First Trust Announces Shareholder Approval of Certain Matters

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[September 22, 2022]

First Trust Advisors L.P. (“FTA”) previously announced that the shareholders of First Trust FTSE EPRA/NAREIT Developed Markets Real Estate Index Fund (NYSE Arca: FFR) (the “Fund”), an exchange-traded fund and a series of First Trust Exchange-Traded Fund II (the “Trust”), have voted to approve 1) a change in the Fund’s diversification status from “diversified” to “non-diversified” under the Investment Company Act of 1940, as amended, and 2) a new investment management agreement between the Trust, on behalf of the Fund, and FTA, the Fund’s investment advisor (the “New Management Agreement”), under which the Fund will transition to a “unitary fee structure.” Shareholders were asked to approve the change in diversification status and the New Management Agreement in connection with a change that will be made to the Fund’s investment objective.

Currently, the Fund’s investment objective is to seek investment results that correspond generally to the price and yield (before the Fund’s fees and expenses) of an equity index called the FTSE EPRA/NAREIT Developed Index (“Current Index”). The Board of Trustees of the Trust previously approved a change to the Fund’s investment objective that will result in the replacement of the Current Index with the Alerian Disruptive Technology Real Estate Index (“New Index”). The New Index seeks to provide exposure to companies that own, operate and/or lease real estate that supports advanced wired and wireless communication, data storage and processing infrastructure, e-commerce warehouses and fulfillment centers. The New Index includes operating companies and REITs that are engaged in disruptive technology real estate business segments where the geographic location of a business site is essential to its value in the broader network. The Fund was not required to seek shareholder approval of its new investment objective or the New Index. However, in light of the composition of the New Index and given that as a diversified fund, the Fund would be generally limited as to the amount it may invest in any single issuer, shareholders were asked to approve changing the Fund’s diversification status to non-diversified to provide it with additional flexibility to pursue an investment objective of seeking investment results that corresond generally to the price and yield (before the Fund’s fees and expenses) of the New Index.

The Fund expects to change its investment objective on or around September 29, 2022. Effective on October 3, 2022, the Fund’s name will change to First Trust Alerian Disruptive Technology Real Estate ETF and its new ticker symbol is expected to be DTRE. The Fund’s shares will continue to be listed for trading on NYSE Arca, Inc. and VettaFi LLC will serve as the Fund’s new index provider. The Fund’s CUSIP, 33736N101, will remain the same.

As indicated above, under the New Management Agreement, the Fund will transition to a unitary fee structure. Currently, the Fund pays an investment management fee equal to 0.40% of average daily net assets to FTA and also pays other expenses. However, pursuant to an Expense Reimbursement, Fee Waiver and Recovery Agreement, FTA has agreed to waive fees and/or reimburse Fund expenses in order to keep the Fund’s operating expenses (subject to certain exclusions) from exceeding 0.60% of its average daily net assets per year. Under the New Management Agreement, which will replace the Fund’s current investment management agreement and be implemented in conjunction with the Fund’s investment objective change, the Fund will pay FTA a unitary management fee equal to 0.60% of the Fund’s average daily net assets and the Fund’s Expense Reimbursement, Fee Waiver and Recovery Agreement will be terminated. In addition to being responsible for providing management and administration services to the Fund, under the New Management Agreement, FTA will be responsible for most of the Fund’s expenses (subject to exclusions that include the investment management fee, interest, taxes, brokerage commissions, acquired fund fees, if any, and expenses and other expenses connected with the execution of portfolio transactions, distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses).

FTA is a federally registered investment advisor and serves as the Fund’s investment advisor. FTA and its affiliate First Trust Portfolios L.P. (“FTP”), a FINRA registered broker-dealer, are privately-held companies that provide a variety of investment services. FTA has collective assets under management or supervision of approximately $193 billion as of August 31, 2022 through unit investment trusts, exchange-traded funds, closed-end funds, mutual funds and separate managed accounts. FTA is the supervisor of the First Trust unit investment trusts, while FTP is the sponsor. FTP is also a distributor of mutual fund shares and exchange-traded fund creation units. FTA and FTP are based in Wheaton, Illinois.

You should consider the Fund’s investment objective, risks, charges and expenses carefully before investing. You can download a prospectus or contact FTA to request a prospectus, which contains other information about the Fund. Read it carefully before you invest. The risks of investing in the Fund are spelled out in its prospectus, shareholder reports and other regulatory filings.

The information presented is not intended to constitute an investment recommendation for, or advice to, any specific person. By providing this information, First Trust is not undertaking to give advice in any fiduciary capacity within the meaning of ERISA and the Internal Revenue Code. First Trust has no knowledge of and has not been provided any information regarding any investor. Financial advisors must determine whether particular investments are appropriate for their clients. First Trust believes the financial advisor is a fiduciary, is capable of evaluating investment risks independently and is responsible for exercising independent judgment with respect to its retirement plan clients.

This press release does not constitute an offer to sell or a solicitation to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer or solicitation or sale would be unlawful prior to registration or qualification under the laws of such state or jurisdiction.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220922005874/en/

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