Amundi Index Solutions (SHRE) Amundi Index Solutions: NOTICE TO
SHAREHOLDERS: Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF
20-Oct-2022 / 12:20 CET/CEST Dissemination of a Regulatory
Announcement, transmitted by EQS Group. The issuer is solely
responsible for the content of this announcement.
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Paris, October 12, 2022
Dear Sir/Madam,
We are pleased to count you as a shareholder in Lyxor MSCI EMU
ESG Leaders Extra (DR) UCITS ETF.
Your Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF will be
absorbed on November 18, 2022 by Amundi Index MSCI EMU SRI PAB
which is a sub-fund of the Amundi Index Solutions SICAV. In
concrete terms, this means that you will now hold shares in Amundi
Index MSCI EMU SRI PAB sub- fund to replace your shares in Lyxor
MSCI EMU ESG Leaders Extra (DR) UCITS ETF.
The details of this operation are explained in the attached
document entitled "Notice to Shareholders: Lyxor MSCI EMU ESG
Leaders Extra (DR) UCITS ETF". This notice, which has been approved
by the CSSF, provides all the information required for these
operations by the regulations in force. This full and accurate
document allows you to familiarize yourself with the potential
implications of this operation for your investment. We therefore
recommend that you read it carefully.
Your usual financial adviser will be glad to provide any
additional information you may require.
Further information can also be found on www.amundietf.com or
through our client services department at (+352) 26 86 80 80 or via
e-mail at info@amundi.com.
Thank you for placing your confidence in us. Yours faithfully,
AMUNDI ASSET MANAGEMENT
Arnaud Llinas
Director - ETF, Indexing & Smart Beta
Siège social : 91-93, boulevard Pasteur - 75015 Paris -
France
Adresse postale : 91-93, boulevard Pasteur - CS 21564 - 75730
Paris Cedex 15 - France Tél. : +33 (0)1 76 33 30 30 - amundi.fr
Société par Actions Simplifiée - SAS au capital de 1 143 615 555
euros - 437 574 452 RCS Paris Société de Gestion de Portefeuille
agréée par l'AMF (Autorité des Marchés Financiers) n° GP 04000036
Multi Units Luxembourg
Société d'Investissement à Capital Variable Registered office:
9, rue de Bitbourg, L-1273 Grand Duchy of Luxembourg
R.C.S. de Luxembourg B115129
Luxembourg, October 12, 2022
NOTICE TO SHAREHOLDERS: Lyxor MSCI EMU ESG
Leaders Extra (DR) UCITS ETF
Proposed Merger of
"Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF" (the "Absorbed
Sub- Fund") into "Amundi Index MSCI EMU SRI PAB" (the "Receiving
Sub-Fund")
What this notice includes:
-- Explanatory letter of the proposed merger
-- Appendix I: Key differences and similarities between the
Absorbed Sub-Fund and the Receiving Sub-Fund
-- Appendix II: Comparison of the features of the merging share
class(es) of the Absorbed Sub-Fund and thecorresponding receiving
share class(es) of the Receiving Sub-Fund
-- Appendix III: Timeline for the proposed merger
Dear Shareholder,
As part of the ongoing review of the product range
competitiveness and client interest assessment, it has been decided
to proceed with the merger between: 1. Lyxor MSCI EMU ESG Leaders
Extra (DR) UCITS ETF, a sub-fund of the Luxembourg UCITS- SICAV
Multi UnitsLuxembourg in which you own shares (the "Absorbed
Sub-Fund");
and 2. Amundi Index MSCI EMU SRI PAB, a sub-fund of the
Luxembourg UCITS-SICAV Amundi Index Solutions, havingits registered
office at 5, allée Scheffer, L-2520 Luxembourg and registered with
the Luxembourg Trade andCompanies Register under number B206810
(the "Receiving Sub- Fund");
(the "Merger").
This notice is issued and sent to you to provide appropriate and
accurate information on the Merger to enable you to make an
informed judgement of the impact of the Merger on your
investment.
Please note that the Merger will be processed automatically on
the date indicated in Appendix III (the "Merger Effective Date").
It is not subject to your prior approval, vote or consent.
If you do not wish to participate to the Merger however, you can
request the redemption or the conversion of your shares in the
Absorbed Sub-Fund in accordance with paragraph C. of this notice.
Otherwise, your shares in the Absorbed Sub-Fund will automatically
be converted into shares of the Receiving Sub-Fund of which you
will become shareholder as from the Merger Effective Date in
accordance with the terms and conditions of this notice.
Please take a moment to review the important information below.
Should you have any question with respect to this notice or the
Merger, please contact the management company by mail sent at:
Amundi Asset Management S.A.S.
91-93, boulevard Pasteur
75015 Paris, France
Yours faithfully, The Board A. Comparison between the Absorbed
Sub-Fund and the Receiving Sub-Fund and impact on shareholders
The Absorbed Sub-Fund and the Receiving Sub-Fund both are
compartments of Luxembourg undertakings for collective investment
in transferable securities (UCITS) of Amundi that exist under the
form of a public limited company qualifying as an investment
company with variable capital. Accordingly, shareholders in the
Absorbed Sub-Fund and the Receiving Sub-Fund should generally
benefit from similar investor protection and shareholders
rights.
The Absorbed Sub-Fund and the Receiving Sub-Fund share similar
key features, including target asset class(es), geographic exposure
and management process but differ in some respect notably regarding
certain service providers. Although they do not seek to track the
same index, the Absorbed Sub-Fund and the Receiving Sub-Fund both
offer exposure to large and mid-cap companies, across developed
European Economic and Monetary Union ("EMU") countries, issued by
companies selected based on an ESG approach. Shareholders in the
Absorbed Sub-Fund should benefit from the increased investment
capacity in the Receiving Sub-Fund and the economies of scale this
Merger should allow to achieve, while getting exposure to the same
target asset class(es).
Absorbed Sub-Fund Receiving Sub-Fund
Index MSCI EMU Select ESG Rating and Trend Leaders Net MSCI EMU SRI Filtered PAB Index
Return EUR Index
Investment The investment objective of Absorbed The objective of the Receiving Sub-Fund is
Objective Sub-Fund is to track both the upward to track the performance of MSCI EMU SRI
and the downward evolution of the Filtered PAB Index (the "Index"), and to
MSCI EMU Select ESG Rating and minimize the tracking error between the net
Trend Leaders Net Return EUR Index asset value of the Receiving Sub-Fund and
(the "Benchmark Index") denominated the performance of the Index. The
in Euro, while minimizing the volatility Receiving Sub-Fund aims to achieve a
of the difference between the return of level of tracking error of the Sub-Fund and
the Absorbed Sub-Fund and the its Index that will not normally exceed 1%.
return of the Benchmark Index (the
"Tracking Error").
The anticipated level of the Tracking
Error under normal market conditions
is expected to be up to 0.50%.
The exposure to the Index will be achieved through a
direct replication, mainly by making direct
investments in transferable securities and/or other
eligible assets representing the Index constituents in
The Absorbed Sub-Fund seeks to achieve its a proportion extremely close to their proportion in
objective via a direct replication, by investing the index.
primarily in the securities comprising the
Benchmark Index. The Investment Manager will be able to use derivatives
Investment in order to deal with inflows and outflows and also if
Policy To optimize the Benchmark Index replication, the it allows a better exposition to an Index constituent.
Absorbed Sub-Fund may use a sampling In order to generate additional income to offset its
replication strategy and may also engaged in costs, the Receiving Sub-Fund may also enter into
securities lending. The potential use of these securities lending operations.
techniques is published on Amundi's website:
www.amundietf.com. The Receiving Sub-Fund integrates sustainability risks
as outlined in more
detail in section "Sustainable Investment" of the
prospectus.
Appendix I to this notice provides additional information on the
key similarities and differences between the Absorbed Sub-Fund and
the Receiving Sub-Fund. Shareholders are also invited to carefully
read the description of the Receiving Sub-Fund in its prospectus
and relevant key investors information document (KIID), which will
be available on the following website: www.amundietf.com.
The Merger of the Absorbed Sub-Fund into the Receiving Sub-Fund
may have tax consequences for certain shareholders. Shareholders
should consult their professional advisers about the consequences
of this Merger on their individual tax position. B. Portfolio
Rebalancing
Prior to the Merger Effective Date, the Absorbed Sub-Fund's
portfolio will be rebalanced to align with the Receiving Sub-Fund's
portfolio in view of the Merger. Such an operation will occur over
the Absorbed Sub-Fund Freezing Period (as described in Appendix
III), depending on the market conditions and in the best interest
of the shareholders, and will end on the Merger Effective Date.
The part of the Absorbed Sub-Fund's portfolio affected by such
rebalancing depends on the similarities and differences between the
respective investment objective and investment policy of the
Receiving Sub-Fund and of the Absorbed Sub-Fund.
During such short period before the Merger, the Absorbed
Sub-Fund may not be able to comply with its investment limits and
investment objective. As a result, there is a risk that the
performance of the Absorbed Sub-Fund may deviate from its expected
performance for a short-term period before the Merger Effective
Date.
The Absorbed Sub-Fund will bear any transaction costs associated
with such operation as and when incurred. Shareholders who remain
in the Absorbed Sub-Fund during this period will therefore be
subject to the rebalancing costs. C. Terms and Conditions of the
Merger
On the Merger Effective Date, all the assets and liabilities of
the Absorbed Sub-Fund will be transferred to the Receiving Sub-Fund
and shareholders of the Absorbed Sub-Fund who have not requested
the redemption or the conversion of their shares in the Absorbed
Sub-Fund in accordance with this paragraph C. will automatically
receive registered shares of the relevant share class in the
Receiving Sub-Fund and, if applicable, a residual cash payment. As
from that date, such shareholders will acquire rights as
shareholders of the Receiving Sub-Fund and will thus participate in
any increase or decrease in the net asset value of the Receiving
Sub-Fund.
The number of shares of the relevant share class in the
Receiving Sub-Fund and, if applicable, the residual cash payment
allocated to the shareholders of the Absorbed Sub-Fund will be
determined on the basis of the Merger exchange ratio. The Merger
exchange ratio will be calculated on the Merger Effective Date by
dividing the net asset value per share of the relevant share class
of the Absorbed Sub- Fund dated as at the Last Valuation Date (as
defined in Appendix III) by net asset value per share of the
corresponding share class of the Receiving Sub-Fund.
In accordance with the above provision, the respective net asset
value per share of the Absorbed Sub- Fund and the Receiving
Sub-Fund as at the Last Valuation Date will not necessarily be the
same. Therefore, while the overall value of their holding should
remain the same, shareholders may receive a different number of
shares in the Receiving Sub-Fund than the number of shares they
hold in the Absorbed Sub-Fund.
Should the application of the exchange ratio result in an
allocation of fractional shares in the Receiving Sub-Fund to a
shareholder of the Absorbed Sub-Fund, the value of such holding
following the application of the Merger exchange ratio will be
rounded down to the nearest whole share and the value of the
fractional entitlement will be distributed to the relevant
shareholder by way of a residual cash payment in the base currency
of the Absorbed Sub-Fund. Residual cash payments, where applicable,
will be made to shareholders of the Absorbed Sub-Fund as soon as
reasonably practicable after the Merger Effective Date. The time(s)
at which shareholders of the Absorbed Sub-Fund receive any such
residual cash payments will depend on the timeframes and
arrangements agreed between shareholders and their depositary,
broker and/or relevant central securities depositary for processing
such payments. Any accrued income in the Absorbed Sub-Fund will be
included in the final net asset value of the Absorbed Sub-Fund and
accounted for in the net asset value of the relevant share class of
the Receiving Sub-Fund after the Merger Effective Date.
Appendix II to this notice provides a detailed comparison of the
features of the share class of the Absorbed Sub-Fund and the
corresponding share class of the Receiving Sub-Fund, which
shareholders are invited to read carefully.
The cost of the Merger will be fully supported by the management
company of the Receiving Sub-Fund.
In order to optimise the operational implementation of the
Merger, no subscription, conversion and/or redemption orders
relating to shares of the Absorbed Sub-Fund on the primary market
will be accepted after the "Cut-Off Point" (as such term is defined
in Appendix III). Orders received on the primary market after the
Cut-Off Point will be rejected.
Shareholders who do not agree with the terms and conditions of
this Merger have the right to redeem or convert their shares at any
time free of charges (excluding redemption fees charged by the
Absorbed Sub-Fund to cover divestment fees and except for the fees
acquired by the Absorbed Sub-Fund to prevent dilution of
shareholders investment) within 30 calendar days from the date of
this notice. Nevertheless, for UCITS ETF share classes, placing an
order on the secondary market will trigger costs over which the
management company of the Absorbed Sub-Fund has no influence.
Please note that shares that are purchased on the secondary market
cannot generally be sold back directly to the Absorbed Sub-Fund. As
a result, investors operating on the secondary market may incur
intermediary and/or brokerage and/or transaction fees on their
transactions, over which the management company of the Absorbed
Sub-Fund has no influence. These investors will also trade at a
price that reflects the existence of a bid-ask spread. Such
investors are invited to contact their usual broker for further
information on the brokerage fees that may apply to them and the
bid-ask spreads they are likely to incur.
Such a redemption would be subject to the ordinary rules of
taxation applicable to capital gains on the sale of transferable
securities.
The Merger will be binding on all the shareholders of the
Absorbed Sub-Fund who have not exercised their right to request the
redemption or the conversion of their shares within the timeframe
set out above. The Absorbed Sub-Fund will cease to exist on the
Merger Effective Date and its shares will be cancelled. D.
Documentation
The following documents are at the disposal of shareholders for
inspection and for copies free of charge during normal business
hours at the registered office of the Absorbed Sub-Fund: ? the
common terms of Merger; ? the latest prospectus and KIID of the
Absorbed Sub-Fund and the Receiving Sub-Fund; ? copy of the merger
report prepared by the auditor; ? copy of the statement related to
the Merger issued by the depositary of each of the Absorbed Sub-
Fundand the Receiving Sub-Fund.
APPIX I
Key Differences and Similarities between the Absorbed Sub-Fund
and the Receiving Sub-Fund
The following table presents the main features and differences
between the Absorbed and Receiving Sub-Funds. Appendix II provides
a comparison of the features of the merging share class(es) of the
Absorbed Sub-Fund and the corresponding receiving share class(es)
of the Receiving Sub-Fund.
Unless stated otherwise, terms in this document shall have the
same meaning as in the prospectus of the Original UCITS or the
Receiving UCITS. Information that crosses both columns is
information that is the same for both sub-funds.
Absorbed Sub-Fund Receiving Sub-Fund
Sub-Fund Name Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF Amundi Index MSCI EMU SRI PAB
Multi Units Luxembourg Amundi Index Solutions
UCITS Name
and Legal Société d'Investissement à Capital Variable Société d'Investissement à Capital Variable
Form
Management Amundi Asset Management S.A.S. Amundi Luxembourg S.A.
Company
Investment Amundi Asset Management S.A.S.
Manager
Reference
Currency of EUR
the Sub-Fund
The investment objective of Absorbed Sub-Fund is to
track both the upward and the downward evolution of
the MSCI EMU Select ESG Rating and Trend Leaders Net The objective of the Receiving Sub-Fund is to track
Return EUR Index (the "Benchmark Index") denominated the performance of MSCI EMU SRI Filtered PAB Index
in Euro, while minimizing the volatility of the (the "Index"), and to minimize the tracking error
difference between the return of the Absorbed between the net asset value of the Receiving
Sub-Fund and the return of the Benchmark Index (the Sub-Fund and the performance of the Index. The
"Tracking Error"). Receiving Sub-Fund aims to achieve a level of
tracking error of the Sub-Fund and its Index that
Investment The anticipated level of the Tracking Error under will not normally exceed 1%.
Objective normal market conditions is expected to be up to
0.50%.
The Absorbed Sub-Fund seeks to achieve its objective The exposure to the Index will be achieved through a
via a direct replication, by investing primarily in direct replication, mainly by making direct
Management the securities comprising the Benchmark Index. investments in transferable securities and/or
Process other eligible assets
representing the Index constituents in a proportion
extremely close to their proportion in the Index.
The Investment Manager will be able to use
To optimize the Benchmark Index replication, the derivatives in order to deal with inflows and
Absorbed Sub-Fund may use a sampling replication outflows and also if it allows a better exposition
strategy and may also engaged in securities to an Index constituent. In order to generate
lending. The potential use of these techniques is additional income to offset its costs, the Receiving
published on Amundi's website: www.amundietf.com. Sub-Fund may also enter into securities lending
operations.
The Receiving Sub-Fund integrates sustainability
risks as outlined in more detail in section
"Sustainable Investment" of the prospectus.
MSCI EMU Select ESG Rating and Trend Leaders Net MSCI EMU SRI Filtered PAB Index
Benchmark Return EUR Index
Index
MSCI EMU Select ESG Rating and Trend Leaders Net MSCI EMU SRI Filtered ex Fossil Fuels Index is an
Return EUR Index is an equity index that is equity index based on the MSCI EMU Index (the
representative of the performance of large and "Parent Index"), representative of the large and
mid-cap stocks, across developed European Economic mid-cap stocks across 10 developed market countries
and Monetary Union (the "EMU") countries, issued by (as of September 2020) in the European Economic and
companies selected according to their Monetary Union. The Index provides exposure to
Environmental, Social and Governance (ESG) ratings companies with outstanding Environmental, Social and
relative to their sector peers and/or which Governance (ESG) ratings and excludes companies
experienced a yearly improvement in these ESG whose products have negative social or environmental
ratings. impacts.
MSCI's website (www.msci.com) contains more More information about the composition of the Index
detailed information about the MSCI indexes. and its operating rules are available in the
prospectus and at: msci.com
The Benchmark Index value is available via
Bloomberg (NE718011). The Index value is available via Bloomberg
Index (MXEMSXNE).
description The Benchmark Index is a Net Total Return Index:
dividends net of tax paid by the index constituents The Index is a Net Total Return Index: dividends net
are included in the Benchmark Index return. of tax paid by the Index constituents are included
in the Index return.
Index MSCI Inc.
Administrator
SFDR Article 8 Article 9
Classification
The Receiving Sub-Fund is dedicated to both
The Absorbed Sub-Fund is dedicated to both retail and retail and institutional investors wishing
institutional investors wishing to have an exposure to the to have an exposure to the performance of
performance of large and mid-cap stocks, across developed EMU large and mid-cap stocks, across developed
countries, issued by companies with robust ESG ratings EMU countries, issued by companies with
relative to their sector peers and/or which experienced a outstanding ESG ratings and excludes
Profile of yearly improvement in these ESG ratings. companies whose products have negative
Typical social or environmental impacts.
Investor
Among the different risks described in the
prospectus, the Receiving Sub-Fund is more
Among the different risks described in the prospectus, the specifically exposed to the following
Absorbed Sub-Fund is more specifically exposed to the risks:
following risks: Equity Risk, Capital at Risk, Absorbed Sub-
Fund Liquidity Risk, Risks linked to Sampling and -- Risks of ordinary market
Optimization techniques, Liquidity Risk on Secondary Market, conditions: the Receiving Sub- Fund has
Risks linked to the investment in Medium Capitalization high volatility due to its exposure to
Stocks, Risk linked to Securities Lending, Lack of Reactivity equity markets, Derivatives, Equity,
to Changing Circumstances, Risk that the Absorbed Sub-Fund's Index replication, Investment fund,
investment objective is only partially achieved, Risk of Management, Market, Sustainable
using financial derivative instruments, Counterparty Risk, Investment, Use of techniques and
Collateral Management Risk, Currency Risk, Class Currency Instruments, Listing market liquidity
Hedge Risk, Market Risk linked to a controversy, Risk linked (ETF share class)
Risk Profile to ESG Methodologies, Risk related to ESG Score computation. -- Risks of unusual market
conditions: Counterparty, Liquidity,
Operational, Standard practices.
Risk
Management Commitment
Method
SRRI 6
Requests received and accepted by 14:00 CET
Requests received and accepted by 17:00 CET on a business day on a business day will ordinarily be
will ordinarily be processed on the NAV of the first business processed on the NAV of the first business
day (including the business day when the relevant requests day (including the business day when the
Transaction are received) that is also a day when the Index is published relevant requests are received) that is
Cut-Off and and investable. also a full bank business day in Germany
Days market.
Primary Market: Authorized Participants dealing directly with Up to 3%. Redemption/Subscription fees will
the Absorbed Sub-Fund will pay related primary market only apply when shares are subscribed or
transaction costs. redeemed directly from the Receiving
Sub-Fund and will not apply when investors
Secondary Market: because the Absorbed Sub-Fund is an ETF, buy or sell such shares on stock exchanges.
Redemption/ investors who are not Authorized Participants will Investors dealing on exchange will pay fees
Subscription charged by their intermediaries. Such
Fees generally only be able to buy or sell shares on the charges can be obtained from
intermediaries.
secondary market. Accordingly, investors will pay
brokerage fees and/or transaction costs in connection
with their dealings on stock exchange(s). These brokerage
fees and/or transaction costs are not charged by, or
payable to, the Absorbed Sub-Fund nor the Management
Company but to the investor own intermediary. In
addition, the investors may also bear the costs of
"bid-ask" spreads; meaning the difference between the
prices at which shares can be bought and sold.
Eligible
PEA
As defined in the German Investment Funds Tax Act As defined in the German Investment Funds Tax
(InvStG-E) ("GITA"), the Absorbed Sub-Fund is designed to Act (InvStG-E), the Receiving Sub-Fund is
meet the criteria of "equity funds". The Absorbed Sub- designed to meet the criteria of "equity
Fund will hold baskets of financial securities eligible funds". At least 60% of the Receiving
for the equity ratio within the meaning of GITA which Sub-Fund's net asset value is continuously
will represent at least 90% of its net assets, under invested in equities listed on a stock
German Tax normal market conditions. exchange or traded on an organized market.
Financial Year January 1 to December 31 October 1 to September 30
and Report
Auditor PricewaterhouseCoopers, Société cooperative
Depositary Société Générale Luxembourg S.A. CACEIS Bank, Luxembourg Branch
Administrative Société Générale Luxembourg S.A. CACEIS Bank, Luxembourg Branch
Agent
Registrar,
Transfer Société Générale Luxembourg S.A. CACEIS Bank, Luxembourg Branch
Agent, And
Paying Agent APPENDIX II
Comparison of the Features of the Merging Share Class(es) of the
Absorbed Sub-Fund and the Corresponding Receiving Share Class(es)
of the Receiving Sub-Fund
Absorbed Sub-Fund Receiving Sub-Fund
Distribution OGC Total Share Distribution OGC Management Administration
Share Class ISIN Currency Policy Hedged? Fees Class ISIN Currency Policy Hedged? fees (max) fees (max)
* *
Amundi
Lyxor MSCI Index
EMU ESG MSCI
EMU
Leaders Extra SRI
(DR) UCITS PAB -
ETF - Acc Up to UCITS
LU1792117340 EUR Accumulating No 0.20% 0.20% ETF DR LU2109787635 EUR Accumulating No 0.18% 0.08% 0.10%
(A)
* Ongoing charges for the fund previous financial year (as
described in Appendix I) or, for a new share class, estimated based
on the expected total of charges APPENDIX III
Timeline for the Proposed Merger
Event Date
Beginning of Redemption/Conversion Period
October 12, 2022
Cut-Off Point November 14, 2022 at 5pm
Absorbed Sub-Fund Freezing Period From November 14, 2022 after 5pm until November 17, 2022
Last Valuation Date November 17, 2022
Merger Effective Date November 18, 2022*
* or such later time and date as may be determined by the board
of directors of the Absorbed Sub-Fund and the Receiving Sub-Fund
and notified in writing to shareholders. In the event that the
boards of directors approve a later Merger Effective Date, they may
also make such consequential adjustments to the other elements in
this timetable as they consider appropriate.
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ISIN: LU2109787635
Category Code: MSCH
TIDM: SHRE
Sequence No.: 195641
EQS News ID: 1467433
End of Announcement EQS News Service
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