
diversification requirements under the 1940 Act. The shares of the Funds are referred to in this SAI as Shares.
The investment objective of each Fund is to seek to track the investment results (before fees and expenses) of its specific underlying
index (each an Underlying Index).
Invesco Capital Management LLC (the Adviser), an indirect,
wholly-owned subsidiary of Invesco Ltd., manages the Funds.
Each Fund issues and redeems Shares at net asset value
(NAV) only in aggregations of 50,000 Shares (each a Creation Unit or a Creation Unit Aggregation), except for Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, and Invesco International Revenue ETF
which issue and redeem Shares at NAV in aggregations of 100,000 Shares. Each Fund generally issues and redeems Creation Units principally in exchange for a basket of securities included in its Underlying Index (the Deposit Securities),
together with the deposit of a specified cash payment (the Cash Component), plus certain transaction fees. However, each Fund also reserves the right to permit or require Creation Units to be issued in exchange for cash.
Invesco Emerging Markets Ultra Dividend Revenue ETF, Invesco Global ESG Revenue ETF, Invesco International Ultra
Dividend Revenue ETF, Invesco S&P 500 Revenue ETF, Invesco S&P Financials Revenue ETF, Invesco S&P MidCap 400 Revenue ETF, Invesco S&P SmallCap 600 Revenue ETF, and Invesco S&P Ultra Dividend Revenue ETF are expected to be
approved for listing, subject to notice of issuance, on NYSE Arca, Inc. (NYSE Arca) and Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, Invesco International Revenue ETF, Invesco Russell 1000® Low Volatility Factor ETF, Invesco Russell 1000® Momentum Factor ETF, Invesco Russell
1000® Quality Factor ETF, Invesco Russell 1000® Size Factor ETF, Invesco Russell
1000® Value Factor ETF, Invesco Russell 1000® Yield Factor ETF are expected to be approved for listing, subject to notice of issuance, on Cboe BZX Exchange, Inc. (Cboe and, together with NYSE
Arca, the Exchanges, with each, an Exchange). Shares of a Fund will trade throughout the day on the NYSE Arca or Cboe, as applicable, at market prices that may be below, at, or above NAV. In the event of the liquidation of a
Fund, the Trust may decrease the number of Shares in a Creation Unit.
To the extent that a Fund issues or redeems Creation
Units in exchange for Deposit Securities, a Fund may issue Shares in advance of receipt of Deposit Securities subject to various conditions, including a requirement to maintain on deposit with the Trust cash at least equal to 105% of the market
value of the missing Deposit Securities. To offset the added brokerage and other transaction costs a Fund incurs with using cash to purchase the requisite Deposit Securities, during each instance of cash creations or redemptions, the Funds may
impose transaction fees that generally are higher than the transaction fees associated with in-kind creations or redemptions. For more information, see the section below titled Creation and Redemption of Creation Unit Aggregations.
EXCHANGE LISTING AND TRADING
There can be no assurance that a Fund, once listed, will continue to meet the requirements of its respective Exchange necessary to
maintain the listing of its Shares. An Exchange may, but is not required to, remove Shares
1
from listing if: (i) following the initial 12-month period beginning at the commencement of trading of a Fund, there are fewer than 50 beneficial owners of the Shares of a Fund (for each
Cboe-listed Fund, there must be fewer than 50 beneficial owners for at least 30 consecutive trading days); (ii) the value of a Funds Underlying Index no longer is calculated or available; (iii) a Funds Underlying Index fails to
meet certain continued listing standards of the Exchange; (iv) the intraday indicative value (IIV) of a Fund is no longer calculated or available; or (v) such other event shall occur or condition shall exist that, in the
opinion of the Exchange, makes further dealings on such Exchange inadvisable. An Exchange will remove Shares from listing and trading upon termination of a Fund.
As in the case of other stocks traded on the Exchanges, brokers commissions on transactions will be based on negotiated commission rates at customary levels.
The Trust reserves the right to adjust the price levels of Shares in the future to help maintain convenient trading ranges for investors.
Any adjustments would be accomplished through stock splits or reverse stock splits, which would have no effect on the net assets of a Fund.
In order to provide additional information regarding the indicative value of Shares, an Exchange or a market data vendor will disseminate every 15 seconds, through the facilities of the Consolidated
Tape Association or other widely disseminated means, an updated IIV for a Fund, as calculated by an information provider or market data vendor. The Trust is not involved in, or responsible for any aspect of, the calculation or dissemination of the
IIVs and makes no representation or warranty as to the accuracy of the IIVs.
The Funds are not sponsored, endorsed, or
promoted by the Exchanges. The Exchanges make no representation or warranty, express or implied, to the owners of Shares or any member of the public regarding the ability of a Fund to track the total return performance of an Underlying Index or the
ability of an Underlying Index to track stock market performance. The Exchanges are not responsible for, nor has it participated in, the determination of the compilation or the calculation of an Underlying Index, nor in the determination of the
timing of, prices of, or quantities of Shares to be issued, nor in the determination or calculation of the equation by which the shares are redeemable. The Exchanges have no obligation or liability to owners of Shares in connection with the
administration, marketing, or trading of Shares.
The Exchanges do not guarantee the accuracy and/or the completeness of an
Underlying Index or the data included therein. The Exchanges make no warranty, express or implied, as to results to be obtained by the Trust on behalf of the Funds, owners of Shares, or any other person or entity from the use of an Underlying Index
or the data included therein. The Exchanges make no express or implied warranties, and hereby expressly disclaim all warranties of merchantability or fitness for a particular purpose with respect to an Underlying Index or the data included therein.
Without limiting any of the foregoing, in no event shall the Exchanges have any liability for any lost profits or indirect, punitive, special, or consequential damages even if notified of the possibility thereof.
INVESTMENT RESTRICTIONS
Each Fund has adopted as fundamental policies the investment restrictions numbered (1) through (7) below. Except as otherwise noted below, each Fund, as a fundamental policy, may not:
(1) Invest more than 25% of the value of its net assets in securities of issuers in any one
industry or group of industries, except to the extent that the underlying index that the Fund replicates concentrates in an industry or group of industries. This restriction does not apply to obligations issued or guaranteed by the U.S. Government,
its agencies or instrumentalities.
(2) Borrow money, except the Fund may borrow money to the extent
permitted by (i) the 1940 Act, (ii) the rules and regulations promulgated by the Securities and Exchange Commission (SEC) under the 1940 Act, or (iii) an exemption or other relief applicable to the Fund from the provisions
of the 1940 Act.
(3) Act as an underwriter of another issuers securities, except to the
extent that the Fund may be deemed to be an underwriter within the meaning of the Securities Act of 1933, as amended (the Securities Act) in connection with the purchase and sale of portfolio securities.
2
(4) Make loans to other persons, except
through (i) the purchase of debt securities permissible under the Funds investment policies, (ii) repurchase agreements or (iii) the lending of portfolio securities, provided that no such loan of portfolio securities may be made
by the Fund if, as a result, the aggregate of such loans would exceed 331/3% of the value of the Funds total assets.
(5) Purchase or sell physical commodities unless acquired as a result of ownership of securities or other
instruments (but this shall not prevent the Fund (i) from purchasing or selling options, futures contracts or other derivative instruments, or (ii) from investing in securities or other instruments backed by physical commodities).
(6) Purchase or sell real estate unless acquired as a result of ownership of securities or other
instruments (but this shall not prohibit the Fund from purchasing or selling securities or other instruments backed by real estate or of issuers engaged in real estate activities).
(7) Issue senior securities, except as permitted under the 1940 Act.
Except for restrictions (2), (4)(iii), and (7), if a Fund adheres to a percentage restriction at the time of
investment, a later increase in percentage resulting from a change in market value of the investment or the total assets, or the sale of a security out of its portfolio, will not constitute a violation of that restriction. With respect to
restrictions (2), (4)(iii), and (7), in the event that a Funds borrowings, repurchase agreements and loans of portfolio securities at any time exceed
331/3% of the value of such Funds total assets (including the amount borrowed and the collateral received) less the Funds liabilities (other than borrowings or loans) due to subsequent changes in
the value of the Funds assets or otherwise, within three days (excluding Sundays and holidays), the Fund will take corrective action to reduce the amount of its borrowings, repurchase agreements and loans of portfolio securities to an extent
that such borrowings, repurchase agreements and loans of portfolio securities will not exceed 331/3% of the value of such Funds total assets (including the amount borrowed and the collateral received) less the
Funds liabilities (other than borrowings or loans).
The foregoing fundamental investment policies cannot
be changed as to a Fund without approval by holders of a majority of the Funds outstanding voting securities. As defined in the 1940 Act, this means the vote of (i) 67% or more of the Funds Shares present at a meeting,
if the holders of more than 50% of the Funds Shares are present or represented by proxy, or (ii) more than 50% of the Funds Shares, whichever is less.
In addition to the foregoing fundamental investment policies, each Fund also is subject to the following non-fundamental investment restrictions and policies, which may be changed by the Board of Trustees
of the Trust (the Board) without shareholder approval. Each Fund may not:
(1) Sell
securities short, unless the Fund owns or has the right to obtain securities equivalent in kind and amount to the securities sold short at no added cost, and provided that transactions in options, futures contracts, options on futures contracts or
other derivative instruments are not deemed to constitute selling securities short.
(2) Purchase
securities on margin, except that the Fund may obtain such short-term credits as are necessary for the clearance of transactions; and provided that margin deposits in connection with futures contracts, options on futures contracts or other
derivative instruments shall not constitute purchasing securities on margin.
(3) Invest in direct
interests in oil, gas or other mineral exploration programs or leases; however, the Fund may invest in the securities of issuers that engage in these activities.
(4) Purchase securities of open-end or closed-end investment companies except in compliance with the 1940 Act,
although the Fund may not acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on Sections 12(d)(1)(F) and 12(d)(1)(G) of the 1940 Act.
(5) Invest in illiquid securities if, as a result of such investment, more than 15% of the Funds net
assets would be invested in illiquid securities.
Each Funds investment objective is a non-fundamental policy that the
Board may change without approval by shareholders upon 60 days written notice to shareholders.
3
In accordance with the 1940 Act rules, each of Invesco Emerging Markets Revenue ETF, Invesco
Emerging Markets Ultra Dividend Revenue ETF, Invesco S&P Financials Revenue ETF, Invesco S&P MidCap 400 Revenue ETF, and Invesco S&P SmallCap 600 Revenue ETF has adopted a policy to invest at least 80% of the value of its net assets
(plus the amount of any borrowings for investment purposes) in certain types of securities (e.g., securities of companies of a particular size of capitalization, such as small-, mid-, or large-cap securities) or in securities of companies operating
in a particular industry or economic sector or geographic region (e.g., securities of companies in the financials sector or in emerging markets) that is suggested by such Funds name (each, an 80% investment policy). Each Fund with
such a policy considers securities suggested by its name to be those securities that comprise its Underlying Index. Therefore, each such Fund anticipates meeting its 80% investment policy because the terms of the Trusts exemptive relief
already requires each Fund to invest at least 90% of the value of its total assets in the applicable type of securities that comprise its respective Underlying Index. The 80% investment policy for each such Fund is a non-fundamental policy, and each
of these Funds will provide its shareholders with at least 60 days prior written notice of any change to its 80% investment policy.
INVESTMENT STRATEGIES AND RISKS
Investment Strategies
Each Funds investment objective is to seek to track the investment results, before fees and expenses, of its
respective Underlying Index. Each Fund seeks to achieve its investment objective by investing primarily in securities that comprise its Underlying Index. Each Fund operates as an index fund and will not be actively managed.
Each Fund (except for Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, and Invesco International Revenue ETF) attempts to
replicate, before fees and expenses, the performance of its Underlying Index by generally investing in all of the securities comprising its Underlying Index in proportion to their weightings in the Underlying Index, although any Fund may use
sampling techniques for the purpose of complying with regulatory or investment restrictions or when sampling is deemed appropriate to track an Underlying Index.
Each of Invesco Emerging Markets Revenue ETF, Invesco Global Revenue ETF, and Invesco International Revenue ETF generally uses a sampling methodology to seek to achieve its respective
investment objective. Funds using a sampling methodology may not be as well-correlated with the return of its Underlying Index as would be the case if such Fund purchased all of the securities in its respective Underlying Index in the proportions
represented in such Underlying Index.
Investment Risks
A discussion of the principal risks associated with an investment in the Funds is contained in the Funds Prospectus in the Summary InformationPrincipal Risks of Investing in the
Fund, Additional Information About the Funds Strategies and RisksPrincipal Risks of Investing in the Funds and Additional Risks of Investing in the Funds sections. The discussion below supplements, and
should be read in conjunction with, these sections.
An investment in a Fund should be made with an understanding that the
value of the Funds portfolio holdings may fluctuate in accordance with changes in the financial condition of an issuer of the portfolio securities, the value of securities in general and other factors that affect the market.
An investment in a Fund also should be made with an understanding of the risks inherent in an investment in securities, including the risk
that the financial condition of issuers may become impaired or that the general condition of the securities market may deteriorate (either of which may cause a decrease in the value of the portfolio holdings and thus in the value of Shares).
Securities are susceptible to general securities market fluctuations and to volatile increases and decreases in value as market confidence and perceptions of the companies issuing the securities change. These investor perceptions are based on
various and unpredictable factors, including expectations regarding government, economic, monetary and fiscal policies, inflation and interest rates, economic expansion or contraction, and global or regional political, economic or banking crises.
4
The Funds are not actively managed, and therefore the adverse financial condition of any one
issuer will not result in the elimination of its securities from a Funds portfolio unless the respective index provider removes the securities from such Funds Underlying Index.
Correlation and Tracking Error. Correlation measures the degree of association between the returns of a Fund and its
Underlying Index. Each Fund seeks a correlation over time of 0.95 or better between the Funds performance and the performance of the Underlying Index; a figure of 1.00 would indicate perfect correlation. Correlation is calculated at each
Funds fiscal year-end by comparing the Funds average monthly total returns, before fees and expenses, to its Underlying Indexs average monthly total returns over the prior one-year period or since inception if the Fund has been in
existence for less than one year. Another means of evaluating the degree of correlation between the returns of a Fund and its Underlying Index is to assess the tracking error between the two. Tracking error means the variation between
each Funds annual return and the return of its Underlying Index, expressed in terms of standard deviation. Each Fund seeks to have a tracking error of less than 5%, measured on a monthly basis over a one-year period by taking the standard
deviation of the difference in the Funds returns versus the Underlying Indexs returns.
An investment in each Fund
should be made with an understanding that the Fund will not be able to replicate exactly the performance of its Underlying Index, because the total return that the securities generate will be reduced by transaction costs incurred in adjusting the
actual balance of the securities and other Fund expenses, whereas such transaction costs and expenses are not included in the calculation of its Underlying Index. To the extent that a Fund were to issue and redeem Creation Units principally for
cash, it will incur higher costs in buying and selling securities than if they issued and redeemed Creation Units principally in-kind.
In addition, the use of a representative sampling approach (which may arise for a number of reasons, including a large number of securities within an Underlying Index, or the limited assets of a Fund) may
cause a Fund not to be as well correlated with the return of its Underlying Index as would be the case if the Fund purchased all of the securities in its Underlying Index in the proportions represented in such Underlying Index. It also is possible
that, for short periods of time, a Fund may not replicate fully the performance of its Underlying Index due to the temporary unavailability of certain Underlying Index securities in the secondary market or due to other extraordinary circumstances.
Such events are unlikely to continue for an extended period of time because each Fund is required to correct such imbalances by means of adjusting the composition of its portfolio holdings. It also is possible that the composition of a Fund may not
replicate exactly the composition of its respective Underlying Index if the Fund has to adjust its portfolio holdings to continue to qualify as a regulated investment company (a RIC) under Subchapter M of Chapter 1 of
Subtitle A of the Internal Revenue Code of 1986, as amended (the Internal Revenue Code).
Common Stocks and
Other Equity Securities. Holders of common stocks incur more risk than holders of preferred stocks and debt obligations because common stockholders, as owners of the issuer, generally have inferior rights to receive payments from the
issuer in comparison with the rights of creditors, or holders of debt obligations or preferred stocks. Unlike debt securities, which typically have a stated principal amount payable at maturity (whose value, however, is subject to market
fluctuations prior thereto), or preferred stocks, which typically have a liquidation preference and which may have stated optional or mandatory redemption provisions, equity securities and common stocks have neither a fixed principal amount nor a
maturity.
U.S. Registered Securities of Foreign Issuers. Certain Funds may invest in U.S. registered,
dollar-denominated bonds of foreign corporations, governments, agencies and supra-national entities, preferred securities of foreign issuers, or preferred securities otherwise exempt from registration. Investing in U.S. registered,
dollar-denominated, investment grade bonds or preferred securities issued by non-U.S. issuers involves some risks and considerations not typically associated with investing in U.S. companies. These include differences in accounting, auditing and
financial reporting standards, the possibility of expropriation or confiscatory taxation, adverse changes in investment or exchange control regulations, political instability that could affect U.S. investments in foreign countries, and potential
restrictions of the flow of international capital. Foreign companies may be subject to less governmental regulation than U.S. issuers. Moreover, individual foreign economies may differ favorably or unfavorably from the U.S. economy in such respects
as growth of
5
gross domestic product, rate of inflation, capital reinvestment, resource self-sufficiency and balance of payment positions.
U.S. Government Obligations. Certain Funds may invest in short-term U.S. Government obligations. U.S. Government
obligations are a type of bond and include securities issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities. These include bills, notes and bonds issued by the U.S. Treasury, as well as
stripped or zero coupon U.S. Treasury obligations representing future interest or principal payments on U.S. Treasury notes or bonds.
Stripped securities are created when the issuer separates the interest and principal components of an instrument and sells them as separate securities. In general, one security is entitled to receive the
interest payments on the underlying assets (the interest only or IO security) and the other to receive the principal payments (the principal only or PO security). Some stripped securities may receive a combination of interest
and principal payments. The yields to maturity on IOs and POs are sensitive to the expected or anticipated rate of principal payments (including prepayments) on the related underlying assets, and principal payments may have a material effect on
yield to maturity. If the underlying assets experience greater than anticipated prepayments of principal, the Fund may not fully recoup its initial investment in IOs. Conversely, if the underlying assets experience less than anticipated prepayments
of principal, the yield on POs could be adversely affected. Stripped securities may be highly sensitive to changes in interest rates and rates of prepayment.
Short-term obligations of certain agencies and instrumentalities of the U.S. Government, such as the Government National Mortgage Association (GNMA), are supported by the full faith and credit
of the U.S. Treasury; others, such as those of the Federal National Mortgage Association (Fannie Mae), are supported by the right of the issuer to borrow from the U.S. Treasury; others, such as those of the former Student Loan
Marketing Association (SLMA), are supported by the discretionary authority of the U.S. Government to purchase the agencys obligations; still others, although issued by an instrumentality chartered by the U.S. Government, like
the Federal Farm Credit Bureau (FFCB), are support only by the credit of the instrumentality.
In 2008, the Federal
Housing Finance Agency (FHFA) placed the Federal Home Loan Mortgage Corporation (Freddie Mac) into conservatorship. Since that time, Fannie Mae and Freddie Mac have received significant capital support through U.S. Treasury
preferred stock purchases as well as U.S. Treasury and Federal Reserve purchases of their mortgage-backed securities. While the purchase programs for mortgage-backed securities ended in 2010, the U.S. Treasury continued its support for the
entities capital as necessary to prevent a negative net worth. However, no assurance can be given that the Federal Reserve, U.S. Treasury, or FHFA initiatives discussed above will ensure that Fannie Mae and Freddie Mac will remain successful
in meeting their obligations with respect to the debt and mortgage-backed securities they issue. In addition, Fannie Mae and Freddie Mac are also the subject of several continuing class action lawsuits and investigations by federal regulators, which
(along with any resulting financial restatements) may adversely affect the guaranteeing entities. Importantly, the future of the entities is in serious question as the U.S. Government is considering multiple options, ranging from significant reform,
nationalization, privatization, consolidation, or abolishment of the entities.
The FHFA and the U.S. Treasury (through its
agreements to purchase preferred stock of Fannie Mae and Freddie Mac) also have imposed strict limits on the size of the mortgage portfolios of Fannie Mae and Freddie Mac. In August 2012, the U.S. Treasury amended its preferred stock purchase
agreements to provide that the portfolios of Fannie Mae and Freddie Mac will be wound down at an annual rate of 15 percent (up from the previously agreed annual rate of 10 percent), requiring Fannie Mae and Freddie Mac to reach the $250 billion
target four years earlier than previously planned. Further, when a ratings agency downgraded long-term U.S. Government debt in August 2011, the agency also downgraded the bond ratings of Fannie Mae and Freddie Mac, from AAA to AA+, based on
their direct reliance on the U.S. Government (although that rating did not directly relate to their mortgage-backed securities). The U.S. Governments commitment to ensure that Fannie Mae and Freddie Mac have sufficient capital to meet their
obligations was, however, unaffected by the downgrade.
6
The U.S. Treasury has put in place a set of financing agreements to help ensure that these
entities continue to meet their obligations to holders of bonds they have issued or guaranteed. The U.S. Government may choose not to provide financial support to U.S. Government-sponsored agencies or instrumentalities if it is not legally obligated
to do so, in which case, if the issuer were to default, the Fund holding securities of such issuer might not be able to recover their investment from the U.S. Government.
Lending Portfolio Securities. From time to time, the Funds (as the Adviser shall so determine) may lend their portfolio securities (principally to brokers, dealers or other financial
institutions) to generate additional income. Such loans are callable at any time and are secured continuously by segregated cash collateral equal to at least 102% (105% for international funds) of the market value, determined daily, of the loaned
securities. Each Fund may lend portfolio securities to the extent of one-third of its total assets. A Fund will loan its securities only to parties that the Adviser has determined are in good standing and when, in the advisers judgment, the
potential income earned would justify the risks.
A Fund will not have the right to vote securities while they are on loan, but
it will recall securities on loan if the Adviser determines that the shareholder meeting is called for purposes of voting on material events that could have a material impact on the Funds loaned securities and for which the vote could be
material to the Fund. A Fund would receive income in lieu of dividends on loaned securities and may, at the same time, generate income on the loan collateral or on the investment of any cash collateral.
Securities lending involves a risk of loss because the borrower may fail to return the securities in a timely manner or at all. If the
borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a Fund could experience delays and costs in recovering securities loaned or gaining access to the collateral. If a Fund is not able to
recover the securities loaned, the Fund may sell the collateral and purchase a replacement security in the market. Lending securities entails a risk of loss to a Fund if, and to the extent that, the market value of the loaned securities increases
and the collateral is not increased accordingly. Securities lending also involves exposure to operational risk (the risk of loss resulting from errors in the settlement and accounting process) and gap risk (the risk that the return on
cash collateral reinvestments will be less than the fees paid to the borrower).
Any cash received as collateral for loaned
securities will be invested, in accordance with a Funds investment guidelines, in an affiliated money market fund. Investing this cash subjects that investment to market appreciation or depreciation. For purposes of determining whether a Fund
is complying with its investment policies, strategies and restrictions, the Fund or the Adviser will consider the loaned securities as assets of the Fund, but will not consider any collateral received as a Fund asset. A Fund will bear any loss on
the investment of cash collateral. A Fund may have to pay the borrower a fee based on the amount of cash collateral.
For a
discussion of the federal income tax considerations relating to lending portfolio securities, see Taxes.
Repurchase Agreements. Each Fund may enter into repurchase agreements, which are agreements pursuant to which a Fund
acquires securities from a third party with the understanding that the seller will repurchase them at a fixed price on an agreed date. These agreements may be made with respect to any of the portfolio securities in which a Fund is authorized to
invest. Repurchase agreements may be characterized as loans secured by the underlying securities. Each Fund may enter into repurchase agreements with (i) member banks of the Federal Reserve System having total assets in excess of $500 million
and (ii) securities dealers (Qualified Institutions). The Adviser for a Fund will monitor the continued creditworthiness of Qualified Institutions.
The use of repurchase agreements involves certain risks. For example, if the seller of securities under a repurchase agreement defaults on its obligation to repurchase the underlying securities, as a
result of its bankruptcy or otherwise, a Fund will seek to dispose of such securities, which action could involve costs or delays. If the seller becomes insolvent and subject to liquidation or reorganization under applicable bankruptcy or other
laws, a Funds ability to dispose of the underlying securities may be restricted. Finally, it is possible that a Fund may not be able to substantiate its interest in the underlying securities. To minimize this risk, the custodian will hold the
securities underlying the repurchase agreement at all times in an amount at least equal to the
7
repurchase price, including accrued interest. If the seller fails to repurchase the securities, a Fund may suffer a loss to the extent proceeds from the sale of the underlying securities are less
than the repurchase prices.
The resale price reflects the purchase price plus an agreed upon market rate of interest. The
collateral is marked-to-market daily.
Reverse Repurchase Agreements. Reverse repurchase agreements involve
the sale of securities with an agreement to repurchase the securities at an agreed-upon price, date and interest payment and have the characteristics of borrowing. The securities purchased with the funds obtained from the agreement and securities
collateralizing the agreement will have maturity dates no later than the repayment date. Generally, the effect of such transactions is that a Fund can recover all or most of the cash invested in the portfolio securities involved during the term of
the reverse repurchase agreement, while in many cases the Fund is able to keep some of the interest income associated with those securities. Such transactions are only advantageous if a Fund has an opportunity to earn a greater rate of return on the
cash derived from these transactions than the interest cost of obtaining the same amount of cash. Opportunities to realize earnings from the use of the proceeds equal to or greater than the interest required to be paid may not always be available
and the Funds intend to use the reverse repurchase technique only when the Adviser believes it will be advantageous to a Fund. The use of reverse repurchase agreements may exaggerate any interim increase or decrease in the value of a Funds
assets. The custodian bank will maintain a separate account for a Fund with securities having a value equal to or greater than such commitments. Under the 1940 Act, reverse repurchase agreements are considered borrowings.
Money Market Instruments. Each Fund may invest a portion of its assets in high-quality money market instruments on an
ongoing basis to provide liquidity. The instruments in which a Fund may invest include: (i) short-term obligations issued by the U.S. Government; (ii) negotiable certificates of deposit (CDs), fixed time deposits and
bankers acceptances of U.S. and foreign banks and similar institutions; (iii) commercial paper rated at the date of purchase Prime-1 by Moodys or A-1+ or A-1 by S&P or, if unrated, of
comparable quality, as the Adviser determines; (iv) repurchase agreements; and (v) money market mutual funds, including affiliated money market funds. CDs are short-term negotiable obligations of commercial banks. Time deposits are
non-negotiable deposits maintained in banking institutions for specified periods of time at stated interest rates. Bankers acceptances are time drafts drawn on commercial banks by borrowers, usually in connection with international
transactions.
Derivatives Risk. The Funds may invest in derivatives. Derivatives are financial instruments
that derive their performance from an underlying asset, index, interest rate or currency exchange rate. Derivatives are subject to a number of risks including credit risk, interest rate risk, and market risk. They also involve the risk that changes
in the value of the derivative may not correlate perfectly with the underlying asset, rate or index. The counterparty to a derivative contract might default on its obligations. Derivatives can be volatile and may be less liquid than other
securities. As a result, the value of an investment in a Fund that invests in derivatives may change quickly and without warning.
For some derivatives, it is possible to lose more than the amount invested in the derivative. Derivatives may be used to create synthetic exposure to an underlying asset or to hedge a portfolio risk. If a
Fund uses derivatives to hedge a portfolio risk, it is possible that the hedge may not succeed. This may happen for various reasons, including unexpected changes in the value of the rest of the portfolio of a Fund. Over-the-counter
derivatives are also subject to counterparty risk, which is the risk that the other party to the contract will not fulfill its contractual obligation to complete the transaction with a Fund.
Leverage Risk. The use of derivatives may give rise to a form of leverage. Leverage may cause the portfolios of the
Funds to be more volatile than if a portfolio had not been leveraged because leverage can exaggerate the effect of any increase or decrease in the value of securities held by a Fund.
Futures and Options. Each Fund may enter into U.S. futures contracts, options and options on futures contracts. These
futures contracts and options will be used to simulate full investment in the Underlying Index, to facilitate trading or to reduce transaction costs. Each Fund will only enter into futures contracts and options on futures contracts that are traded
on a U.S. exchange. The Funds will not use futures or options for speculative purposes.
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A call option gives a holder the right to purchase a specific security or an index at a
specified price (exercise price) within a specified period of time. A put option gives a holder the right to sell a specific security or an index at a specified price within a specified period of time. The initial purchaser of a call
option pays the writer, i.e., the party selling the option, a premium which is paid at the time of purchase and is retained by the writer whether or not such option is exercised. Each Fund may purchase put options to hedge its portfolio
against the risk of a decline in the market value of securities held and may purchase call options to hedge against an increase in the price of securities it is committed to purchase. Each Fund may write put and call options along with a long
position in options to increase its ability to hedge against a change in the market value of the securities it holds or is committed to purchase.
Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a specific instrument or index at a specified future time and at a specified price. Stock
index contracts are based on indices that reflect the market value of common stock of the firms included in the indices. Each Fund may enter into futures contracts to purchase security indices when the Adviser anticipates purchasing the underlying
securities and believes prices will rise before the purchase will be made. The custodian will segregate assets committed to futures contracts to the extent required by law.
An option on a futures contract, as contrasted with the direct investment in such a contract, gives the purchaser the right, in return for the premium paid, to assume a position in the underlying futures
contract at a specified exercise price at any time prior to the expiration date of the option. Upon exercise of an option, the delivery of the futures position by the writer of the option to the holder of the option will be accompanied by delivery
of the accumulated balance in the writers futures margin account that represents the amount by which the market price of the futures contract exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the
option on the futures contract. The potential for loss related to the purchase of an option on a futures contract is limited to the premium paid for the option plus transaction costs. Because the value of the option is fixed at the point of
purchase, there are no daily cash payments by the purchaser to reflect changes in the value of the underlying contract; however, the value of the option changes daily and that change would be reflected in the NAV of a Fund. The potential for loss
related to writing call options on equity securities or indices is unlimited. The potential for loss related to writing put options is limited only by the aggregate strike price of the put option less the premium received.
Each Fund may purchase and write put and call options on futures contracts that are traded on a U.S. exchange as a hedge against changes
in value of its portfolio securities, or in anticipation of the purchase of securities, and may enter into closing transactions with respect to such options to terminate existing positions. There is no guarantee that such closing transactions can be
affected.
Upon entering into a futures contract, a Fund will be required to deposit with the broker an amount of cash or cash
equivalents in the range of approximately 5% to 7% of the contract amount (this amount is subject to change by the exchange on which the contract is traded). This amount, known as initial margin, is in the nature of a performance bond or
good faith deposit on the contract and is returned to a Fund upon termination of the futures contract, assuming all contractual obligations have been satisfied. Subsequent payments, known as variation margin, to and from the broker will
be made daily as the price of the index underlying the futures contract fluctuates, making the long and short positions in the futures contract more or less valuable, a process known as marking-to-market. At any time prior to expiration
of a futures contract, a Fund may elect to close the position by taking an opposite position, which will operate to terminate the existing position in the contract.
Forward Foreign Currency Contracts. Certain Funds may enter into forward foreign currency transactions in anticipation of, or to protect themselves against, fluctuations in exchange
rates.
A forward foreign currency contract is an obligation to buy or sell a particular currency in exchange for another
currency, which may be U.S. dollars at a specified price at a future date. Forward foreign currency contracts are typically individually negotiated and privately traded by currency traders and their customers in the interbank market. A Fund may
enter into forward foreign currency contracts with respect to a specific purchase or sale of a security, or with respect to its portfolio positions generally.
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At the maturity of a forward foreign currency contract, a Fund may either exchange the
currencies specified at the maturity of the contract or, prior to maturity, such Fund may enter into a closing transaction involving the purchase or sale of an offsetting contract. Closing transactions with respect to forward foreign currency
contracts are usually effected with the counterparty to the original forward contract. A Fund may also enter into forward foreign currency contracts that do not provide for physical settlement of the two currencies but instead provide for settlement
by a single cash payment calculated as the difference between the agreed upon exchange rate and the spot rate at settlement based upon an agreed upon notional amount. These contracts are known as non-deliverable forwards.
The Funds generally will invest in forward foreign currency contracts that are not contractually required to cash-settle
(i.e., are deliverable). The Funds will comply with guidelines established by the SEC and its staff with respect to cover requirements of forward foreign currency contracts. Generally, with respect to deliverable forward foreign currency
contracts, a Fund will cover its open positions by setting aside liquid assets equal to the contracts full notional value.
Under definitions adopted by the CFTC and SEC, non-deliverable forwards are considered swaps, and therefore are included in the definition
of commodity interests. Although non-deliverable forwards have historically been traded in the OTC market, as swaps they may in the future be required to be centrally cleared and traded on public facilities. Forward foreign currency
contracts that qualify as deliverable forwards are not regulated as swaps for most purposes, and are not included in the definition of commodity interests. However, these forwards are subject to some requirements applicable to swaps,
including reporting to swap data repositories, margin requirements, documentation requirements, and business conduct rules applicable to swap dealers. CFTC regulation of forward foreign currency contracts, especially non-deliverable forwards, may
restrict a Funds ability to use these instruments.
The cost to the Funds of engaging in forward foreign currency
contracts varies with factors such as the currencies involved, the length of the contract period, interest rate differentials and the prevailing market conditions. Because forward foreign currency contracts are usually entered into on a principal
basis, no fees or commissions are typically involved. The use of forward foreign currency contracts does not eliminate fluctuations in the prices of the underlying securities a Fund owns or intends to acquire, but it does establish a rate of
exchange in advance. While forward foreign currency contract sales limit the risk of loss due to a decline in the value of the hedged currencies, they also limit any potential gain that might result should the value of the currencies increase.
Risks of Futures and Options Transactions. There are several risks accompanying the utilization of futures
contracts and options on futures contracts. First, there is no guarantee that a liquid market will exist for a futures contract at a specified time. The Funds would utilize futures contracts only if an active market exists for such contracts.
Furthermore, because, by definition, futures contracts project price levels in the future and not current levels of valuation,
market circumstances may result in a discrepancy between the price of the future and the movement in the Funds Underlying Indexes. In the event of adverse price movements, a Fund would continue to be required to make daily cash payments to
maintain its required margin. In such situations, if a Fund has insufficient cash, it may have to sell portfolio securities to meet daily margin requirements at a time when it may be disadvantageous to do so. In addition, a Fund may be required to
deliver the instruments underlying futures contracts it has sold.
The risk of loss in trading futures contracts or uncovered
call options in some strategies (e.g., selling uncovered stock index futures contracts) potentially is unlimited. No Fund plans to use futures and options contracts in this way. The risk of a futures position may still be large as traditionally
measured due to the low margin deposits required. In many cases, a relatively small price movement in a futures contract may result in immediate and substantial loss or gain to the investor relative to the size of a required margin deposit. The
Funds, however, intend to utilize futures and options in a manner designed to limit their risk exposure to levels comparable to direct investment in stocks.
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Utilization of futures and options on futures by the Funds involves the risk of imperfect or
even negative correlation to an Underlying Index if the index underlying the futures contract differs from the Underlying Indexes of the Funds.
There also is the risk of loss of margin deposits in the event of bankruptcy of a broker with whom the Funds have an open position in the futures contract or option; however, this risk substantially is
minimized because (a) of the regulatory requirement that the broker has to segregate customer funds from its corporate funds, and (b) in the case of regulated exchanges in the United States, the clearing corporation stands
behind the broker to make good losses in such a situation. The purchase of put or call options could be based upon predictions by the Adviser of the Funds as to anticipated trends, which could prove to be incorrect and a part or all of the premium
paid therefore could be lost.
Because the futures market imposes less burdensome margin requirements than the securities
market, an increased amount of participation by speculators in the futures market could result in price fluctuations. Certain financial futures exchanges limit the amount of fluctuation permitted in futures contract prices during a single trading
day. The daily limit establishes the maximum amount by which the price of a futures contract may vary either up or down from the previous days settlement price at the end of a trading session. Once the daily limit has been reached in a
particular type of contract, no trades may be made on that day at a price beyond that limit. It is possible that futures contract prices could move to the daily limit for several consecutive trading days with little or no trading, thereby preventing
prompt liquidation of futures positions and subjecting the Funds to substantial losses. In the event of adverse price movements, the Funds would be required to make daily cash payments of variation margin.
Although the Funds intend to enter into futures contracts only if there is an active market for such contracts, there is no assurance that
an active market will exist for the contracts at any particular time.
Swap Agreements. Each Fund may enter
into swap agreements. Swap agreements are contracts between parties in which one party agrees to make periodic payments to the other party (the Counterparty) based on the change in market value or level of a specified rate, index or
asset. In return, the Counterparty agrees to make periodic payments to the first party based on the return of a different specified rate, index or asset. Swap agreements usually will be done on a net basis, a Fund receiving or paying only the net
amount of the two payments. The net amount of the excess, if any, of a Funds obligations over its entitlements with respect to each swap is accrued on a daily basis and an amount of cash or highly liquid securities having an aggregate value at
least equal to the accrued excess is maintained in an account at the Trusts custodian bank.
Risks of Swap
Agreements. The risk of loss with respect to swaps generally is limited to the net amount of payments that a Fund is contractually obligated to make. Swap agreements are subject to the risk that the Counterparty will default on its
obligations. If such a default were to occur, a Fund will have contractual remedies pursuant to the agreements related to the transaction. However, such remedies may be subject to bankruptcy and insolvency laws that could affect a Funds rights
as a creditor (e.g., the Fund may not receive the net amount of payments that it contractually is entitled to receive).
In a
total return swap transaction, one party agrees to pay the other party an amount equal to the total return on a defined underlying asset or a non-asset reference during a specified period of time. The underlying asset might be a security or basket
of securities, and the non-asset reference could be a securities index. In return, the other party would make periodic payments based on a fixed or variable interest rate or on the total return from a different underlying asset or non-asset
reference. The payments of the two parties could be made on a net basis.
Total return swaps could result in losses for a Fund
if the underlying asset or reference does not perform as anticipated. Total return swaps can have the potential for unlimited losses. A Fund may lose money in a total return swap if the Counterparty fails to meet its obligations.
In the event that a Fund uses a swap agreement, it will earmark or segregate assets in the form of cash and/or cash equivalents in an
amount equal to the aggregate market value of the swaps of which it is the seller, marked-to-market on a daily basis.
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Restrictions on the Use of Futures Contracts, Options on Futures Contracts and
Swaps. Rule 4.5 of the Commodity Exchange Act (CEA) significantly limits the ability of certain regulated entities, including registered investment companies such as the Trust, to rely on an exclusion that would not
require its investment adviser to register with the Commodity Futures Trading Commission (CFTC) as a commodity pool operator (CPO). However, under Rule 4.5, the investment adviser of a registered investment company may claim
exclusion from registration as a CPO only if the registered investment company that it advises uses futures contracts solely for bona fide hedging purposes or limits its use of futures contracts for non-bona fide hedging purposes such
that (i) the aggregate initial margin and premiums required to establish non-bona fide hedging positions with respect to futures contracts do not exceed 5% of the liquidation value of the registered investment companys portfolio, or
(ii) the aggregate notional value of the non-bona fide hedging commodity interests do not exceed 100% of the liquidation value of the registered investment companys portfolio (taking into account unrealized profits and
unrealized losses on any such positions). The Adviser has claimed exclusion on behalf of each Fund under Rule 4.5, which effectively limits the Funds use of futures, options on futures, swaps, or other commodity interests. Each Fund currently
intends to comply with the terms of Rule 4.5 so as to avoid regulation as a commodity pool, and as a result, the ability of each Fund to utilize futures, options on futures, swaps, or other commodity interests may be limited in accordance with the
terms of the rule, as well as any limits set forth in the Funds Prospectus and this SAI. Each Fund therefore is not subject to CFTC registration or regulation as a commodity pool. In addition, the Adviser is relying upon a related exclusion
exempting it from being required to register as a commodity trading advisor under the CEA and the rules of the CFTC with respect to each Fund.
The terms of the CPO exclusion require each Fund, among other things, to adhere to certain limits on its investments in commodity interests. Commodity interests include commodity futures,
commodity options and swaps, which in turn include non-deliverable forwards. Each Fund is permitted to invest in these instruments as described in this SAI. However, the Funds are not intended as a vehicle for trading in the commodity futures,
commodity options or swaps markets. The CFTC has neither reviewed nor approved the Advisers reliance on these exclusions, or the Funds, their investment strategies or the Prospectus.
While not anticipated, should a Fund invest in futures contracts for purposes that are not solely for bona fide hedging in
excess of the limitations imposed by Rule 4.5, such Fund may be subject to regulation under the CEA and CFTC Rules as a commodity pool. Registration as a commodity pool may have negative effects on the ability of a Fund to engage in its planned
investment program, while registration as a CPO imposes additional laws, regulations and enforcement policies, which could increase compliance costs and may affect the operations and financial performance of the Fund.
Convertible Securities. A convertible security is a bond, debenture, note, preferred stock, right, warrant or other
security that may be converted into or exchanged for a prescribed amount of common stock or other security of the same or a different issuer or into cash within a particular period of time at a specified price or formula. A convertible security
generally entitles the holder to receive interest paid or accrued on debt securities or the dividend paid on preferred stock until the convertible security matures or is redeemed, converted or exchanged. Before conversion, convertible securities
generally have characteristics similar to both debt and equity securities. As with other equity securities, the value of a convertible security tends to increase as the price of the underlying stock goes up, and to decrease as the price of the
underlying stock goes down. Declining common stock values therefore also may cause the value of a Funds investments to decline. Like a debt security, a convertible security provides a fixed income stream with generally higher yields than those
of common stock of the same or similar issuers, which tends to decrease in value when interest rates rise.
Convertible
securities generally rank senior to common stock in a corporations capital structure but are usually subordinated to comparable nonconvertible securities. Convertible securities generally do not participate directly in any dividend increases
or decreases of the underlying securities although the market prices of convertible securities may be affected by any dividend changes or other changes in the underlying securities. Many convertible securities have credit ratings that are below
investment grade and are subject to the same risks as lower-rated debt securities.
Structured Notes. A
structured note is a derivative security for which the amount of principal repayment and/or interest payments is based on the movement of one or more factors. These factors include, but are not
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limited to, currency exchange rates, interest rates (such as the prime lending rate or LIBOR), referenced bonds and stock indices. Some of these factors may or may not correlate to the total rate
of return on one or more underlying instruments referenced in such notes. Investments in structured notes involve risks including interest rate risk, credit risk and market risk. Depending on the factor(s) used and the use of multipliers or
deflators, changes in interest rates and movement of such factor(s) may cause significant price fluctuations. Structured notes may be less liquid than other types of securities and more volatile than the reference factor underlying the note. This
means that the Funds may lose money if the issuer of the note defaults, as the Funds may not be able to readily close out its investment in such notes without incurring losses.
Other Investment Companies. Each Fund may invest in the securities of other investment companies, including ETFs, non-exchange traded U.S. registered open-end investment companies
(mutual funds), closed-end investment companies, or non-U.S. investment companies traded on foreign exchanges beyond the limits permitted under the 1940 Act, subject to certain terms and conditions set forth in an SEC exemptive order issued to the
Trust in 2012 pursuant to Section 12(d)(2)(J) of the 1940 Act (the 2012 Order). Absent such exemptive relief, each Funds investments in investment companies would be limited to, subject to certain exceptions, (i) 3% of
the total outstanding voting stock of any one investment company, (ii) 5% of the Funds total assets with respect to any one investment company and (iii) 10% of the Funds total assets of investment companies in the aggregate.
However, as a non-fundamental restriction, no Fund may acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on Sections 12(d)(1)(F) and 12(d)(1)(G) of the 1940 Act.
Under the pertinent terms of the 2012 Order, each Fund may invest in registered investment companies in excess of the 3% limitations
imposed by Sections 12(d)(1)(A) and 12(d)(1)(C) of the 1940 Act. The total amount of securities held by a Fund, both individually and when aggregated with all other shares of the acquired fund held by other registered investment companies or private
investment pools advised by the Adviser or its affiliates (as well as shares held by the Adviser and its affiliates) cannot exceed 25% of the outstanding voting securities of the acquired investment company, and none of these entities (including the
Funds) may individually or collectively exert a controlling influence over the acquired investment company. Each Fund may not rely on the 2012 Order to acquire an investment company that itself has ownership of investment company shares in excess of
the limitations contained in Section 12(d)(1)(A) of the 1940 Act. To the extent necessary to comply with the provisions of the 1940 Act or the 2012 Order, on any matter upon which an underlying investment companys shareholders are
solicited to vote, the Adviser will vote the underlying investment company shares in the same general proportion as shares held by other shareholders of the underlying investment company.
In addition, the Trust has previously obtained exemptive relief in 2007 that allows other investment companies to acquire shares of the
Funds in excess of the limitations imposed by Section 12(d)(1)(A) (the 2007 Order). This relief is conditioned on those acquiring funds obtaining a participation agreement signed by both the acquiring fund and the Fund that it
wishes to acquire in excess of the 12(d)(1)(A) limitations. If a Fund relies on the 2012 Order, it will not enter into a participation agreement pursuant to the 2007 Order, and if a Fund has a signed participation agreement in effect pursuant to the
2007 Order, it will not rely on the 2012 Order.
Real Estate Investment Trusts (REITs). REITs
pool investors funds for investments primarily in real estate properties, to the extent allowed by law. Investment in REITs may be the most practical available means for a Fund to invest in the real estate industry. As a shareholder in a REIT,
a Fund would bear its ratable share of the REITs expenses, including its advisory and administration fees. At the same time, a Fund would continue to pay its own investment advisory fees and other expenses, as a result of which the Fund and
its shareholders in effect will be absorbing duplicate levels of fees with respect to investments in REITs. A REIT may focus on particular projects, such as apartment complexes, or geographic regions, such as the southeastern United States, or both.
REITs generally can be classified as equity REITs, mortgage REITs and hybrid REITs. Equity REITs generally invest a majority
of their assets in income-producing real estate properties to generate cash flow from rental income and a gradual asset appreciation. The income-producing real estate properties in which equity REITs invest typically include properties such as
office, retail, industrial, hotel and apartment buildings, self-
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storage, specialty and diversified and healthcare facilities. Equity REITs can realize capital gains by selling properties that have appreciated in value. Mortgage REITs invest the majority of
their assets in real estate mortgages and derive their income primarily from interest payments on the mortgages. Hybrid REITs combine the characteristics of both equity REITs and mortgage REITs.
REITs can be listed and traded on national securities exchanges or can be traded privately between individual owners. The Funds may invest
in both publicly and privately traded REITs.
A Fund conceivably could own real estate directly as a result of a default on the
securities it owns. A Fund, therefore, may be subject to certain risks associated with the direct ownership of real estate, including difficulties in valuing and trading real estate, declines in the values of real estate, risks related to general
and local economic conditions, adverse changes in the climate for real estate, environmental liability risks, increases in property taxes, capital expenditures and operating expenses, changes in zoning laws, casualty or condemnation losses,
limitations on rents, changes in neighborhood values, the appeal of properties to tenants and increases in interest rates.
In
addition to the risks described above, equity REITs may be affected by any changes in the value of the underlying property owned by the trusts, while mortgage REITs may be affected by the quality of any credit extended. Equity and mortgage REITs
depend upon management skill, are not diversified and are therefore subject to the risk of financing single or a limited number of projects. Such REITs also are subject to heavy cash flow dependency, defaults by borrowers, self-liquidation and the
possibility of failing to maintain an exemption from the 1940 Act. Changes in interest rates also may affect the value of debt securities held by a Fund. By investing in REITs indirectly through a Fund, a shareholder will bear not only his/her
proportionate share of the expenses of the Fund, but also, indirectly, similar expenses of the REITs.
Warrants and
Rights. The Funds may invest in warrants or rights (other than those acquired in units or attached to other securities), which entitle the purchaser to buy equity securities at a specific price for a specific period of time. Warrants
and rights have no voting rights, receive no dividends and have no rights with respect to the assets of the issuer.
Illiquid Securities. Each Fund may invest up to an aggregate amount of 15% of its net assets in illiquid securities
(calculated at the time of investment). Illiquid securities include securities subject to contractual or other restrictions on resale and other instruments that lack readily available markets, as determined in accordance with SEC staff guidance.
Each Fund will monitor its portfolio liquidity on an ongoing basis to determine whether, in light of current circumstances, an adequate level of liquidity is being maintained, and will consider taking appropriate steps in order to maintain adequate
liquidity if, through a change in values, net assets, or other circumstances, more than 15% of the Funds net assets are held in illiquid securities or other illiquid assets. The existence of a liquid trading market for certain securities may
depend on whether dealers will make a market in such securities. There can be no assurance that dealers will make or maintain a market or that any such market will be or remain liquid. The price at which securities may be sold and the value of a
Funds Shares will be adversely affected if trading markets for the Funds portfolio securities are limited or absent, or if bid/ask spreads are wide.
Borrowing. Each Fund may borrow money up to the limits set forth in the section Investment Restrictions to meet shareholder redemptions, for temporary or emergency purposes
and for other lawful purposes. Borrowed money will cost a Fund interest expense and/or other fees. The costs of borrowing may reduce a Funds return. Borrowing also may cause a Fund to liquidate positions when it may not be advantageous to do
so to satisfy its obligations to repay borrowed monies. To the extent that a Fund has outstanding borrowings, it will be leveraged. Leveraging generally exaggerates the effect on NAV of any increase or decrease in the market value of a Funds
portfolio securities.
Cybersecurity Risk. The Funds, like all companies, may be susceptible to operational
and information security risks. Cyber security failures or breaches of the Funds or their service providers or the issuers of securities in which the Funds invest, have the ability to cause disruptions and impact business operations, potentially
resulting in financial losses, the inability of Fund shareholders to transact business, violations of
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applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. The Funds and their
shareholders could be negatively impacted as a result.
PORTFOLIO TURNOVER
Each Fund calculates its portfolio turnover rate by dividing the value of the lesser of purchases or sales of portfolio securities for the
fiscal period by the monthly average of the value of portfolio securities owned by the Fund during the fiscal period. A 100% portfolio turnover rate would occur, for example, if all of the portfolio securities (other than short-term securities) were
replaced once during the fiscal period. Portfolio turnover rates will vary from year to year, depending on market conditions and the nature of the Funds holdings.
DISCLOSURE OF PORTFOLIO HOLDINGS
Quarterly
Portfolio Schedule. The Trust is required to disclose, after its first and third fiscal quarters, the complete schedule of each of its Funds portfolio holdings with the SEC on Form N-Q (or any successor Form). The Trust also
discloses a complete schedule of each Funds portfolio holdings with the SEC on Form N-CSR after its second and fourth fiscal quarters.
The Trusts Forms N-Q (or any successor Forms) and Forms N-CSR on behalf of its Funds will be available on the SECs website at http://www.sec.gov. The Trusts Forms N-Q (or any successor
Forms) and Forms N-CSR will be available without charge, upon request, by calling 1-800-983-0903 or by writing to the Trust at 3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515.
Portfolio Holdings Policy. The Trust has adopted a policy regarding the disclosure of information about the Trusts
portfolio holdings. The Board must approve all material amendments to this policy.
The Funds portfolio holdings are
disseminated publicly each day that the Funds are open for business through financial reporting and news services, including publicly accessible Internet websites. In addition, for in-kind creations, a basket composition file, which includes the
security names and share quantities to deliver in exchange for Shares, together with estimates and actual cash components, is disseminated publicly each day prior to the opening of the Exchange via www.invesco.com/capitalmarkets and the National
Securities Clearing Corporation (NSCC). The basket represents one Creation Unit of each Fund. The Trust, the Adviser and The Bank of New York Mellon (BNYM or the Administrator) will not disseminate non-public
information concerning the Trust.
Access to information concerning the Funds portfolio holdings may be permitted at
other times to personnel of third-party service providers, including the Funds custodian, transfer agent, auditors and counsel, as may be necessary to conduct business in the ordinary course in a manner consistent with such service
providers agreements with the Trust on behalf of the Funds.
MANAGEMENT
The primary responsibility of the Board is to represent the interests of the Funds and to provide oversight of the management of the
Funds. The Trust currently has seven Trustees. Six Trustees are not interested, as that term is defined under the 1940 Act, and have no affiliation or business connection with the Adviser or any of its affiliated persons and do not own
any stock or other securities issued by the Adviser (the Independent Trustees). The remaining Trustee (the Interested Trustee) is affiliated with the Adviser.
The Independent Trustees of the Trust, their term of office and length of time served, their principal business occupations during at
least the past five years, the number of portfolios in the Fund Complex (defined below) that they oversee and other directorships, if any, that they hold are shown below. The Fund Complex includes all open and closed-end funds (including
all of their portfolios) advised by the Adviser and any affiliated
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person of the Adviser. As of the date of this SAI, the Fund Family consists of the Trust and five other ETF trusts advised by the Adviser.
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Name, Address and Year of Birth of Independent Trustees |
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Position(s) Held with Trust |
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Term of Office and Length
of Time Served* |
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Principal Occupation(s) During Past 5
Years |
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Number of Portfolios in Fund Complex** Overseen
by Independent Trustees |
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Other Directorships Held
by Independent Trustees During the Past 5 Years |
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Ronn R. Bagge1958 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
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Vice Chairman of the Board; Chairman of the Nominating and Governance Committee and Trustee |
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Vice Chairman since 2018; Chairman of the Nominating and Governance Committee and Trustee since 2007 |
|
Founder and Principal, YQA Capital Management LLC (1998-Present); formerly, Owner/CEO of Electronic Dynamic Balancing Co., Inc.
(high-speed rotating equipment service provider). |
|
241 |
|
Trustee and Investment
Oversight Committee member, Mission
Aviation Fellowship (2017-Present) |
|
|
|
|
|
|
Todd J. Barre1957 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Trustee |
|
Since 2010 |
|
Assistant Professor of Business, Trinity Christian College (2010-2016); formerly, Vice President and Senior Investment Strategist (2001-2008), Director of Open
Architecture and Trading (2007-2008), Head of Fundamental Research (2004-2007) and Vice President and Senior Fixed Income Strategist (1994-2001), BMO Financial Group/Harris Private Bank. |
|
241 |
|
None |
|
|
|
|
|
|
Marc M. Kole1960 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Chairman of the Audit Committee and Trustee |
|
Chairman of the Audit Committee since 2008; Trustee since 2007 |
|
Senior Director of Finance, By The Hand Club For Kids (2015-Present); formerly, Chief Financial Officer, Hope Network (social services) (2008-2012); Assistant Vice President and
Controller, Priority Health (health insurance) (2005-2008); Regional Chief Financial Officer, United Healthcare (2005); Chief Accounting Officer, Senior Vice President of Finance, Oxford Health Plans (2000-2004); Audit Partner, Arthur Andersen LLP
(1996-2000). |
|
241 |
|
None |
16
|
|
|
|
|
|
|
|
|
|
|
Name, Address and Year of Birth of Independent Trustees |
|
Position(s) Held with Trust |
|
Term of Office and Length
of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
Number of Portfolios in Fund Complex** Overseen
by Independent Trustees |
|
Other Directorships Held
by Independent Trustees During the Past 5 Years |
|
|
|
|
|
|
Yung Bong Lim1964 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Chairman of the Investment Oversight Committee and Trustee |
|
Chairman of the Investment Oversight Committee since 2014; Trustee since 2013 |
|
Managing Partner, RDG Funds LLC (2008-Present); formerly, Managing Director, Citadel LLC (1999-2007). |
|
241 |
|
Advisory Board Member of Performance Trust Capital Partners (2008- Present); Board Director of Beacon Power Services (2019-Present); Trustee of Princeton Internships in Civic
Service (2017-Present); Advisory Board Member of Princeton Faith & Work Initiative (2018-Present); Advisory Board Member of Chicago Fellowship (2004-Present); Financial Review Committee Member of Tau Beta Pi (2019-Present). |
|
|
|
|
|
|
Gary R. Wicker1961 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Trustee |
|
Since 2013 |
|
Senior Vice President of Global Finance and Chief Financial Officer at RBC Ministries (publishing company) (2013-Present); formerly, Executive Vice President and Chief Financial
Officer, Zondervan Publishing (a division of Harper Collins/NewsCorp) (2007-2012); Senior Vice President and Group Controller (2005-2006), Senior Vice President and Chief Financial Officer (2003-2004), Chief Financial Officer (2001-2003), Vice
President, Finance and Controller (1999-2001) and Assistant Controller (1997-1999), divisions of The Thomson Corporation (information services provider). |
|
241 |
|
None |
17
|
|
|
|
|
|
|
|
|
|
|
Name, Address and Year of Birth of Independent Trustees |
|
Position(s) Held with Trust |
|
Term of Office and Length
of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
Number of Portfolios in Fund Complex** Overseen
by Independent Trustees |
|
Other Directorships Held
by Independent Trustees During the Past 5 Years |
|
|
|
|
|
|
Donald H. Wilson1959 c/o Invesco Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Chairman of the Board and Trustee |
|
Chairman since 2012; Trustee since 2007 |
|
Chairman, President and Chief Executive Officer, McHenry Bancorp Inc. and McHenry Savings Bank (subsidiary) (2018-Present); Chairman and Chief Executive Officer, Stone Pillar
Advisors, Ltd. (2010-Present); formerly, President and Chief Executive Officer, Stone Pillar Investments, Ltd. (2016-2018); Chairman, President and Chief Executive Officer, Community Financial Shares, Inc. and Community Bank Wheaton/Glen Ellyn
(subsidiary) (2013-2015); Chief Operating Officer, AMCORE Financial, Inc. (bank holding company) (2007-2009); Executive Vice President and Chief Financial Officer, AMCORE Financial, Inc. (2006-2007); Senior Vice President and Treasurer,
Marshall & Ilsley Corp. (bank holding company) (1995-2006). |
|
241 |
|
None |
|
|
|
|
|
|
Kevin M. Carome1956 Invesco Ltd. Two Peachtree Pointe, 1555 Peachtree St., N.E., Suite 1800 Atlanta, GA 30309 |
|
Trustee |
|
Since 2010 |
|
Invesco North American Holdings, Inc.; Executive Vice President (2008-Present), Invesco Investments (Bermuda) Ltd.; Manager, Horizon Flight Works LLC, and Director, Invesco Finance
PLC (2011-Present); Director and Secretary (2012-Present), Invesco Services (Bahamas) Private Limited; and Director and Executive Vice President (2014-Present), INVESCO Asset Management (Bermuda) Ltd.; formerly, Director (2006-2018) and Executive
Vice President (2008-2018), Invesco Group Services, Inc., Invesco Holding Company (US), Inc.; Director, Invesco Holding Company Limited (2007-2018); Director and Executive Vice President, Invesco Finance, Inc. and Director and Chairman, INVESCO
Funds Group, Inc., Senior Vice President, Secretary and General Counsel, Invesco Advisers, |
|
241 |
|
None |
18
|
|
|
|
|
|
|
|
|
|
|
Name, Address and Year of Birth of Independent Trustees |
|
Position(s) Held with Trust |
|
Term of Office and Length
of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
Number of Portfolios in Fund Complex** Overseen
by Independent Trustees |
|
Other Directorships Held
by Independent Trustees During the Past 5 Years |
|
|
|
|
|
|
Inc. (2003-2006); Director, Invesco Investments (Bermuda) Ltd. (2008-2016); Senior Vice President and General Counsel, Liberty Financial Companies, Inc. (2000-2001); General Counsel
of certain investment management subsidiaries of Liberty Financial Companies, Inc. (1998-2000); Associate General Counsel, Liberty Financial Companies, Inc. (1993-1998); Associate, Ropes & Gray LLP. |
|
|
|
|
* |
This is the date the Interested Trustee began serving the Trust. The Interested Trustee serves an indefinite term, until his successor is
elected. |
** |
Fund Complex includes all open- and closed-end funds (including all of their portfolios) advised by the Adviser and any affiliated person of
the Adviser. |
|
|
|
|
|
|
|
Name, Address and Year of
Birth of Executive Officers |
|
Position(s) Held with Trust |
|
Length of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
|
|
|
Daniel E. Draper-1968 Invesco
Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
President and Principal Executive Officer |
|
Since 2015 |
|
Chief Executive Officer, Manager and Principal Executive Officer, Invesco Specialized Products, LLC (2018-Present); President and Principal Executive Officer, Invesco
Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust and Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2015-Present) and
Invesco Exchange-Traded Self-Indexed Fund Trust (2016-Present); Chief Executive Officer and Principal Executive Officer (2016-Present) and Managing Director (2013-Present), Invesco Capital Management LLC; Senior Vice President, Invesco Distributors,
Inc. (2014-Present); formerly, Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust (2013-2015) and Invesco Actively
Managed Exchange-Traded Commodity Fund Trust (2014-2015); Managing Director, Credit Suisse Asset Management (2010-2013) and Lyxor Asset Management/Societe Generale (2007-2010). |
|
|
|
|
Kelli Gallegos-1970 Invesco
Capital Management LLC 3500 Lacey
Road, Suite 700 Downers Grove, IL
60515 |
|
Vice President and Treasurer |
|
Since 2018 |
|
Assistant Treasurer, Invesco Specialized Products, LLC (2018-Present); Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II,
Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust (2018-Present); Principal Financial and
Accounting Officer-Pooled Investments, Invesco Capital Management LLC (2018-Present); Vice President, Principal Financial Officer (2016-Present) and Assistant Treasurer (2008-Present), The Invesco Funds; formerly, Assistant Treasurer, Invesco
Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco Actively Managed Exchange-Traded Fund Trust (2012-2018), Invesco Actively Managed Exchange-Traded Commodity Fund Trust
(2014-2018) and Invesco Exchange-Traded Self-Indexed Fund Trust (2016-2018); Assistant Treasurer, Invesco Capital Management LLC (2013-2018); and Assistant Vice President, The Invesco Funds
(2008-2016). |
19
|
|
|
|
|
|
|
Name, Address and Year of
Birth of Executive Officers |
|
Position(s) Held with Trust |
|
Length of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
|
|
|
Peter Hubbard-1981 Invesco
Capital Management LLC 3500 Lacey
Road, Suite 700 Downers Grove, IL
60515 |
|
Vice President |
|
Since 2009 |
|
Vice President, Invesco Specialized Products, LLC (2018-Present); Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India
Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust (2009-Present), Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2014-Present) and Invesco Exchange-Traded Self-Indexed Fund Trust (2016-Present); Vice
President and Director of Portfolio Management, Invesco Capital Management LLC (2010-Present); formerly, Vice President of Portfolio Management, Invesco Capital Management LLC (2008-2010); Portfolio Manager, Invesco Capital Management LLC
(2007-2008); Research Analyst, Invesco Capital Management LLC (2005-2007); Research Analyst and Trader, Ritchie Capital, a hedge fund operator (2003-2005). |
|
|
|
|
Sheri Morris-1964 Invesco
Capital Management LLC 3500 Lacey Road, Suite 700 Downers Grove, IL 60515 |
|
Vice President |
|
Since 2012 |
|
President and Principal Executive Officer, The Invesco Funds (2016-Present); Treasurer, The Invesco Funds (2008-Present); Vice President, Invesco Advisers, Inc. (formerly known as
Invesco Institutional (N.A.), Inc.) (registered investment adviser) (2009-Present) and Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed
Exchange-Traded Fund Trust (2012-Present), Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2014-Present) and Invesco Exchange-Traded Self-Indexed Fund Trust (2016-Present); formerly, Vice President and Principal Financial Officer, The
Invesco Funds (2008-2016); Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco Actively Managed Exchange-Traded Fund Trust (2011-2013); Vice President, Invesco
Aim Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital
Management, Inc. and Invesco Aim Private Asset Management, Inc. |
|
|
|
|
Anna Paglia-1974 Invesco
Capital Management LLC 3500 Lacey
Road, Suite 700 Downers Grove, IL
60515 |
|
Secretary |
|
Since 2011 |
|
Secretary, Invesco Specialized Products, LLC (2018-Present); Secretary, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund
Trust, Invesco Actively Managed Exchange-Traded Fund Trust (2011-Present), Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2014-Present) and Invesco Exchange-Traded Self-Indexed Fund Trust (2015-Present); Head of Legal (2010-Present)
and Secretary (2015-Present), Invesco Capital Management LLC; Manager and Assistant Secretary, Invesco Indexing LLC (2017-Present); formerly, Partner, K&L Gates LLP (formerly, Bell Boyd & Lloyd LLP) (2007-2010); Associate Counsel at
Barclays Global Investors Ltd. (2004-2006). |
|
|
|
|
Rudolf E. Reitmann-1971
Invesco Capital Management LLC
3500 Lacey Road, Suite 700
Downers Grove, IL 60515 |
|
Vice President |
|
Since 2013 |
|
Head of Global Exchange Traded Funds Services, Invesco Specialized Products, LLC (2018-Present); Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund
Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust (2013-Present), Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2014-Present) and Invesco Exchange-Traded Self-Indexed Fund Trust
(2016-Present); Head of Global Exchange Traded Funds Services, Invesco Capital Management LLC (2013-Present); Vice President, Invesco Capital Markets, Inc. (2018-Present). |
|
|
|
|
David Warren-1957 Invesco
Canada Ltd. 5140 Yonge Street, Suite
800 Toronto, Ontario M2N 6X7 |
|
Vice President |
|
Since 2009 |
|
Manager, Invesco Specialized Products, LLC (2018-Present); Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded
Fund Trust, and Invesco Actively Managed Exchange-Traded Fund Trust (2009-Present), Invesco Actively Managed Exchange-Traded Commodity Fund Trust (2014-Present) and Invesco Exchange-Traded Self-Indexed Fund Trust (2016-Present); Managing
DirectorChief Administrative Officer, Americas, Invesco Capital Management LLC; Senior Vice President, Invesco Advisers, Inc. (2009-Present); Director, Invesco Inc. (2009-Present); Director,
Executive |
20
|
|
|
|
|
|
|
Name, Address and Year of
Birth of Executive Officers |
|
Position(s) Held with Trust |
|
Length of Time Served* |
|
Principal Occupation(s) During Past 5
Years |
|
|
|
|
|
|
Vice President and Chief Financial Officer, Invesco Canada Ltd. (formerly, Invesco Trimark Ltd.) (2011-Present); Chief Administrative Officer, North American Retail, Invesco Ltd.
(2007-Present); Director, Invesco Corporate Class Inc. (2014-Present); Director, Invesco Global Direct Real Estate Feeder GP Ltd. (2015-Present); Director, Invesco Canada Holdings Inc. (2002-Present); Director, Invesco Financial Services Ltd. /
Services Financiers Invesco Ltée and Trimark Investments Ltd./Placements Trimark Ltée (2014-Present); Director, Invesco IP Holdings (Canada) Ltd. (2016-Present); Director, Invesco Global Direct Real Estate GP Ltd. (2015-Present); formerly,
Senior Vice President, Invesco Management Group, Inc. (2007-2018); Executive Vice President and Chief Financial Officer, Invesco Inc. (2009-2015); Director, Executive Vice President and Chief Financial Officer, Invesco Canada Ltd. (formerly, Invesco
Trimark Ltd.) (2000-2011). |
|
|
|
|
Melanie Zimdars-1976 Invesco
Capital Management LLC 3500 Lacey Road,
Suite 700 Downers Grove, IL
60515 |
|
Chief Compliance Officer |
|
Since 2017 |
|
Chief Compliance Officer, Invesco Specialized Products, LLC (2018-Present); Chief Compliance Officer, Invesco Capital Management LLC (2017-Present); Chief Compliance Officer,
Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco
Exchange-Traded Self-Indexed Fund Trust (2017-Present); formerly, Vice President and Deputy Chief Compliance Officer at ALPS Holding, Inc. (2009-2017); Mutual Fund Treasurer/Chief Financial Officer at Wasatch Advisors, Inc. (2005-2008); Compliance
Officer, U.S. Bancorp Fund Services, LLC (2001-2005). |
* |
This is the date each Officer began serving the Trust. Each Officer serves an indefinite term, until his or her successor is elected.
|
The Funds are newly established. As of the date of this SAI, none of the Trustees held equity
securities in the Funds. As of December 31, 2018, each Trustee held in the aggregate over $100,000 equity securities in all of the registered investment companies overseen by the Trustees in the Fund Family.
Share information for Mr. Lim includes shares of certain funds in which Mr. Lim is deemed to be invested pursuant to the
Trusts deferred compensation plan (DC Plan), which is described below.
As of the date of this SAI, as to
each Independent Trustee and his immediate family members, no person owned beneficially or of record securities in an investment adviser or principal underwriter of the Funds, or a person (other than a registered investment company) directly or
indirectly controlling, controlled by or under common control with an investment adviser or principal underwriter of the Funds.
Board and Committee Structure. As noted above, the Board is responsible for oversight of the Funds, including oversight
of the duties performed by the Adviser for each Fund under the investment advisory agreement between the Adviser and the Trust, on behalf of each Fund (the Investment Advisory Agreement). The Board generally meets in regularly scheduled
meetings five times a year, and may meet more often as required. During the fiscal year ended June 30, 2018, the Board held nine meetings.
The Board has three standing committees, the Audit Committee, the Investment Oversight Committee and the Nominating and Governance Committee, and has delegated certain responsibilities to those
Committees.
Messrs. Kole (Chair), Wicker and Wilson currently serve as members of the Audit Committee. The Audit
Committee has the responsibility, among other things, to: (i) approve and recommend to the Board the selection of the Trusts independent registered public accounting firm, (ii) review the scope of the independent registered public
accounting firms audit activity, (iii) review the audited financial statements and (iv) review with such independent registered public accounting firm the adequacy and the effectiveness of the Trusts internal controls over
financial reporting. During the fiscal year ended June 30, 2018, the Audit Committee held six meetings.
Messrs. Bagge,
Barre and Lim (Chair) currently serve as members of the Investment Oversight Committee. The Investment Oversight Committee has the responsibility, among other things, (i) to review fund investment performance, including tracking error and
correlation to a Funds respective Underlying Index, (ii) to review any proposed changes to a Funds investment policies, comparative benchmark indices or underlying index, and
21
(iii) to review a Funds market trading activities and portfolio transactions. During the fiscal year ended June 30, 2018, the Investment Oversight Committee held four meetings.
Messrs. Bagge (Chair), Barre, Kole, Lim, Wicker and Wilson currently serve as members of the Nominating and Governance
Committee. The Nominating and Governance Committee has the responsibility, among other things, to identify and recommend individuals for Board membership and evaluate candidates for Board membership. The Board will consider recommendations for
trustees from shareholders. Nominations from shareholders should be in writing and sent to the Secretary of the Trust to the attention of the Chairman of the Nominating and Governance Committee, as described below under the caption Shareholder
Communications. During the fiscal year ended June 30, 2018, the Nominating and Governance Committee held four meetings.
Mr. Wilson, one of the Independent Trustees, serves as the chair of the Board (the Independent Chair). The Independent Chair, among other things, chairs the Board meetings, participates
in the preparation of the Board agendas and serves as a liaison between, and facilitates communication among, the other Independent Trustees, the full Board, the Adviser and other service providers with respect to Board matters. Mr. Bagge, as
Chair of the Nominating and Governance Committee, serves as vice chair of the Board (the Vice Chair). In the absence of the Independent Chair, the Vice Chair is responsible for all of the Independent Chairs duties and may exercise
any of the Independent Chairs powers. The Chairs of the Audit Committee, Investment Oversight Committee and Nominating and Governance Committee also serve as liaisons between the Adviser and other service providers and the other Independent
Trustees for matters pertaining to the respective Committee. The Board believes that its current leadership structure is appropriate taking into account the assets and number of funds overseen by the Trustees, the size of the Board and the nature of
the Funds business, as the Interested Trustee and officers of the Trust provide the Board with insight as to the daily management of the Funds while the Independent Chair promotes independent oversight of the Funds by the Board.
Risk Oversight. Each Fund is subject to a number of risks, including operational, investment and compliance risks. The
Board, directly and through its Committees, as part of its oversight responsibilities, oversees the services provided by the Adviser and the Trusts other service providers in connection with the management and operations of a Fund, as well as
their associated risks. Under the oversight of the Board, the Trust, the Adviser and other service providers have adopted policies, procedures and controls to address these risks. The Board, directly and through its Committees, receives and reviews
information from the Adviser, other service providers, the Trusts independent registered public accounting firm, Trust counsel and counsel to the Independent Trustees to assist it in its oversight responsibilities. This information includes,
but is not limited to, reports regarding a Funds investments, including Fund performance and investment practices, valuation of Fund portfolio securities, and compliance. The Board also reviews, and must approve any proposed changes to, a
Funds investment objective, policies and restrictions, and reviews any areas of non-compliance with a Funds investment policies and restrictions. The Audit Committee monitors the Trusts accounting policies, financial reporting and
internal control system and reviews any internal audit reports impacting the Trust. As part of its compliance oversight, the Board reviews the annual compliance report issued by the Trusts Chief Compliance Officer on the policies and
procedures of the Trust and its service providers, proposed changes to those policies and procedures and quarterly reports on any material compliance issues that arose during the period.
Experience, Qualifications and Attributes. As noted above, the Nominating and Governance Committee is responsible for
identifying, evaluating and recommending trustee candidates. The Nominating and Governance Committee reviews the background and the educational, business and professional experience of trustee candidates and the candidates expected
contributions to the Board. Trustees selected to serve on the Board are expected to possess relevant skills and experience, time availability and the ability to work well with the other Trustees. In addition to those qualities and based on each
Trustees experience, qualifications and attributes and the Trustees combined contributions to the Board, following is a brief summary of the information that led to the conclusion that each Board member should serve as a Trustee.
Mr. Bagge has served as a trustee and Chairman of the Nominating and Governance Committee with the Fund Family since 2003
and as Vice Chair with the Fund Family since 2018. He founded YQA Capital Management, LLC in 1998 and has since served as a principal. Mr. Bagge serves as a Trustee and a member of the Investment Oversight Committee of Mission Aviation
Fellowship. Previously, Mr. Bagge was the owner and
22
CEO of Electronic Dynamic Balancing Company from 1988 to 2001. He began his career as a securities analyst for institutional investors, including CT&T Asset Management and
J.C. Bradford & Co. The Board considered that Mr. Bagge has served as a board member or advisor for several privately held businesses and charitable organizations and the executive, investment and operations experience that
Mr. Bagge has gained over the course of his career and through his financial industry experience.
Mr. Barre has
served as a trustee with the Fund Family since 2010. He served as Assistant Professor of Business at Trinity Christian College from 2010 to 2016. Previously, he served in various positions with BMO Financial Group/Harris Private Bank, including Vice
President and Senior Investment Strategist (2001-2008), Director of Open Architecture and Trading (2007-2008), Head of Fundamental Research (2004-2007) and Vice President and Senior Fixed Income Strategist (1994-2001). From 1983 to 1994,
Mr. Barre was with the Office of the Manager of Investments at Commonwealth Edison Co. He also was a staff accountant at Peat Marwick Mitchell & Co. from 1981 to 1983. The Board considered the executive, financial and investment
experience that Mr. Barre has gained over the course of his career and through his financial industry experience.
Mr. Carome has served as a trustee with the Fund Family since 2010. He has served as the Senior Managing Director and General Counsel
of Invesco Ltd. since 2006, and has held various senior executive positions with Invesco Ltd. since 2003. Previously, he served in various positions with Liberty Financial Companies, Inc., including Senior Vice President and General Counsel
(2000-2001), General Counsel of certain investment management subsidiaries (1998-2000) and Associate General Counsel (1993-1998). Prior to his employment with Liberty Financial Companies, Inc., Mr. Carome was an associate with
Ropes & Gray LLP. The Board considered Mr. Caromes senior executive position with Invesco Ltd.
Mr. Kole has served as a trustee with the Fund Family since 2006 and Chairman of the Audit Committee with the Fund Family since 2008.
He has been the Senior Director of Finance of By the Hand Club for Kids since 2015. Previously, he was the Chief Financial Officer of Hope Network from 2008 to 2012 and he was the Assistant Vice President and Controller at Priority Health from 2005
to 2008, Senior Vice President of Finance of United Healthcare from 2004 to 2005, Chief Accounting Officer and Senior Vice President of Finance of Oxford Health Plans from 2000 to 2004 and Audit Partner at Arthur Andersen LLP from 1996 to 2000. The
Board of the Trust has determined that Mr. Kole is an audit committee financial expert as defined by the SEC. The Board considered the executive, financial and operations experience that Mr. Kole has gained over the course of
his career and through his financial industry experience.
Mr. Lim has served as a trustee with the Fund Family since 2013
and Chairman of the Investment Oversight Committee with the Fund Family since 2014. He has been a Managing Partner of RDG Funds LLC since 2008. Previously, he was a Managing Director and the Head of the Securitized Products Group of Citadel LLC
(1999-2007). Prior to his employment with Citadel LLC, he was a Managing Director with Salomon Brothers Inc. The Board considered the executive, financial and operations experience that Mr. Lim has gained over the course of his career and
through his financial industry experience.
Mr. Wicker has served as a trustee with the Fund Family since 2013. He has
served as Senior Vice President of Global Finance and Chief Financial Officer at RBC Ministries since 2013. Previously, he was the Executive Vice President and Chief Financial Officer of Zondervan Publishing from 2007 to 2012. Prior to his
employment with Zondervan Publishing, he held various positions with divisions of The Thomson Corporation, including Senior Vice President and Group Controller (2005-2006), Senior Vice President and Chief Financial Officer (2003-2004), Chief
Financial Officer (2001-2003), Vice President, Finance and Controller (1999-2001) and Assistant Controller (1997-1999). Prior to that, Mr. Wicker was Senior Manager in the Audit and Business Advisory Services Group of Price Waterhouse
(1994-1996). The Board has determined that Mr. Wicker is an audit committee financial expert as defined by the SEC. The Board considered the executive, financial and operations experience that Mr. Wicker has gained over the
course of his career and through his financial industry experience.
Mr. Wilson has served as a trustee with the Fund
Family since 2006 and as the Independent Chair with the Fund Family since 2012. He also served as lead Independent Trustee in 2011. He has served as the Chairman, President and Chief Executive Officer of McHenry Bancorp Inc. and McHenry Savings Bank
since 2018. He has served as the Chairman and Chief Executive Officer of Stone Pillar Advisors, Ltd. since 2010 and as President
23
and Chief Executive Officer of Stone Pillar Investments, Ltd. since 2016. Previously, he was the Chairman, President and Chief Executive Officer of Community Financial Shares, Inc. and its
subsidiary, Community BankWheaton/Glen Ellyn (2013-2015). He also was the Chief Operating Officer (2007-2009) and Executive Vice President and Chief Financial Officer (2006-2007) of AMCORE Financial, Inc. Mr. Wilson also served as
Senior Vice President and Treasurer of Marshall & Ilsley Corp. from 1995 to 2006. He started his career with the Federal Reserve Bank of Chicago, serving in several roles in the bank examination division and the economic research division.
The Board of the Trust has determined that Mr. Wilson is an audit committee financial expert as defined by the SEC. The Board considered the executive, financial and operations experience that Mr. Wilson has gained over the
course of his career and through his financial industry experience.
This disclosure is not intended to hold out any Trustee as
having any special expertise and shall not impose greater duties, obligations or liabilities on the Trustees. The Trustees principal occupations during at least the past five years are shown in the above tables.
Effective January 1, 2019, for his services as a Trustee of the Trust and other trusts in the Fund Family, each Independent Trustee
receives an annual retainer of $320,000 (the Retainer). The Retainer for the Independent Trustees is allocated half pro rata among all the funds in the Fund Family and the other half is allocated among all of the funds in the Fund Family
based on average net assets. Mr. Wilson receives an additional $120,000 per year for his service as the Independent Chair, allocated in the same manner as the Retainer. The chair of the Audit Committee receives an additional fee of $35,000 per
year and the chairs of the Investment Oversight Committee, and the Nominating and Governance Committee each receive an additional fee of $20,000 per year, each allocated in the same manner as the Retainer. Prior to January 1, 2019, each
Independent Trustee received an annual retainer of $290,000. Mr. Wilson received an additional $100,000 per year for his service as the Independent Chair, the chair of the Audit Committee received an additional fee of $28,000 per year and the
chairs of the Investment Oversight Committee, and the Nominating and Governance Committee each received an additional fee of $17,000 per year. Each Trustee also is reimbursed for travel and other out-of-pocket expenses incurred in attending Board
and committee meetings.
The Trusts DC Plan allows each Independent Trustee to defer payment of all, or a portion, of the
fees that the Trustee receives for serving on the Board throughout the year. Each eligible Trustee generally may elect to have deferred amounts credited with a return equal to the total return of one or more registered investment companies
within the Fund Family that are offered as investment options under the DC Plan. At the Trustees election, distributions are either in one lump sum payment, or in the form of equal annual installments over a period of years designated by the
Trustee. The rights of an eligible Trustee and the beneficiaries to the amounts held under the DC Plan are unsecured, and such amounts are subject to the claims of the creditors of the Funds. The Independent Trustees are not eligible for any pension
or profit sharing plan in their capacity as Trustees.
The following sets forth the fees paid to each Trustee for the fiscal
year ended June 30, 2018.
|
|
|
|
|
|
|
|
|
|
|
|
|
Name of Trustee |
|
Aggregate Compensation from Trust (1) |
|
|
Pension or Retirement Benefits Accrued as Part of Fund
Expenses |
|
|
Total Compensation Paid from Fund Complex (2) |
|
Independent Trustees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ronn R. Bagge |
|
|
$172,571 |
|
|
|
N/A |
|
|
|
$307,000 |
|
|
|
|
|
Todd J. Barre |
|
|
$163,015 |
|
|
|
N/A |
|
|
|
$290,000 |
|
|
|
|
|
Marc M. Kole |
|
|
$178,755 |
|
|
|
N/A |
|
|
|
$318,000 |
|
|
|
|
|
Yung Bong Lim |
|
|
$172,571 |
|
|
|
N/A |
|
|
|
$307,000 |
|
|
|
|
|
Gary R. Wicker |
|
|
$163,015 |
|
|
|
N/A |
|
|
|
$290,000 |
|
|
|
|
|
Donald H. Wilson |
|
|
$219,228 |
|
|
|
N/A |
|
|
|
$390,000 |
|
|
|
|
|
Unaffiliated Trustee (3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Philip M. Nussbaum (4) |
|
|
$163,015 |
|
|
|
N/A |
|
|
|
$290,000 |
|
|
|
|
|
Interested Trustee |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Kevin M. Carome |
|
|
N/A |
|
|
|
N/A |
|
|
|
N/A |
|
(1) |
Because the Funds had not commenced operations as of June 30, 2018, the Funds did not pay any portion of the amounts shown in this table.
|
24
(2) |
The amounts shown in this column represent the aggregate compensation paid by all funds of the trusts in the Fund Family (except as noted in
the prior footnote) for the twelve months ended June 30, 2018 before deferral by the Trustee under the DC Plan. During the twelve months ended June 30, 2018, Mr. Lim deferred 100% of his compensation, which amounts are reflected in
the above table. |
(3) |
The Unaffiliated Trustee is an officer of a company that engaged in securities transactions with clients advised by a sub-adviser to one or
more funds in the Fund Family, which clients do not include any of the Funds, but was not an affiliated person of the Adviser. |
(4) |
The Adviser paid Mr. Nussbaum $163,015 and $290,000 on behalf of the Trust and the Fund Complex, respectively, for the twelve months
ended June 30, 2018. Mr. Nussbaum resigned from the Board effective September 19, 2018. |
Portfolio Holdings. Each fund is new and, prior to the date of this SAI, the Trustees and officers, as a
group, owned none of each Funds outstanding Shares.
Principal Holders and Control Persons. Each Fund
is new and, prior to the date of this SAI, no person owned of record more than 5% of the outstanding Shares.
Shareholder Communications. Shareholders may send communications to the Trusts Board by addressing the
communications directly to the Board (or individual Board members) and/or otherwise clearly indicating in the salutation that the communication is for the Board (or individual Board members). Shareholders may send the communication to either the
Trusts office or directly to such Board members at the address specified for each Trustee. Management will review and generally respond to other shareholder communications the Trust receives that are not directly addressed and sent to the
Board. Such communications will be forwarded to the Board at managements discretion based on the matters contained therein.
Investment Adviser. The Adviser provides investment tools and portfolios for advisers and investors. The Adviser is committed to theoretically sound portfolio construction and
empirically verifiable investment management approaches. Its asset management philosophy and investment discipline is rooted deeply in the application of intuitive factor analysis and model implementation to enhance investment decisions.
The Adviser acts as investment adviser for, and manages the investment and reinvestment of, the assets of the Funds. The Adviser also
administers the Trusts business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services, and permits any of its officers or employees to serve without compensation as Trustees or officers
of the Trust if elected to such positions.
Invesco Capital Management LLC, organized February 7, 2003, is located at 3500
Lacey Road, Suite 700, Downers Grove, Illinois 60515. Invesco Ltd. is the parent company of Invesco Capital Management LLC and is located at Two Peachtree Pointe, 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. Invesco Ltd. and its subsidiaries
are an independent global investment management group.
Portfolio Managers. The Adviser uses a team of
portfolio managers (the Portfolio Managers), investment strategists and other investment specialists. This team approach brings together many disciplines and leverages the Advisers extensive resources. Peter Hubbard oversees all
research, portfolio management and trading operations of the Adviser. In this capacity, he oversees a team of the Portfolio Managers responsible for the day-to-day management of the Funds. Mr. Hubbard
receives management assistance from Michael Jeanette and Tony Seisser.
As of October 31, 2018, Mr. Hubbard managed
224 registered investment companies with approximately $109.3 billion in assets, 93 other pooled investment vehicles with approximately $94.2 billion in assets and no other accounts.
As of October 31, 2018, Mr. Jeanette managed 172 registered investment companies with approximately $72.6 billion in assets, 21
other pooled investment vehicles with approximately $70.4 billion in assets and no other accounts.
As of October 31,
2018, Mr. Seisser managed 168 registered investment companies with approximately $72.6 billion in assets, 21 other pooled investment vehicles with approximately $70.4 billion in assets and no other accounts.
25
To the extent that any of these registered investment companies, other pooled investment
vehicles or other accounts pay advisory fees that are based on performance (performance-based fees), information on those accounts is specifically broken out.
Because the portfolio managers of the Adviser may manage assets for other investment companies, pooled investment vehicles and/or other accounts (including institutional clients, pension plans and certain
high net worth individuals), there may be an incentive to favor one client over another, resulting in conflicts of interest. For instance, the Adviser may receive fees from certain accounts that are higher than the fee it receives from the Fund, or
it may receive a performance-based fee on certain accounts. In those instances, the portfolio managers may have an incentive to favor the higher and/or performance-based fee accounts over the Fund. In addition, a conflict of interest could exist to
the extent that the Adviser has proprietary investments in certain accounts, where portfolio managers have personal investments in certain accounts or when certain accounts are investment options in the Advisers employee benefits and/or
deferred compensation plans. The portfolio manager may have an incentive to favor these accounts over others. If the Adviser manages accounts that engage in short sales of securities of the type in which the Fund invests, the Adviser could be seen
as harming the performance of the Fund for the benefit of the accounts engaging in short sales if the short sales cause the market value of the securities to fall. The Adviser has adopted trade allocation and other policies and procedures that it
believes are reasonably designed to address these and other conflicts of interest.
Description of Compensation
Structure. The Portfolio Managers are compensated with a fixed salary amount by the Adviser. The Portfolio Managers are eligible, along with other senior employees of the Adviser, to participate in a year-end discretionary bonus pool. The
Compensation Committee of the Adviser will review management bonuses and, depending upon the size, the Compensation Committee may approve the bonus in advance. There is no policy regarding, or agreement with, the Portfolio Managers or any other
senior executive of the Adviser to receive bonuses or any other compensation in connection with the performance of any of the accounts managed by the Portfolio Managers.
Portfolio Holdings. Each Fund is new and, prior to the date of this SAI, none of the Portfolio Managers beneficially owned any Shares.
Investment Advisory Agreement. Pursuant to an Investment Advisory Agreement between the Adviser and the Trust, the
Adviser is responsible for all expenses of the Funds, including the costs of transfer agency, custody, fund administration, legal, audit and other services, except for advisory fees, distribution fees, if any, brokerage expenses, taxes, interest,
Acquired Fund Fees and Expenses, if any, litigation expenses and other extraordinary expenses. For the Advisers services, each Fund has agreed to pay an annual unitary management fee equal to a percentage of its average daily net assets set
forth in the chart below (the Advisory Fee).
|
|
|
Fund |
|
Advisory Fee |
Invesco Emerging Markets Revenue ETF |
|
0.46% |
|
|
Invesco Emerging Markets Ultra Dividend Revenue ETF |
|
0.46% |
|
|
Invesco Global ESG Revenue ETF |
|
0.45% |
|
|
Invesco Global Revenue ETF |
|
0.43% |
|
|
Invesco International Revenue ETF |
|
0.42% |
|
|
Invesco International Ultra Dividend Revenue ETF |
|
0.42% |
|
|
Invesco Russell 1000® Low Volatility Factor ETF |
|
0.19% |
|
|
Invesco Russell 1000® Momentum Factor ETF |
|
0.19% |
|
|
Invesco Russell 1000® Quality Factor ETF |
|
0.19% |
|
|
Invesco Russell 1000® Size Factor ETF |
|
0.19% |
|
|
Invesco Russell 1000® Value Factor ETF |
|
0.19% |
|
|
Invesco Russell 1000® Yield Factor ETF |
|
0.19% |
|
|
Invesco S&P 500 Revenue ETF |
|
0.39% |
|
|
Invesco S&P Financials Revenue ETF |
|
0.45% |
|
|
Invesco S&P MidCap 400 Revenue ETF |
|
0.39% |
|
|
Invesco S&P SmallCap 600 Revenue ETF |
|
0.39% |
|
|
Invesco S&P Ultra Dividend Revenue ETF |
|
0.39% |
26
The Adviser has agreed to waive a portion of its unitary management fee to the extent
necessary to prevent each Funds operating expenses (excluding distribution fees, if any, brokerage expenses, taxes, interest, litigation expenses, acquired fund fees and expenses, if any, and other extraordinary expenses) from exceeding the
management fee for at least two years following each Funds acquisition of its corresponding Predecessor Fund.
The Funds
may invest in money market funds that are managed by affiliates of the Adviser. The indirect portion of the management fee that a Fund incurs through such investments is in addition to the Advisers unitary management fee. Therefore, the
Adviser has contractually agreed to waive the management fees that it receives in an amount equal to the indirect management fees that a Fund incurs through its investments in affiliated money market funds for at least two years following each
Funds acquisition of its corresponding Predecessor Fund. There is no guarantee that the Adviser will extend the waiver of these fees past that date.
Under the Investment Advisory Agreement, the Adviser will not be liable for any error of judgment or mistake of law or for any loss suffered by a Fund in connection with the performance of the Investment
Advisory Agreement, except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of the Adviser in the performance of its duties or from reckless disregard of its duties and obligations thereunder. The Investment
Advisory Agreement continues in effect only if approved annually by the Board, including a majority of the Independent Trustees. The Investment Advisory Agreement terminates automatically upon assignment and is terminable at any time without penalty
as to a Fund by the Board, including a majority of the Independent Trustees, or by vote of the holders of a majority of that Funds outstanding voting securities on 60 days written notice to the Adviser, or by the Adviser on 60 days
written notice to the Fund.
The Funds were created as part of the reorganization of the Predecessor Funds into the
respective Funds. Prior to the reorganization, the Predecessor Funds were managed by OFI Advisors, LLC. The aggregate amount of the Advisory Fees paid by each Predecessor Fund to OFI Advisors, LLC (before giving effect to any amounts reimbursed by
OFI Advisors, LLC) and the aggregate amount of expenses reimbursed by OFI Advisors, LLC during the fiscal years ended June 30, 2016, 2017 and 2018 are set forth in the chart below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2018 |
|
June 30, 2017 |
|
June 30, 2016 |
|
|
Net Expenses Reimbursed5 |
|
Advisory Fees Paid (Before Reimbursements) |
|
Net Expenses Reimbursed5 |
|
Advisory Fees Paid (Before Reimbursements) |
|
Net Expenses Reimbursed5 |
|
Advisory Fees Paid (Before Reimbursements |
|
|
|
|
|
|
|
Emerging Markets Revenue Predecessor Fund1 |
|
$19,592 |
|
$60,955 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Emerging Markets Ultra Dividend Revenue Predecessor Fund2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Global ESG Revenue Predecessor Fund3 |
|
$29,748 |
|
$101,384 |
|
$90,045 |
|
$55,253 |
|
|
|
|
|
|
|
|
|
|
|
Global Revenue Predecessor Fund1 |
|
$19,556 |
|
$56,502 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
International Revenue Predecessor Fund1 |
|
$19,561 |
|
$55,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
International Ultra Dividend Revenue Predecessor Fund2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Low Volatility Factor Predecessor Fund4 |
|
|
|
$6,249 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Momentum Factor Predecessor Fund4 |
|
|
|
$6,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Quality Factor Predecessor Fund4 |
|
|
|
$6,377 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Size Factor Predecessor Fund4 |
|
|
|
$6,381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Value Factor Predecessor Fund4 |
|
|
|
$6,376 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Russell 1000 Yield Factor Predecessor Fund4 |
|
|
|
$6,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
S&P 500 Revenue Predecessor Fund |
|
$165,894 |
|
$3,304,347 |
|
$546,288 |
|
$2,023,690 |
|
$442,917 |
|
$1,492,655 |
|
|
|
|
|
|
|
S&P 500 Financials Revenue Predecessor Fund |
|
$15,730 |
|
$206,331 |
|
$85,003 |
|
$119,209 |
|
$105,048 |
|
$112,541 |
|
|
|
|
|
|
|
S&P MidCap 400 Revenue Predecessor Fund |
|
$117,624 |
|
$1,417,077 |
|
$336,480 |
|
$1,047,616 |
|
$374,710 |
|
$1,050,107 |
|
|
|
|
|
|
|
S&P SmallCap 600 Revenue Predecessor Fund |
|
$131,859 |
|
$1,994,116 |
|
$495,491 |
|
$1,781,319 |
|
$451,324 |
|
$1,586,356 |
|
|
|
|
|
|
|
Ultra Dividend Revenue Predecessor Fund |
|
$127,492 |
|
$2,034,326 |
|
$369,998 |
|
$1,332,271 |
|
$176,811 |
|
$302,354 |
1 |
Emerging Markets Revenue Predecessor Fund, Global Revenue Predecessor Fund, and International Revenue Predecessor Fund commenced investment
operations on July 11, 2017. |
27
2 |
Emerging Markets Ultra Dividend Revenue Predecessor Fund and International Ultra Dividend Revenue Predecessor Fund commenced investment
operations on August 8, 2018. |
3 |
Global ESG Revenue Predecessor Fund commenced investment operations on October 31, 2016. |
4 |
Russell 1000 Low Volatility Factor Predecessor Fund, Russell 1000 Momentum Factor Predecessor Fund, Russell 1000 Quality Factor Predecessor
Fund, Russell 1000 Size Factor Predecessor Fund, Russell 1000 Value Factor Predecessor Fund and Russell 1000 Yield Factor Predecessor Fund commenced investment operations on November 8, 2017. |
5 |
Fees Waived and/or Expenses Reimbursed apply to fees paid before September 30, 2017, after which Predecessor Fund fees were paid by OFI
Advisors, LLC under a unitary fee structure, subject to certain exclusions. |
Payments to Financial
Intermediaries. The Adviser, the Distributor and/or their affiliates may enter into contractual arrangements with certain broker-dealers, banks and other financial intermediaries (each, an Intermediary and together, the
Intermediaries) that the Adviser, the Distributor and/or their affiliates believe may benefit the Funds. Pursuant to such arrangements, the Adviser, the Distributor and/or their affiliates may provide cash payments or non-cash
compensation, from their own assets and not from the assets of the Funds, to Intermediaries for certain activities that are designed to make registered representatives and other professionals more knowledgeable about exchange-traded products,
including each Fund, or for other activities, such as marketing, presentations, educational training programs, conferences, data collection and provision, technology support, the development of technology platforms and reporting systems and
providing their customers with access to the Funds via online platforms.
Any payments made pursuant to such arrangements may
vary in any year and may be different for different Intermediaries. In certain cases, the payments described here may be subject to certain minimum payment levels. Although a portion of the Advisers revenue comes directly or indirectly in part
from fees paid by the Funds, payments to Intermediaries are not financed by the Funds and therefore do not increase the price paid by investors for the purchase of shares of, or the cost of owning, a Fund or reduce the amount received by a
shareholder as proceeds from the redemption of Shares. As a result, such payments are not reflected in the fees and expenses listed in the fees and expenses sections of the Funds Prospectus.
The Adviser periodically assesses the advisability of continuing to make these payments. Payments to an Intermediary may be significant to
that Intermediary, and amounts that Intermediaries pay to your adviser, broker or other investment professional, if any, may also be significant to such adviser, broker or investment professional. Because an Intermediary may make decisions about
what investment options it will make available or recommend, and what services to provide in connection with various products, based on payments it receives or is eligible to receive, such payments create conflicts of interest between the
Intermediary and its clients. For example, these financial incentives may cause the Intermediary to recommend the Funds over other investments. The same conflict of interest exists with respect to your financial adviser, broker or investment
professionals if he or she receives similar payments from his or her intermediary firm.
As of the date of this SAI, as amended
or supplemented from time to time, the Intermediaries receiving such payments include Charles Schwab & Co., Inc., E*TRADE Savings Bank, Morgan Stanley Smith Barney LLC, Pershing LLC, Premier Issuer Program offered by CLS Investments, LLC,
Raymond James Financial Services, Inc., TD Ameritrade Exchange-Traded Fund Market Center Program and Trust Company of America.
Please contact your salesperson, adviser, broker or other investment professional for more information regarding any such payments or
financial incentives his or her intermediary firm may receive. Any payments made, or financial incentives offered, by the Adviser, Distributor and/or their affiliates to an Intermediary may create the Incentive for the intermediary to encourage
customers to buy Shares.
Administrator. BNYM serves as administrator for the Funds. Its principal
address is 240 Greenwich Street, New York, New York 10286.
BNYM serves as Administrator for the Funds pursuant to a fund
administration and accounting agreement (the Administrative Services Agreement) with the Trust. Under the Administrative Services Agreement, BNYM is obligated, on a continuous basis, to provide such administrative services as the Board
reasonably deems necessary for the proper administration of the Trust and the Funds. BNYM generally will assist in many
28
aspects of the Trusts and the Funds operations, including accounting, bookkeeping and record keeping services (including, without limitation, the maintenance of such books and records
as are required under the 1940 Act and the rules thereunder, except as maintained by other service providers), assist in preparing reports to shareholders or investors; assist in the preparation and filing of tax returns; supply financial
information and supporting data for reports to and filings with the SEC and various state Blue Sky authorities; and supply supporting documentation for meetings of the Board.
Pursuant to the Administrative Services Agreement, the Trust has agreed to indemnify the Administrator for certain liabilities, including
certain liabilities arising under the federal securities laws, unless such loss or liability results from negligence or willful misconduct in the performance of its duties.
Administration fees paid by the Predecessor Funds to BNYM during the fiscal years ended June 30, 2016, 2017 and 2018 were as follows:
|
|
|
|
|
|
|
|
|
June 30, 20183 |
|
June 30, 2017 |
|
June 30, 2016 |
|
|
|
|
Emerging Markets Revenue Predecessor Fund1 |
|
$8,462 |
|
|
|
|
|
|
|
|
Global ESG Revenue Predecessor Fund2 |
|
$17,754 |
|
$45,540 |
|
|
|
|
|
|
Global Revenue Predecessor Fund1 |
|
$8,425 |
|
|
|
|
|
|
|
|
International Revenue Predecessor Fund1 |
|
$8,431 |
|
|
|
|
|
|
|
|
S&P 500 Revenue Predecessor Fund |
|
$108,420 |
|
$373,833 |
|
$317,903 |
|
|
|
|
S&P 500 Financials Revenue Predecessor Fund |
|
$5,518 |
|
$42,385 |
|
$41,169 |
|
|
|
|
S&P MidCap 400 Revenue Predecessor Fund |
|
$84,553 |
|
$225,693 |
|
$261,008 |
|
|
|
|
S&P SmallCap 600 Revenue Predecessor Fund |
|
$83,310 |
|
$340,785 |
|
$315,968 |
|
|
|
|
Ultra Dividend Revenue Predecessor Fund |
|
$71,578 |
|
$252,681 |
|
$113,779 |
1 |
Emerging Markets Revenue Predecessor Fund, Global Revenue Predecessor Fund, and International Revenue Predecessor Fund commenced investment
operations on July 11, 2017. |
2 |
Global ESG Revenue Predecessor Fund commenced investment operations on October 31, 2016. |
3 |
Reflects fees paid before September 30, 2017, after which all administrative service fees were paid by OFI Advisors, LLC.
|
The fees for administrative services provided to the Emerging Markets Ultra Dividend Revenue Predecessor
Fund, International Ultra Dividend Revenue Predecessor Fund, Russell 1000 Low Volatility Factor Predecessor Fund, Russell 1000 Momentum Factor Predecessor Fund, Russell 1000 Quality Factor Predecessor Fund, Russell 1000 Size Factor Predecessor
Fund, Russell 1000 Value Factor Predecessor Fund and Russell 1000 Yield Factor Predecessor Fund were paid solely by such Predecessor Funds investment adviser from the unitary management fee.
Custodian, Transfer Agent and Fund Accounting Agent. BNYM, (the Custodian or Transfer Agent),
located at 240 Greenwich Street, New York, New York 10286, also serves as custodian for the Funds pursuant to a custodian agreement (the Custodian Agreement). As Custodian, BNYM holds the Funds assets, calculates the NAV of Shares
and calculates net income and realized capital gains or losses. BNYM also serves as transfer agent for the Funds pursuant to a transfer agency agreement (the Transfer Agency Agreement). Further, BNYM serves as Fund accounting agent
pursuant to the fund accounting agreement (the Fund Accounting Agreement). As compensation for the foregoing services, BNYM may be reimbursed for its out-of-pocket expenses, and receive transaction fees and asset-based fees, which are
accrued daily and paid monthly.
Distributor. Invesco Distributors, Inc. (the Distributor) is the
distributor of the Funds Shares. The Distributors principal address is 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. The Distributor has entered into a distribution agreement (the Distribution Agreement) with the
Trust pursuant to which it distributes the Funds Shares. Each Fund continuously offers Shares for sale through the Distributor only in Creation Unit Aggregations, as described in the Prospectus and below under the heading Creation and
Redemption of Creation Unit Aggregations.
29
The Distribution Agreement for the Funds provides that it may be terminated as to a Fund at
any time, without the payment of any penalty, on at least 60 days written notice by the Trust to the Distributor (i) by vote of a majority of the Independent Trustees or (ii) by vote of a majority of the outstanding voting securities
(as defined in the 1940 Act) of the Fund. The Distribution Agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act).
Aggregations. The Distributor does not distribute Shares in less than Creation Unit Aggregations. The Distributor will deliver a Prospectus (or a Summary Prospectus) and, upon request,
this SAI to persons purchasing Creation Unit Aggregations and will maintain records of both orders placed with it and confirmations of acceptance furnished by it. The Distributor is a broker-dealer registered under the Securities Exchange Act of
1934, as amended (the Exchange Act), and a member of the Financial Industry Regulatory Authority (FINRA).
The Distributor also may enter into agreements with securities dealers (Soliciting Dealers) who will solicit purchases of Creation Unit Aggregations of the Shares. Such Soliciting Dealers also
may be Participating Parties (as defined in Procedures for Creation of Creation Unit Aggregations below) and DTC Participants (as defined in DTC Acts as Securities Depository for Shares below).
Securities Lending Arrangement. The Funds may participate in a securities lending program (the Program)
pursuant to a securities lending agreement that establishes the terms of the loan, including collateral requirements. While collateral may consist of cash, U.S. Government securities, letters of credit, or such other collateral as may be permitted
under such Funds investment policies, the Adviser currently accepts only cash collateral under the Program. Funds participating in the Program may lend securities to securities brokers and other borrowers. The Adviser renders certain
administrative services to the Funds that engage in securities lending activities, which includes: (a) overseeing participation in the Program to ensure compliance with all applicable regulatory and investment guidelines; (b) assisting the
securities lending agent or principal (the agent) in determining which specific securities are available for loan; (c) monitoring the agent to ensure that securities loans are effected in accordance with the Advisers instructions and with
procedures adopted by the Board; (d) monitoring the creditworthiness of the agent and borrowers to ensure that securities loans are effected in accordance with the Advisers risk policies; (e) preparing appropriate periodic Board
reports with respect to securities lending activities; (f) responding to agent inquiries; and (g) performing such other duties as may be necessary.
BNYM serves as the securities lending agent for the Program and provides the following services for the Funds in connection with securities lending activities: (i) entering into loans with approved
entities subject to guidelines or restrictions provided by the Funds; (ii) receiving and holding collateral from borrowers, and facilitating the investment and reinvestment of cash collateral; (iii) monitoring daily the value of the loaned
securities and collateral, including receiving and delivering additional collateral as necessary from/to borrowers; (iv) negotiating loan terms; (v) selecting securities to be loaned subject to guidelines or restrictions provided by the
Funds; (vi) recordkeeping and account servicing; (vii) monitoring dividend/distribution activity and material proxy votes relating to loaned securities; and (viii) arranging for return of loaned securities to the Funds at loan
termination.
The Predecessor Funds securities lending agent was responsible for the administration and management of
each Predecessor Funds securities lending program, including (i) selecting securities to be loaned; (ii) locating borrowers previously approved by the Predecessor Funds board; (iii) negotiating loan terms;
(iv) monitoring daily the value of the loaned securities and collateral; (v) requiring additional collateral as necessary; (vi) investing cash collateral in accordance with a Predecessor Funds instructions; (vii) marking to
market non-cash collateral; (viii) maintaining custody of non-cash collateral; (ix) recordkeeping and account servicing; (x) monitoring dividend activity and material proxy votes relating to
loaned securities; (xi) transferring loaned securities; (xii) recalling loaned securities in accordance with a Predecessor Funds instructions; and (xiii) arranging for return of loaned securities to a Predecessor Fund at loan
termination. Based on publicly
30
available filings, for the fiscal year ended June 30, 2018, the income earned by the Predecessor Funds, as well as the fees and/or compensation paid by the Predecessor Funds (in dollars)
were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross income from
securities
lending activities1 |
|
Fees paid to Securities
Lending
Agent
from a
revenue split2 |
|
Fees paid for any cash collateral
management
service
(including
fees
deducted
from a
pooled cash
collateral
reinvestment
vehicle) not
included in
the revenue
split3
|
|
Administrative fees not included in the
revenue
split4 |
|
Indemnification fees not included in the
revenue
split5 |
|
Rebate (paid to
borrower) |
|
Rebate (due from borrower) |
|
Other fees not included
in the
revenue split |
|
Aggregate fees/ compensation
for securities lending
activities |
|
Net income from
securities
lending activities |
|
|
|
|
|
|
|
|
|
|
|
Emerging Markets Revenue Predecessor Fund* |
|
$648 |
|
$(97) |
|
|
|
|
|
|
|
$(289) |
|
$30 |
|
|
|
$(356) |
|
$292 |
|
|
|
|
|
|
|
|
|
|
|
Global ESG Revenue Predecessor Fund* |
|
$3,020 |
|
$(647) |
|
|
|
|
|
|
|
$(1,516) |
|
$1,085 |
|
|
|
$(1,078) |
|
$1,942 |
|
|
|
|
|
|
|
|
|
|
|
Global Revenue Predecessor Fund* |
|
$1,374 |
|
$(331) |
|
|
|
|
|
|
|
$(523) |
|
$470 |
|
|
|
$(384) |
|
$990 |
|
|
|
|
|
|
|
|
|
|
|
International Revenue Predecessor Fund* |
|
$1,577 |
|
$(454) |
|
|
|
|
|
|
|
$(607) |
|
$839 |
|
|
|
$(222) |
|
$1,355 |
|
|
|
|
|
|
|
|
|
|
|
S&P 500 Revenue Predecessor Fund* |
|
$78,189 |
|
$(13,676) |
|
|
|
|
|
|
|
$(30,858) |
|
$7,478 |
|
|
|
$(37,056) |
|
$41,133 |
|
|
|
|
|
|
|
|
|
|
|
S&P 500 Financials Revenue Predecessor Fund* |
|
$82 |
|
$(12) |
|
|
|
|
|
|
|
$(34) |
|
$0 |
|
|
|
$(46) |
|
$36 |
|
|
|
|
|
|
|
|
|
|
|
S&P MidCap 400 Revenue Predecessor Fund* |
|
$383,501 |
|
$(131,809) |
|
|
|
|
|
|
|
$(147,270) |
|
$199,677 |
|
|
|
$(79,402) |
|
$304,099 |
|
|
|
|
|
|
|
|
|
|
|
S&P SmallCap 600 Revenue Predecessor Fund* |
|
$695,098 |
|
$(453,876) |
|
|
|
|
|
|
|
$(244,595) |
|
$1,364,434 |
|
|
|
$665,963 |
|
$1,361,061 |
|
|
|
|
|
|
|
|
|
|
|
Ultra Dividend Revenue Predecessor Fund* |
|
$405,178 |
|
$(190,351) |
|
|
|
|
|
|
|
$(173,461) |
|
$529,470 |
|
|
|
$165,658 |
|
$570,836 |
* |
For the fiscal year ended June 30, 2018. |
1 |
Gross income includes income from the reinvestment of cash collateral. |
2 |
Revenue split represents the share of revenue generated by the securities lending program and paid to The Bank of New York Mellon, the
Predecessor Funds securities lending agent. |
3 |
Cash collateral management fees include the contractual management fees deducted from a pooled cash collateral reinvestment vehicle that are
not included in the revenue split. |
Amounts shown above may differ from amounts disclosed in the Predecessor
Funds Annual Report as a result of timing differences, reconciliations, and certain other adjustments.
Index
Providers. No entity that creates, compiles, sponsors or maintains an Underlying Index is or will be an affiliated person, as defined in Section 2(a)(3) of the 1940 Act, or an affiliated person of an affiliated person, of
the Trust, the Adviser, the Distributor or a promoter of the Funds.
Neither the Adviser nor any affiliate of the Adviser has
any rights to influence the selection of the securities in the Underlying Indexes.
31
Set forth below is a list of each Fund and the Underlying Index upon which it is based.
|
|
|
Fund |
|
Underlying Index |
Invesco Emerging Markets Revenue ETF |
|
Invesco Revenue Weighted Emerging Markets Index |
|
|
Invesco Emerging Markets Ultra Dividend Revenue ETF |
|
FTSE Custom Emerging Ultra Dividend Revenue Index |
|
|
Invesco Global ESG Revenue ETF |
|
Invesco Revenue Weighted Global ESG Index |
|
|
Invesco Global Revenue ETF |
|
Invesco Revenue Weighted Global Index |
|
|
Invesco International Revenue ETF |
|
Invesco Revenue Weighted International Index |
|
|
Invesco International Ultra Dividend Revenue ETF |
|
FTSE Custom Developed ex US Ultra Dividend Revenue Index |
|
|
Invesco Russell 1000® Low Volatility Factor ETF |
|
Russell 1000 Volatility Factor Index |
|
|
Invesco Russell 1000® Momentum Factor ETF |
|
Russell 1000 Momentum Factor Index |
|
|
Invesco Russell 1000® Quality Factor ETF |
|
Russell 1000 Quality Factor Index |
|
|
Invesco Russell 1000® Size Factor ETF |
|
Russell 1000 Size Factor Index |
|
|
Invesco Russell 1000® Value Factor ETF |
|
Russell 1000 Value Factor Index |
|
|
Invesco Russell 1000® Yield Factor ETF |
|
Russell 1000 Yield Factor Index |
|
|
Invesco S&P 500 Revenue ETF |
|
S&P 500 Revenue-Weighted Index |
|
|
Invesco S&P Financials Revenue ETF |
|
S&P 500 Financials Sector Revenue-Weighted Index |
|
|
Invesco S&P MidCap 400 Revenue ETF |
|
S&P MidCap 400 Revenue-Weighted Index |
|
|
Invesco S&P SmallCap 600 Revenue ETF |
|
S&P SmallCap 600 Revenue-Weighted Index |
|
|
Invesco S&P Ultra Dividend Revenue ETF |
|
S&P 900 Dividend Revenue-Weighted Index |
BROKERAGE TRANSACTIONS AND COMMISSIONS ON AFFILIATED TRANSACTIONS
The policy of the Adviser regarding purchases and sales of securities is to give primary consideration to obtaining the
most favorable prices and efficient executions of transactions under the circumstances. Consistent with this policy, when securities transactions are effected on a stock exchange, the Advisers policy is to pay commissions that are considered
fair and reasonable without necessarily determining that the lowest possible commissions are paid in all circumstances. In seeking to determine the reasonableness of brokerage commissions paid in any transaction, the Adviser relies upon its
experience and knowledge regarding commissions various brokers generally charge. The sale of Shares by a broker-dealer is not a factor in the selection of broker-dealers.
In seeking to implement its policies, the Adviser effects transactions with those brokers and dealers that the Adviser believes provide the most favorable prices and are capable of providing efficient
executions. The Adviser currently does not participate in soft dollar transactions.
The Adviser assumes general supervision
over placing orders on behalf of the Funds for the purchase or sale of portfolio securities. If purchases or sales of portfolio securities by the Funds and one or more other investment companies or clients supervised by the Adviser are considered at
or about the same time, the Adviser allocates transactions in such securities among the Funds, the several investment companies and clients in a manner deemed equitable to all. In some cases, this procedure could have a detrimental effect on the
price or volume of the security as far as the Funds are concerned. However, in other cases, it is possible that the ability to participate in volume transactions and to negotiate lower brokerage commissions will be beneficial to the Funds. The
primary consideration is prompt execution of orders at the most favorable net price under the circumstances.
Purchases and
sales of fixed-income securities for a Fund usually are principal transactions and ordinarily are purchased directly from the issuer or from an underwriter or broker-dealer. The Funds do not usually pay brokerage commissions in connection with such
purchases and sales, although purchases of new issues from underwriters of securities typically include a commission or concession paid by the issuer to the underwriter, and purchases from dealers serving as market-makers typically include a
dealers mark-up (i.e., a spread between the bid and the ask prices).
When a Fund purchases a newly issued security at a
fixed price, the Adviser may designate certain members of the underwriting syndicate to receive compensation associated with that transaction. Certain dealers have agreed to rebate a portion of such compensation directly to the Fund to offset the
Funds management expenses.
32
The aggregate brokerage commissions paid by each Predecessor Fund during the fiscal
years ended June 30, 2016, 2017 and 2018 are set forth in the chart below.
|
|
|
|
|
|
|
|
|
June 30, 2018 |
|
June 30, 2017 |
|
June 30, 2016 |
Emerging Markets Revenue Predecessor Fund1 |
|
$19,685 |
|
|
|
|
|
|
|
|
Emerging Markets Ultra Dividend Revenue Predecessor Fund2 |
|
|
|
|
|
|
|
|
|
|
Global ESG Revenue Predecessor Fund3 |
|
$11,199 |
|
$19,127 |
|
|
|
|
|
|
Global Revenue Predecessor Fund1 |
|
$7,954 |
|
|
|
|
|
|
|
|
International Revenue Predecessor Fund1 |
|
$3,985 |
|
|
|
|
|
|
|
|
International Ultra Dividend Revenue Predecessor Fund2 |
|
|
|
|
|
|
|
|
|
|
Russell 1000 Low Volatility Factor Predecessor Fund4 |
|
$233 |
|
|
|
|
|
|
|
|
Russell 1000 Momentum Factor Predecessor Fund4 |
|
$510 |
|
|
|
|
|
|
|
|
Russell 1000 Quality Factor Predecessor Fund4 |
|
$328 |
|
|
|
|
|
|
|
|
Russell 1000 Size Factor Predecessor Fund4 |
|
$502 |
|
|
|
|
|
|
|
|
Russell 1000 Value Factor Predecessor Fund4 |
|
$419 |
|
|
|
|
|
|
|
|
Russell 1000 Yield Factor Predecessor Fund4 |
|
$238 |
|
|
|
|
|
|
|
|
S&P 500 Revenue Predecessor Fund |
|
$49,195 |
|
$55,486 |
|
$81,372 |
|
|
|
|
S&P 500 Financials Revenue Predecessor Fund |
|
$2,212 |
|
$3,060 |
|
$5,358 |
|
|
|
|
S&P MidCap 400 Revenue Predecessor Fund |
|
$114,497 |
|
$167,753 |
|
$170,533 |
|
|
|
|
S&P SmallCap 600 Revenue Predecessor Fund |
|
$314,531 |
|
$439,224 |
|
$550,960 |
|
|
|
|
Ultra Dividend Revenue Predecessor Fund |
|
$239,493 |
|
$385,009 |
|
$213,470 |
1 |
Emerging Markets Revenue Predecessor Fund, Global Revenue Predecessor Fund, and International Revenue Predecessor Fund commenced investment
operations on July 11, 2017. |
2 |
Emerging Markets Ultra Dividend Revenue Predecessor Fund and International Ultra Dividend Revenue Predecessor Fund commenced investment
operations on August 8, 2018. |
3 |
Global ESG Revenue Predecessor Fund commenced investment operations on October 31, 2016. |
4 |
Russell 1000 Low Volatility Factor Predecessor Fund, Russell 1000 Momentum Factor Predecessor Fund, Russell 1000 Quality Factor Predecessor
Fund, Russell 1000 Size Factor Predecessor Fund, Russell 1000 Value Factor Predecessor Fund and Russell 1000 Yield Factor Predecessor Fund commenced investment operations on November 8, 2017. |
During the fiscal year ended June 30, 2018, the Predecessor Funds and OFI Advisors, LLC did not direct the Predecessor Funds
brokerage transactions to a broker because of research services provided.
Affiliated Transactions. The
Adviser may place trades with Invesco Capital Markets, Inc. (ICMI) a broker-dealer with whom it is under common control, provided the Adviser determines that affiliates trade execution abilities and costs are at least comparable to
those of non-affiliated brokerage firms with which the Adviser could otherwise place similar trades. ICMI receives brokerage commissions in connection with effecting trades for the Funds and, therefore, use of ICMI presents a conflict of interest
for the Adviser. Trades placed through ICMI, including the brokerage commissions paid to ICMI, are subject to procedures adopted by the Board.
ADDITIONAL INFORMATION CONCERNING THE TRUST
The
Trust is an open-end management investment company registered under the 1940 Act. The Trust was organized as a Massachusetts business trust on October 10, 2006 pursuant to a Declaration of Trust (the Declaration).
The Trust is authorized to issue an unlimited number of shares in one or more series or funds. The Board has the right to
establish additional series in the future, to determine the preferences, voting powers, rights and privileges thereof and to modify such preferences, voting powers, rights and privileges, without shareholder approval.
33
Each Share issued by a Fund has a pro rata interest in the assets of the Fund. Shares have
no preemptive, exchange, subscription or conversion rights and are freely transferable. Each Share is entitled to participate equally in dividends and other distributions declared by the Board with respect to the Fund and in the net distributable
assets of the Fund on liquidation.
Shareholders are entitled to vote on any matter as required by the 1940 Act or other
applicable laws, but otherwise the Trustees are permitted to take any action without seeking the consent of shareholders. The Trustees, without shareholder approval, may amend the Declaration in any respect or authorize the merger or consolidation
of the Trust or any fund into another trust or entity, reorganize the Trust or any fund into another trust or entity or a series or class of another entity, sell all or substantially all of the assets of the Trust or the Fund to another entity, or a
series or class of another entity, or terminate the Trust or any fund.
The Trust is not required, and does not intend, to hold
an annual meeting of shareholders, but will call special meetings of shareholders whenever required by the 1940 Act or by the terms of the Declaration.
Each Share has one vote with respect to matters upon which a shareholder vote is required consistent with the requirements of the 1940 Act and the rules promulgated thereunder. Shares of the funds of the
Trust vote together as a single class except as otherwise required by the 1940 Act, or if the matter being voted on affects only a particular fund, and, if a matter affects a particular fund differently from other funds, the shares of that fund will
vote separately on such matter.
The Declaration provides that by becoming a shareholder of a Fund, each shareholder shall be
held expressly to have agreed to be bound by the provisions of the Declaration. The holders of Shares are required to disclose information on direct or indirect ownership of Shares as may be required to comply with various laws applicable to the
Funds or as otherwise determined by the Trustees, and ownership of Shares may be disclosed by the Funds if so required by law or regulation or as the Trustees may otherwise determine.
Under Massachusetts law applicable to Massachusetts business trusts, shareholders of such a trust may, under certain circumstances, be
held personally liable as partners for its obligations. However, the Declaration contains an express disclaimer of shareholder liability for acts or obligations of the Trust and requires that notice of this disclaimer be given in each agreement,
obligation or instrument entered into or executed by the Trust or the Trustees. The Declaration further provides for indemnification out of the assets and property of the Trust for all losses and expenses of any shareholder held personally liable
for the obligations of the Trust. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which both inadequate insurance existed and the Trust or Fund itself was unable to meet its
obligations. The Trust believes the likelihood of the occurrence of these circumstances is remote.
The Trusts
Declaration also provides that a Trustee acting in his or her capacity of trustee is not liable personally to any person other than the Trust or its shareholders for any act, omission, or obligation of the Trust. The Declaration further provides
that a Trustee or officer is liable to the Trust or its shareholders only for his or her bad faith, willful misfeasance, gross negligence or reckless disregard of his or her duties, and shall not be liable for errors of judgment or mistakes of fact
or law. The Declaration requires the Trust to indemnify any persons who are or who have been Trustees, officers or employees of the Trust for any liability for actions or failure to act except to the extent prohibited by applicable federal law. In
making any determination as to whether any person is entitled to the advancement of expenses in connection with a claim for which indemnification is sought, such person is entitled to a rebuttable presumption that he or she did not engage in conduct
for which indemnification is not available.
The Declaration provides that any Trustee who serves as chair of the Board or of a
committee of the Board, lead independent Trustee, or audit committee financial expert, or in any other similar capacity will not be subject to any greater standard of care or liability because of such position.
The Declaration provides a detailed process for the bringing of derivative actions by shareholders in order to permit legitimate inquiries
and claims while avoiding the time, expense, distraction, and other harm that can be caused to a Fund or its shareholders as a result of spurious shareholder demands and derivative actions. Prior to
34
bringing a derivative action, a demand by the complaining shareholder must first be made on the Trustees. The Declaration details various information, certifications, undertakings and
acknowledgements that must be included in the demand. Following receipt of the demand, the Trustees have a period of 90 days, which may be extended by an additional 60 days, to consider the demand. If a majority of the Trustees who are considered
independent for the purposes of considering the demand determine that maintaining the suit would not be in the best interests of a Fund, the Trustees are required to reject the demand and the complaining shareholder may not proceed with the
derivative action unless the shareholder is able to sustain the burden of proof to a court that the decision of the Trustees not to pursue the requested action was not a good faith exercise of their business judgment on behalf of that Fund. Trustees
are not considered to have a personal financial interest by virtue of being compensated for their services as Trustees.
If a
demand is rejected, the complaining shareholder will be responsible for the costs and expenses (including attorneys fees) incurred by a Fund in connection with the consideration of the demand, if a court determines that the demand was made
without reasonable cause or for an improper purpose. If a derivative action is brought in violation of the Trusts Declaration, the shareholders bringing the action may be responsible for a Funds costs, including attorneys fees.
The Declaration further provides that a Fund shall be responsible for payment of attorneys fees and legal expenses
incurred by a complaining shareholder only if required by law, and any attorneys fees that a fund is obligated to pay on the basis of hourly rates shall be calculated using reasonable hourly rates. The Declaration also requires that actions by
shareholders against a Fund be brought only in a certain federal court in Illinois, or if not permitted to be brought in federal court, then in an Illinois state court, and that the right to jury trial be waived to the full extent permitted by law.
The Trust does not have information concerning the beneficial ownership of Shares held by DTC Participants (as defined below).
Shareholders may make inquiries by writing to the Trust, c/o the Distributor, Invesco Distributors, Inc.,
11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173
Book Entry Only System. The following
information supplements and should be read in conjunction with the section in the Prospectus entitled Book Entry.
DTC Acts as Securities Depository for Shares. Shares are represented by securities registered in the name of DTC or its
nominee and deposited with, or on behalf of, DTC.
DTC, a limited purpose trust company, was created to hold securities of its
participants (the DTC Participants) and to facilitate the clearance and settlement of securities transactions among the DTC Participants in such securities through electronic book entry changes in accounts of the DTC Participants,
thereby eliminating the need for physical movement of securities certificates. DTC Participants include securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations, some of whom (and/or their
representatives) own DTC. More specifically, DTC is owned by a number of DTC Participants, the New York Stock Exchange, Inc. (NYSE) and FINRA. Access to the DTC system also is available to others such as banks, brokers, dealers and
trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly (the Indirect Participants).
Beneficial ownership of Shares is limited to DTC Participants, Indirect Participants and persons holding interests through DTC Participants and Indirect Participants. Ownership of beneficial
interests in Shares (owners of such beneficial interests are referred to herein as Beneficial Owners) is shown on, and the transfer of ownership is effected only through, records DTC maintains (with respect to DTC Participants) and on
the records of DTC Participants (with respect to Indirect Participants and Beneficial Owners that are not DTC Participants). Beneficial Owners will receive from or through the DTC Participant a written confirmation relating to their purchase and
sale of Shares.
Conveyance of all notices, statements and other communications to Beneficial Owners is effected as follows.
Pursuant to the Depositary Agreement between the Trust and DTC, DTC is required to make available to
35
the Trust upon request and for a fee to be charged to the Trust a listing of the Shares held by each DTC Participant. The Trust shall inquire of each such DTC Participant as to the number of
Beneficial Owners holding Shares, directly or indirectly, through such DTC Participant. The Trust shall provide each such DTC Participant with copies of such notice, statement or other communication, in such form, number and at such place as such
DTC Participant may reasonably request, in order that such DTC Participant may transmit such notice, statement or communication, directly or indirectly, to such Beneficial Owners. In addition, the Trust shall pay to each such DTC Participant a fair
and reasonable amount as reimbursement for the expenses attendant to such transmittal, all subject to applicable statutory and regulatory requirements.
Fund distributions shall be made to DTC or its nominee, Cede & Co., as the registered holder of all Shares. DTC or its nominee, upon receipt of any such distributions, shall immediately credit
DTC Participants accounts with payments in amounts proportionate to their respective beneficial interests in Shares as shown on the records of DTC or its nominee. Payments by DTC Participants to Indirect Participants and Beneficial Owners of
Shares held through such DTC Participants will be governed by standing instructions and customary practices, as is now the case with securities held for the accounts of customers in bearer form or registered in a street name, and will be
the responsibility of such DTC Participants.
The Trust has no responsibility or liability for any aspect of the records
relating to or notices to Beneficial Owners, or payments made on account of beneficial ownership interests in such Shares, or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests, or for any other
aspect of the relationship between DTC and the DTC Participants or the relationship between such DTC Participants and the Indirect Participants and Beneficial Owners owning through such DTC Participants.
DTC may decide to discontinue providing its service with respect to Shares at any time by giving reasonable notice to the Trust and
discharging its responsibilities with respect thereto under applicable law. Under such circumstances, the Trust shall take action to find a replacement for DTC to perform its functions at a comparable cost.
Proxy Voting. The Board has delegated responsibility for decisions regarding proxy voting for securities held by each
Fund thereunder to the Adviser. The Adviser will vote such proxies in accordance with its proxy policies and procedures, which are summarized in Appendix A to this SAI. The Board periodically will review each Funds proxy voting record.
The Trust is required to disclose annually the Funds complete proxy voting record on Form N-PX covering the period
July 1 through June 30 and file it with the SEC no later than August 31. Form N-PX for the Funds also will be available at no charge upon request by calling 1-800-983-0903 or by writing to Invesco Exchange-Traded Fund Trust II at
3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515. The Trusts Form N-PX will also be available on the SECs website at www.sec.gov.
Codes of Ethics. Pursuant to Rule 17j-1 under the 1940 Act, the Board has adopted a Code of Ethics for the Trust and approved Codes of Ethics adopted by the Adviser and the
Distributor (collectively the Ethics Codes). The Ethics Codes are intended to ensure that the interests of shareholders and other clients are placed ahead of any personal interest, that no undue personal benefit is obtained from the
persons employment activities and that actual and potential conflicts of interest are avoided.
The Ethics Codes apply to
the personal investing activities of Trustees and officers of the Trust, the Adviser and the Distributor (Access Persons). Rule 17j-1 and the Ethics Codes are designed to prevent unlawful practices in connection with the purchase or
sale of securities by Access Persons. Under the Ethics Codes, Access Persons may engage in personal securities transactions, but must report their personal securities transactions for monitoring purposes. The Ethics Codes permit personnel subject to
the Ethics Codes to invest in securities subject to certain limitations, including securities that a Fund may purchase or sell. In addition, certain Access Persons must obtain approval before investing in initial public offerings or private
placements. The Ethics Codes are on file with the SEC and are available on the EDGAR Database on the SECs Internet site at www.sec.gov. The Ethics Codes may be obtained, after paying a duplicating fee, by e-mail at
publicinfo@sec.gov.
36
CREATION AND REDEMPTION OF CREATION UNIT AGGREGATIONS
General
The Trust issues and sells Shares of each Fund only in Creation Unit Aggregations on a continuous basis through the Distributor, without a
sales load, at the Funds NAV next determined after receipt of an order in proper form (as defined below) on any Business Day. A Business Day is any day on which the Exchange is open for business. As of the date of this
SAI, the Exchange is closed in observance of the following holidays: New Years Day, Martin Luther King, Jr. Day, Washingtons Birthday, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. On days
when the Exchange closes earlier than normal, a Fund may require orders to be placed earlier in the day.
The number of Shares
of a Fund that constitute a Creation Unit Aggregation for such Fund is set forth in the Funds Prospectus. In its discretion, the Trust reserves the right to increase or decrease the number of Shares that constitutes a Creation Unit Aggregation
for a Fund.
Role of the Authorized Participant
A Fund only may issue Creation Units to, or redeem Creation Units from, an authorized participant, referred to herein as an AP. To be eligible to place orders to create a Creation Unit of a
Fund, an AP must have executed an agreement with the Distributor (Participant Agreement) and must be a broker-dealer registered with the SEC and a member of the Financial Industry Regulatory Authority (FINRA), or otherwise be
exempt from or not required to be licensed as a broker-dealer or a member of FINRA. In addition, an AP must be either (i) a Participating Party, i.e., a broker-dealer or other participant in the clearing process of the Continuous
Net Settlement System (the Clearing Process) of the National Securities Clearing Corporation (NSCC), a clearing agency that is registered with the SEC, or (ii) a DTC Participant, i.e., eligible to utilize the
Fed Book Entry System and/or DTC. A Participating Party and DTC Participant are collectively referred to herein as an AP. All Shares of a Fund, however created, will be entered on the records of DTC in the name of Cede & Co. for the account
of a DTC Participant.
All orders to purchase or redeem Creation Units must be placed by an AP. An AP may place orders for the
creation or redemption of Creation Units through the Clearing Process, the Fed Book-Entry System and/or DTC or Euroclear, subject to the procedures set forth in the Participant Agreement. Transfers of securities settling through Euroclear or other
foreign depositories may require AP access to such facilities.
Pursuant to the terms of its Participant Agreement, an AP will
agree, and on behalf of itself or any investor on whose behalf it will act, to certain conditions, including that the AP will make available in advance of each purchase of Shares an amount of cash sufficient to pay the Cash Component, together with
the transaction fees described below. An AP acting on behalf of an investor may require the investor to enter into an agreement with such AP with respect to certain matters, including payment of the Cash Component. Investors who are not APs make
appropriate arrangements with an AP to submit orders to purchase or redeem Creation Units of a Fund. Investors should be aware that their particular broker may not be a DTC Participant or may not have executed a Participant Agreement and that,
therefore, orders to purchase Creation Units may have to be placed by the investors broker through an AP. In such cases, there may be additional charges to such investor. At any given time, there may be only a limited number of APs. A list of
current APs may be obtained from the Distributor. In addition, the Distributor may be appointed as the proxy of the AP and may be granted a power of attorney under the Participant Agreement.
Creations
Portfolio Deposit. The consideration for purchase of
a Creation Unit of a Fund generally consists of the in-kind deposit of a portfolio of securities constituting a substantial replication of the securities included in the relevant Underlying Index (the Deposit Securities) and an amount of
cash denominated in U.S. dollars (the Cash Component) computed as described below, plus any applicable administrative or other transaction fees, also as discussed below. Together, the Deposit Securities and the Cash Component constitute
the Portfolio Deposit, which represents the minimum initial and subsequent investment amount for a Creation Unit Aggregation of any Fund.
37
The Cash Component is an amount equal to the difference between the aggregate
NAV of the Shares per Creation Unit and the Deposit Amount, which is an amount equal to the total aggregate market value (per Creation Unit) of the Deposit Securities. The Cash Component, which is sometimes called the Balancing
Amount, serves to compensate for any differences between the NAV per Creation Unit and the Deposit Amount. Payment of any stamp duty or other similar fees and expenses payable upon transfer of beneficial ownership of the Deposit Securities are
the sole responsibility of the AP purchasing the Creation Unit.
Each Fund, through the NSCC, makes available on each Business
Day, immediately prior to the opening of business on the applicable Exchange (currently 9:30 a.m., Eastern time), the list of the names and the required number of shares of each Deposit Security and/or the amount of the applicable Cash Component to
be included in the current Portfolio Deposit (based on information at the end of the previous Business Day) for each Fund. Such Portfolio Deposit is applicable, subject to any adjustments as described below, to effect purchases of Creation Units of
a Fund until such time as the next-announced Portfolio Deposit is made available.
The identity and number of shares of the
Deposit Securities required for a Portfolio Deposit will change as rebalancing adjustments and corporate action events are reflected within the affected Fund from time to time by the Adviser with a view to the investment objective of the Fund. The
composition of the Deposit Securities also may change in response to adjustments to the weighting or composition of the securities of the relevant Underlying Index. Such adjustments will reflect changes known to the Adviser by the time of
determination of the Deposit Securities in the composition of the relevant Underlying Index or resulting from stock splits and other corporate actions.
The Adviser expects that the Deposit Securities should correspond pro rata, to the extent practicable, to the securities held by the Fund. However, the Trust reserves the right to permit or require an
order containing the substitution of an amount of cashi.e., a cash in lieu amountto be added, at its discretion, to the Cash Component to replace one or more Deposit Securities. For example, a cash substitution may be
permitted or required for any Deposit Security that (i) may not be available in sufficient quantity for delivery, (ii) may not be eligible for transfer through the systems of DTC or the Clearing Process (discussed below), (iii) might
not be eligible for trading by an AP or the investor on whose behalf the AP is acting, or (iv) in certain other situations at the sole discretion of the Trust. Additionally, the Trust may permit or require the submission of a portfolio of
securities or cash that differs from the composition of the published portfolio(s) (a Custom Order). A Fund also may permit or require the consideration for Creation Unit Aggregations to consist solely of cash (see Cash
Creations below).
Cash Creations. If a Fund permits or requires partial or full cash creations, such
purchases shall be effected in essentially the same manner as in-kind purchases. In the case of a cash creation, the AP must pay the same Cash Component required to be paid by an in-kind purchaser, plus the Deposit Amount (i.e., the cash equivalent
of the Deposit Securities it would otherwise be required to provide through an in-kind purchase, as described in the subsection Portfolio Deposit above).
Trading costs, operational processing costs and brokerage commissions associated with using cash to purchase requisite Deposit Securities will be incurred by a Fund and will affect the value of the
Shares; therefore, such Funds may require APs to pay transaction fees to offset brokerage and other costs associated with using cash to purchase the requisite Deposit Securities (see Creation and Redemption Transaction Fees below).
Creation Orders
Procedures for Creation of Creation Unit Aggregations. Orders must be transmitted by an AP, in such form and by such transmission method acceptable to the Transfer Agent or Distributor, pursuant to
procedures set forth in the Participant Agreement, and such procedures may change from time to time. APs purchasing Creation Units of Funds that invest in domestic equity securities (Domestic Equity Funds) may transfer Deposit Securities
in one of two ways: (i) through the Clearing Process (see Placing Creation Orders Using the Clearing Process), or (ii) with a Fund outside the Clearing Process through the facilities of DTC (see Placing
Creation Orders Outside the Clearing Process). The Clearing Process is not currently available for purchases or redemptions of Creation Units of Funds that invest in foreign securities (International Equity Funds).
38
Accordingly, APs submitting creation orders for such Funds must effect those transactions outside the Clearing Process, as described further below.
All orders to purchase Creation Units, whether through or outside the Clearing Process, must be received by the Transfer Agent and/or
Distributor no later than the order cut-off time designated in the Participant Agreement (Order Cut-Off Time) on the relevant Business Day in order for the creation of Creation Units to be effected based on the NAV of Shares of a Fund as
determined on such date. With certain exceptions, the Order Cut-Off Time for the Funds, as set forth in the Participant Agreement, usually is the closing time of the regular trading session on the New York Stock Exchangei.e., ordinarily 4:00
p.m., Eastern time. In the case of Custom Orders, the Order Cut-Off Time is no later than 3:00 p.m., Eastern time. Additionally, on days when the NYSE, the relevant Exchange or the bond markets close earlier than normal, the Trust may require
creation orders to be placed earlier in the day. The Business Day on which an order is placed and deemed received is referred to as the Transmittal Date.
Orders must be transmitted by an AP by telephone, online portal or other transmission method acceptable to the Transfer Agent and the Distributor. Economic or market disruptions or changes, or telephone
or other communication failure, may impede the ability to reach the Transfer Agent, the Distributor or an AP. APs placing creation orders should afford sufficient time to permit proper submission of the order. Orders effected outside the Clearing
Process likely will require transmittal by the DTC Participant earlier on the Transmittal Date than orders effected through the Clearing Process. APs placing orders outside the Clearing Process should ascertain all deadlines applicable to DTC and
the Federal Reserve Bank wire system. Additional transaction fees may be imposed with respect to transactions effected outside the Clearing Process (see Creation and Redemption Transaction Fees below).
A creation order is considered to be in proper form if: (i) a properly completed irrevocable purchase order has been
submitted by the AP (either on its own or another investors behalf) not later than the Funds specified Order Cut-Off Time on the Transmittal Date, and (ii) arrangements satisfactory to the applicable Fund are in place for payment of
the Cash Component and any other cash amounts which may be due, and (iii) all other procedures regarding placement of a creation order set forth in the Participant Agreement are properly followed. Special procedures are specific to Custom
Orders, as set forth in the Participant Agreement.
All questions as to the number of shares of each security in the Deposit
Securities to be delivered, and the validity, form, eligibility (including time of receipt) and acceptance for deposit of any securities to be delivered shall be determined by each Fund, and such Funds determination shall be final and binding.
Placing Creation Orders Using the Clearing Process. The Clearing Process is the process of creating or
redeeming Creation Unit Aggregations through the Continuous Net Settlement System of the NSCC. Portfolio Deposits made through the Clearing Process must be delivered through a Participating Party that has executed a Participant Agreement. The
Participant Agreement authorizes the Transfer Agent to transmit, on behalf of the Participating Party, such trade instructions to the NSCC as are necessary to effect the Participating Partys creation order. Pursuant to such trade instructions,
the Participating Party agrees to deliver the Portfolio Deposit to the Transfer Agent, together with such additional information as may be required by the Distributor.
Placing Creation Orders Outside the Clearing Process. Portfolio Deposits made outside the Clearing Process must be delivered through a DTC Participant that has executed a Participant
Agreement. A DTC Participant who wishes to place a creation order outside the Clearing Process need not be a Participating Party, but such orders must state that the DTC Participant is not using the Clearing Process and that the creation instead
will be effected through a transfer of securities and cash directly through DTC.
APs purchasing Creation Units of Shares of
International Equity Funds must have international trading capabilities. Once the Custodian has been notified of an order to purchase Creation Units of an International Equity Fund, it will provide such information to the relevant sub-custodian(s)
of each such Fund. The Custodian shall then cause the sub-custodian(s) of each such Fund to maintain an account into which the AP shall deliver, on behalf of itself or the party on whose behalf it is acting, the Portfolio Deposit. Deposit Securities
must be maintained by the applicable local sub-custodian(s).
39
Acceptance of Creation Orders. The Transfer Agent will deliver to the AP a
confirmation of acceptance of a creation order within 15 minutes of the receipt of a submission received in proper form. A creation order is deemed to be irrevocable upon the delivery of the confirmation of acceptance, subject to the conditions
below.
The Trust reserves the absolute right to reject a creation order transmitted to it by the Distributor in respect of a
Fund if: (i) the order is not in proper form; (ii) the investor(s), upon obtaining the Shares ordered, would own 80% or more of the currently outstanding Shares of that Fund; (iii) the Deposit Securities delivered are not as
designated for that date by the Custodian; (iv) acceptance of the Deposit Securities would have certain adverse tax consequences to the Fund; (v) acceptance of the Portfolio Deposit would, in the opinion of counsel, be unlawful;
(vi) acceptance of the Portfolio Deposit would otherwise, in the discretion of the Trust or the Adviser have an adverse effect on the Trust or the rights of Beneficial Owners; or (vii) there exist circumstances outside the control of the
Trust that make it impossible to process creation orders for all practical purposes. Examples of such circumstances include acts of God; public service or utility problems such as fires, floods, extreme weather conditions and power outages resulting
in telephone, telecopy and computer failures; market conditions or activities causing trading halts; systems failures involving computer or other information systems affecting the Trust, the Adviser, the Distributor, DTC, NSCC, the Federal Reserve,
the Transfer Agent, a sub-custodian or any other participant in the creation process, and similar extraordinary events. The Transfer Agent shall notify a prospective purchaser of a Creation Unit (and/or the AP acting on its behalf) of the rejection
of such creation order. The Trust, the Custodian, any sub-custodian and the Distributor are under no duty, however, to give notification of any defects or irregularities in the delivery of Portfolio Deposits, nor shall any of them incur any
liability for the failure to give any such notification.
Issuance of a Creation Unit
Except as provided herein, a Creation Unit will not be issued until the transfer of good title to the applicable Fund of the Deposit
Securities and the payment of the Cash Component have been completed.
Notwithstanding the foregoing, a Fund may issue Creation
Units to an AP, notwithstanding the fact that the corresponding Portfolio Deposit has not been delivered in part or in whole, in reliance on the undertaking of the AP to deliver the missing Deposit Securities as soon as possible. To secure such
undertaking, the AP must deposit and maintain cash collateral in an amount equal to the sum of (i) the Cash Component, plus (ii) at least 105% of the market value of the undelivered Deposit Securities. In such circumstances, the creation
order shall be deemed to be received on the Transmittal Date, provided that (i) such order is placed in proper form prior to the Order Cut-Off Time, and (ii) requisite federal funds in an appropriate amount are delivered by certain
deadlines on the contractual settlement date, as set forth in such Participant Agreement (typically, 11:00 a.m., Eastern time on such date for equity Funds). If such order is not placed in proper form prior to the Order Cut-Off Time, and/or all
other deadlines and conditions set forth in the Participant Agreement relating to such additional deposits are not met, then the order may be deemed to be canceled, and the AP shall be liable to the Fund for losses, if any, resulting therefrom. The
Trust may use such collateral at any time to buy Deposit Securities for the Funds, and the AP agrees to accept liability for any shortfall between the cost to the Trust of purchasing such Deposit Securities and the value of the collateral, which may
be sold by the Trust at such time, and in such manner, as the Trust may determine in its sole discretion.
Using the
Clearing Process. An AP that is a Participating Party is required to transfer to the Transfer Agent: (i) the requisite Deposit Securities expected to be delivered through NSCC, and (ii) the Cash Component, if any, to the
Transfer Agent by means of the Trusts Clearing Process. In each case, the delivery must occur by the regular way settlement datei.e., generally, the second Business Day following the Transmittal Date (T+2). At
that time, the Transfer Agent shall initiate procedures to transfer the requisite Shares and the Cash Component, if any, through the Clearing Process so as to be received no later than on the regular way settlement date (i.e., T+2).
Outside the Clearing ProcessDomestic Equity Funds. An AP that is a DTC Participant that orders a
creation outside the Clearing Process is required to transfer to the Transfer Agent: (i) the requisite Deposit Securities through DTC, and (ii) the Cash Component, if any, through the Federal Reserve Bank wire system. Such Deposit
Securities must be received by the Transfer Agent by 11:00 a.m., Eastern time on the regular way
40
settlement date (i.e., T+2), while the Cash Component must be received by 2:00 p.m., Eastern time on that same date. Otherwise, the creation order shall be canceled. For creation units issued
principally for cash (see Cash Creations above), the DTC Participant shall be required to transfer the Cash Component through the Federal Reserve Bank wire system to be received by 2:00 p.m., Eastern time on the Contractual
Settlement Date (as defined below). At that time, the Transfer Agent shall initiate procedures to transfer the requisite Shares through DTC and the Cash Component, if any, through the Federal Reserve Bank wire system so as to be received by the
purchaser no later than T+2 (except as otherwise set forth in the Participant Agreement).
Outside the Clearing
ProcessInternational Equity Funds. Deposit Securities must be delivered to an account maintained at the applicable local sub-custodian on or before 11 a.m., Eastern time, on the Contractual Settlement Date. The Contractual
Settlement Date is the earlier of (i) the date upon which all of the required Deposit Securities, the Cash Component and any other cash amounts which may be due are delivered to the Trust and (ii) the latest day for settlement on the
customary settlement cycle in the jurisdiction where any of the securities of the relevant Fund are customarily traded. The AP also must make available by the Contractual Settlement Date funds estimated by the Trust to be sufficient to pay the Cash
Component, if any. For Creation Units issued principally for cash, the DTC Participant shall be required to transfer the Cash Component through the Federal Reserve Bank wire system to be received by 2:00 p.m., Eastern time on the Contractual
Settlement Date. When the sub-custodian confirms to the Custodian that the required securities included in the Portfolio Deposit (or, when permitted in the sole discretion of the Trust, the cash value thereof) have been delivered to the account of
the relevant sub-custodian, the Custodian shall notify the Distributor and Transfer Agent, and the Trust will issue and cause the delivery of the Creation Unit of Shares via DTC so as to be received by the purchaser no later than T+2.
Creation and Redemption Transaction Fees
Creation and redemption transactions for each Fund are subject to an administrative fee, payable to BNYM, in the amount listed in the table below, irrespective of the size of the order. As shown in the
table below, the administrative fee has a base amount for each Fund; however, BNYM may increase the administrative fee to a maximum of four times the base amount for administration and settlement of non-standard orders requiring additional
administrative processing by BNYM. These fees may be changed by the Trust.
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Base Administrative Fee (Payable to BNYM) |
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Maximum Administrative Fee (Payable to BNYM) |
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Invesco Emerging Markets Revenue ETF |
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$12,800 |
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$51,200 |
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Invesco Emerging Markets Ultra Dividend Revenue ETF |
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$3,800 |
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$15,200 |
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Invesco Global ESG Revenue ETF |
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$12,000 |
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$48,000 |
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Invesco Global Revenue ETF |
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$8,700 |
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$34,800 |
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Invesco International Revenue ETF |
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$4,200 |
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$16,800 |
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Invesco International Ultra Dividend Revenue ETF |
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$1,700 |
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$6,800 |
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Invesco Russell 1000® Low Volatility Factor ETF |
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$600 |
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$2,400 |
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Invesco Russell 1000® Momentum Factor ETF |
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$1,200 |
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$4,800 |
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Invesco Russell 1000® Quality Factor ETF |
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$900 |
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$3,600 |
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Invesco Russell 1000® Size Factor ETF |
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$1,300 |
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$5,200 |
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Invesco Russell 1000® Value Factor ETF |
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$1,200 |
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$4,800 |
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Invesco Russell 1000® Yield Factor ETF |
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$500 |
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$2,000 |
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Invesco S&P 500 Revenue ETF |
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$1,000 |
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$4,000 |
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Invesco S&P Financials Revenue ETF |
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$250 |
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$1,000 |
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Invesco S&P MidCap 400 Revenue ETF |
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$800 |
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$3,200 |
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Invesco S&P SmallCap 600 Revenue ETF |
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$1,200 |
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$4,800 |
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Invesco S&P Ultra Dividend Revenue ETF |
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$250 |
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$1,000 |
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Additionally, the Adviser may charge an additional, variable fee (sometimes referred to as a
cash-in-lieu fee) to the extent a Fund permits APs to create or redeem Creation Units for cash, or otherwise substitute
41
cash for any Deposit Security. Such cash-in-lieu fees are payable to a Fund and are charged to defray the transaction cost to a Fund of buying (or selling) Deposit Securities, to cover
spreads and slippage costs and to protect existing shareholders. The cash-in-lieu fees will be negotiated between the Adviser and the AP and may be different for any given transaction, Business Day or AP; however, in no instance will such
cash-in-lieu fees exceed 2% of the value of a Creation Unit. From time to time, the Adviser, in its sole discretion, may adjust a Funds cash-in-lieu fees or reimburse APs for all or a portion of the creation or redemption transaction
fees.
Redemptions
Shares may be redeemed only by APs at their NAV per Share next determined after receipt by the Distributor of a redemption request in proper form. A Fund will not redeem Shares in amounts less than a
Creation Unit. Beneficial Owners of Shares may sell their Shares in the secondary market, but they must accumulate enough Shares to constitute a Creation Unit to redeem those Shares with a Fund. There can be no assurance that there will be
sufficient liquidity in the public trading market at any time to permit assembly of a Creation Unit. Investors should expect to incur brokerage and other costs in connection with assembling a sufficient number of Shares to constitute a redeemable
Creation Unit.
Fund Securities. The redemption proceeds for a Creation Unit generally consist of a portfolio
of securities (the Fund Securities), plus or minus an amount of cash denominated in U.S. dollars (the Cash Redemption Amount), representing an amount equal to the difference between the NAV of the Shares being redeemed, as
next determined after receipt of a request in proper form, and the total aggregate market value of the Fund Securities, less any applicable administrative or other transaction fees, as discussed above. The Cash Redemption Amount is calculated in the
same manner as the Balancing Amount. To the extent that the Fund Securities have a value greater than the NAV of the Shares being redeemed, a Cash Redemption Amount payment equal to the differential is required to be paid by the redeeming
shareholder.
Each Fund, through the NSCC, makes available on each Business Day, immediately prior to the opening of business
on the applicable Exchange, the Fund Securities that will be applicable (subject to possible amendment or correction) to redemption requests received in proper form (as defined below) on that day, as well as the Cash Redemption Amount. Such Fund
Securities and the corresponding Cash Redemption Amount are applicable to effect redemptions of Creation Units of a Fund until such time as the next-announced composition of the Fund Securities and Cash Redemption Amount is made available.
The Adviser expects that the Fund Securities should correspond pro rata, to the extent practicable, to the securities held by
the Fund. However, Fund Securities received on redemption may not be identical to Deposit Securities that are applicable to creations of Creation Units. The Trust also may provide such redeemer a Custom Order, which, as described above, is a
portfolio of securities that differs from the exact composition of the published list of Fund Securities, but in no event will the total value of the securities delivered and the cash transmitted differ from the NAV. In addition, the Trust reserves
the right to permit or require an amount of cash to be added, at its discretion, to the Cash Redemption Amount to replace one or more Fund Securities (see Cash Redemptions below).
Cash Redemptions. Certain Funds (as set forth in the Prospectus) generally will pay out the proceeds of redemptions of
Creation Units partially or principally for cash (or through any combination of cash and Fund Securities). In addition, an investor may request a redemption in cash that a Fund may, in its sole discretion, permit. In either case, the investor will
receive a cash payment in an amount equal to the NAV of its Shares next determined after a redemption request is received (less any redemption transaction fees imposed, as specified above).
Redemptions of Shares will be subject to compliance with applicable federal and state securities laws and each Fund (whether or not it
otherwise permits cash redemptions) reserves the right to redeem Creation Unit Aggregations for cash to the extent that the Trust could not lawfully deliver specific Fund Securities upon redemptions or could not do so without first registering the
Fund Securities under such laws. An AP that is not a qualified institutional buyer, as such term is defined under Rule 144A of the Securities Act, will not be able to receive Fund Securities that are restricted securities eligible for
resale under Rule 144. The AP may request the
42
redeeming beneficial owner of the Shares to complete an order form or to enter into agreements with respect to such matters as compensating cash payment.
Redemption Requests
Procedures for Redemption of Creation Unit Aggregations. Orders must be transmitted by an AP, in such form and by such
transmission method acceptable to the Transfer Agent or Distributor, pursuant to procedures set forth in the Participant Agreement, and such procedures may change from time to time. APs seeking to redeem Shares of Domestic Equity Funds may transfer
Creation Units through the Clearing Process (see Placing Redemption Requests Using the Clearing Process) or outside the Clearing Process through the facilities of DTC (see Placing Redemption Requests Outside the Clearing
Process). As noted above, the Clearing Process is not currently available for redemptions of Creation Units of International Equity Funds; accordingly, APs seeking to redeem Shares of such Funds must effect such transactions outside the
Clearing Process.
All requests to redeem Creation Units, whether through the Clearing Process, or outside the Clearing Process
through DTC or otherwise, must be received by the Distributor no later than the Order Cut-Off Time on the relevant Business Day. As with creation orders, requests for redemption of Custom Orders must be received by 3:00 p.m., Eastern time, and some
Funds, as set forth in the Participant Agreement, may have different Order Cut-Off Times for redemptions.
A redemption request
will be considered to be in proper form if (i) a duly completed request form is received by the Distributor from the AP on behalf of itself or another redeeming investor at the specified Order Cut-Off Time, and
(ii) arrangements satisfactory to the Fund are in place for the AP to transfer or cause to be transferred to the Fund the Creation Unit of such Fund being redeemed on or before contractual settlement of the redemption request. Special
procedures are specific to Custom Orders, as set forth in the Participant Agreement.
As discussed herein, a redeeming investor
will pay a transaction fee to offset the Funds trading costs, operational processing costs, brokerage commissions and other similar costs incurred in transferring the Fund Securities from its account to the account of the redeeming investor.
An entity redeeming Shares in Creation Units outside the Clearing Process may be required to pay a higher transaction fee than would have been charged had the redemption been effected through the Clearing Process. A redeeming investor receiving cash
in lieu of one or more Fund Securities may also be assessed a higher transaction fee on the cash in lieu portion. This higher transaction fee will be assessed in the same manner as the transaction fee incurred in purchasing Creation Units.
Placing Redemption Requests Using the Clearing Process. Requests to redeem Creation Units through the
Clearing Process must be delivered through a Participating Party that has executed a Participant Agreement, in such form and by such transmission method acceptable to the Transfer Agent or Distributor, pursuant to procedures set forth in the
Participant Agreement.
Placing Redemption Requests Outside the Clearing Process. Orders to redeem Creation Units
outside the Clearing Process must be delivered through a DTC Participant that has executed a Participant Agreement. A DTC Participant who wishes to place a redemption order outside the Clearing Process need not be a Participating Party, but such
orders must state that the DTC Participant is not using the Clearing Process and that redemption instead will be effected through a transfer of Fund Shares directly through DTC.
In the case of Shares of International Equity Funds, upon redemption of Creation Units and taking delivery of the Fund Securities into the
account of the redeeming shareholder or an AP acting on behalf of such investor, such person must maintain appropriate custody arrangements with a broker-dealer, bank or other custody provider in each jurisdiction in which any of such Fund
Securities are customarily traded.
Acceptance of Redemption Requests. The Transfer Agent will deliver to the
AP a confirmation of acceptance of a request to redeem Shares in Creation Units within 15 minutes of the receipt of a submission received in proper form. A redemption order is deemed to be irrevocable upon the delivery of the confirmation of
acceptance.
The right of redemption may be suspended or the date of payment postponed (i) for any period during which the
NYSE is closed (other than customary weekend and holiday closings); (ii) for any period during which
43
trading on the NYSE is suspended or restricted; (iii) for any period during which an emergency exists as a result of which disposal of the Shares of a Fund or determination of a Funds
NAV is not reasonably practicable; or (iv) in such other circumstances as is permitted by the SEC.
Issuance of Fund Securities
To the extent contemplated by a Participant Agreement, in the event an AP has submitted a redemption request in proper
form but is unable to transfer all or part of the Creation Unit to be redeemed to the Distributor, on behalf of the Fund, by the closing time of the regular trading session on the Exchange on the date such redemption request is submitted, the
Distributor will nonetheless accept the redemption request in reliance on the undertaking by the AP to deliver the missing Shares as soon as possible, which undertaking shall be secured by the APs delivery and maintenance of collateral
consisting of cash having a value at least equal to 105% of the value of the missing Shares. The Trust may use such collateral at any time to purchase the missing Shares, and will subject the AP to liability for any shortfall between the cost of the
Fund acquiring such Shares and the value of the collateral, which may be sold by the Trust at such time, and in such manner, as the Trust may determine in its sole discretion.
Using the Clearing Process. An AP that is a Participating Party is required to transfer to the Transfer Agent: (i) the requisite Shares, and (ii) the Cash Redemption Amount, if
any, to the Transfer Agent by means of the Trusts Clearing Process. In each case, the delivery must occur by the regular way settlement date (i.e., T+2). At that time, the Transfer Agent shall initiate procedures to transfer
the requisite Fund Securities and the Cash Redemption Amount, if any, through the Clearing Process so as to be received no later than on the regular way settlement date (i.e., T+2).
Outside the Clearing ProcessDomestic Equity Funds. An AP that is a DTC Participant making a redemption request
outside the Clearing Process is required to transfer to the Transfer Agent: (i) the requisite Shares through DTC, and (ii) the Cash Redemption Amount, if any, through the Federal Reserve Bank wire system. Such Shares and Cash Redemption
Amount must be received by the Transfer Agent by 11:00 a.m., Eastern time on the Contractual Settlement Date. At that time, the Transfer Agent shall initiate procedures to transfer the requisite Fund Securities through DTC and the Cash Redemption
Amount, if any, through the Federal Reserve Bank wire system so as to be received no later than T+2 (except as otherwise set forth in the Participant Agreement).
Outside the Clearing ProcessInternational Equity Funds. A redeeming AP must maintain appropriate securities broker-dealer, bank or other custody arrangements to which account such
in-kind redemption proceeds will be delivered. If neither the redeeming beneficial owner nor the AP acting on its behalf has appropriate arrangements to take delivery of the Fund Securities in the applicable jurisdiction and it is not possible to
make other such arrangements, or if it is not possible to effect deliveries of the Fund Securities in such jurisdiction, the beneficial owner will be required to receive its redemption proceeds in cash.
Arrangements satisfactory to the Trust must be in place for the AP to transfer Creation Units through DTC on or before the settlement
date. At that time, the Transfer Agent shall initiate procedures to transfer the requisite Fund Securities through DTC and the global sub-custodian network and the Cash Redemption Amount, if any, through the Federal Reserve Bank wire system so as to
be received no later than T+2. However, the schedule of holidays in certain countries may cause the delivery of in-kind redemption proceeds to take longer than T+2. In such cases, the local market settlement procedures will not commence until the
end of the local holiday periods. (For more information, see Regular Holidays in Appendix B to this SAI.)
Regular Holidays
A Fund may effect deliveries of Creation Units and Fund Securities on a basis other than T+2 in order to accommodate local
holiday schedules, to account for different treatment among foreign and U.S. markets of dividend record dates and ex-dividend dates or under certain other circumstances. The ability of the Trust to effect in-kind creations and redemptions on a T+2
basis is subject, among other things, to the condition that, in the time between the order date and the delivery date, there are no days that are holidays in an applicable foreign market. For every occurrence of one or more such intervening holidays
that are not holidays observed in the U.S.,
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the redemption settlement cycle will be extended by the number of such intervening holidays. In addition to holidays, other unforeseeable closings in a foreign market due to emergencies also may
prevent a Fund from delivering securities within the normal settlement period.
The securities delivery cycles currently
practicable for transferring Fund Securities to redeeming investors, coupled with foreign market holiday schedules, will require a delivery process longer than seven calendar days for some Funds in certain circumstances. Such foreign holidays are
listed in Appendix B to this SAI, as are instances where more than seven days will be needed to deliver redemption proceeds. Although certain holidays may occur on different dates in subsequent years, the number of days required to deliver
redemption proceeds in any given year is not expected to exceed the maximum number of days listed in Appendix B for a Fund. The proclamation of new holidays, the treatment by market participants of certain days as informal holidays
(e.g., days on which no or limited securities transactions occur, as a result of substantially shortened trading hours), the elimination of existing holidays or changes in local securities delivery practices could affect the information set
forth in Appendix B at some time in the future. Please see Appendix B for the dates in calendar year 2019 (the only dates which are available as of the date of this SAI) of the regular holidays affecting the securities markets of various countries,
as well as the dates of the regular holidays in calendar year 2019 that may cause settlement periods to be greater than seven days, including the potential worst-case settlement dates.
TAXES
The following is a summary of certain additional tax considerations generally affecting a Fund (sometimes referred to as the Fund) and its shareholders that are not described in the
Prospectus. No attempt is made to present a detailed explanation of the tax treatment of a Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
This section is based on the Internal Revenue Code of 1986, as amended (Code) and applicable regulations in effect on the date
of this SAI. Future legislative, regulatory or administrative changes including provisions of current law that sunset and thereafter no longer apply, or court decisions may significantly change the tax rules applicable to a Fund and its
shareholders. Any of these changes or court decisions may have a retroactive effect.
The following is for general
information only and is not tax advice. All investors should consult their own tax advisors as to the federal, state, local and foreign tax provisions applicable to them.
Taxation of the Funds
Each Fund has elected and intends to qualify each
year as a regulated investment company (sometimes referred to as a regulated investment company, RIC or Fund) under Subchapter M of the Code. If a Fund qualifies, the Fund will not be subject to federal income tax on the portion of its
investment company taxable income (i.e., generally, taxable interest, dividends, net short-term capital gains and other taxable ordinary income net of expenses without regard to the deduction for dividends paid) and net capital gain (i.e., the
excess of net long-term capital gains over net short-term capital losses) that it distributes.
Qualification as a
RIC. In order to qualify for treatment as a RIC, a Fund must satisfy the following requirements:
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Distribution Requirementthe Fund must distribute an amount equal to the sum of at least 90% of its investment company taxable income and
90% of its net tax-exempt income, if any, for the tax year (certain distributions made by the Fund after the close of its tax year are considered distributions attributable to the previous tax year for purposes of satisfying this requirement).
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Income Requirementthe Fund must derive at least 90% of its gross income from dividends, interest, certain payments with respect to
securities loans, and gains from the sale or other disposition of stock, securities or foreign currencies, or other income (including, but not limited to, gains from options, futures or forward contracts) derived from its business of investing in
such stock, securities or currencies and net income derived from qualified publicly traded partnerships (QPTPs). |
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Asset Diversification Testthe Fund must satisfy the following asset diversification test at the close of each quarter of the Funds
tax year: (1) at least 50% of the value of the Funds assets must consist of cash and cash items, U.S. Government Securities, securities of other regulated investment companies, and securities of other issuers (as to which the Fund has not
invested more than 5% of the value of the Funds total assets in securities of an issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of the issuer); and (2) no more than 25% of the value of the
Funds total assets may be invested in the securities of any one issuer (other than U.S. Government Securities or securities of other regulated investment companies) or of two or more issuers which the Fund controls and which are engaged in the
same or similar trades or businesses, or, collectively, in the securities of QPTPs. |
In some circumstances,
the character and timing of income realized by a Fund for purposes of the Income Requirement or the identification of the issuer for purposes of the Asset Diversification Test is uncertain under current law with respect to a particular investment,
and an adverse determination or future guidance by the Internal Revenue Service (IRS) with respect to such type of investment may adversely affect the Funds ability to satisfy these requirements. See, Tax Treatment of
Portfolio Transactions below with respect to the application of these requirements to certain types of investments. In other circumstances, a Fund may be required to sell portfolio holdings in order to meet the Income Requirement, Distribution
Requirement, or Asset Diversification Test, which may have a negative impact on the Funds income and performance. In lieu of potential disqualification, each Fund is permitted to pay a tax for certain failures to satisfy the Asset
Diversification Test or Income Requirement, which, in general, are limited to those due to reasonable cause and not willful neglect.
Each Fund may use equalization accounting (in lieu of making some cash distributions) in determining the portion of its income and gains that has been distributed. If a Fund uses equalization
accounting, it will allocate a portion of its undistributed investment company taxable income and net capital gain to redemptions of Shares and will correspondingly reduce the amount of such income and gains that it distributes in cash. However,
each Fund intends to make cash distributions for each taxable year in an aggregate amount that is sufficient to satisfy the Distribution Requirement without taking into account its use of equalization accounting. If the IRS determines that a
Funds allocation is improper and that the Fund has under-distributed its income and gain for any taxable year, the Fund may be liable for federal income and/or excise tax.
If for any taxable year a Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital
gain) would be subject to tax at the applicable corporate income tax rate without any deduction for dividends paid to shareholders, and the dividends would be taxable to the shareholders as ordinary income (or possibly as qualified dividend income)
to the extent of the Funds current and accumulated earnings and profits. Failure to qualify as a regulated investment company thus would have a negative impact on a Funds income and performance. Subject to savings provisions for certain
inadvertent failures to satisfy the Income Requirement or Asset Diversification Test which, in general, are limited to those due to reasonable cause and not willful neglect, it is possible that a Fund will not qualify as a RIC in any given tax year.
Even if such savings provisions apply, a Fund may be subject to a monetary sanction of $50,000 or more. Moreover, the Board reserves the right not to maintain the qualification of a Fund as a regulated investment company if it determines such a
course of action to be beneficial to shareholders.
Portfolio turnover. For investors that hold their Shares
in a taxable account, a high portfolio turnover rate may result in higher taxes. This is because a fund with a high turnover rate may accelerate the recognition of capital gains and more of such gains are likely to be taxable as short-term rather
than long-term capital gains in contrast to a comparable fund with a low turnover rate. Any such higher taxes would reduce the Funds after-tax performance. See Taxation of Fund DistributionsCapital gain dividends below. For
non- U.S. investors, any such acceleration of the recognition of capital gains that results in more short-term and less long-term capital gains being recognized by a Fund may cause such investors to be subject to increased U.S. withholding taxes.
See Foreign ShareholdersU.S. withholding tax at the source below. ETFs, such as the Funds, may be less likely to sell securities in order to generate cash for redeeming shareholders, which a mutual fund might do. This
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provides a greater opportunity for ETFs to defer the recognition of gain on appreciated securities which it may hold thereby reducing the distribution of capital gains to its shareholders.
Capital loss carryovers. The capital losses of a Fund, if any, do not flow through to shareholders. Rather,
a Fund may use its capital losses, subject to applicable limitations, to offset its capital gains without being required to pay taxes on or distribute to shareholders such gains that are offset by the losses. If a Fund has a net capital
loss (that is, capital losses in excess of capital gains), the excess (if any) of the Funds net short-term capital losses over its net long-term capital gains is treated as a short-term capital loss arising on the first day of the
Funds next taxable year, and the excess (if any) of the Funds net long-term capital losses over its net short-term capital gains is treated as a long-term capital loss arising on the first day of the Funds next taxable year. Any
such net capital losses of a Fund that are not used to offset capital gains may be carried forward indefinitely to reduce any future capital gains realized by the Fund in succeeding taxable years. The amount of capital losses that can be carried
forward and used in any single year is subject to an annual limitation if there is a more than 50% change in ownership of a Fund. An ownership change generally results when shareholders owning 5% or more of a Fund increase their
aggregate holdings by more than 50% over a three-year look-back period. An ownership change could result in capital loss carryovers being used at a slower rate, thereby reducing a Funds ability to offset capital gains with those losses. An
increase in the amount of taxable gains distributed to a Funds shareholders could result from an ownership change. Each Fund undertakes no obligation to avoid or prevent an ownership change, which can occur in the normal course of shareholder
purchases and redemptions or as a result of engaging in a tax-free reorganization with another fund. Moreover, because of circumstances beyond a Funds control, there can be no assurance that the Fund will not experience, or has not already
experienced, an ownership change.
Deferral of late year losses. Each Fund may elect to treat part or all of
any qualified late year loss as if it had been incurred in the succeeding taxable year in determining the Funds taxable income, net capital gain, net short-term capital gain, and earnings and profits. The effect of this election is
to treat any such qualified late year loss as if it had been incurred in the succeeding taxable year, which may change the timing, amount, or characterization of Fund distributions (see Taxation of Fund DistributionsCapital
gain dividends below). A qualified late year loss includes:
(i) any
net capital loss incurred after October 31 of the current taxable year, or, if there is no such loss, any net long-term capital loss or any net short-term capital loss incurred after October 31 of the current taxable year (post-October
capital losses), and
(ii) the sum of (1) the excess, if any, of (a) specified
losses incurred after October 31 of the current taxable year, over (b) specified gains incurred after October 31 of the current taxable year and (2) the excess, if any, of (a) ordinary losses incurred after December 31
of the current taxable year, over (b) the ordinary income incurred after December 31 of the current taxable year.
The terms specified losses and specified gains mean ordinary losses and gains from the sale, exchange, or other
disposition of property (including the termination of a position with respect to such property), foreign currency losses and gains, and losses and gains resulting from holding stock in a passive foreign investment company (PFIC) for which a
mark-to-market election is in effect. The terms ordinary losses and ordinary income mean other ordinary losses and income that are not described in the preceding sentence.
Undistributed capital gains. Each Fund may retain or distribute to shareholders its net capital gain for each taxable
year. Each Fund currently intends to distribute net capital gains. If a Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carryovers) at the applicable corporate income tax
rate. If a Fund elects to retain its net capital gain, it is expected that the Fund also will elect to have shareholders treated as if each received a distribution of its pro rata share of such gain, with the result that each shareholder will be
required to report its pro rata share of such gain on its tax return as long-term capital gain, will receive a refundable tax credit for its pro rata share of tax paid by the Fund on the gain and will increase the tax basis for its Shares by an
amount equal to the deemed distribution less the tax credit.
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Federal excise tax. To avoid a 4% non-deductible excise tax, a Fund must
distribute by December 31 of each year an amount equal to at least: (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (the excess of the gains from sales or exchanges of capital assets over the
losses from such sales or exchanges) for the one-year period ended on October 31 of such calendar year, and (3) any prior year undistributed ordinary income and capital gain net income. Each Fund may elect to defer to the following year
any net ordinary loss incurred for the portion of the calendar year which is after the beginning of the Funds taxable year. Also, each Fund will defer any specified gain or specified loss which would be properly taken
into account for the portion of the calendar after October 31. Any net ordinary loss, specified gain, or specified loss deferred shall be treated as arising on January 1 of the following calendar year. Generally, each Fund may make
sufficient distributions to avoid liability for federal income and excise tax, but can give no assurances that all or a portion of such liability will be avoided. In addition, under certain circumstances temporary timing or permanent differences in
the realization of income and expense for book and tax purposes can result in a Fund having to pay an excise tax.
Purchase
of Shares. As a result of tax requirements, the Trust on behalf of a Fund has the right to reject an order to purchase Shares if the purchaser (or group of purchasers acting in concert with each other) would, upon obtaining the Shares
so ordered, own 80% or more of the outstanding Shares of the Fund and if, pursuant to Sections 351 and 362 of the Code, the Fund would have a basis in the Deposit Securities different from the market value of such securities on the date of deposit.
The Trust also has the right to require information necessary to determine beneficial Share ownership for purposes of the 80% determination.
Foreign income tax. Investment income received by a Fund from sources within foreign countries may be subject to foreign income tax withheld at the source, and the amount of tax withheld
generally will be treated as an expense of the Fund. The United States has entered into tax treaties with many foreign countries that entitle a Fund to a reduced rate of, or exemption from, tax on such income. Some countries require the filing of a
tax reclaim or other forms to receive the benefit of the reduced tax rate; whether or when a Fund will receive the tax reclaim is within the control of the individual country. Information required on these forms may not be available such as
shareholder information; therefore, a Fund may not receive the reduced treaty rates or potential reclaims. Other countries have conflicting and changing instructions and restrictive timing requirements which may cause a Fund not to receive the
reduced treaty rates or potential reclaims. Other countries may subject capital gains realized by a Fund on sale or disposition of securities of that country to taxation. It is impossible to determine the effective rate of foreign tax in advance
since the amount of a Funds assets to be invested in various countries is not known. Under certain circumstances, a Fund may elect to pass-through foreign taxes paid by the Fund to shareholders, although it reserves the right not to do so. If
a Fund makes such an election and obtains a refund of foreign taxes paid by the Fund in a prior year, the Fund may be eligible to reduce the amount of foreign taxes reported to its shareholders, generally by the amount of the foreign taxes refunded,
for the year in which the refund is received.
Taxation of Fund Distributions. Each Fund anticipates
distributing substantially all of its investment company taxable income and net capital gain for each taxable year. Distributions by each Fund will be treated in the manner described below regardless of whether such distributions are paid in cash or
reinvested in additional Shares (or of another Fund). You will receive information annually as to the federal income tax consequences of distributions made (or deemed made) during the year.
Distributions of ordinary income. Each Fund receives income generally in the form of dividends and/or interest on its
investments. The Fund may also recognize ordinary income from other sources, including, but not limited to, certain gains on foreign currency-related transactions. This income, less expenses incurred in the operation of a Fund, constitutes the
Funds net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income generally are taxable as ordinary income to the extent of a Funds earnings and profits. In the
case of a Fund whose strategy includes investing in stocks of corporations, a portion of the income dividends paid to you may be qualified dividends eligible to be taxed at reduced rates.
Capital gain dividends. Taxes on distributions of capital gains are determined by how long a Fund owned the investments
that generated them, rather than how long a shareholder has owned his or her Shares. In general,
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a Fund will recognize long-term capital gain or loss on the sale or other disposition of assets it has owned for more than one year, and short-term capital gain or loss on investments it has
owned for one year or less. Distributions of net capital gain (the excess of net long-term capital gain over net short-term capital loss) that are properly reported to Fund shareholders as capital gain dividends generally will be taxable to a
shareholder receiving such distributions as long-term capital gain. Long-term capital gain rates applicable to individuals are 0%, 15%, 20% or 25% depending on the nature of the capital gain and the individuals taxable income. Distributions of
net short-term capital gains for a taxable year in excess of net long-term capital losses for such taxable year generally will be taxable to a shareholder receiving such distributions as ordinary income.
Qualified dividend income for individuals. Ordinary income dividends reported as derived from qualified dividend income
will be taxed in the hands of individuals and other noncorporate shareholders at the rates applicable to long-term capital gain. Qualified dividend income means dividends paid to a Fund (a) by domestic corporations, (b) by foreign
corporations that are either (i) incorporated in a possession of the United States, or (ii) are eligible for benefits under certain income tax treaties with the United States that include an exchange of information program, or
(c) with respect to stock of a foreign corporation that is readily tradable on an established securities market in the United States. Both the Funds and the investor must meet certain holding period requirements to qualify Fund dividends for
this treatment. Income derived from investments in derivatives, fixed-income securities, U.S. REITs, PFICs, and income received in lieu of dividends in a securities lending transaction generally is not eligible for treatment as qualified
dividend income. If the qualifying dividend income received by a Fund is equal to 95% (or a greater percentage) of the Funds gross income (exclusive of net capital gain) in any taxable year, all of the ordinary income dividends paid by the
Fund will be qualifying dividend income.
Qualified REIT dividends. Under 2017 legislation commonly known as
the Tax Cuts and Jobs Act qualified REIT dividends (i.e., ordinary REIT dividends other than capital gain dividends and portions of REIT dividends designated as qualified dividend income) are treated as eligible for a 20% deduction by
noncorporate taxpayers. This deduction, if allowed in full, equates to a maximum effective tax rate of 29.6% (37% top rate applied to income after 20% deduction). The Tax Cuts and Jobs Act does not contain a provision permitting a RIC, such as the
Funds, to pass the special character of this income through to its shareholders. Currently, direct investors in REITs will enjoy the deduction and thus the lower federal income tax rate, but investors in a RIC, such as the Funds, that invest in such
REITs will not. It is uncertain whether a future technical corrections bill or regulations issued by the IRS will address this issue to enable the Funds to pass through the special character of qualified REIT dividends to its
shareholders.
Corporate dividends-received deduction. Ordinary income dividends reported to Fund
shareholders as derived from qualified dividends from domestic corporations will qualify for the 50% dividends-received deduction generally available to corporations. The availability of the dividends-received deduction is subject to certain holding
period and debt financing restrictions imposed under the Code on the corporation claiming the deduction. Income derived by a Fund from investments in derivatives, fixed-income and foreign securities generally is not eligible for this treatment.
Return of capital distributions. Distributions by a Fund that are not paid from earnings and profits will be
treated as a return of capital to the extent of (and in reduction of) the shareholders tax basis in his Shares; any excess will be treated as gain from the sale of his Shares. Thus, the portion of a distribution that constitutes a return of
capital will decrease the shareholders tax basis in his Shares (but not below zero), and will result in an increase in the amount of gain (or decrease in the amount of loss) that will be recognized by the shareholder for tax purposes on the
later sale of such Shares. Return of capital distributions can occur for a number of reasons including, among others, the Fund overestimates the income to be received from certain investments such as those classified as partnerships or equity REITs.
See Tax Treatment of Portfolio TransactionsInvestments in U.S. REITs.
Impact of realized but
undistributed income and gains, and net unrealized appreciation of portfolio securities. At the time of your purchase of Shares, the price of the Shares may reflect undistributed income, undistributed capital gains, or net unrealized
appreciation of portfolio securities held by a Fund. A subsequent
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distribution to you of such amounts, although constituting a return of your investment, would be taxable and would be taxed as either ordinary income (some portion of which may be taxed as
qualified dividend income) or capital gain unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account. A Fund may be able to reduce the amount of such distributions by utilizing its
capital loss carryovers, if any.
Pass-through of foreign tax credits. If more than 50% of the value of a
Funds total assets at the end of a fiscal year is invested in foreign securities, or if the Fund is a qualified fund of funds (i.e., a fund at least 50 percent of the value of the total assets of which, at the close of each quarter of the
taxable year, is represented by interests in other RICs), the Fund may elect to pass-through the amount of foreign income tax paid by the Fund (the Foreign Tax Election) in lieu of deducting such amount in determining its investment
company taxable income. Pursuant to the Foreign Tax Election, shareholders will be required: (i) to include in gross income, even though not actually received, their respective pro-rata shares of the foreign income tax paid by a Fund that are
attributable to any distributions they receive; and (ii) either to deduct their pro-rata share of foreign tax in computing their taxable income or to use it (subject to various Code limitations) as a foreign tax credit against federal income
tax (but not both). No deduction for foreign tax may be claimed by a noncorporate shareholder who does not itemize deductions or who is subject to the alternative minimum tax. Shareholders may be unable to claim a credit for the full amount of their
proportionate shares of the foreign income tax paid by the Fund due to certain limitations that may apply. Each Fund reserves the right not to pass-through the amount of foreign income taxes paid by the Fund. Additionally, any foreign tax withheld
on payments made in lieu of dividends or interest will not qualify for the pass-through of foreign tax credits. See Tax Treatment of Portfolio TransactionsSecurities lending below.
Tax credit bonds. If a Fund holds, directly or indirectly, one or more tax credit bonds (including build
America bonds, clean renewable energy bonds and qualified tax credit bonds) on one or more applicable dates during a taxable year, the Fund may elect to permit its shareholders to claim a tax credit on their income tax returns equal to each
shareholders proportionate share of tax credits from the applicable bonds that otherwise would be allowed to the Fund. In such a case, shareholders must include in gross income (as interest) their proportionate share of the income attributable
to their proportionate share of those offsetting tax credits. A shareholders ability to claim a tax credit associated with one or more tax credit bonds may be subject to certain limitations imposed by the Code. (Under 2017 legislation commonly
known as the Tax Cuts and Jobs Act, the build America bonds, clean renewable energy bonds and certain other qualified bonds may no longer be issued after December 31, 2017.) Even if a Fund is eligible to pass-through tax credits, the Fund may
choose not to do so.
U.S. Government interest. Income earned on certain U.S. Government obligations is
exempt from state and local personal income taxes if earned directly by you. States also grant tax-free status to dividends paid to you from interest earned on direct obligations of the U.S. Government, subject in some states to minimum investment
or reporting requirements that must be met by a Fund. Income on investments by a Fund in certain other obligations, such as repurchase agreements collateralized by U.S. Government obligations, commercial paper and federal agency-backed obligations
(e.g., GNMA or FNMA obligations), generally does not qualify for tax-free treatment. The rules on exclusion of this income are different for corporations.
Dividends declared in December and paid in January. Ordinarily, shareholders are required to take distributions by a Fund into account in the year in which the distributions are made.
However, dividends declared in October, November or December of any year and payable to shareholders of record on a specified date in such a month will be deemed to have been received by the shareholders (and made by a Fund) on December 31 of
such calendar year if such dividends are actually paid in January of the following year. Shareholders will be advised annually as to the U.S. federal income tax consequences of distributions made (or deemed made) during the year in accordance with
the guidance that has been provided by the IRS.
Medicare tax. A 3.8% Medicare tax is imposed on net
investment income earned by certain individuals, estates and trusts. Net investment income, for these purposes, means investment income, including ordinary dividends and capital gain distributions received from a Fund and net gains from
taxable dispositions of Shares, reduced by the deductions properly allocable to such income. In the case of an individual, the tax will be imposed
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on the lesser of (1) the shareholders net investment income or (2) the amount by which the shareholders modified adjusted gross income exceeds $250,000 (if the shareholder
is married and filing jointly or a surviving spouse), $125,000 (if the shareholder is married and filing separately) or $200,000 (in any other case). This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax
return.
Sale of Fund Shares. A sale of Shares is a taxable transaction for federal and state income tax
purposes. If you sell your Shares, the IRS requires you to report any gain or loss on your sale. If you held your Shares as a capital asset, the gain or loss that you realize will be a capital gain or loss and will be long-term or short-term,
generally depending on how long you have held your Shares. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a noncorporate taxpayer, $3,000 of ordinary income.
Taxes on Purchase and Redemption of Creation Units. An AP who exchanges securities for Creation Units generally will
recognize a gain or a loss. The gain or loss will be equal to the difference between the market value of the Creation Units at the time of purchase (plus any cash received by the AP as part of the issue) and the APs aggregate basis in the
securities surrendered (plus any cash paid by the AP as part of the issue). An AP who exchanges Creation Units for securities generally will recognize a gain or loss equal to the difference between the APs basis in the Creation Units (plus any
cash paid by the AP as part of the redemption) and the aggregate market value of the securities received (plus any cash received by the AP as part of the redemption). The IRS, however, may assert that a loss realized upon an exchange of securities
for Creation Units cannot be deducted currently under the rules governing wash sales, or on the basis that there has been no significant change in economic position. Persons exchanging securities should consult their own tax advisor with
respect to whether wash sale rules apply and when a loss might be deductible.
Under current federal tax laws, any capital gain
or loss realized upon redemption of Creation Units is generally treated as long-term capital gain or loss if the Shares have been held for more than one year and as a short-term capital gain or loss if the Shares have been held for one year or less.
If a Fund redeems Creation Units in cash, it may recognize more capital gains than it will if it redeems Creation Units
in-kind.
Tax Basis Information. A shareholders cost basis information will be provided on the sale of
any of the shareholders Shares, subject to certain exceptions for exempt recipients. Please contact the broker (or other nominee) that holds your Shares with respect to reporting of cost basis and available elections for your account.
Wash Sales. All or a portion of any loss that you realize on a sale of your Shares will be disallowed to the
extent that you buy other Shares (through reinvestment of dividends or otherwise) within 30 days before or after your Share sale. Any loss disallowed under these rules will be added to your tax basis in the new Shares.
Sales at a Loss Within Six Months of Purchase. Any loss incurred on a sale of Shares held for six months or less will be
treated as long-term capital loss to the extent of any long-term capital gain distributed to you by a Fund on those Shares.
Reportable transactions. Under Treasury regulations, if a shareholder recognizes a loss with respect to Shares of $2
million or more for an individual shareholder or $10 million or more for a corporate shareholder (or certain greater amounts over a combination of years), the shareholder must file with the IRS a disclosure statement on Form 8886. The fact that a
loss is reportable under these regulations does not affect the legal determination of whether the taxpayers treatment of the loss is proper. Shareholders should consult their tax advisors to determine the applicability of these regulations in
light of their individual circumstances.
Tax Treatment of Portfolio Transactions. Set forth below is a
general description of the tax treatment of certain types of securities, investment techniques and transactions that may apply to a Fund. This section should be read in conjunction with the discussion above under Investment Strategies and
Restrictions and Investment Policies and Risks for a detailed description of the various types of securities and investment techniques that apply to the Fund.
In general. In general, gain or loss recognized by a fund on the sale or other disposition of portfolio investments will be a capital gain or loss. Such capital gain and loss may be
long-term or short-term depending,
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in general, upon the length of time a particular investment position is maintained and, in some cases, upon the nature of the transaction. Property held for more than one year generally will be
eligible for long-term capital gain or loss treatment. The application of certain rules described below may serve to alter the manner in which the holding period for a security is determined or may otherwise affect the characterization as long-term
or short-term, and also the timing of the realization and/or character, of certain gains or losses.
Certain fixed-income
investments. Gain recognized on the disposition of a debt obligation purchased by a fund at a market discount (generally, at a price less than its principal amount) will be treated as ordinary income to the extent of the portion of
the market discount that accrued during the period of time the fund held the debt obligation unless the fund made a current inclusion election to accrue market discount into income as it accrues. If a fund purchases a debt obligation (such as a zero
coupon security or pay-in-kind security) that was originally issued at a discount, the fund generally is required to include in gross income each year the portion of the original issue discount that accrues during such year. Therefore, a funds
investment in such securities may cause the fund to recognize income and make distributions to shareholders before it receives any cash payments on the securities. To generate cash to satisfy those distribution requirements, a fund may have to sell
portfolio securities that it otherwise might have continued to hold or to use cash flows from other sources such as the sale of Shares.
Investments in debt obligations that are at risk of or in default present tax issues for a fund. Tax rules are not entirely clear about issues such as whether and to what extent a fund
should recognize market discount on a debt obligation, when a fund may cease to accrue interest, original issue discount or market discount, when and to what extent a fund may take deductions for bad debts or worthless securities and how a fund
should allocate payments received on obligations in default between principal and income. These and other related issues will be addressed by a fund in order to ensure that it distributes sufficient income to preserve its status as a regulated
investment company.
Options, futures, forward contracts, swap agreements and hedging transactions. In
general, option premiums received by a fund are not immediately included in the income of the fund. Instead, the premiums are recognized when the option contract expires, the option is exercised by the holder, or the fund transfers or otherwise
terminates the option (e.g., through a closing transaction). If an option written by a fund is exercised and the fund sells or delivers the underlying stock, the fund generally will recognize capital gain or loss equal to (a) the sum of the
strike price and the option premium received by the fund minus (b) the funds basis in the stock. Such gain or loss generally will be short-term or long-term depending upon the holding period of the underlying stock. If securities are
purchased by a fund pursuant to the exercise of a put option written by it, the fund generally will subtract the premium received from its cost basis in the securities purchased. The gain or loss with respect to any termination of a funds
obligation under an option other than through the exercise of the option and related sale or delivery of the underlying stock generally will be short-term gain or loss depending on whether the premium income received by the fund is greater or less
than the amount paid by the fund (if any) in terminating the transaction. Thus, for example, if an option written by a fund expires unexercised, the fund generally will recognize short-term gain equal to the premium received.
The tax treatment of certain futures contracts entered into by a fund as well as listed non-equity options written or purchased by the
fund on U.S. exchanges (including options on futures contracts, broad-based equity indices and debt securities) may be governed by section 1256 of the Code (section 1256 contracts). Gains or losses on section 1256 contracts generally are considered
60% long-term and 40% short-term capital gains or losses (60/40), although certain foreign currency gains and losses from such contracts may be treated as ordinary in character. Also, any section 1256 contracts held by a fund at the end of each
taxable year (and, for purposes of the 4% excise tax, on certain other dates as prescribed under the Code) are marked-to-market with the result that unrealized gains or losses are treated as though they were realized and the resulting
gain or loss is treated as ordinary or 60/40 gain or loss, as applicable. Section 1256 contracts do not include any interest rate swap, currency swap, basis swap, interest rate cap, interest rate floor, commodity swap, equity swap, equity index
swap, credit default swap, or similar agreement.
In addition to the special rules described above in respect of options and
futures transactions, a funds transactions in other derivative instruments (including options, forward contracts and swap agreements) as well
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as its other hedging, short sale, or similar transactions, may be subject to one or more special tax rules (including the constructive sale, notional principal contract, straddle, wash sale and
short sale rules). These rules may affect whether gains and losses recognized by a fund are treated as ordinary or capital or as short-term or long-term, accelerate the recognition of income or gains to the fund, defer losses to the fund, and cause
adjustments in the holding periods of the funds securities. These rules, therefore, could affect the amount, timing and/or character of distributions to shareholders. Moreover, because the tax rules applicable to derivative financial
instruments are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a fund has made sufficient
distributions and otherwise satisfied the relevant requirements to maintain its qualification as a regulated investment company and avoid a fund-level tax.
Certain of a funds investments in derivatives and foreign currency-denominated instruments, and the funds transactions in foreign currencies and hedging activities, may produce a difference
between its book income and its taxable income. If a funds book income is less than the sum of its taxable income and net tax-exempt income (if any), the fund could be required to make distributions exceeding book income to qualify as a
regulated investment company. If a funds book income exceeds the sum of its taxable income and net tax-exempt income (if any), the distribution of any such excess will be treated as (i) a dividend to the extent of the funds
remaining earnings and profits (including current earnings and profits arising from tax-exempt income, reduced by related deductions), (ii) thereafter, as a return of capital to the extent of the recipients basis in the shares, and
(iii) thereafter, as gain from the sale or exchange of a capital asset.
Foreign currency
transactions. A funds transactions in foreign currencies, foreign currency-denominated debt obligations and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to
ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. This treatment could increase or decrease a funds ordinary income distributions to you, and may cause some or
all of the funds previously distributed income to be classified as a return of capital. In certain cases, a fund may make an election to treat such gain or loss as capital.
PFIC investments. A fund may invest in securities of foreign companies that may be classified under the Code as PFICs.
In general, a foreign company is classified as a PFIC if at least one-half of its assets constitute investment-type assets or 75% or more of its gross income is investment-type income. When investing in PFIC securities, a fund intends to
mark-to-market these securities under certain provisions of the Code and recognize any unrealized gains as ordinary income at the end of the funds fiscal and excise tax years. Deductions for losses are allowable only to the extent of any
current or previously recognized gains. These gains (reduced by allowable losses) are treated as ordinary income that a fund is required to distribute, even though it has not sold or received dividends from these securities. You should also be aware
that the designation of a foreign security as a PFIC security will cause its income dividends to fall outside of the definition of qualified foreign corporation dividends. These dividends generally will not qualify for the reduced rate of taxation
on qualified dividends when distributed to you by a fund. Foreign companies are not required to identify themselves as PFICs. Due to various complexities in identifying PFICs, a fund can give no assurances that it will be able to identify portfolio
securities in foreign corporations that are PFICs in time for the fund to make a mark-to-market election. If a fund is unable to identify an investment as a PFIC and thus does not make a mark-to-market election, the fund may be subject to U.S.
federal income tax on a portion of any excess distribution or gain from the disposition of such shares even if such income is distributed as a taxable dividend by the fund to its shareholders. Additional charges in the nature of interest
may be imposed on a fund in respect of deferred taxes arising from such distributions or gains.
Investments in non-U.S.
REITs. While non-U.S. REITs often use complex acquisition structures that seek to minimize taxation in the source country, an investment by a fund in a non-U.S. REIT may subject the fund, directly or indirectly, to corporate taxes,
withholding taxes, transfer taxes and other indirect taxes in the country in which the real estate acquired by the non-U.S. REIT is located. The funds pro rata share of any such taxes will reduce the funds return on its investment. A
funds investment in a non-U.S.
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REIT may be considered an investment in a PFIC, as discussed above in Tax Treatment of
Portfolio TransactionsPFIC investments. Additionally, foreign withholding taxes on distributions from the non-U.S. REIT may be reduced or eliminated under certain tax treaties, as discussed above in Taxation of the
FundForeign income tax. Also, the fund in certain limited circumstances may be required to file an income tax return in the source country and pay tax on any gain realized from its investment in the non-U.S. REIT under rules similar to
those in the United States which tax foreign persons on gain realized from dispositions of interests in U.S. real estate.
Investments in U.S. REITs. A U.S. REIT is not subject to federal income tax on the income and gains it distributes to
shareholders. Dividends paid by a U.S. REIT, other than capital gain distributions, will be taxable as ordinary income up to the amount of the U.S. REITs current and accumulated earnings and profits. Capital gain dividends paid by a U.S. REIT
to a fund will be treated as long-term capital gains by the fund and, in turn, may be distributed by the fund to its shareholders as a capital gain distribution. Because of certain noncash expenses, such as property depreciation, an equity U.S.
REITs cash flow may exceed its taxable income. The equity U.S. REIT, and in turn a fund, may distribute this excess cash to shareholders in the form of a return of capital distribution. However, if a U.S. REIT is operated in a manner that
fails to qualify as a REIT, an investment in the U.S. REIT would become subject to double taxation, meaning the taxable income of the U.S. REIT would be subject to federal income tax at the applicable corporate income tax rate without any deduction
for dividends paid to shareholders and the dividends would be taxable to shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the U.S. REITs current and accumulated earnings and profits. Also, see
Tax Treatment of Portfolio TransactionsInvestment in taxable mortgage pools (excess inclusion income) and Foreign ShareholdersU.S. withholding tax at the source with respect to certain other tax aspects of
investing in U.S. REITs.
Investment in taxable mortgage pools (excess inclusion income). Under a Notice
issued by the IRS, the Code and Treasury regulations to be issued, a portion of a funds income from a U.S. REIT that is attributable to the REITs residual interest in a real estate mortgage investment conduit (REMIC) or equity interests
in a taxable mortgage pool (referred to in the Code as an excess inclusion) will be subject to federal income tax in all events. The excess inclusion income of a regulated investment company, such as a fund, will be allocated to
shareholders of the regulated investment company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related REMIC residual interest or, if applicable, taxable mortgage pool
directly. In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income
(UBTI) to entities (including qualified pension plans, individual retirement accounts, 401(k) plans, Keogh plans or other tax-exempt entities) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion
income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a foreign stockholder, will not qualify for any reduction in U.S. federal withholding tax. In addition,
if at any time during any taxable year a disqualified organization (which generally includes certain cooperatives, governmental entities, and tax-exempt organizations not subject to UBTI) is a record holder of a share in a regulated
investment company, then the regulated investment company will be subject to a tax equal to that portion of its excess inclusion income for the taxable year that is allocable to the disqualified organization, multiplied by the applicable corporate
income tax rate. The Notice imposes certain reporting requirements upon regulated investment companies that have excess inclusion income. There can be no assurance that a fund will not allocate to shareholders excess inclusion income.
These rules are potentially applicable to a fund with respect to any income it receives from the equity interests of certain mortgage
pooling vehicles, either directly or, as is more likely, through an investment in a U.S. REIT. It is unlikely that these rules will apply to a fund that has a non-REIT strategy.
Investments in partnerships and QPTPs. For purposes of the Income Requirement, income derived by a fund from a
partnership that is not a QPTP will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership that would be qualifying income if realized directly by the fund. While the rules are not
entirely clear with respect to a fund investing in a partnership outside a master-feeder
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structure, for purposes of testing whether a fund satisfies the Asset Diversification Test, the fund generally is treated as owning a pro rata share of the underlying assets of a partnership. See
Taxation of the FundQualification as a regulated investment company. In contrast, different rules apply to a partnership that is a QPTP. A QPTP is a partnership (a) the interests in which are traded on an established
securities market, (b) that is treated as a partnership for federal income tax purposes, and (c) that derives less than 90% of its income from sources that satisfy the Income Requirement (e.g., because it invests in commodities). All of
the net income derived by a fund from an interest in a QPTP will be treated as qualifying income but the fund may not invest more than 25% of its total assets in one or more QPTPs. However, there can be no assurance that a partnership classified as
a QPTP in one year will qualify as a QPTP in the next year. Any such failure to annually qualify as a QPTP might, in turn, cause a fund to fail to qualify as a regulated investment company. Although, in general, the passive loss rules of the Code do
not apply to RICs, such rules do apply to a fund with respect to items attributable to an interest in a QPTP. Fund investments in partnerships, including in QPTPs, may result in the fund being subject to state, local or foreign income, franchise or
withholding tax liabilities.
If an MLP is treated as a partnership for U.S. federal income tax purposes (whether or not a
QPTP), all or portion of the dividends received by a fund from the MLP likely will be treated as a return of capital for U.S. federal income tax purposes because of accelerated deductions available with respect to the activities of such MLPs.
Further, because of these accelerated deductions, on the disposition of interests in such an MLP, a fund likely will realize taxable income in excess of economic gain with respect to those MLP interests (or if the fund does not dispose of the MLP,
the fund could realize taxable income in excess of cash flow with respect to the MLP in a later period), and the fund must take such income into account in determining whether the fund has satisfied its Distribution Requirement. A fund may have to
borrow or liquidate securities to satisfy its Distribution Requirement and to meet its redemption requests, even though investment considerations might otherwise make it undesirable for the fund to sell securities or borrow money at such time. In
addition, any gain recognized, either upon the sale of a funds MLP interest or sale by the MLP of property held by it, including in excess of economic gain thereon, treated as so-called recapture income, will be treated as ordinary
income. Therefore, to the extent a fund invests in MLPs, fund shareholders might receive greater amounts of distributions from the fund taxable as ordinary income than they otherwise would in the absence of such MLP investments.
Although MLPs are generally expected to be treated as partnerships for U.S. federal income tax purposes, some MLPs may be treated as PFICs
or regular corporations for U.S. federal income tax purposes. The treatment of particular MLPs for U.S. federal income tax purposes will affect the extent to which a fund can invest in MLPs and will impact the amount, character, and
timing of income recognized by the Fund.
Investments in convertible securities. Convertible debt is
ordinarily treated as a single property consisting of a pure debt interest until conversion, after which the investment becomes an equity interest. If the security is issued at premium (i.e., for cash in excess of the face amount payable
on retirement), the creditor-holder may amortize the premium over the life of the bond. If the security is issued for cash at a price below its face amount, the creditor-holder must accrue original issue discount in income over the life of the debt.
The creditor-holders exercise of the conversion privilege is treated as a nontaxable event. Mandatorily convertible debt (e.g., an exchange-traded note or ETN issued in the form of an unsecured obligation that pays a return based on the
performance of a specified market index, exchange currency, or commodity) is often, but not always, treated as a contract to buy or sell the reference property rather than debt. Similarly, convertible preferred stock with a mandatory conversion
feature is ordinarily, but not always, treated as equity rather than debt. Dividends received generally are qualified dividend income and eligible for the corporate dividends-received deduction. In general, conversion of preferred stock for common
stock of the same corporation is tax-free. Conversion of preferred stock for cash is a taxable redemption. Any redemption premium for preferred stock that is redeemable by the issuing company might be required to be amortized under original issue
discount principles. A change in the conversion ratio or conversion price of a convertible security on account of a dividend paid to the issuers other shareholders may result in a deemed distribution of stock to the holders of the convertible
security equal to the value of their increased interest in the equity of the issuer.
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Thus, an increase in the conversion ratio of a convertible security can be treated as a
taxable distribution of stock to a holder of the convertible security (without a corresponding receipt of cash by the holder) before the holder has converted the security.
Securities Lending. While securities are loaned out by a Fund, the Fund generally will receive from the borrower amounts equal to any dividends or interest paid on the borrowed
securities. For federal income tax purposes, payments made in lieu of dividends are not considered dividend income. These distributions will neither qualify for the reduced rate of federal income taxation for individuals on qualified
dividends income, if otherwise available, nor the 50% dividends received deduction for corporations. Also, any foreign tax withheld on payments made in lieu of dividends or interest may not qualify for the passthrough of foreign tax
credits to shareholders.
Tax Certification and Backup Withholding. Tax certification and backup withholding
tax laws may require that you certify your tax information when you become an investor in the Fund. For U.S. citizens and resident aliens, this certification is made on IRS Form W-9. Under these laws, the Fund must withhold a portion of your taxable
distributions and sales proceeds unless you:
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provide your correct Social Security or taxpayer identification number; |
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certify that this number is correct; |
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certify that you are not subject to backup withholding; and |
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certify that you are a U.S. person (including a U.S. resident alien). |
Withholding also is imposed if the IRS requires it. When withholding is required, the amount will be 24% of any distributions or proceeds
paid. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholders U.S. federal income tax liability, provided the appropriate information is furnished to the IRS. Certain payees and payments are
exempt from backup withholding and information reporting.
Non-U.S. investors have special U.S. tax certification requirements.
See Foreign ShareholdersTax certification and backup withholding.
Foreign
Shareholders. Shareholders who, as to the United States, are nonresident alien individuals, foreign trusts or estates, foreign corporations, or foreign partnerships (foreign shareholder), may be subject to U.S. withholding and estate
tax and are subject to special U.S. tax certification requirements.
Taxation of a foreign shareholder depends on whether the
income from the Fund is effectively connected with a U.S. trade or business carried on by such shareholder.
U.S. withholding tax at the source. If the income from the Fund is not effectively connected with a U.S. trade or
business carried on by a foreign shareholder, distributions to such shareholder will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution, subject to certain exemptions including
those for dividends reported as:
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exempt-interest dividends paid by the Fund from its net interest income earned on municipal securities; |
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capital gain dividends paid by the Fund from its net long-term capital gains (other than those from disposition of a U.S. real property interest),
unless you are a nonresident alien present in the United States for a period or periods aggregating 183 days or more during the calendar year; and |
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interest-related dividends paid by the Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends.
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The Fund may report interest-related dividends or short-term capital gain dividends, but reserves the right
not to do so. Additionally, the Funds reporting of interest-related dividends or short-term capital gain dividends may not be passed through to shareholders by intermediaries who have assumed tax reporting responsibilities for this income in
managed or omnibus accounts due to systems limitations or operational constraints. Moreover,
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notwithstanding such exemptions from U.S. withholding at the source, any dividends and distributions of income and capital gains, including the proceeds from the sale of your Shares, will be
subject to backup withholding at a rate of 24% if you fail to properly certify that you are not a U.S. person.
Foreign
shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from an election to pass-through foreign tax credits to shareholders, but may not be able to claim a credit or deduction with respect to the withholding tax
for the foreign tax treated as having been paid by them.
Amounts reported as capital gain dividends (a) that are
attributable to certain capital gain dividends received from a qualified investment entity (QIE) (generally defined as either (i) a U.S. REIT or (ii) a RIC classified as a U.S. real property holding corporation or
which would be if the exceptions for holding 5% or less of a class of publicly traded shares or an interest in a domestically controlled QIE did not apply), or (b) that are realized by a Fund on the sale of a U.S. real property
interest (including gain realized on the sale of shares in a QIE other than one that is domestically controlled), will not be exempt from U.S. federal income tax and may be subject to U.S. withholding tax at the rate of 30% (or lower treaty
rate) if the Fund by reason of having a REIT strategy is classified as a QIE. If a Fund is so classified, foreign shareholders owning more than 5% of the Funds shares may be treated as realizing gain from the disposition of a U.S. real
property interest, causing Fund distributions to be subject to U.S. withholding tax at the applicable corporate income tax rate, and requiring the filing of a nonresident U.S. income tax return. In addition, if a Fund is classified as a QIE,
anti-avoidance rules apply to certain wash sale transactions. Namely, if a Fund is a domestically-controlled QIE and a foreign shareholder disposes of the Funds shares prior to the Fund paying a distribution attributable to the disposition of
a U.S. real property interest and the foreign shareholder later acquires an identical stock interest in a wash sale transaction, the foreign shareholder may still be required to pay U.S. tax on the Funds distribution. Also, the sale of shares
of a Fund, if classified as a U.S. real property holding corporation, could also be considered a sale of a U.S. real property interest with any resulting gain from such sale being subject to U.S. tax as income effectively connected
with a U.S. trade or business.
Income effectively connected with a U.S. trade or business. If the
income from a Fund is effectively connected with a U.S. trade or business carried on by a foreign shareholder, then ordinary income dividends, capital gain dividends and any gains realized upon the sale of Shares will be subject to U.S. federal
income tax at the rates applicable to U.S. citizens or domestic corporations and require the filing of a nonresident U.S. income tax return.
Tax certification and backup withholding. Foreign shareholders may have special U.S. tax certification requirements to avoid backup withholding (at a rate of 24%) and, if applicable, to
obtain the benefit of any income tax treaty between the foreign shareholders country of residence and the United States. To claim these tax benefits, the foreign shareholder must provide a properly completed Form W- 8BEN (or other Form W-8,
where applicable, or their substitute forms) to establish his or her status as a non-U.S. investor, to claim beneficial ownership over the assets in the account, and to claim, if applicable, a reduced rate of or exemption from withholding tax under
the applicable treaty. A Form W-8BEN provided without a U.S. taxpayer identification number remains in effect for a period of three years beginning on the date that it is signed and ending on the last day of the third succeeding calendar year unless
an earlier change of circumstances makes the information given on the form incorrect, and the shareholder must then provide a new W-8BEN to avoid the prospective application of backup withholding. Forms W-8BEN with U.S. taxpayer identification
numbers remain valid indefinitely, or until the investor has a change of circumstances that renders the form incorrect and necessitates a new form and tax certification. Certain payees and payments are exempt from backup withholding.
Foreign Account Tax Compliance Act (FATCA). Under FATCA, a 30% withholding tax is imposed on income dividends made by a
Fund to certain foreign entities, referred to as foreign financial institutions (FFI) or non-financial foreign entities (NFFE). After December 31, 2018, FATCA withholding also would have applied to certain capital gain
distributions, return of capital distributions and the proceeds arising from the sale of Shares; however, based on proposed regulations recently issued by the IRS on which the Fund may rely, such withholding is no longer required unless final
regulations provide otherwise (which is not expected). The FATCA withholding tax generally can be avoided: (a) by an FFI, if it reports certain direct and indirect
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ownership of foreign financial accounts held by U.S. persons with the FFI and (b) by an NFFE, if it: (i) certifies that it has no substantial U.S. persons as owners or (ii) if it
does have such owners, reporting information relating to them. The U.S. Treasury has negotiated intergovernmental agreements (IGAs) with certain countries and is in various stages of negotiations with a number of other foreign countries with respect
to one or more alternative approaches to implement FATCA.
An FFI can avoid FATCA withholding if it is deemed compliant or by
becoming a participating FFI, which requires the FFI to enter into a U.S. tax compliance agreement with the IRS under section 1471(b) of the Code (FFI agreement) under which it agrees to verify, report and disclose certain of its U.S.
accountholders and meet certain other specified requirements.
The FFI will either report the specified information about
the U.S. accounts to the IRS, or, to the government of the FFIs country of residence (pursuant to the terms and conditions of applicable law and an applicable IGA entered into between the U.S. and the FFIs country of residence), which
will, in turn, report the specified information to the IRS. An FFI that is resident in a country that has entered into an IGA with the U.S. to implement FATCA will be exempt from FATCA withholding provided that the FFI shareholder and the applicable
foreign government comply with the terms of such agreement.
An NFFE that is the beneficial owner of a payment from a Fund can
avoid the FATCA withholding tax generally by certifying that it does not have any substantial U.S. owners or by providing the name, address and taxpayer identification number of each substantial U.S. owner. The NFFE will report the information to
the applicable withholding agent, which will, in turn, report the information to the IRS.
Such foreign shareholders also may
fall into certain exempt, excepted or deemed compliant categories as established by U.S. Treasury regulations, IGAs, and other guidance regarding FATCA. An FFI or NFFE that invests in a Fund will need to provide documentation properly certifying the
entitys status under FATCA in order to avoid FATCA withholding. Non-U.S. investors should consult their own tax advisors regarding the impact of these requirements on their investment in a Fund. The requirements imposed by FATCA are different
from, and in addition to, the U.S. tax certification rules to avoid backup withholding described above. Shareholders are urged to consult their tax advisors regarding the application of these requirements to their own situation.
U.S. estate tax. Transfers by gift of Shares of a Fund by a foreign shareholder who is a nonresident alien individual
will not be subject to U.S. federal gift tax. An individual who, at the time of death, is a foreign shareholder will nevertheless be subject to U.S. federal estate tax with respect to Shares at the graduated rates applicable to U.S. citizens and
residents, unless a treaty exemption applies. If a treaty exemption is available, a decedents estate may nonetheless need to file a U.S. estate tax return to claim the exemption in order to obtain a U.S. federal transfer certificate. The
transfer certificate will identify the property (i.e., Fund Shares) as to which the U.S. federal estate tax lien has been released. In the absence of a treaty, there is a $13,000 statutory estate tax credit (equivalent to an estate with assets of
$60,000).
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Local Tax Considerations. Rules of state and local taxation of ordinary income, qualified dividend income and capital gain dividends may differ from the rules for U.S. federal income
taxation described above. Distributions may also be subject to additional state, local and foreign taxes depending on each shareholders particular situation.
DETERMINATION OF NAV
The following information
should be read in conjunction with the section in the Prospectus entitled Net Asset Value. Additional information regarding the current NAV per share of each Fund can be found at www.invesco.com/ETFs.
The Custodian calculates and determines the NAV per Share as of the close of the regular trading session of the NYSE (normally
4:00 p.m., Eastern time) on each day that such exchange is open. NAV is calculated by
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deducting all of a Funds liabilities from the total value of its assets and dividing the result by the number of Shares outstanding, rounding to the nearest cent. All valuations are subject
to review by the Trusts Board or its delegate. In determining NAV, expenses are accrued and applied daily, and securities and other assets for which market quotations are available are valued at market value. Securities listed or traded on an
exchange generally are valued at the last sales price or official closing price of the exchange where the security primarily is traded. Investment companies are valued using such companys NAV per share, unless the shares are exchange-traded,
in which case they will be valued at the last sale or official closing price on the exchanges on which they primarily trade. Debt and securities not listed on an exchange normally are valued on the basis of prices provided by independent pricing
services. Pricing services generally value debt securities assuming orderly transactions of institutional round lot size, but a Fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than
institutional round lots. The Adviser may use various pricing services or discontinue the use of any pricing service at any time.
If a securitys market price is not readily available, the security will be valued in accordance with the Trusts valuation policies and procedures approved by the Board.
Even when market quotations are available for portfolio securities, they may be stale or unreliable because the security is not traded
frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after the security ceased trading or because of the passage of time between the close of the market on which the security trades and
the close of the NYSE and when a Fund calculates its NAV. Events that may cause the last market quotation to be unreliable include a merger or insolvency, events which affect a geographical area or an industry segment, such as political events or
natural disasters, or market events, such as a significant movement in the U.S. market. Where market quotations are not readily available, including where the Adviser determines that the closing price of the security is unreliable, the security will
be valued at fair value as determined in good faith following procedures approved by the Board. Fair value pricing involves subjective judgments, and it is possible that a fair value determination for a security is materially different than the
value that could be realized upon the sale of that security. With respect to securities that primarily are listed on foreign exchanges, the value of a Funds portfolio securities may change on days when you will not be able to purchase or sell
your Shares.
Intraday Indicative Value. The trading prices of the Shares in the secondary market generally
differ from the Funds daily NAV and are affected by market forces such as the supply of and demand for ETF Shares and underlying securities held by the Funds, economic conditions and other factors. Information regarding the IIV of the Shares
is disseminated every 15 seconds throughout each trading day by the Exchange or by market data vendors or other information providers. However, the IIV should not be viewed as a real-time update of a Funds NAV. The IIV is based on
the current market value of the published basket of portfolio securities and/or cash required to be deposited in exchange for a Creation Unit and does not necessarily reflect the precise composition of a Funds actual portfolio at a particular
point in time. Moreover, the IIV is generally determined by using current market quotations and/or price quotations obtained from broker-dealers and other market intermediaries and valuations based on current market rates. The IIV may not be
calculated in the same manner as the NAV, which (i) is computed only once a day, (ii) unlike the calculation of the IIV, takes into account a Funds expenses, and (iii) may be subject, in accordance with the requirements of the
1940 Act, to fair valuation at different prices than those used in the calculations of the IIV. Therefore, the IIV may not reflect the best possible valuation of a Funds current portfolio. Additionally, the quotations and/or valuations of
certain of a Funds holdings may not be updated during U.S. trading hours if such holdings do not trade in the United States, which could affect premiums and discounts between the IIV and the market price of the Shares. The Funds, the Adviser
and their affiliates are not involved in, or responsible for, any aspect of the calculation or dissemination of the IIV, and the Funds, the Adviser and their affiliates do not make any warranty as to the accuracy of these calculations.
59
DIVIDENDS AND OTHER DISTRIBUTIONS
The following information supplements and should be read in conjunction with the section in the Prospectus entitled Dividends, Other
Distributions and Taxes.
General Policies. Ordinarily, dividends from net investment income, if any,
are declared and paid quarterly by each Fund.
Distributions of net realized securities gains, if any, generally are declared
and paid at least annually, but the Trust may make distributions on a more frequent basis. The Trust reserves the right to declare special distributions if, in its reasonable discretion, such action is necessary or advisable to preserve the status
of each Fund as a RIC or to avoid imposition of income or excise tax on undistributed income.
Dividends and other
distributions on Shares are distributed, as described below, on a pro rata basis to Beneficial Owners of the Shares. Dividend payments are made through DTC Participants and Indirect Participants to Beneficial Owners then of record with proceeds
received from each Fund.
Dividend Reinvestment Service. No reinvestment service is provided by the Trust.
Broker-dealers may make available the DTC book-entry Dividend Reinvestment Service for use by Beneficial Owners of Shares for reinvestment of their dividend distributions. Beneficial Owners should contact their broker to determine the availability
and costs of the service and the details of participation therein. Brokers may require Beneficial Owners to adhere to specific procedures and timetables.
MISCELLANEOUS INFORMATION
Counsel. Stradley Ronon Stevens & Young, LLP, located at 191 North Wacker Drive, Suite 1601, Chicago, Illinois
60606, and 1250 Connecticut Avenue, N.W., Suite 500, Washington, D.C. 20036, serves as legal counsel to the Trust.
Independent Registered Public Accounting Firm. PricewaterhouseCoopers LLP (PwC), located at One North Wacker
Drive, Chicago, Illinois, 60606, serves as the Funds independent registered public accounting firm. PwC has been retained to audit the Funds annual financial statements and performs other related audit services.
FINANCIAL STATEMENTS
Each Fund is new and has no performance history as of the date of this SAI. Financial information therefore is not yet available. The audited financial statements, including the financial highlights
pertaining thereto, appearing in each Predecessor Funds Annual Report to shareholders for the fiscal year ended June 30, 2018, and filed electronically with the SEC, are incorporated by reference and made a part of this SAI. In addition,
the unaudited financial statements, including the financial highlights pertaining thereto, appearing in each Predecessor Funds Semi-Annual Report to shareholders for the fiscal period ended December 31, 2018, and filed electronically with
the SEC, are incorporated by reference and made a part of this SAI. You may request a copy of each Predecessor Funds Annual Report and Semi-Annual Report at no charge by calling
1-800-983-0903 during normal business hours.
PwC informed the Audit Committee that it has identified an issue related to its independence under Rule 2-01(c)(1)(ii)(A) of Regulation S-X (referred to
as the Loan Rule). The Loan Rule prohibits accounting firms, such as PwC, from being deemed independent if they have certain financial relationships with their audit clients or certain affiliates of those clients. The Registrant is
required under various securities laws to have its financial statements audited by an independent accounting firm. The Loan Rule specifically provides that an accounting firm would not be independent if it receives, or certain affiliates and covered
persons receives, a loan from a lender that is a record or beneficial owner of more than ten percent of an audit clients equity securities (referred to as a more than ten percent owner). For purposes of the Loan Rule, audit clients
include the Registrant as well as all registered investment companies advised by the Adviser and its affiliates, including other subsidiaries of the Advisers parent company, Invesco Ltd. (collectively, the Invesco Fund Complex). PwC informed
the Audit Committee that it has, and that certain affiliates and covered persons, have relationships with
60
lenders who hold, as record owner, more than ten percent of the shares of certain funds within the Invesco Fund Complex. These relationships call into question PwCs independence under the
Loan Rule with respect to those funds, as well as all other funds in the Invesco Fund Complex which may implicate the Loan Rule.
On June 20, 2016, the SEC Staff issued a no-action letter to another mutual fund complex (see Fidelity
Management & Research Company et al., No-Action Letter) related to the audit independence issue described above. In that letter, the SEC confirmed that it would not recommend enforcement action against a fund that relied on audit services
performed by an audit firm that was not in compliance with the Loan Rule in certain specified circumstances. On May 2, 2018, the SEC proposed amendments to the Loan Rule that, if adopted as proposed, would address many of the issues that led to
issuance of the no-action letter.
In an August 18, 2016 letter, and in subsequent communications, PwC affirmed to the
Audit Committee that, as of the date of the letter and the subsequent communications, respectively, PwC is an independent accountant with respect to the Registrant, within the meaning of PCAOB Rule 3520. In its letter and in its subsequent
communications, PwC also informed the Audit Committee that, after evaluating the facts and circumstances and the applicable independence rules, PwC has concluded that with regard to its compliance with the independence criteria set forth in the
rules and regulations of the SEC related to the Loan Rule, it believes that it remains objective and impartial despite matters that may ultimately be determined to be inconsistent with these criteria and therefore it can continue to serve as the
Registrants registered public accounting firm. PwC has advised the Audit Committee that this conclusion is based in part on the following considerations: (1) the lenders to PwC have no influence over any fund, or other entity within the
Invesco Fund Complex, or its investment adviser; (2) none of the officers or trustees of the Invesco Fund Complex whose shares are owned by PwC lenders are associated with those lenders; (3) PwC understands that the shares held by PwC
lenders are held for the benefit of and on behalf of its policy owners/end investors; (4) investments in funds such as the Invesco Fund Complex funds are passive; (5) the PwC lenders are part of various syndicates of unrelated lenders;
(6) there have been no changes to the loans in question since the origination of each respective note; (7) the debts are in good standing and no lender has the right to take action against PwC, as borrower, in connection with the
financings; (8) the debt balances with each lender are immaterial to PwC and to each lender; and (9) the PwC audit engagement team has no involvement in PwCs treasury function and PwCs treasury function has no oversight of or
ability to influence the PwC audit engagement team. In addition, PwC has communicated that the lending relationships appear to be consistent with the lending relationships described in the no-action letter and that they are not aware of other
relationships that would be implicated by the Loan Rule. In addition to relying on PwCs August 18, 2016 letter and subsequent communications regarding its independence, the Trust intends to rely upon the no-action letter.
If in the future the independence of PwC is called into question under the Loan Rule by circumstances that are not addressed in the
SECs no-action letter, a Registrant may need to take other action in order for the Registrants filings with the SEC containing financial statements to be deemed compliant with applicable securities laws. Such additional actions could
result in additional costs, impair the ability of the Registrant to issue new shares or have other material adverse effects on the Registrant. The SEC no-action relief was initially set to expire 18 months from issuance, but has been extended by the
SEC without an expiration date, except that the no-action letter will be withdrawn upon the effectiveness of any amendments to the Loan Rule designed to address the concerns expressed in the letter.
61
APPENDIX A
PROXY VOTING GUIDELINES
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Applicable to |
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All funds advised by Invesco Capital Management LLC (ICM or the Adviser) for which it has been delegated proxy voting
authority. |
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Risk Addressed by Policy |
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Breach of fiduciary duty to clients under the Investment Advisers Act of 1940 by placing Invescos interests ahead of clients best interests in voting
proxies |
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Relevant Law and Other Sources |
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Investment Advisers Act of 1940 |
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Effective Date |
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June 24, 2014 |
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Last Amended Date |
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January 7, 2019 |
ICM has adopted proxy voting policies with respect to securities owned by series for which it serves as investment adviser and has been delegated the authority to vote proxies. ICMs proxy voting
policies are designed to provide that proxies are voted in the best interests of shareholders.
Invesco Ltd.
(Invesco), the parent to the Adviser, has adopted a global policy statement on corporate governance and proxy voting (the Global Invesco Policy) (see Exhibit A), which details Invescos views on governance
matters and describes the proxy administration and governance approach. The Adviser will approach proxy constraints according to the Invesco global statement on corporate governance and proxy voting. The Adviser will approach conflicts of interest
in accordance with Invescos global policy statement on corporate governance and proxy voting. The Adviser votes proxies by utilizing the procedures and mechanisms outlined in the Global Invesco Policy, while maintaining specific guidelines for
products advised by the Adviser or an affiliate of the Adviser (Affiliated Funds), as set forth below:
Overlapping
Securities
In instances where both an Affiliated Fund advised by the Adviser and an Affiliated Fund advised by an
Invesco Ltd. entity hold an equity security (Overlapping Securities), the Adviser will vote proxies in accordance with the recommendation of an Invesco Ltd. adviser based on the comprehensive proxy review and under the Global
Invesco Policy. The Global Invesco Policy is overseen by the Invesco Proxy Advisory Committee (IPAC), which also orchestrates the review and analysis of the top twenty-five proxy voting matters, measured by overall size of
holdings by funds within the Invesco family. The Adviser consults with the IPAC on specific proxy votes and general proxy voting matters as it deems necessary. In addition, as part of the Global Invesco Proxy Voting Process, the IPAC oversees
instances when possible conflicts of interest arise among funds. (Please see the Global Invesco Policy for the detailed conflicts of interest approach.)
In instances where the global proxy administration team does not receive a recommendation in a timely manner, the proxy administration team will automatically vote such ballots in accordance with
Invescos custom guidelines established in Invescos global proxy voting policy and US guidelines.
Non-Overlapping Securities
In instances where securities are held only by an Affiliated Fund advised by the Adviser and not also by an Invesco
Ltd. active equity entity fund, the Adviser will instruct the proxy administration team to vote proxies in accordance with said Invesco custom guidelines implemented by ISS, Invescos vote execution agent.
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Under this Policy, the Adviser retains the power to vote contrary to the recommendation
of the Invesco Voting Process (for Overlapping Securities) or Invescos custom guidelines (for Non-Overlapping Securities) at its discretion, so long as the reasons for doing so are well documented.
Certain Affiliated Funds pursue their investment objectives by investing in other registered investment companies pursuant to an exemptive order granted by the Securities and Exchange Commission. The
relief granted by that order is conditioned upon complying with a number of undertakings, some of which require such Affiliated Fund to vote its shares in an acquired investment company in the same proportion as other holders of the acquired
funds shares. In instances in which an Affiliated Fund is required to vote in this manner to rely on the exemptive order, the Adviser will vote shares of these acquired investment companies in compliance with the voting mechanism required by
the order.
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Exhibit A
Invescos Policy Statement on Global Corporate Governance and Proxy Voting
I. |
Guiding Principles and Philosophy |
Public companies hold shareholder meetings, attended by the companys executives, directors, and shareholders, during which important issues, such as appointments to the companys board of
directors, executive compensation, and auditors, are addressed and where applicable, voted on. Proxy voting gives shareholders the opportunity to vote on issues that impact the companys operations and policies without being present at the
meetings.
Invesco views proxy voting as an integral part of its investment management responsibilities and believes that the
right to vote proxies should be managed with the same high standards of care and fiduciary duty to its clients as all other elements of the investment process. Invescos proxy voting philosophy, governance structure and process are designed to
ensure that proxy votes are cast in accordance with clients best interests, which Invesco interprets to mean clients best economic interests, this Policy and the operating guidelines and procedures of Invescos regional investment
centers.
Invesco investment teams vote proxies on behalf of Invesco-sponsored funds and non-fund advisory clients that have
explicitly granted Invesco authority in writing to vote proxies on their behalf.
The proxy voting process at Invesco, which is
driven by investment professionals, focuses on maximizing long-term value for our clients, protecting clients rights and promoting governance structures and practices that reinforce the accountability of corporate management and boards of
directors to shareholders. Invesco takes a nuanced approach to voting and, therefore, many matters to be voted upon are reviewed on a case by case basis.
Votes in favor of board or management proposals should not be interpreted as an indication of insufficient consideration by Invesco fund managers. Such votes may reflect the outcome of past or ongoing
engagement and active ownership by Invesco with representatives of the companies in which we invest.
II. |
Applicability of this Policy |
This Policy sets forth the framework of Invescos corporate governance approach, broad philosophy and guiding principles that inform the proxy voting practices of Invescos investment teams
around the world. Given the different nature of these teams and their respective investment processes, as well as the significant differences in regulatory regimes and market practices across jurisdictions, not all aspects of this Policy may apply
to all Invesco investment teams at all times. In the case of a conflict between this Policy and the operating guidelines and procedures of a regional investment center the latter will control.
III. |
Proxy Voting for Certain Fixed Income, Money Market Accounts and Index |
For proxies held by certain client accounts managed in accordance with fixed income, money market and index strategies (including exchange
traded funds), Invesco will typically vote in line with the majority holder of the active-equity shares held by Invesco outside of those strategies (Majority Voting). In this manner Invesco seeks to leverage the active-equity expertise
and comprehensive proxy voting reviews conducted by teams employing active-equity strategies, which typically incorporate analysis of proxy issues as a core component of the investment process. Portfolio managers for accounts employing Majority
Voting still retain full discretion to override Majority Voting and to vote the shares as they determine to be in the best interest of those accounts, absent certain types of conflicts of interest, which are discussed elsewhere in this Policy.
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IV. |
Conflicts of Interest |
There may be occasions where voting proxies may present a real or perceived conflict of interest between Invesco, as investment manager, and one or more of Invescos clients or vendors. Under
Invescos Code of Conduct, Invesco entities and individuals are strictly prohibited from putting personal benefit, whether tangible or intangible, before the interests of clients. Personal benefit includes any intended benefit for
Invesco, oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for the relevant Invesco client.
Firm-level Conflicts of Interest
A conflict of interest may exist if
Invesco has a material business relationship with, or is actively soliciting business from, either the company soliciting a proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a
particular outcome of a proxy vote (e.g., issuers that are distributors of Invescos products, or issuers that employ Invesco to manage portions of their retirement plans or treasury accounts). Invescos proxy governance team
maintains a list of all such issuers for which a conflict of interest exists.
If the proposal that gives rise to the potential
conflict is specifically addressed by this Policy or the operating guidelines and procedures of the relevant regional investment center, Invesco generally will vote the proxy in accordance therewith. Otherwise, based on a majority vote of its
members, the Global IPAC (as described below) will vote the proxy.
Because this Policy and the operating guidelines and
procedures of each regional investment center are pre-determined and crafted to be in the best economic interest of clients, applying them to vote client proxies should, in most instances, adequately resolve any potential conflict of interest. As an
additional safeguard, persons from Invescos marketing, distribution and other customer-facing functions may not serve on the Global IPAC. For the avoidance of doubt, Invesco may not consider Invesco Ltd.s pecuniary interest when voting
proxies on behalf of clients.
Personal Conflicts of Interest
A conflict also may exist where an Invesco employee has a known personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors, or candidates for
directorships.
All Invesco personnel with proxy voting responsibilities are required to report any known personal conflicts of
interest regarding proxy issues with which they are involved. In such instances, the individual(s) with the conflict will be excluded from the decision-making process relating to such issues.
Other Conflicts of Interest
In order to avoid any appearance of a conflict
of interest, Invesco will not vote proxies issued by, or related to matters involving, Invesco Ltd. that may be held in client accounts from time to time.1 Shares of an Invesco-sponsored fund held by other Invesco funds will be voted in the same proportion as the votes of
external shareholders of the underlying fund.
V. |
Use of Third-Party Proxy Advisory Services |
Invesco may supplement its internal research with information from third-parties, such as proxy advisory firms. However, Invesco generally retains full and independent discretion with respect to proxy
voting decisions.
As part of its fiduciary obligation to clients, Invesco performs extensive initial and ongoing due diligence
on the proxy advisory firms it engages. This includes reviews of information regarding the capabilities of their
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Generally speaking, Invesco does not invest for its clients in the shares of Invesco Ltd., however, limited exceptions apply in the case of
funds or accounts designed to track an index that includes Invesco Ltd. as a component. |
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research staffs and internal controls, policies and procedures, including those relating to possible conflicts of interest. In addition, Invesco regularly monitors and communicates with these
firms and monitors their compliance with Invescos performance and policy standards.
VI. |
Global Proxy Voting Platform and Administration |
Guided by its philosophy that investment teams should manage proxy voting, Invesco has created the Global Invesco Proxy Advisory Committee
(Global IPAC). The Global IPAC is a global investments-driven committee comprised of representatives from various investment management teams and Invescos Global Head of Proxy Governance and Responsible Investment (Head of
Proxy Governance). The Global IPAC provides a forum for investment teams to monitor, understand and discuss key proxy issues and voting trends within the Invesco complex. Absent a conflict of interest, the Global IPAC representatives, in
consultation with the respective investment team, are responsible for voting proxies for the securities the team manages (unless such responsibility is explicitly delegated to the portfolio managers of the securities in question) In addition to the
Global IPAC, for some clients, third parties (e.g., U.S. mutual fund boards) provide oversight of the proxy process. The Global IPAC and Invescos proxy administration and governance team, compliance and legal teams regularly communicate
and review this Policy and the operating guidelines and procedures of each regional investment center to ensure that they remain consistent with clients best interests, regulatory requirements, governance trends and industry best practices.
Invesco maintains a proprietary global proxy administration platform, known as the fund manager portal and
supported by the Head of Proxy Governance and a dedicated team of internal proxy specialists. The platform streamlines the proxy voting and ballot reconciliation processes, as well as related functions, such as share blocking and managing conflicts
of interest issuers. Managing these processes internally, as opposed to relying on third parties, gives Invesco greater quality control, oversight and independence in the proxy administration process.
The platform also includes advanced global reporting and record-keeping capabilities regarding proxy matters that enable Invesco to
satisfy client, regulatory and management requirements. Historical proxy voting information, including commentary by investment professionals regarding the votes they cast, where applicable, is stored to build institutional knowledge across the
Invesco complex with respect to individual companies and proxy issues. Certain investment teams also use the platform to access third-party proxy research.
In the great majority of instances, Invesco is able to vote proxies successfully. However, in certain circumstances Invesco may refrain from voting where the economic or other opportunity costs of voting
exceeds any anticipated benefits of that proxy proposal. In addition, there may be instances in which Invesco is unable to vote all of its clients proxies despite using commercially reasonable efforts to do so. For example:
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Invesco may not receive proxy materials from the relevant fund or client custodian with sufficient time and information to make an informed independent
voting decision. In such cases, Invesco may choose not to vote, to abstain from voting, to vote in line with management or to vote in accordance with proxy advisor recommendations. These matters are left to the discretion of the fund manager.
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If the security in question is on loan as part of a securities lending program, Invesco may determine that the benefit to the client of voting a
particular proxy is outweighed by the revenue that would be lost by terminating the loan and recalling the securities. |
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In some countries the exercise of voting rights imposes temporary transfer restrictions on the related securities (share blocking). Invesco
generally refrains from voting proxies in share-blocking countries unless Invesco determines that the benefit to the client(s) of voting a specific proxy outweighs the clients temporary inability to sell the security.
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Some companies require a representative to attend meetings in person in order to vote a proxy. In such cases, Invesco may determine that the costs of
sending a representative or signing a power-of-attorney outweigh the benefit of voting a particular proxy. |
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VIII. |
Proxy Voting Guidelines |
The following guidelines describe Invescos general positions on various common proxy voting issues. This list is not intended to be exhaustive or prescriptive. As noted above, Invescos proxy
process is investor-driven, and each fund manager retains ultimate discretion to vote proxies in the manner they deem most appropriate, consistent with Invescos proxy voting principles and philosophy discussed in Sections I through IV.
Individual proxy votes therefore will differ from these guidelines from time to time.
A. |
Shareholder Access and Treatment of Shareholder Proposals |
Invesco reviews on a case by case basis but generally votes in favor of proposals that would increase shareholders opportunities to
express their views to boards of directors, proposals that would lower barriers to shareholder action, and proposals to promote the adoption of generally accepted best practices in corporate governance, provided that such proposals would not require
a disproportionate amount of management attention or corporate resources or otherwise that may inappropriately disrupt the companys business and main purpose, usually set out in their reporting disclosures and business model. Likewise, Invesco
reviews on a case by case basis but generally votes for shareholder proposals that are designed to protect shareholder rights if a companys corporate governance standards indicate that such additional protections are warranted (for example,
where minority shareholders rights are not adequately protected).
B. |
Environmental, Social and Corporate Responsibility Issues |
Invesco believes that a companys long-term response to environmental, social and corporate responsibility issues can significantly
affect its long-term shareholder value. We recognize that to manage a corporation effectively, directors and management may consider not only the interests of shareholders, but also the interests of employees, customers, suppliers, creditors and the
local community, among others. While Invesco generally affords management discretion with respect to the operation of a companys business, Invesco will evaluate such proposals on a case by case basis and will vote proposals relating to these
issues in a manner intended to maximize long-term shareholder value.
C. |
Capitalization Structure Issues |
Invesco generally supports a boards decisions about the need for additional capital stock to meet ongoing corporate needs, except where the request could adversely affect Invesco clients
ownership stakes or voting rights. Some capitalization proposals, such as those to authorize common or preferred stock with special voting rights or to issue additional stock in connection with an acquisition, may require additional analysis.
Invesco generally opposes proposals to authorize classes of preferred stock with unspecified voting, conversion, dividend or other rights (blank check stock) when they appear to be intended as an anti-takeover mechanism; such issuances
may be supported when used for general financing purposes.
Invesco generally supports a boards proposal to increase common share authorization for a stock split, provided that the increase in authorized shares would not result in excessive dilution given
the companys industry and performance in terms of shareholder returns.
Invesco generally supports a boards proposal to institute open-market share repurchase plans only if all shareholders participate on an equal basis.
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D. |
Corporate Governance Issues |
1. Director Nominees in Uncontested Elections
Subject to the other
considerations described below, in an uncontested director election for a company without a controlling shareholder, Invesco generally votes in favor of the director slate if it is comprised of at least a majority of independent directors and if the
boards key committees are fully independent, effective and balanced. Key committees include the audit, compensation/remuneration and governance/nominating committees. Invescos standard of independence excludes directors who, in addition
to the directorship, have any material business or family relationships with the companies they serve.
2. Director
Nominees in Contested Elections
Invesco recognizes that short-term investment sentiments influence the corporate
governance landscape and may influence companies in Invesco clients portfolios and more broadly across the market. Invesco recognizes that short-term investment sentiment may conflict with long-term value creation and as such looks at each
proxy contest matter on a case by case basis, considering factors such as:
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Long-term financial performance of the company relative to its industry, |
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Managements track record, |
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Background to the proxy contest, |
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Qualifications of director nominees (both slates), |
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Evaluation of what each side is offering shareholders as well as the likelihood that the proposed objectives and goals can be met, and
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Stock ownership positions in the company. |
3. Director Accountability
Invesco generally withholds votes from
directors who exhibit a lack of accountability to shareholders. Examples include, without limitation, poor attendance (less than 75%, absent extenuating circumstances) at meetings, failing to implement shareholder proposals that have received a
majority of votes and/or by adopting or approving egregious corporate-governance or other policies. In cases of material financial restatements, accounting fraud, habitually late filings, adopting shareholder rights plan (poison pills)
without shareholder approval, or other areas of poor performance, Invesco may withhold votes from some or all of a companys directors. In situations where directors performance is a concern, Invesco may also support shareholder proposals
to take corrective actions such as so-called clawback provisions.
4. Director Independence
Invesco generally supports proposals to require a majority of directors to be independent unless particular circumstances make this not
feasible or in the best interests of shareholders. We generally vote for proposals that would require the boards audit, compensation/remuneration, and/or governance/nominating committees to be composed exclusively of independent directors
since this minimizes the potential for conflicts of interest.
5. Director Indemnification
Invesco recognizes that individuals may be reluctant to serve as corporate directors if they are personally liable for all related
lawsuits and legal costs. As a result, reasonable limitations on directors liability can benefit a company and its shareholders by helping to attract and retain qualified directors while preserving recourse for shareholders in the event of
misconduct by directors. Invesco, therefore, generally supports proposals to limit directors liability and provide indemnification and/or exculpation, provided that the arrangements are limited to
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the director acting honestly and in good faith with a view to the best interests of the company and, in criminal matters, are limited to the director having reasonable grounds for believing the
conduct was lawful.
6. Separate Chairperson and CEO
Invesco evaluates these proposals on a case by case basis, recognizing that good governance requires either an independent chair or a
qualified, proactive, and lead independent director.
Voting decisions may take into account, among other factors, the presence
or absence of:
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a designated lead director, appointed from the ranks of the independent board members, with an established term of office and clearly delineated powers
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a majority of independent directors; |
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completely independent key committees; |
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committee chairpersons nominated by the independent directors; |
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CEO performance reviewed annually by a committee of independent directors; and |
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established governance guidelines. |
7. Majority/Supermajority/Cumulative Voting for Directors
The right to
elect directors is the single most important mechanism shareholders have to promote accountability. Invesco generally votes in favor of proposals to elect directors by a majority vote. Except in cases where required by law in the jurisdiction of
incorporation or when a company has adopted formal governance principles that present a meaningful alternative to the majority voting standard, Invesco generally votes against actions that would impose any supermajority voting requirement, and
generally supports actions to dismantle existing supermajority requirements.
The practice of cumulative voting can enable
minority shareholders to have representation on a companys board. Invesco generally opposes such proposals as unnecessary where the company has adopted a majority voting standard. However, Invesco generally supports proposals to institute the
practice of cumulative voting at companies whose overall corporate-governance standards indicate a particular need to protect the interests of minority shareholders.
8. Staggered Boards/Annual Election of Directors
Invesco generally
supports proposals to elect each director annually rather than electing directors to staggered multi-year terms because annual elections increase a boards level of accountability to its shareholders.
9. Board Size
Invesco believes that the number of directors is an important factor to consider when evaluating the boards ability to maximize long-term shareholder value. Invesco approaches proxies relating to
board size on a case by case basis but generally will defer to the board with respect to determining the optimal number of board members, provided that the proposed board size is sufficiently large to represent shareholder interests and sufficiently
limited to remain effective.
10. Term Limits for Directors
Invesco believes it is important for a board of directors to examine its membership regularly with a view to ensuring that the company
continues to benefit from a diversity of director viewpoints and experience. We generally believe that an individual boards nominating committee is best positioned to determine whether director term limits would be an appropriate measure to
help achieve these goals and, if so, the nature of such limits.
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ii. |
Audit Committees and Auditors |
1. Qualifications of Audit Committee and Auditors
Invesco believes a
companys Audit Committee has a high degree of responsibility to shareholders in matters of financial disclosure, integrity of the financial statements and effectiveness of a companys internal controls. Independence, experience and
financial expertise are critical elements of a well-functioning Audit Committee. When electing directors who are members of a companys Audit Committee, or when ratifying a companys auditors, Invesco considers the past performance of the
Audit Committee and holds its members accountable for the quality of the companys financial statements and reports.
2. Auditor Indemnifications
A companys independent auditors play a critical role in ensuring and attesting to the integrity of the companys financial statements. It is therefore essential that they perform their work in
accordance with the highest standards. Invesco generally opposes proposals that would limit the liability of or indemnify auditors because doing so could serve to undermine this obligation.
3. Adequate Disclosure of Auditor Fees
Understanding the fees earned by the auditors is important for assessing auditor independence. Invescos support for the re-appointment of the auditors will take into consideration the availability
of adequate disclosure concerning the amount and nature of audit versus non-audit fees. Invesco generally will support proposals that call for this disclosure if it is not already being made.
E. |
Remuneration and Incentives |
Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce management and employees of portfolio companies to create greater
shareholder wealth. Invesco generally supports equity compensation plans that promote the proper alignment of incentives with shareholders long-term interests, and generally votes against plans that are overly dilutive to existing
shareholders, plans that contain objectionable structural features, and plans that appear likely to reduce the value of the clients investment.
i. |
Independent Compensation/Remuneration Committee |
Invesco believes that an independent, experienced and well-informed compensation/remuneration committee is critical to ensuring that a
companys remuneration practices align with shareholders interests and, therefore, generally supports proposals calling for a compensation/remuneration committee to be comprised solely of independent directors.
ii. |
Advisory Votes on Executive Compensation |
Invesco believes that an independent compensation/remuneration committee of the board, with input from management, is generally best positioned to determine the appropriate components and levels of
executive compensation, as well as the appropriate frequency of related shareholder advisory votes. This is particularly the case where shareholders have the ability to express their views on remuneration matters through annual votes for or against
the election of the individual directors who comprise the compensation/remuneration committee. Invesco, therefore, generally will support managements recommendations with regard to the components and levels of executive compensation and the
frequency of shareholder advisory votes on executive compensation. However, Invesco will vote against such recommendations where Invesco determines that a companys executive remuneration policies are not properly aligned with shareholder
interests or may create inappropriate incentives for management.
A-9
iii. |
Equity Based Compensation Plans |
Invesco generally votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include, without limitation, the
ability to reprice or reload options without shareholder approval, the ability to issue options below the stocks current market price, or the ability to replenish shares automatically without shareholder approval.
iv. |
Severance Arrangements |
Invesco considers proposed severance arrangements (sometimes known as golden parachute arrangements) on a case-by-case basis due to the wide variety among their terms. Invesco acknowledges
that in some cases such arrangements, if reasonable, may be in shareholders best interests as a method of attracting and retaining high quality executive talent. Invesco generally votes in favor of proposals requiring advisory shareholder
ratification of senior executives severance agreements while generally opposing proposals that require such agreements to be ratified by shareholders in advance of their adoption.
v. |
Claw Back Provisions |
Invesco generally supports so called claw back policies intended to recoup remuneration paid to senior executives based upon materially inaccurate financial reporting (as evidenced by later
restatements) or fraudulent accounting or business practices.
vi. |
Employee Stock Purchase Plans |
Invesco generally supports employee stock purchase plans that are reasonably designed to provide proper incentives to a broad base of employees, provided that the price at which employees may acquire
stock represents a reasonable discount from the market price.
F. |
Anti-Takeover Defenses; Reincorporation |
Measures designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they have the potential to create conflicts of interests among directors,
management and shareholders. Such measures include adopting or renewing shareholder rights plans (poison pills), requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each
director to an annual term, or creating separate classes of common or preferred stock with special voting rights. In determining whether to support a proposal to add, eliminate or restrict anti-takeover measures, Invesco will examine the particular
elements of the proposal to assess the degree to which it would adversely affect shareholder rights of adopted. Invesco generally supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote.
Invesco generally opposes payments by companies to minority shareholders intended to dissuade such shareholders from pursuing a takeover or other changes (sometimes known as greenmail) because these payments result in preferential
treatment of some shareholders over others.
Reincorporation involves re-establishing the company in a different legal
jurisdiction. Invesco generally will vote for proposals to reincorporate a company provided that the board and management have demonstrated sound financial or business reasons for the move. Invesco generally will oppose proposals to reincorporate if
they are solely part of an anti-takeover defense or intended to limit directors liability.
A-10
APPENDIX B
Regular Holidays for Various Securities Markets and Settlement Periods Greater than Seven Days for Calendar Year 2019
The dates in the calendar year 2019 (the only dates which are available as of this SAI) of the regular holidays affecting the securities
markets of various countries (including those days where markets close early or open late), as well as the dates of the regular holidays in calendar year 2019 that may cause settlement periods to be greater than seven days including the potential
worse-case settlement dates, are as follows. Holidays are subject to change without further notice.
|
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Country |
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JAN |
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FEB |
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MAR |
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APR |
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MAY |
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JUN |
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JUL |
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AUG |
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SEP |
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OCT |
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NOV |
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DEC |
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Albania |
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1,2 |
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14,22 |
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22,29 |
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|
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1 |
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5* |
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12* |
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5 |
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28,29 |
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9,25 |
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Argentina |
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1 |
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4,5 |
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18,19 |
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1 |
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20 |
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19 |
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14 |
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6,18 |
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25 |
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Australia |
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1,28 |
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4,11 |
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19,22,23,25 |
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6,27 |
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3,10 |
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5,14 |
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30 |
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7 |
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5 |
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24-26,31 |
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Austria |
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1 |
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19,22 |
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1 |
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10 |
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24-26,31 |
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Bahrain** |
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1 |
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1 |
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4*-6* |
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11*-13* |
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8*,9* |
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16,17 |
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Bangladesh |
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21 |
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17,26 |
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14,21 |
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1 |
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2*,4*-6* |
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1 |
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11*-13*,15 |
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10* |
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8 |
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10* |
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16,25,31 |
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Belgium |
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1 |
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19,22 |
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1 |
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24-26,31 |
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Benin |
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1 |
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22 |
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1,30 |
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4*,10 |
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7,12*,15 |
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|
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1,15 |
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25 |
|
Bermuda |
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1 |
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|
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19 |
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31 |
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17 |
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|
|
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1,2 |
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2 |
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4,11 |
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25,26 |
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Bosnia and Herzegovina Fed of. |
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1,2 |
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1 |
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22 |
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1-3 |
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3,4 |
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12 |
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25 |
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25 |
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Botswana |
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1,2 |
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19,22 |
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1,30 |
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1,2,15,16 |
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30 |
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1 |
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25,26 |
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Brazil |
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1,25 |
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4-6 |
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19 |
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1 |
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20 |
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9 |
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15,20 |
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25 |
|
Bulgaria |
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1 |
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4 |
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19,22,26,29 |
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1,6,24 |
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6,23 |
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|
24-26 |
|
Burkina Faso |
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1 |
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22 |
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1,30 |
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4*,10 |
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7,12*,15 |
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1,15 |
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25 |
|
Canada |
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1,2 |
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18 |
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19 |
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20 |
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24 |
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1 |
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5 |
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2 |
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14 |
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11 |
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25,26 |
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Chile |
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1 |
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19 |
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1,21 |
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16 |
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15 |
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18-20 |
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31 |
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1 |
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25,31 |
|
China |
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1 |
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4-8 |
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5 |
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1 |
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7 |
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13 |
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|
1-4,7 |
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|
China Connect Bond Connect |
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|
1 |
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4-8 |
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5 |
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1 |
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|
7 |
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|
13 |
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|
1-4,7 |
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|
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|
|
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|
China Connect Stock Connect |
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|
1 |
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4-8 |
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|
5,18,19,22 |
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|
1,10,13 |
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7,28 |
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1 |
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13 |
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|
1-4,7 |
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|
24-26 |
|
Colombia |
|
|
1,7 |
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|
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|
25 |
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|
18,19 |
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|
1 |
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|
3,24 |
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1 |
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7,19 |
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14 |
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|
4,11 |
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|
25 |
|
Costa Rica |
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|
1 |
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|
11,18,19 |
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1 |
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25 |
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2,15 |
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|
25 |
|
Croatia |
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1 |
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19,22 |
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1 |
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20,25 |
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|
5,15 |
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|
8 |
|
|
|
1 |
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|
|
24-26,31 |
|
Cyprus |
|
|
1 |
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|
|
|
11,25 |
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|
1,19,22,26,29,30 |
|
|
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1 |
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|
17 |
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|
15 |
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|
1,28 |
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|
24-26 |
|
Czech Republic |
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1 |
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|
19,22 |
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1,8 |
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|
5 |
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|
28 |
|
|
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|
|
24-26 |
|
Denmark |
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1 |
|
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18,19,22 |
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|
17,30,31 |
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5,10 |
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|
24-26,31 |
|
Egypt** |
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|
1,7 |
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|
25,28,29 |
|
|
|
1 |
|
|
|
4*,5* |
|
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|
1*,23 |
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|
11*,12* |
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|
|
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|
6 |
|
|
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|
|
|
|
Estonia |
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|
1 |
|
|
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|
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|
|
|
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|
|
19,22 |
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|
1,30 |
|
|
|
24 |
|
|
|
|
|
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Eswatini |
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|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22,25 |
|
|
|
1,30 |
|
|
|
|
|
|
|
22* |
|
|
|
|
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|
2*,6* |
|
|
|
|
|
|
|
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|
25,26 |
|
Euromarkets |
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|
1 |
|
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|
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|
|
|
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|
|
|
|
|
|
|
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|
25 |
|
Finland |
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|
1 |
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|
|
|
|
|
|
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|
19,22 |
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|
1,30 |
|
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|
21 |
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|
|
|
|
|
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|
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|
6,24-26,31 |
|
France |
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1 |
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19,22 |
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|
1 |
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|
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|
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|
|
24-26,31 |
|
Georgia, Republic of |
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|
1,2,7 |
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|
8 |
|
|
|
9,26,29 |
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|
9 |
|
|
|
|
|
|
|
|
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|
28 |
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
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|
Germany |
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|
1 |
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|
|
|
|
|
|
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|
19,22 |
|
|
|
1 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
3 |
|
|
|
|
|
|
|
24-26,31 |
|
Ghana |
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|
1,7 |
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|
|
|
|
|
|
6 |
|
|
|
19,22 |
|
|
|
1,27 |
|
|
|
5* |
|
|
|
1 |
|
|
|
12* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,25,26 |
|
Greece |
|
|
1 |
|
|
|
|
|
|
|
11,25 |
|
|
|
19,22,26,29 |
|
|
|
1 |
|
|
|
17 |
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
28 |
|
|
|
|
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|
|
24-26 |
|
Guinea-Bissau |
|
|
1 |
|
|
|
|
|
|
|
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|
22 |
|
|
|
1,30 |
|
|
|
4*,10 |
|
|
|
|
|
|
|
7,12*,15 |
|
|
|
|
|
|
|
|
|
|
|
1,15 |
|
|
|
25 |
|
Hong-Kong |
|
|
1 |
|
|
|
4-7 |
|
|
|
|
|
|
|
5,19,22 |
|
|
|
1,13 |
|
|
|
7 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
1,7 |
|
|
|
|
|
|
|
24-26,31 |
|
Hungary |
|
|
1 |
|
|
|
|
|
|
|
15 |
|
|
|
19,22 |
|
|
|
1 |
|
|
|
10 |
|
|
|
|
|
|
|
19,20 |
|
|
|
|
|
|
|
23 |
|
|
|
1 |
|
|
|
24-27 |
|
Iceland |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
18,19,22,25 |
|
|
|
1,30 |
|
|
|
10,17 |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
India |
|
|
|
|
|
|
19 |
|
|
|
4,21 |
|
|
|
17,19 |
|
|
|
1 |
|
|
|
5 |
|
|
|
|
|
|
|
12,15 |
|
|
|
2,10 |
|
|
|
2,8,28 |
|
|
|
12 |
|
|
|
25 |
|
Indonesia |
|
|
1 |
|
|
|
5 |
|
|
|
7 |
|
|
|
3,19 |
|
|
|
1,30 |
|
|
|
3-7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,25,31 |
|
Ireland |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1,6 |
|
|
|
3 |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
28 |
|
|
|
|
|
|
|
25,26 |
|
Israel** |
|
|
|
|
|
|
|
|
|
|
21 |
|
|
|
9,21-25 |
|
|
|
8,9 |
|
|
|
9 |
|
|
|
|
|
|
|
11 |
|
|
|
29,30 |
|
|
|
1,8,9,13- 17,20,21 |
|
|
|
|
|
|
|
|
|
Italy |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Ivory Coast |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
1,30 |
|
|
|
5*,10 |
|
|
|
|
|
|
|
7,12*,15 |
|
|
|
|
|
|
|
|
|
|
|
1,15 |
|
|
|
25 |
|
B-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Country |
|
JAN |
|
|
FEB |
|
|
MAR |
|
|
APR |
|
|
MAY |
|
|
JUN |
|
|
JUL |
|
|
AUG |
|
|
SEP |
|
|
OCT |
|
|
NOV |
|
|
DEC |
|
Japan |
|
|
1-3,14 |
|
|
|
11 |
|
|
|
21 |
|
|
|
29,30 |
|
|
|
1-3,6 |
|
|
|
|
|
|
|
15 |
|
|
|
12 |
|
|
|
16,23 |
|
|
|
14,22 |
|
|
|
4 |
|
|
|
31 |
|
Jordan** |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
4*-6* |
|
|
|
|
|
|
|
11*-14* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25 |
|
Kazakhstan |
|
|
1,2,7 |
|
|
|
|
|
|
|
8,21,22,25 |
|
|
|
|
|
|
|
1,7,9,10 |
|
|
|
|
|
|
|
8 |
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,16,17 |
|
Kenya |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
5* |
|
|
|
|
|
|
|
21* |
|
|
|
|
|
|
|
10,21 |
|
|
|
|
|
|
|
12,25,26 |
|
Korea, Republic of |
|
|
1 |
|
|
|
4-6 |
|
|
|
1 |
|
|
|
|
|
|
|
1,6 |
|
|
|
6 |
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
12,13 |
|
|
|
3,9 |
|
|
|
25,31 |
|
Kuwait** |
|
|
1 |
|
|
|
25,26 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
5*,6* |
|
|
|
|
|
|
|
11*-13* |
|
|
|
1* |
|
|
|
10* |
|
|
|
|
|
|
|
|
|
Latvia |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1,6,30 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
|
|
|
24-26,31 |
|
Lithuania |
|
|
1 |
|
|
|
|
|
|
|
11 |
|
|
|
19,22 |
|
|
|
1,30 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
24-26,31 |
|
Luxembourg |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
24-26,31 |
|
Malawi |
|
|
1,15 |
|
|
|
|
|
|
|
4 |
|
|
|
19,22 |
|
|
|
1,14 |
|
|
|
4* |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
25,26 |
|
Malaysia |
|
|
1,21 |
|
|
|
1,4-6 |
|
|
|
|
|
|
|
|
|
|
|
1,20,22 |
|
|
|
4*-6* |
|
|
|
|
|
|
|
12* |
|
|
|
2,9,16 |
|
|
|
28* |
|
|
|
|
|
|
|
25 |
|
Mali |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
1,30 |
|
|
|
4*,10 |
|
|
|
|
|
|
|
7,12*,15 |
|
|
|
|
|
|
|
|
|
|
|
1,15 |
|
|
|
25 |
|
Mauritius |
|
|
1,2,21 |
|
|
|
1,5 |
|
|
|
4,12 |
|
|
|
|
|
|
|
1 |
|
|
|
5* |
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
1 |
|
|
|
25 |
|
Mexico |
|
|
1 |
|
|
|
4 |
|
|
|
|
|
|
|
18 |
|
|
|
18,19 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
18 |
|
|
|
12,25 |
|
Morocco |
|
|
1,11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
4*,5* |
|
|
|
30 |
|
|
|
12*,13*,14,20,21 |
|
|
|
2* |
|
|
|
|
|
|
|
6,11*,12* |
|
|
|
|
|
Namibia |
|
|
1 |
|
|
|
|
|
|
|
21 |
|
|
|
19,22 |
|
|
|
1,30 |
|
|
|
17 |
|
|
|
|
|
|
|
9,26 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
10,16,25,26 |
|
Netherlands |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
New Zealand |
|
|
1,2 |
|
|
|
6 |
|
|
|
|
|
|
|
19,22,25 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28 |
|
|
|
|
|
|
|
25,26 |
|
Niger |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
1,30 |
|
|
|
4*,10 |
|
|
|
|
|
|
|
7,12*,15 |
|
|
|
|
|
|
|
|
|
|
|
1,15 |
|
|
|
25 |
|
Nigeria |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
4*,5*,12 |
|
|
|
|
|
|
|
12 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
25,26 |
|
Norway |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
17-19,22 |
|
|
|
1,17,30 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Oman** |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
3* |
|
|
|
|
|
|
|
5*,6* |
|
|
|
23* |
|
|
|
11*-15* |
|
|
|
1* |
|
|
|
|
|
|
|
10*,18*,19* |
|
|
|
|
|
Pakistan |
|
|
1 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
1,6* |
|
|
|
5*-7* |
|
|
|
1 |
|
|
|
12*,13*,14 |
|
|
|
9*,10* |
|
|
|
|
|
|
|
|
|
|
|
25 |
|
Panama |
|
|
1,9 |
|
|
|
|
|
|
|
5 |
|
|
|
18,19 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,5,11,28 |
|
|
|
9,25 |
|
Peru |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
18,19 |
|
|
|
1 |
|
|
|
|
|
|
|
29 |
|
|
|
30 |
|
|
|
|
|
|
|
8 |
|
|
|
1 |
|
|
|
25 |
|
Philippines |
|
|
1 |
|
|
|
5,25 |
|
|
|
|
|
|
|
9,18,19 |
|
|
|
1 |
|
|
|
12 |
|
|
|
|
|
|
|
21,26 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
24,25,30,31 |
|
Poland |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1,3 |
|
|
|
20 |
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
1,11 |
|
|
|
24-26,31 |
|
Portugal |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Qatar** |
|
|
1 |
|
|
|
12 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
4*-6* |
|
|
|
|
|
|
|
11*-13* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18 |
|
Romania |
|
|
1,2,24 |
|
|
|
|
|
|
|
|
|
|
|
26,29 |
|
|
|
1 |
|
|
|
17 |
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,26 |
|
Russia |
|
|
1-4,7,8 |
|
|
|
|
|
|
|
8 |
|
|
|
|
|
|
|
1-3,9,10 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
|
|
Saudi Arabia** |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6*,9*,10* |
|
|
|
|
|
|
|
12*-15* |
|
|
|
23* |
|
|
|
|
|
|
|
|
|
|
|
|
|
Singapore |
|
|
1 |
|
|
|
5,6 |
|
|
|
|
|
|
|
19 |
|
|
|
1,20 |
|
|
|
5 |
|
|
|
|
|
|
|
9,12 |
|
|
|
|
|
|
|
28 |
|
|
|
|
|
|
|
25 |
|
Slovak Republic |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1,8 |
|
|
|
|
|
|
|
5 |
|
|
|
29 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
24-26 |
|
Slovenia |
|
|
1,2 |
|
|
|
8 |
|
|
|
|
|
|
|
19,22 |
|
|
|
1,2 |
|
|
|
25 |
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
31 |
|
|
|
1 |
|
|
|
24-26,31 |
|
South Africa |
|
|
1 |
|
|
|
|
|
|
|
21 |
|
|
|
19,22 |
|
|
|
1 |
|
|
|
17 |
|
|
|
|
|
|
|
9 |
|
|
|
24* |
|
|
|
|
|
|
|
|
|
|
|
16,25,26 |
|
Spain |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Sri Lanka |
|
|
1,15 |
|
|
|
4,19 |
|
|
|
4,20 |
|
|
|
12,15,19 |
|
|
|
1,20 |
|
|
|
5 |
|
|
|
16 |
|
|
|
12,14 |
|
|
|
13 |
|
|
|
|
|
|
|
11,12 |
|
|
|
11,25 |
|
Srpska, Republic of |
|
|
1,2,7,9 |
|
|
|
|
|
|
|
|
|
|
|
26,29 |
|
|
|
|
|
|
|
1,2,9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21 |
|
|
|
|
|
Sweden |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
18,19,22,30 |
|
|
|
1,29,30 |
|
|
|
6,21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
24-26,31 |
|
Switzerland |
|
|
1,2 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
1,30 |
|
|
|
10 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24-26,31 |
|
Taiwan |
|
|
1,31 |
|
|
|
1,4-8,28 |
|
|
|
1 |
|
|
|
4-5 |
|
|
|
1 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
13 |
|
|
|
10,11 |
|
|
|
|
|
|
|
|
|
Tanzania |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
19,22,26 |
|
|
|
1 |
|
|
|
5 |
|
|
|
|
|
|
|
8,12 |
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
9,25,26 |
|
Thailand |
|
|
1 |
|
|
|
19 |
|
|
|
|
|
|
|
8,15,16 |
|
|
|
1,20 |
|
|
|
|
|
|
|
16,29 |
|
|
|
12 |
|
|
|
|
|
|
|
14,23 |
|
|
|
|
|
|
|
5,10,31 |
|
Togo |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
22 |
|
|
|
1,30 |
|
|
|
4*,10 |
|
|
|
|
|
|
|
7,12,15* |
|
|
|
|
|
|
|
|
|
|
|
1,15 |
|
|
|
25 |
|
Tunisia |
|
|
1,14 |
|
|
|
|
|
|
|
20 |
|
|
|
9 |
|
|
|
1 |
|
|
|
4*-6* |
|
|
|
25 |
|
|
|
11,12*,13 |
|
|
|
1* |
|
|
|
15 |
|
|
|
9* |
|
|
|
|
|
Turkey |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
23 |
|
|
|
1 |
|
|
|
4,5-7 |
|
|
|
15 |
|
|
|
12-14,30 |
|
|
|
|
|
|
|
28,29 |
|
|
|
|
|
|
|
|
|
Uganda |
|
|
1 |
|
|
|
|
|
|
|
8 |
|
|
|
19,22 |
|
|
|
1 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
25,26 |
|
Ukraine |
|
|
1,7 |
|
|
|
|
|
|
|
8 |
|
|
|
29 |
|
|
|
1,9 |
|
|
|
17,28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
25 |
|
United Arab Emirates-ADX, DFM and DIFC** |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
3* |
|
|
|
|
|
|
|
4*-6* |
|
|
|
|
|
|
|
11*,12* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,3 |
|
United Kingdom |
|
|
1,2 |
|
|
|
|
|
|
|
|
|
|
|
19,22 |
|
|
|
6,27 |
|
|
|
|
|
|
|
|
|
|
|
5,26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,24-26,31 |
|
United States |
|
|
1,21 |
|
|
|
18 |
|
|
|
|
|
|
|
19 |
|
|
|
27 |
|
|
|
|
|
|
|
3,4 |
|
|
|
|
|
|
|
2 |
|
|
|
14 |
|
|
|
11,28,29 |
|
|
|
24,25 |
|
Uruguay |
|
|
1 |
|
|
|
|
|
|
|
4,5 |
|
|
|
18,19,22 |
|
|
|
1,20 |
|
|
|
19 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
25 |
|
Vietnam |
|
|
1 |
|
|
|
4-8 |
|
|
|
|
|
|
|
15,29,30 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Zambia |
|
|
1 |
|
|
|
|
|
|
|
8,12 |
|
|
|
19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
1,2 |
|
|
|
5 |
|
|
|
|
|
|
|
18,24 |
|
|
|
|
|
|
|
25 |
|
Zimbabwe |
|
|
1 |
|
|
|
21 |
|
|
|
|
|
|
|
18,19,22 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
12,13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23,25,26 |
|
** |
Market is closed every Friday. |
B-2
The longest redemption cycle for the Funds is a function of the longest redemption cycles
among the countries whose stocks comprise the Funds. In the calendar year 2019, the dates of the regular holidays affecting the following securities markets present the worst-case redemption cycle for the Fund are as follows:
SETTLEMENT PERIODS GREATER THAN SEVEN DAYS FOR YEAR 2019*
|
|
|
|
|
|
|
|
|
Country |
|
Trade Date |
|
Settlement Date |
|
Number of Days to Settle |
|
Australia |
|
04/18/19 |
|
04/26/19 |
|
|
8 |
|
|
|
12/19/19 |
|
12/27/19 |
|
|
8 |
|
|
|
12/20/19 |
|
12/30/19 |
|
|
10 |
|
|
|
12/23/19 |
|
01/02/20 |
|
|
10 |
|
|
|
12/27/19 |
|
01/03/20 |
|
|
7 |
|
|
|
12/30/19 |
|
01/06/20 |
|
|
7 |
|
|
|
|
|
Brazil |
|
02/27/19 |
|
03/07/19 |
|
|
8 |
|
|
|
02/28/19 |
|
03/08/19 |
|
|
8 |
|
|
|
03/01/19 |
|
03/11/19 |
|
|
10 |
|
|
|
|
|
Cyprus |
|
04/24/19 |
|
05/02/19 |
|
|
8 |
|
|
|
04/25/19 |
|
05/03/19 |
|
|
8 |
|
|
|
|
|
Eswatini |
|
04/12/19 |
|
04/23/19 |
|
|
11 |
|
|
|
04/15/19 |
|
04/24/19 |
|
|
9 |
|
|
|
04/16/19 |
|
04/26/19 |
|
|
10 |
|
|
|
04/17/19 |
|
04/29/19 |
|
|
12 |
|
|
|
04/18/19 |
|
04/30/19 |
|
|
12 |
|
|
|
04/23/19 |
|
05/02/19 |
|
|
9 |
|
|
|
04/24/19 |
|
05/03/19 |
|
|
9 |
|
|
|
04/26/19 |
|
05/06/19 |
|
|
10 |
|
|
|
04/29/19 |
|
05/07/19 |
|
|
8 |
|
|
|
04/30/19 |
|
05/08/19 |
|
|
8 |
|
|
|
05/23/19 |
|
05/31/19 |
|
|
8 |
|
|
|
05/24/19 |
|
06/03/19 |
|
|
10 |
|
|
|
05/27/19 |
|
06/04/19 |
|
|
8 |
|
|
|
05/28/19 |
|
06/05/19 |
|
|
8 |
|
|
|
05/29/19 |
|
06/06/19 |
|
|
8 |
|
|
|
07/15/19 |
|
07/23/19 |
|
|
8 |
|
|
|
07/16/19 |
|
07/24/19 |
|
|
8 |
|
|
|
07/17/19 |
|
07/25/19 |
|
|
8 |
|
|
|
07/18/19 |
|
07/26/19 |
|
|
8 |
|
|
|
07/19/19 |
|
07/29/19 |
|
|
10 |
|
|
|
08/26/19 |
|
09/03/19 |
|
|
8 |
|
|
|
08/27/19 |
|
09/04/19 |
|
|
8 |
|
|
|
08/28/19 |
|
09/05/19 |
|
|
8 |
|
|
|
08/29/19 |
|
09/09/19 |
|
|
11 |
|
|
|
08/30/19 |
|
09/10/19 |
|
|
11 |
|
|
|
09/03/19 |
|
09/11/19 |
|
|
8 |
|
|
|
09/04/19 |
|
09/12/19 |
|
|
8 |
|
|
|
09/05/19 |
|
09/13/19 |
|
|
8 |
|
|
|
12/18/19 |
|
12/27/19 |
|
|
9 |
|
|
|
12/19/19 |
|
12/30/19 |
|
|
11 |
|
|
|
12/20/19 |
|
12/31/19 |
|
|
11 |
|
|
|
12/23/19 |
|
01/02/20 |
|
|
10 |
|
|
|
12/24/19 |
|
01/03/20 |
|
|
10 |
|
|
|
|
|
Hong Kong |
|
01/31/19 |
|
02/08/19 |
|
|
8 |
|
|
|
02/01/19 |
|
02/11/19 |
|
|
10 |
|
|
|
|
|
Hungary |
|
12/20/19 |
|
12/30/19 |
|
|
10 |
|
|
|
12/23/19 |
|
12/31/19 |
|
|
8 |
|
|
|
|
|
Indonesia |
|
05/29/19 |
|
06/10/19 |
|
|
12 |
|
|
|
05/31/19 |
|
06/11/19 |
|
|
11 |
|
B-3
|
|
|
|
|
|
|
|
|
Country |
|
Trade Date |
|
Settlement Date |
|
Number of Days to Settle |
|
Israel |
|
04/18/19 |
|
04/28/19 |
|
|
10 |
|
|
|
10/10/19 |
|
10/22/19 |
|
|
12 |
|
|
|
|
|
Japan |
|
12/26/19 |
|
01/06/20 |
|
|
11 |
|
|
|
12/27/19 |
|
01/07/20 |
|
|
11 |
|
|
|
12/30/19 |
|
01/08/20 |
|
|
9 |
|
|
|
|
|
Jordan |
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/18/19 |
|
|
10 |
|
|
|
|
|
Kuwait |
|
08/06/19 |
|
08/14/19 |
|
|
8 |
|
|
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/18/19 |
|
|
10 |
|
|
|
|
|
Malawi |
|
01/08/19 |
|
01/16/19 |
|
|
8 |
|
|
|
01/09/19 |
|
01/17/19 |
|
|
8 |
|
|
|
01/10/19 |
|
01/18/19 |
|
|
8 |
|
|
|
01/11/19 |
|
01/21/19 |
|
|
10 |
|
|
|
01/14/19 |
|
01/22/19 |
|
|
8 |
|
|
|
02/25/19 |
|
03/05/19 |
|
|
8 |
|
|
|
02/26/19 |
|
03/06/19 |
|
|
8 |
|
|
|
02/27/19 |
|
03/07/19 |
|
|
8 |
|
|
|
02/28/19 |
|
03/08/19 |
|
|
8 |
|
|
|
03/01/19 |
|
03/11/19 |
|
|
10 |
|
|
|
04/12/19 |
|
04/23/19 |
|
|
11 |
|
|
|
04/15/19 |
|
04/24/19 |
|
|
9 |
|
|
|
04/16/19 |
|
04/25/19 |
|
|
9 |
|
|
|
04/17/19 |
|
04/26/19 |
|
|
9 |
|
|
|
04/18/19 |
|
04/29/19 |
|
|
11 |
|
|
|
04/24/19 |
|
05/02/19 |
|
|
8 |
|
|
|
04/25/19 |
|
05/03/19 |
|
|
8 |
|
|
|
04/26/19 |
|
05/06/19 |
|
|
10 |
|
|
|
04/29/19 |
|
05/07/19 |
|
|
8 |
|
|
|
04/30/19 |
|
05/08/19 |
|
|
8 |
|
|
|
05/07/19 |
|
05/15/19 |
|
|
8 |
|
|
|
05/08/19 |
|
05/16/19 |
|
|
8 |
|
|
|
05/09/19 |
|
05/17/19 |
|
|
8 |
|
|
|
05/10/19 |
|
05/20/19 |
|
|
10 |
|
|
|
05/13/19 |
|
05/21/19 |
|
|
8 |
|
|
|
05/28/19 |
|
06/05/19 |
|
|
8 |
|
|
|
05/29/19 |
|
06/06/19 |
|
|
8 |
|
|
|
05/30/19 |
|
06/07/19 |
|
|
8 |
|
|
|
05/31/19 |
|
06/10/19 |
|
|
10 |
|
|
|
06/03/19 |
|
06/11/19 |
|
|
8 |
|
|
|
07/01/19 |
|
07/09/19 |
|
|
8 |
|
|
|
07/02/19 |
|
07/10/19 |
|
|
8 |
|
|
|
07/03/19 |
|
07/11/19 |
|
|
8 |
|
|
|
07/04/19 |
|
07/12/19 |
|
|
8 |
|
|
|
07/05/19 |
|
07/15/19 |
|
|
10 |
|
|
|
10/08/19 |
|
10/16/19 |
|
|
8 |
|
|
|
10/09/19 |
|
10/17/19 |
|
|
8 |
|
|
|
10/10/19 |
|
10/18/19 |
|
|
8 |
|
|
|
10/11/19 |
|
10/21/19 |
|
|
10 |
|
|
|
10/14/19 |
|
10/22/19 |
|
|
8 |
|
|
|
12/18/19 |
|
12/27/19 |
|
|
9 |
|
|
|
12/19/19 |
|
12/30/19 |
|
|
11 |
|
|
|
12/20/19 |
|
12/31/19 |
|
|
11 |
|
|
|
12/23/19 |
|
01/02/20 |
|
|
10 |
|
|
|
12/24/19 |
|
01/03/20 |
|
|
10 |
|
B-4
|
|
|
|
|
|
|
|
|
Country |
|
Trade Date |
|
Settlement Date |
|
Number of Days to Settle |
|
Malaysia |
|
01/29/19 |
|
02/07/19 |
|
|
9 |
|
|
|
01/30/19 |
|
02/08/19 |
|
|
9 |
|
|
|
01/31/19 |
|
02/11/19 |
|
|
11 |
|
|
|
05/30/19 |
|
06/07/19 |
|
|
8 |
|
|
|
05/31/19 |
|
06/10/19 |
|
|
10 |
|
|
|
06/03/19 |
|
06/11/19 |
|
|
8 |
|
|
|
|
|
Morocco |
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/16/19 |
|
|
8 |
|
|
|
08/09/19 |
|
08/19/19 |
|
|
10 |
|
|
|
11/04/19 |
|
11/13/19 |
|
|
9 |
|
|
|
11/05/19 |
|
11/14/19 |
|
|
9 |
|
|
|
|
|
Namibia |
|
03/14/19 |
|
03/22/19 |
|
|
8 |
|
|
|
03/15/19 |
|
03/25/19 |
|
|
10 |
|
|
|
03/18/19 |
|
03/26/19 |
|
|
8 |
|
|
|
03/19/19 |
|
03/27/19 |
|
|
8 |
|
|
|
03/20/19 |
|
03/28/19 |
|
|
8 |
|
|
|
04/12/19 |
|
04/23/19 |
|
|
11 |
|
|
|
04/15/19 |
|
04/24/19 |
|
|
9 |
|
|
|
04/16/19 |
|
04/25/19 |
|
|
9 |
|
|
|
04/17/19 |
|
04/26/19 |
|
|
9 |
|
|
|
04/18/19 |
|
04/29/19 |
|
|
11 |
|
|
|
04/24/19 |
|
05/02/19 |
|
|
8 |
|
|
|
04/25/19 |
|
05/03/19 |
|
|
8 |
|
|
|
04/26/19 |
|
05/06/19 |
|
|
10 |
|
|
|
04/29/19 |
|
05/07/19 |
|
|
8 |
|
|
|
04/30/19 |
|
05/08/19 |
|
|
8 |
|
|
|
05/23/19 |
|
05/31/19 |
|
|
8 |
|
|
|
05/24/19 |
|
06/03/19 |
|
|
10 |
|
|
|
05/27/19 |
|
06/04/19 |
|
|
8 |
|
|
|
05/28/19 |
|
06/05/19 |
|
|
8 |
|
|
|
05/29/19 |
|
06/06/19 |
|
|
8 |
|
|
|
06/10/19 |
|
06/18/19 |
|
|
8 |
|
|
|
06/11/19 |
|
06/19/19 |
|
|
8 |
|
|
|
06/12/19 |
|
06/20/19 |
|
|
8 |
|
|
|
06/13/19 |
|
06/21/19 |
|
|
8 |
|
|
|
06/14/19 |
|
06/24/19 |
|
|
10 |
|
|
|
08/02/19 |
|
08/12/19 |
|
|
10 |
|
|
|
08/05/19 |
|
08/13/19 |
|
|
8 |
|
|
|
08/06/19 |
|
08/14/19 |
|
|
8 |
|
|
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/16/19 |
|
|
8 |
|
|
|
08/19/19 |
|
08/27/19 |
|
|
8 |
|
|
|
08/20/19 |
|
08/28/19 |
|
|
8 |
|
|
|
08/21/19 |
|
08/29/19 |
|
|
8 |
|
|
|
08/22/19 |
|
08/30/19 |
|
|
8 |
|
|
|
08/23/19 |
|
09/02/19 |
|
|
10 |
|
|
|
09/17/19 |
|
09/25/19 |
|
|
8 |
|
|
|
09/18/19 |
|
09/26/19 |
|
|
8 |
|
|
|
09/19/19 |
|
09/27/19 |
|
|
8 |
|
|
|
09/20/19 |
|
09/30/19 |
|
|
10 |
|
|
|
09/23/19 |
|
10/01/19 |
|
|
8 |
|
|
|
12/03/19 |
|
12/11/19 |
|
|
8 |
|
|
|
12/04/19 |
|
12/12/19 |
|
|
8 |
|
|
|
12/05/19 |
|
12/13/19 |
|
|
8 |
|
|
|
12/06/19 |
|
12/17/19 |
|
|
11 |
|
|
|
12/09/19 |
|
12/18/19 |
|
|
9 |
|
|
|
12/11/19 |
|
12/19/19 |
|
|
8 |
|
|
|
12/12/19 |
|
12/20/19 |
|
|
8 |
|
|
|
12/13/19 |
|
12/23/19 |
|
|
10 |
|
B-5
|
|
|
|
|
|
|
|
|
Country |
|
Trade Date |
|
Settlement Date |
|
Number of Days to Settle |
|
|
|
12/18/19 |
|
12/27/19 |
|
|
9 |
|
|
|
12/19/19 |
|
12/30/19 |
|
|
11 |
|
|
|
12/20/19 |
|
12/31/19 |
|
|
11 |
|
|
|
12/23/19 |
|
01/02/20 |
|
|
10 |
|
|
|
12/24/19 |
|
01/03/20 |
|
|
10 |
|
|
|
|
|
New Zealand |
|
04/18/19 |
|
04/26/19 |
|
|
8 |
|
|
|
|
|
Norway |
|
04/15/19 |
|
04/23/19 |
|
|
8 |
|
|
|
04/16/19 |
|
04/24/19 |
|
|
8 |
|
|
|
|
|
Oman |
|
08/06/19 |
|
08/18/19 |
|
|
12 |
|
|
|
08/07/19 |
|
08/19/19 |
|
|
12 |
|
|
|
08/08/19 |
|
08/20/19 |
|
|
12 |
|
|
|
|
|
Philippines |
|
12/23/19 |
|
01/02/20 |
|
|
10 |
|
|
|
12/26/19 |
|
01/03/20 |
|
|
8 |
|
|
|
12/27/19 |
|
01/06/20 |
|
|
10 |
|
|
|
|
|
Qatar |
|
05/30/19 |
|
06/09/19 |
|
|
10 |
|
|
|
06/02/19 |
|
06/10/19 |
|
|
8 |
|
|
|
06/03/19 |
|
06/11/19 |
|
|
8 |
|
|
|
08/06/19 |
|
08/14/19 |
|
|
8 |
|
|
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/18/19 |
|
|
10 |
|
|
|
|
|
Russia |
|
04/26/19 |
|
05/06/19 |
|
|
10 |
|
|
|
04/29/19 |
|
05/07/19 |
|
|
8 |
|
|
|
04/30/19 |
|
05/08/19 |
|
|
8 |
|
|
|
|
|
Saudi Arabia |
|
08/08/19 |
|
08/18/19 |
|
|
10 |
|
|
|
08/11/19 |
|
08/19/19 |
|
|
8 |
|
|
|
|
|
Taiwan |
|
01/29/19 |
|
02/11/19 |
|
|
13 |
|
|
|
01/30/19 |
|
02/12/19 |
|
|
13 |
|
|
|
|
|
Turkey |
|
05/31/19 |
|
06/10/19 |
|
|
10 |
|
|
|
06/03/19 |
|
06/11/19 |
|
|
8 |
|
|
|
|
|
United Arab Emirates |
|
08/07/19 |
|
08/15/19 |
|
|
8 |
|
|
|
08/08/19 |
|
08/18/19 |
|
|
10 |
|
|
|
|
|
Zimbabwe |
|
04/15/19 |
|
04/23/19 |
|
|
8 |
|
|
|
04/16/19 |
|
04/24/19 |
|
|
8 |
|
|
|
04/17/19 |
|
04/25/19 |
|
|
8 |
|
|
|
12/19/19 |
|
12/27/19 |
|
|
8 |
|
|
|
12/20/19 |
|
12/30/19 |
|
|
10 |
|
* |
These worst-case redemption cycles are based on information regarding regular holidays, which may be out of date. The proclamation of new
holidays, the treatment by market participants of certain days as informal holidays (e.g., days on which no or limited securities transactions occur, as a result of substantially shortened trading hours), the elimination of existing
holidays or changes in local securities delivery practices could affect the information set forth herein at some time in the future. Based on changes in holidays, longer (worse) redemption cycles are possible. |
B-6
INVESCO EXCHANGE-TRADED FUND TRUST II
PART C. OTHER INFORMATION
|
|
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|
|
|
|
|
|
Exhibit
Number |
|
|
|
Description |
|
|
|
|
(a) |
|
(1) |
|
(a) |
|
Amended and Restated Declaration of Trust of the Registrant. (1) |
|
|
|
|
|
|
|
|
(b) |
|
Amendment No. 1 to the Amended and Restated Declaration of Trust. (18) |
|
|
|
|
(b) |
|
|
|
|
|
Amended and Restated By-laws of the Registrant. (6) |
|
|
|
|
(c) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(d) |
|
(1) |
|
(a) |
|
Amended and Restated Investment Advisory Agreement between the Registrant and Invesco Capital Management LLC, for unitary fee funds. (7) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A (as of December 12, 2018) to Amended and Restated Investment Advisory Agreement between the Registrant and Invesco Capital Management LLC, for unitary fee funds. (19) |
|
|
|
|
|
|
(2) |
|
(a) |
|
Investment Advisory Agreement between the Registrant and Invesco Capital Management LLC, for non-unitary fee funds. (9) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A (as of June 4, 2018) to Investment Advisory Agreement between the Registrant and Invesco Capital Management LLC, for non-unitary fee funds. (18) |
|
|
|
|
|
|
(3) |
|
(a) |
|
Investment Sub-Advisory Agreement by and among Invesco Capital Management LLC and the Sub-Advisers. (5) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A dated April 20, 2018 for Investment Sub-Advisory Agreement by and among Investment Capital Management LLC and the Sub-Advisers.
(13) |
|
|
|
|
|
|
|
|
(c) |
|
Acknowledgement and Waiver of Notice of Termination of Investment Sub-Advisory Agreement between Invesco Capital Management LLC and Invesco Australia Limited dated January 14, 2015.
(4) |
|
|
|
|
|
|
(4) |
|
(a) |
|
Management Fee Waiver Agreement. (18) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A (as of December 12, 2018) to Management Fee Waiver Agreement between the Registrant and Invesco Capital Management LLC. (23) |
|
|
|
|
|
|
(5) |
|
(a) |
|
Amended and Restated Excess Expense Agreement between the Registrant and Invesco Capital Management LLC. (16) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A dated April 11, 2019, to Amended and Restated Excess Expense Agreement between the Registrant and Invesco Capital Management LLC. (23) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(6) |
|
|
|
Management Services Agreement between the Registrant and Invesco Capital Management LLC. (3) |
|
|
|
|
|
|
(7) |
|
(a) |
|
Memorandum of Agreement between Adviser and Registrant dated April 11, 2019. (23) |
|
|
|
|
|
|
|
|
(b) |
|
Memorandum of Agreement Exhibit A for Schedule of Funds (as of April 11, 2019). (23) |
|
|
|
|
(e) |
|
(1) |
|
(a) |
|
Amended and Restated Master Distribution Agreement between the Registrant and Invesco Distributors, Inc. (7) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule A dated December 12, 2018 for Amended and Restated Master Distribution Agreement between the Registrant and Invesco Distributors, Inc. (21) |
|
|
|
|
(f) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(g) |
|
(1) |
|
(a) |
|
Custody Agreement with Schedule I (as of September 17, 2018) between Registrant and The Bank of New York Mellon. (15) |
|
|
|
|
|
|
|
|
(b) |
|
Schedule I (as of December 13, 2018) for Custody Agreement between Registrant and The Bank of New York Mellon. (20) |
|
|
|
|
|
|
(2) |
|
|
|
Foreign Custody Manager Agreement between Registrant and The Bank of New York Mellon. (2) |
|
|
|
|
(h) |
|
(1) |
|
(a) |
|
Fund Administration and Accounting Agreement (as of September 17, 2018) between Registrant and The Bank of New York Mellon. (14) |
|
|
|
|
|
|
|
|
(b) |
|
Amendment A to Exhibit A (as of December 13, 2018) for Fund Administration and Accounting Agreement between Registrant and The Bank of New York Mellon. (20) |
|
|
|
|
|
|
(2) |
|
(a) |
|
Amended and Restated Transfer Agency and Service Agreement between Registrant and The Bank of New York Mellon. (7) |
|
|
|
|
|
|
|
|
(b) |
|
Exhibit D (as of December 13, 2018) to the Amended and Restated Transfer Agency and Service Agreement between Registrant and The Bank of New York Mellon. (20) |
|
|
|
|
|
|
(3) |
|
|
|
Form of Participant Agreement between Invesco Distributors, Inc., the Bank of New York Mellon, and the Participant. (10) |
|
|
|
|
|
|
(4) |
|
|
|
Form of Sublicense Agreement between the Registrant and Invesco Capital Management LLC. (6) |
|
|
|
|
(i) |
|
(1) |
|
|
|
Opinion and Consent of Counsel. (20) |
|
|
|
|
|
|
(2) |
|
|
|
Consent of Counsel. (*) |
|
|
|
|
|
|
|
|
|
|
|
(j) |
|
|
|
|
|
Consent of Independent Registered Public Accounting Firm. (*) |
|
|
|
|
(k) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(l) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(m) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(n) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(o) |
|
|
|
|
|
Not applicable. |
|
|
|
|
(p) |
|
(1) |
|
|
|
Code of Ethics adopted by the Invesco Family of ETFs. (12) |
|
|
|
|
|
|
(2) |
|
|
|
Code of Ethics of Invesco Capital Management LLC. (23) |
|
|
|
|
|
|
(3) |
|
|
|
Code of Ethics of Invesco Advisers, Inc. and Invesco Distributors, Inc. (23) |
|
|
|
|
|
|
(4) |
|
|
|
Code of Ethics of Invesco Senior Secured Management, Inc. (8) |
|
|
|
|
(q) |
|
|
|
|
|
Powers of Attorney for Messrs. Bagge, Barre, Carome, Kole, Lim, Wicker and Wilson. (18) |
(1) |
Incorporated by reference to Post-Effective Amendment No. 7, filed on September 18, 2007.
|
(2) |
Incorporated by reference to Post-Effective Amendment No. 390, filed on February 27, 2013.
|
(3) |
Incorporated by reference to Post-Effective Amendment No. 425, filed on October 25, 2013.
|
(4) |
Incorporated by reference to Post-Effective Amendment No. 475, filed on February 26, 2015.
|
(5) |
Incorporated by reference to Post-Effective Amendment No. 579, filed on January 6, 2017.
|
(6) |
Incorporated by reference to Post-Effective Amendment No. 611, filed on June 16, 2017.
|
(7) |
Incorporated by reference to Post-Effective Amendment No. 612, filed on July 3, 2017.
|
(8) |
Incorporated by reference to Post-Effective Amendment No. 660, filed on February 28, 2018.
|
(9) |
Incorporated by reference to Post-Effective Amendment No. 683, filed on May 11, 2018.
|
(10) |
Incorporated by reference to Post-Effective Amendment No. 8 to the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on July 5, 2018. |
(11) |
Incorporated by reference to Post-Effective Amendment No. 15 of the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on September 5, 2018. |
(12) |
Incorporated by reference to Post-Effective Amendment No. 19 to the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on September 27, 2018. |
(13) |
Incorporated by reference to Post-Effective Amendment No. 700, filed on September 28, 2018.
|
(14) |
Incorporated by reference to Post-Effective Amendment No. 272 to the Invesco Exchange-Traded Fund
Trusts Registration Statement on Form N-1A, filed on October 24, 2018. |
(15) |
Incorporated by reference to Post-Effective Amendment No. 26 to the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on November 21, 2018. |
(16) |
Incorporated by reference to Post-Effective Amendment No. 382 to the Invesco Actively Managed
Exchange-Traded Fund Trusts Registration Statement filed on December 27, 2018. |
(17) |
Incorporated by reference to Post-Effective Amendment No. 415, filed on June 7, 2013.
|
(18) |
Incorporated by reference to Post Effective Amendment No. 707, filed on December 28, 2018.
|
(19) |
Incorporated by reference to Post Effective Amendment No. 711, filed on January 24, 2019.
|
(20) |
Incorporated by reference to Post-Effective Amendment No. 34 to the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on January 25, 2019. |
(21) |
Incorporated by reference to Post Effective Amendment No. 714, filed on February 28, 2019.
|
(22) |
Incorporated by reference to Post-Effective Amendment No. 20 to the Invesco India Exchange-Traded Fund
Trusts Registration Statement on Form N-1A, filed on February 28, 2019. |
(23) |
Incorporated by reference to Post-Effective Amendment No. 41 to the Invesco Exchange-Traded Self-Indexed
Fund Trusts Registration Statement on Form N-1A, filed on May 16, 2019. |
Item 29. |
Persons Controlled by or Under Common Control with the Fund. |
None.
Item 30. |
Indemnification. |
Reference is made to Article IX of the Registrants Declaration of Trust:
The Registrant (also, the Trust) is organized as a Massachusetts business trust and is operated pursuant to a Declaration of Trust, dated
October 10, 2006 and Amended and Restated as of September 17, 2007 (the Declaration of Trust), which permits the Registrant to indemnify every person who is, or has been, a Trustee, officer, employee or agent of the Trust,
including persons who serve at the request of the Trust as directors, trustees, officers, employees or agents of another organization in which the Trust has an interest as a shareholder, creditor or otherwise (hereinafter referred to as a
Covered Person), to the fullest extent permitted by law against liability and against all expenses reasonably incurred or paid by him in connection with any claim, action, suit or proceeding in which he becomes involved as a party or
otherwise by virtue of his being or having been such a Trustee, director, officer, employee or agent and against amounts paid or incurred by him in settlement thereof.
No indemnification shall be provided hereunder to a Covered Person to the extent such indemnification is prohibited by applicable federal law.
The rights of indemnification herein provided may be insured against by policies maintained by the Trust, shall be severable, shall not affect any other
rights to which any Covered Person may now or hereafter be entitled, shall continue as to a person who has ceased to be such a Covered Person and shall inure to the benefit of the heirs, executors and administrators of such a person.
Subject to applicable federal law, expenses of preparation and presentation of a defense to any claim, action, suit or proceeding subject to a claim for
indemnification under this Section 9.5 shall be advanced by the Trust prior to final disposition thereof upon receipt of an undertaking by or on behalf of the recipient to repay such amount if it is ultimately determined that he is not entitled
to indemnification under this Section 9.5.
To the extent that any determination is required to be made as to whether a Covered Person engaged in
conduct for which indemnification is not provided as described herein, or as to whether there is reason to believe that a Covered Person ultimately will be found entitled to indemnification, the Person or Persons making the determination shall
afford the Covered Person a rebuttable presumption that the Covered Person has not engaged in such conduct and that there is reason to believe that the Covered Person ultimately will be found entitled to indemnification.
As used in this Section 9.5, the words claim, action, suit or proceeding shall apply to all claims,
demands, actions, suits, investigations, regulatory inquiries, proceedings or any other occurrence of a similar nature, whether actual or threatened and whether
civil, criminal, administrative or other, including appeals, and the words liability and expenses shall include without limitation,
attorneys fees, costs, judgments, amounts paid in settlement, fines, penalties and other liabilities.
Further
Indemnification. Nothing contained herein shall affect any rights to indemnification to which any Covered Person or other Person may be entitled by contract or otherwise under law or prevent the Trust from entering into any contract to
provide indemnification to any Covered Person or other Person. Without limiting the foregoing, the Trust may, in connection with the acquisition of assets subject to liabilities pursuant to Section 4.2 hereof or a reorganization or
consolidation pursuant to Section 10.2 hereof, assume the obligation to indemnify any Person including a Covered Person or otherwise contract to provide such indemnification, and such indemnification shall not be subject to the terms of this
Article IX.
Amendments and Modifications. Without limiting the provisions of
Section 11.1(b) hereof, in no event will any amendment, modification or change to the provisions of this Declaration or the By-laws adversely affect in any manner the rights of any Covered Person to
(a) indemnification under Section 9.5 hereof in connection with any proceeding in which such Covered Person becomes involved as a party or otherwise by virtue of being or having been a Trustee, officer or employee of the Trust or
(b) any insurance payments under policies maintained by the Trust, in either case with respect to any act or omission of such Covered Person that occurred or is alleged to have occurred prior to the time such amendment, modification or change
to this Declaration or the By-laws.
Item 31. |
Business and Other Connections of the Investment Adviser. |
Reference is made to the caption Management of the Fund in each Prospectus constituting Part A, which is included in this Registration
Statement, and Management in each Statement of Additional Information constituting Part B, which is included in this Registration Statement.
The information as to the directors and executive officers of Invesco Capital Management LLC is set forth in Invesco Capital Management LLCs Form ADV
filed with the Securities and Exchange Commission on March 28, 2019 (and as amended through the date hereof) is incorporated herein by reference.
Item 32. |
Principal Underwriters. |
(a) Invesco Distributors, Inc. is the Registrants sole principal underwriter, as well as serves as the principal underwriter for the following other
investment companies registered under the Investment Company Act of 1940, as amended:
AIM Counselor Series Trust (Invesco Counselor
Series Trust)
AIM Equity Funds (Invesco Equity Funds)
AIM Funds Group (Invesco Funds Group)
AIM Growth
Series (Invesco Growth Series)
AIM International Mutual Funds (Invesco International Mutual Funds)
AIM Investment Funds (Invesco Investment Funds)
AIM
Investment Securities Funds (Invesco Investment Securities Funds)
AIM Sector Funds (Invesco Sector Funds)
AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds)
AIM Treasurers Series Trust (Invesco Treasurers Series Trust)
AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
Invesco Senior Loan Fund
Invesco Management Trust
Short-Term Investments Trust
Invesco Actively
Managed Exchange-Traded Fund Trust
Invesco Actively Managed Exchange-Traded Commodity Fund Trust
Invesco Exchange-Traded Fund Trust
Invesco India
Exchange-Traded Fund Trust
Invesco Exchange-Traded Self-Indexed Fund Trust
** |
Please note that Invesco Exchange-Traded Fund Trust II is also distributed by Invesco Distributors, Inc., but
is not included in this list because it is the registrant filing the N-1A. |
(b) The following
are the Officers and Management of Invesco Distributors, Inc., the Registrants underwriter.
|
|
|
|
|
NAME AND PRINCIPAL
BUSINESS ADDRESS* |
|
POSITIONS AND OFFICES
WITH REGISTRANT |
|
POSITIONS AND OFFICES WITH UNDERWRITER |
Peter S. Gallagher |
|
None |
|
Director & President |
|
|
|
Eric P. Johnson |
|
None |
|
Executive Vice President |
|
|
|
Ben Utt |
|
None |
|
Executive Vice President |
|
|
|
Daniel E. Draper |
|
President & Principal Executive Officer |
|
Senior Vice President |
|
|
|
Eliot Honaker |
|
None |
|
Senior Vice President |
|
|
|
Trisha B. Hancock |
|
None |
|
Senior Vice President &
Chief Compliance Officer |
|
|
|
Gary K. Wendler |
|
None |
|
Senior Vice President, Director of Marketing Research & Analysis |
|
|
|
Jeffrey H. Kupor |
|
Chief Legal Officer |
|
Senior Vice President & Secretary |
|
|
|
John M. Zerr |
|
None |
|
Senior Vice President |
|
|
|
Annette J. Lege |
|
None |
|
Treasurer |
|
|
|
Mark Gregson |
|
None |
|
Chief Financial Officer |
|
|
|
Crissie M. Wisdom |
|
Anti-Money Laundering Compliance Officer |
|
Anti-Money Laundering Compliance Officer |
* |
The principal business address for all directors and executive officers is Invesco Distributors, Inc., 11
Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. |
(c) Not applicable.
Item 33. |
Location of Accounts and Records. |
All accounts, books and other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940, as amended, and the rules
promulgated thereunder, are held in physical possession at the offices, as applicable, of: (1) the Registrant, (2) the Registrants investment adviser and (3) the Registrants custodian and administrator.
|
1. |
Invesco Exchange-Traded Fund Trust II |
3500 Lacey Road, Suite 700
Downers Grove, Illinois 60515
|
2. |
Invesco Capital Management LLC |
3500 Lacey Road, Suite 700
Downers Grove, Illinois 60515
|
3. |
The Bank of New York Mellon |
240 Greenwich Street
New York,
New York 10286
Item 34. |
Management Services. |
Not applicable.
None
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it
meets all of the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933, as amended, and it has duly caused this Registration Statement to be signed on its behalf by the undersigned, duly
authorized, in the City of Downers Grove and State of Illinois, on the 16th day of May 2019.
|
|
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Invesco Exchange-Traded Fund Trust II |
|
|
By: |
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/s/ Daniel E. Draper |
|
|
Daniel E. Draper |
Title: |
|
President |
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed
below by the following persons in the capacities indicated on the dates indicated.
|
|
|
|
|
SIGNATURE |
|
TITLE |
|
DATE |
|
|
|
/s/ Daniel E. Draper
Daniel E. Draper |
|
President |
|
May 16, 2019 |
|
|
|
/s/ Kelli Gallegos
Kelli Gallegos |
|
Treasurer |
|
May 16, 2019 |
|
|
|
/s/ Anna Paglia
Anna Paglia |
|
Secretary |
|
May 16, 2019 |
|
|
|
*/s/ Ronn R. Bagge
Ronn R. Bagge |
|
Vice Chairman and Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Todd J. Barre
Todd J. Barre |
|
Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Kevin M. Carome
Kevin M. Carome |
|
Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Marc M. Kole
Marc M. Kole |
|
Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Yung Bong Lim
Yung Bong Lim |
|
Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Gary R. Wicker
Gary R. Wicker |
|
Trustee |
|
May 16, 2019 |
|
|
|
*/s/ Donald H. Wilson
Donald H. Wilson |
|
Chairman and Trustee |
|
May 16, 2019 |
|
|
|
*By: /s/ Anna Paglia
Anna Paglia
Attorney-In-Fact |
|
|
|
May 16, 2019 |
* |
Anna Paglia signs pursuant to powers of attorney filed with Post-Effective Amendment No. 707 to the
Trusts Registration Statement and incorporated by reference herein. |
EXHIBIT LIST
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(i)(2) |
|
Consent of Counsel. |
|
|
(j) |
|
Consent of Independent Registered Public Accounting Firm. |