UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM N-CSR 

 

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 

Investment Company Act File number 811-22263

 

Exchange Traded Concepts Trust

(Exact name of registrant as specified in charter)

 

 

 

10900 Hefner Pointe Drive

Suite 207

Oklahoma City, OK 73120

(Address of principal executive offices) (Zip code)

 

J. Garrett Stevens 

Exchange Traded Concepts Trust

10900 Hefner Pointe Drive

Suite 207

Oklahoma City, OK 73120

(Name and address of agent for service)

 

Copy to:

Christopher Menconi

 Morgan Lewis & Bockius LLP

 1111 Pennsylvania Avenue NW

 Washington, DC 20004

 

Registrant’s telephone number, including area code: 1-405-778-8377

 

Date of fiscal year end: November 30, 2019

 

Date of reporting period: November 30, 2019

 

 

 

 

Item 1. Reports to Stockholders.

 

A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.

 

 

 

 

EXCHANGE TRADED CONCEPTS TRUST

Ideanomics NextGen Vehicles & Technology ETF

(Formerly, Innovation Shares NextGen Vehicles & Technology ETF)

 

 

Annual Report

November 30, 2019

Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission (the “Commission”), paper copies of the Fund’s 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.

Please contact your financial intermediary to elect to receive shareholder reports and other Fund communications electronically. If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action.

You may elect to receive all future reports in paper free of charge. Please contact your financial intermediary to inform them that you wish to continue receiving paper copies of your shareholder reports and for details about whether your election to receive reports in paper will apply to all funds held with your financial intermediary.

 

Ideanomics NextGen Vehicles & Technology ETF

Table of Contents

  

Management Discussion of Fund Performance

 

1

Schedule of Investments

 

3

Statement of Assets and Liabilites

 

5

Statement of Operations

 

6

Statements of Changes in Net Assets

 

7

Financial Highlights

 

8

Notes to Financial Statements

 

9

Report of Independent Registered Public Accounting Firm

 

21

Trustees and Officers of the Trust

 

22

Notice to Shareholders

 

24

Disclosure of Fund Expenses

 

25

Supplemental Information

 

26

The Fund files its complete schedule of Fund holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q or as an exhibit to its report on Form N-PORT within sixty days after the end of the period. The Fund’s Forms N-Q and N-PORT reports are available on the Commission’s website at https://www.sec.gov.

A description of the policies and procedures that Exchange Traded Concepts uses to determine how to vote proxies relating to the Fund’s securities, as well as information relating to how the Fund voted proxies relating to the Fund’s securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-833-466-6383; and (ii) on the Commission’s website at https://www.sec.gov.

 

Ideanomics NextGen Vehicles & Technology ETF

Management Discussion of Fund Performance

November 30, 2019 (Unaudited)

Dear Shareholders,

On behalf of the entire Ideanomics ETF team, we want to express our appreciation for the confidence you have placed in the Ideanomics NextGen Vehicles and Technology ETF (“EKAR” or the “Fund”). The following information pertains to the fiscal period December 1, 2018 through November 30, 2019.

EKAR tracks the Innovation Labs NextGen Vehicles and Technology Index which is comprised of a basket of global stocks that have exposure to the theme of electric and self-driving/autonomous vehicles. Over the next decade, auto industry experts expect a dramatic production shift away from light vehicles powered by internal combustion engines to those propelled by electric batteries. Meanwhile, the world’s adoption of autonomous vehicles is being supported by a growing trend toward shared mobility, technological advancements and an evolving regulatory environment. To give this basket a more defined framework, stocks are placed in one of four custom stakeholder categories in terms of how they relate to the theme: Battery, OEMs, Suppliers and Semis & Software.

The Fund had positive performance during the fiscal period ending on November 30, 2019. The market price for EKAR increased 7.48% and the NAV increased 7.60%, while the S&P 500 Index, a broad market index, gained 16.11% over the same period. The Fund’s Index returned positive 7.73%.

NVIDIA Corporation contributed the most positive performance to the Fund, while Baidu, Inc.-ADR was the largest detractor from overall Fund performance.

The Fund began trading on February 13, 2018, with outstanding shares of 75,000 as of November 30, 2019.

We appreciate your investment in EKAR.

Sincerely,

J. Garrett Stevens,

Chief Executive Officer

Exchange Traded Concepts, Advisor to the Fund

1

Ideanomics NextGen Vehicles & Technology ETF

Management Discussion of Fund Performance

November 30, 2019 (Unaudited) (Concluded)

 

Growth of a $10,000 Investment
(at Net Asset Value)

AVERAGE TOTAL RETURN
FOR THE YEAR ENDED NOVEMBER 30, 2019

 

One Year

Annualized Inception to
Date*

 

Net Asset
Value

Market
Price

Net Asset
Value

Market
Price

Ideanomics NextGen Vehicles & Technology ETF

7.60%

7.48%

-5.59%

-5.38%

Innovation Labs Next Generation Vehicles & Technology Index

7.73%

7.73%

-4.81%

-4.81%

S&P 500 Index

16.11%

16.11%

12.01%

12.01%

*       The Fund commenced operations on February 12, 2018.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that shares, when redeemed or sold in the market, may be worth more or less than their original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of all dividends and all capital gains. Index returns assume reinvestment of dividends and, unlike a Fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. A prospectus, containing this and other information, is available at https://ekar.ideanomics.com. Investors should read the prospectus carefully before investing. There are risks associated with investing, including possible loss of principal.

Current performance may be lower or higher than the performance data shown above.

There are no assurances that the Fund will meet its stated objectives.

The Fund’s holdings and allocations are subject to change and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

The S&P 500 Index is a market-value weighted index consisting of 500 stocks chosen for market size, liquidity, and industry group representation, with each stock’s weight in the S&P 500 Index proportionate to its market value.

2

Ideanomics NextGen Vehicles & Technology ETF

Schedule of Investments

November 30, 2019

Description

 

Shares

 

Fair Value

COMMON STOCK — 99.3%

     

 

 

Australia — 0.5%

     

 

 

Alumina

 

3,747

 

$

5,855

Mineral Resources

 

270

 

 

2,836

       

 

8,691

Belgium — 1.0%

     

 

 

Umicore

 

372

 

 

15,988

       

 

 

Canada — 2.1%

     

 

 

First Quantum Minerals

 

1,203

 

 

11,004

Linamar

 

90

 

 

3,026

Magna International

 

372

 

 

20,496

       

 

34,526

Chile — 0.7%

     

 

 

Sociedad Quimica y Minera de Chile ADR

 

459

 

 

10,938

       

 

 

China — 4.3%

     

 

 

Baidu ADR*

 

555

 

 

65,784

NIO ADR(A)*

 

2,130

 

 

4,835

       

 

70,619

France — 6.4%

     

 

 

Airbus

 

471

 

 

69,278

Faurecia

 

141

 

 

7,484

Renault

 

387

 

 

18,542

Valeo(A)

 

258

 

 

10,173

       

 

105,477

Germany — 12.7%

     

 

 

Continental

 

276

 

 

36,092

Daimler

 

1,161

 

 

65,542

Infineon Technologies

 

1,404

 

 

30,013

Siemens

 

594

 

 

76,707

       

 

208,354

Description

 

Shares

 

Fair Value

Hong Kong — 6.6%

     

 

 

BAIC Motor, Cl H

 

10,500

 

$

5,888

BYD, Cl H(A)

 

4,500

 

 

21,357

Geely Automobile Holdings

 

12,000

 

 

22,443

Great Wall Motor, Cl H

 

16,500

 

 

12,753

Guangzhou Automobile Group, Cl H

 

18,000

 

 

19,224

MMG*

 

12,000

 

 

2,621

Sinotruk Hong Kong

 

4,500

 

 

7,600

Zijin Mining Group, Cl H

 

42,000

 

 

15,721

       

 

107,607

Italy — 1.3%

     

 

 

STMicroelectronics

 

852

 

 

20,949

Japan — 23.4%

     

 

 

Denso

 

900

 

 

40,172

Honda Motor

 

2,400

 

 

67,216

Mitsui Mining & Smelting

 

100

 

 

2,512

Nidec

 

300

 

 

44,352

Nissan Motor

 

6,900

 

 

42,770

Panasonic

 

3,300

 

 

31,099

Renesas Electronics*

 

1,500

 

 

9,766

Rohm

 

100

 

 

8,401

Sumitomo Chemical

 

2,100

 

 

9,473

Sumitomo Metal Mining

 

300

 

 

9,084

TDK

 

200

 

 

21,021

Toray Industries

 

1,800

 

 

11,900

Toyota Motor

 

900

 

 

62,772

Toyota Tsusho

 

300

 

 

10,478

Yaskawa Electric

 

300

 

 

11,013

       

 

382,029

Norway — 0.6%

     

 

 

Norsk Hydro

 

2,808

 

 

9,940

Russia — 1.0%

     

 

 

Yandex, Cl A*

 

378

 

 

15,865

South Korea — 5.8%

     

 

 

Hyundai Mobis

 

111

 

 

23,024

Hyundai Motor

 

267

 

 

27,352

Kia Motors

 

435

 

 

15,928

LS Industrial Systems

 

39

 

 

1,664

Samsung Electro-Mechanics

 

108

 

 

10,150

Samsung SDI

 

84

 

 

16,428

       

 

94,546

Sweden — 0.4%

     

 

 

Saab, Cl B

 

177

 

 

5,851

Switzerland — 3.4%

     

 

 

ABB

 

2,538

 

 

55,542

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

3

Ideanomics NextGen Vehicles & Technology ETF

Schedule of Investments

November 30, 2019 (Concluded)

Description

 

Shares

 

Fair Value

United States — 29.1%

     

 

 

Communication Services — 4.5%

     

 

 

Alphabet, Cl A*

 

57

 

$

74,333

Consumer Discretionary — 7.3%

     

 

 

Aptiv PLC

 

288

 

 

27,038

Autoliv(A)

 

102

 

 

8,336

Tesla(A)*

 

246

 

 

81,165

Veoneer(A)*

 

141

 

 

2,283

       

 

118,822

Industrials — 1.9%

     

 

 

Lyft, Cl A(A)*

 

621

 

 

30,417

Information Technology — 14.0%

     

 

 

Advanced Micro Devices(A)*

 

1,149

 

 

44,983

Ambarella*

 

27

 

 

1,478

Intel

 

1,287

 

 

74,710

Marvell Technology Group

 

648

 

 

17,088

NVIDIA

 

363

 

 

78,677

ON Semiconductor*

 

537

 

 

11,529

       

 

228,465

Materials — 1.4%

     

 

 

Albemarle(A)

 

159

 

 

10,395

FMC

 

141

 

 

13,812

       

 

24,207

       

 

476,244

Total Common Stock
(Cost $1,676,798)

     

 

1,623,166

MONEY MARKET — 0.4%

     

 

 

JPMorgan U.S. Government Money Market Fund, Class L, 1.510%(B)

 

7,353

 

 

7,353

Total Money Market
(Cost $7,353)

     

 

7,353

Description

 

Par Amount

 

Fair Value

REPURCHASE AGREEMENT — 2.3%(C)(D)

 

 

   

 

 

Deutsche Bank, Inc 1.620%, dated 11/29/2019, to be repurchased on 12/02/2019, repurchase price $37,135 (collateralized by various U.S. Treasury obligations, par values ranging from $3,589 to $13,069, 0.000% to 2.750%, 08/15/2022 to 02/15/2031, with a total market value of $37,873)

 

$

37,130

 

$

37,130

   

 

   

 

 

TOTAL REPURCHASE AGREEMENT
(Cost $37,130)

 

 

   

 

37,130

Total Investments — 102.0%
(Cost $1,721,281)

 

 

   

$

1,667,649

Percentages are based on net assets of $1,634,946.

*       Non-income producing security.

(A)   Certain securities or partial positions of certain securities are on loan at November 30, 2019 (see Note 6). The total market value of securities on loan at November 30, 2019 was $194,510.

(B)   The rate reported is the 7-day effective yield as of November 30, 2019.

(C)   Tri-Party Repurchase Agreement.

(D)   This security was purchased with cash collateral held from securities on loan (see Note 6). The total market value of such securities as of November 30, 2019 was $37,130.

ADR— American Depositary Receipt

Cl    — Class

PLC — Public Limited Company

The following is a list of the inputs used as of November 30, 2019 in valuing the Fund’s investments carried at value:

 

Level 1

 

Level 2

 

Level 3

 

Total

Investments in Securities

 

 

   

 

   

 

   

 

 

Common Stock

$

 

1,623,166

 

$

 

$

 

$

1,623,166

Money Market

 

 

7,353

 

 

 

 

 

 

7,353

Repurchase Agreement

 

 

 

 

37,130

 

 

 

 

37,130

Total Investments in Securities

$

 

1,630,519

 

$

37,130

 

$

 

$

1,667,649

For the year ended November 30, 2019, there were no transfers in or out of Level 3.

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

4

Ideanomics NextGen Vehicles & Technology ETF

Statement of Assets and Liabilities

November 30, 2019

Assets:

 

 

 

 

Investments and Repurchase Agreement, at Cost

 

$

1,721,281

 

Cost of Foreign Currency

 

 

910

 

Investments at Value*

 

$

1,630,519

 

Repurchase Agreements at Value

 

 

37,130

 

Foreign Currency at Value

 

 

910

 

Reclaims Receivable

 

 

2,874

 

Dividends Receivable

 

 

1,519

 

Total Assets

 

 

1,672,952

 

   

 

 

 

Liabilities:

 

 

 

 

Payable Upon Return on Securities Loaned

 

 

37,130

 

Unrealized loss on forward foreign currency contracts

 

 

2

 

Advisory Fees Payable

 

 

874

 

   

 

 

 

Total Liabilities

 

 

38,006

 

   

 

 

 

Net Assets

 

$

1,634,946

 

   

 

 

 

Net Assets Consist of:

 

 

 

 

Paid-in Capital

 

$

1,778,929

 

Total Distributable Loss

 

 

(143,983

)

   

 

 

 

Net Assets

 

$

1,634,946

 

   

 

 

 

Outstanding Shares of Beneficial Interest
(unlimited authorization — no par value)

 

 

75,000

 

Net Asset Value, Offering and Redemption Price Per Share

 

$

21.80

 

*       Includes Market Value of Securities on Loan of $194,510.

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

5

Ideanomics NextGen Vehicles & Technology ETF

Statement of Operations

For the year ended November 30, 2019

Investment Income:

 

 

 

 

Dividend Income

 

$

26,389

 

Interest Income

 

 

162

 

Income from Securities Lending

 

 

2,031

 

Less: Foreign Taxes Withheld

 

 

(3,634

)

   

 

 

 

Total Investment Income

 

 

24,948

 

   

 

 

 

Expenses:

 

 

 

 

Advisory Fees

 

 

11,667

 

Other Fees

 

 

15

 

Total Expenses

 

 

11,682

 

Less: Advisory Fee Waiver

 

 

(3,684

)

   

 

 

 

Net Expenses

 

 

7,998

 

   

 

 

 

Net Investment Income

 

 

16,950

 

   

 

 

 

Net Realized Gain (Loss) on:

 

 

 

 

Investments

 

 

(79,113

)

Foreign Currency Transactions

 

 

(243

)

   

 

 

 

Net Change in Unrealized Appreciation (Depreciation):

 

 

 

 

Investments

 

 

186,129

 

Foreign Currency Translations

 

 

(48

)

Net Realized and Unrealized Gain on Investments

 

 

106,725

 

   

 

 

 

Net Increase in Net Assets Resulting from Operations

 

$

123,675

 

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

6

Ideanomics NextGen Vehicles & Technology ETF

Statements of Changes in Net Assets

 

 

Year Ended
November 30,
2019

 

Period Ended
November 30,
2018
(1)

Operations:

 

 

 

 

 

 

 

 

Net Investment Income

 

$

16,950

 

 

$

30,227

 

Net Realized Loss on Investments and Foreign Currency Transactions

 

 

(79,356

)

 

 

(172,847

)

Net Change in Unrealized Appreciation (Depreciation) on Investments and Foreign Currency Translation

 

 

186,081

 

 

 

(239,877

)

   

 

 

 

 

 

 

 

Net Increase (Decrease) in Net Assets Resulting from Operations

 

 

123,675

 

 

 

(382,497

)

   

 

 

 

 

 

 

 

Distributions:

 

 

(31,327

)

 

 

 

Capital Share Transactions:

 

 

 

 

 

 

 

 

Issued

 

 

495,014

 

 

 

2,502,223

 

Redeemed

 

 

 

 

 

(1,072,142

)

Increase in Net Assets from Capital Share Transactions

 

 

495,014

 

 

 

1,430,081

 

   

 

 

 

 

 

 

 

Total Increase in Net Assets

 

 

587,362

 

 

 

1,047,584

 

Net Assets:

 

 

 

 

 

 

 

 

Beginning of Year or Period

 

 

1,047,584

 

 

 

 

End of Year or Period

 

$

1,634,946

 

 

$

1,047,584

 

Share Transactions:

 

 

 

 

 

 

 

 

Issued

 

 

25,000

 

 

 

100,000

 

Redeemed

 

 

 

 

 

(50,000

)

   

 

 

 

 

 

 

 

Net Increase in Shares Outstanding from Share Transactions

 

 

25,000

 

 

 

50,000

 

(1)    Commenced operations on February 12, 2018.

Amounts designated as “—” are $0.

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

7

Ideanomics NextGen Vehicles & Technology ETF

Financial Highlights

 

Selected Per Share Data & Ratios

For the Period or Year Ended November 30,

For a Share Outstanding Throughout the Year/Period

 

Net Asset
Value,
Beginning
of Period/
Year

 

Net
Investment
Income*

 

Net
Realized
and
Unrealized
Gain
(Loss) on
Investments

 

Total from
Operations

 

Distributions
from Net
Investment
Income

 

Distributions
from Net
Realized
Capital Gains

 

Total
Distributions

 

Net
Asset
Value,
End of
Period

 

Market
Price,
End of
Period

 

Total
Return
(1)

 

Net
Assets
End of
Period
(000)

 

Ratio of
Expenses
to Average
Net Assets
(Including
Waivers)

 

Ratio of
Expenses

to Average
Net Assets
(Excluding
Waivers)

 

Ratio
of Net
Investment
Income to
Average
Net Assets

 

Portfolio
Turnover
(3)

2019

 

$

20.95

 

$

0.28

 

$

1.20

 

 

$

1.48

 

 

$

(0.63

)

 

$

 

$

(0.63

)

 

$

21.80

 

$

21.88

 

7.60

%

 

$

1,635

 

0.65

%^

 

0.95

%

 

1.38

%

 

27

%

2018(4)

 

 

25.00

 

 

0.33

 

 

(4.38

)

 

 

(4.05

)

 

 

 

 

 

 

 

 

 

 

20.95

 

 

21.06

 

(16.20

)

 

 

1,048

 

0.65

(2)

 

0.95

(2)

 

1.69

(2)

 

86

 

*       Per share data calculated using average shares method.

^      The ratio of Expenses to Average Net Assets includes the effect of a voluntary waiver reducing expenses 0.30% (See Note 3 in Notes to Financial Statements).

(1)    Total return is for the period indicated and has not been annualized for periods less than one year. Returns do not reflect the deduction of taxes the shareholder would pay on fund distributions or redemption of Fund shares.

(2)    Annualized.

(3)    Portfolio turnover rate is for the period indicated and periods of less than one year have not been annualized. Excludes effect of securities received or delivered from processing in-kind creations or redemptions.

(4)    Commenced operations on February 12, 2018.

Amounts designated as “—” are $0.

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

8

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019

1. ORGANIZATION

Exchange Traded Concepts Trust (the “Trust”) is a Delaware statutory trust formed on July 17, 2009. The Trust is registered with the Commission under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company consisting of multiple investment portfolios. The financial statements herein are those of Ideanomics NextGen Vehicles & Technology ETF (formerly, Innovation Shares NextGen Vehicles & Technology ETF) (the “Fund”). The Fund seeks to provide investment results that, before fees and expenses, track the performance of the Innovation Labs Next Generation Vehicles & Technology Index (the “Index”). The Fund is classified as a “diversified” fund under the 1940 Act. Exchange Traded Concepts, LLC (the “Adviser”), an Oklahoma limited liability company, serves as the investment adviser for the Fund and is subject to the supervision of the Board of Trustees (the “Board”). Penserra Capital Management, LLC (the “Sub-Adviser”), serves as the sub-adviser to the Fund. The Fund commenced operations on February 12, 2018.

Shares of the Fund are listed and traded on NYSE Arca, Inc. Market prices for the shares may be different from their net asset value (“NAV”). The Fund will issue and redeem shares on a continuous basis at NAV only in large blocks of shares, typically 25,000 shares, called “Creation Units”. Creation Units will be issued and redeemed principally in-kind for securities and/or cash constituting a substantial representation, or a representation of the securities on the Index. Once created, shares will trade in a secondary market at market prices that change throughout the day in amounts less than a Creation Unit.

2. SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies, which are consistently followed in the preparation of the financial statements of the Trust, are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for investment companies. The accompanying financial statements have been prepared in accordance with U.S. GAAP on the accrual basis of accounting. Management has reviewed Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies (“ASC 946”), and concluded that the Fund meets the criteria of an “investment company,” and therefore, the Fund prepares its financial statements in accordance with investment company accounting as outlined in ASC 946.

Use of Estimates and Indemnifications — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

In the normal course of business, the Trust, on behalf of the Fund, enters into contracts that contain a variety of representations which provide general indemnifications. The Fund’s maximum exposure under these arrangements cannot be known; however, the Fund expects any risk of loss to be remote.

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded (or at approximately 4:00 pm Eastern Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale, at the most recent quoted bid price for long securities and at the most recent ask price for securities sold short. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. If available, debt securities are priced based upon valuations provided by independent, third-party pricing agents. Such values generally reflect the last reported sales price if the security is actively traded. The third-party pricing agents may also value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, or other methodologies designed to identify the fair value for such securities. Debt obligations with remaining maturities of sixty days or less when acquired will be valued at their market value. If a market value is not available from a pricing vendor or from an independent broker, the security will be fair valued according to the Trust’s fair value procedures. Prices for most securities held in the

9

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Fund are provided daily by recognized independent pricing agents. If a security price cannot be obtained from an independent, third-party pricing agent, the Fund seeks to obtain a bid price from at least one independent broker.

Securities for which market prices are not “readily available” are valued in accordance with fair value procedures established by the Board. The Fund’s fair value procedures are implemented through a fair value committee (the “Committee”) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using fair value procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government-imposed restrictions. In addition, the Fund may fair value their securities if an event that may materially affect the value of the Fund’s securities that traded outside of the United States (a ‘‘Significant Event’’) has occurred between the time of the security’s last close and the time that the Fund calculates its net asset value. A Significant Event may relate to a single issuer or to an entire market sector. Events that may be Significant Events include: government actions, natural disasters, armed conflict, acts of terrorism and significant market fluctuations. If the Adviser becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates its net asset value, it may request that a Committee meeting be called. When a security is valued in accordance with the fair value procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

•    Level 1 – Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;

•    Level 2 – Quoted prices which are not active, or inputs that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

•    Level 3 – Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The valuation techniques used by the Fund to measure fair value during the year ended November 30, 2019 maximized the use of observable inputs and minimized the use of unobservable inputs.

For the year ended November 30, 2019, there have been no significant changes to the Fund’s fair valuation methodologies.

Federal Income Taxes — It is the Fund’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly, no provision for Federal income taxes has been made in the financial statements.

The Fund’s policy is to classify interest and penalties associated with underpayment of Federal and state income taxes, if any, as income tax expense on its Statement of Operations. As of November 30, 2019, the Fund did not have any interest or penalties associated with the underpayment of any income taxes. The Fund has reviewed all major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on their tax returns.

10

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Security Transactions and Investment Income — Security transactions are accounted for on trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on specific identification. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis. Withholding taxes on foreign dividends, if any, have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

Repurchase Agreements — Securities pledged as collateral for repurchase agreements are held by the Fund’s custodian bank until the repurchase date of the repurchase agreement. The Fund may also invest in tri-party repurchase agreements. Securities held as collateral for tri-party repurchase agreements are maintained by the broker’s custodian bank in a segregated account until the repurchase date of the repurchase agreement. Provisions of the repurchase agreements and the Fund’s policies require that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default by the counterparty. If the counterparty defaults and the value of the collateral declines, or if the counterparty enters into an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.

At November 30, 2019, the market value of the repurchase agreement outstanding was $37,130.

Foreign Currency Translation — The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. Purchases and sales of investment securities, income and expenses are translated into U.S. dollars at the relevant rates of exchange prevailing on the respective dates of such transactions. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. The Fund may be subject to foreign taxes related to foreign income received, capital gain on the sale of securities and certain foreign currency transactions (a portion of which may be reclaimable). All foreign taxes are recorded in accordance with the applicable regulations and rates that exist in the foreign jurisdictions in which the Fund invest.

Dividends and Distributions to Shareholders  The Fund pays out dividends from its net investment income and distributes its net capital gains, if any, to investors at least annually. All distributions are recorded on ex-dividend date.

Creation Units — The Fund issues and redeems shares on a continuous basis at NAV and only in large blocks of at least 25,000 shares (each block of shares for the Fund is called a “Creation Unit” or multiples thereof). Purchasers of Creation Units (“Authorized Participants”) at NAV must pay a standard creation transaction fee of $1,300 per transaction. An Authorized Participant who holds Creation Units and wishes to redeem at NAV would also pay a standard redemption transaction fee of $1,300 per transaction. In addition to the fixed creation or redemption transaction fee, an additional creation transaction fee may be charged. The Adviser may retain all or portion of the transaction fee to the extent the Adviser bears the expenses that otherwise would be borne by the Trust in connection with the purchase or redemption of a Creation Unit, which the transaction fee is designed to cover.

Except when aggregated in Creation Units, shares are not redeemable securities of the Fund. Shares of the Fund may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company (“DTC”) participant and, in each case, must have executed an Authorized Participant Agreement with the Fund’s distributor. Most retail investors will not qualify as Authorized Participants or have the resources to buy and sell whole

11

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Creation Units. Therefore, they will be unable to purchase or redeem the shares directly from the Fund. Rather, most retail investors will purchase shares in the secondary market with the assistance of a broker and will be subject to customary brokerage commissions or fees.

The following table discloses the Creation Unit breakdown based on the NAV as of November 30, 2019:

 

Creation
Unit Shares

 

Creation Transaction
Fee

 

Value

 

Redemption
Transaction

Fee

   

25,000   

 

$

1,300   

 

$

545,000   

 

$

1,300   

 

To the extent the Fund permits the contribution of securities in exchange for the purchase of shares (contribution in-kind), shares may be issued in advance of receipt by the Fund at all or a portion of the applicable deposit securities. In these circumstances, the Fund may require the Authorized Participant to maintain with the Trust an amount of 115% of the daily mark-to-market of the missing deposit securities. Amounts are disclosed as Segregated Cash Balance with Authorized Participants for Deposit Security and Collateral Payable upon Return of Deposit Securities on the Statement of Assets and Liabilities, when applicable.

3. AGREEMENTS

Investment Advisory Agreement

The Adviser is located at 10900 Hefner Pointe Drive, Suite 207, Oklahoma City, Oklahoma 73120, its principle place of business, and 295 Madison Avenue, New York, New York 10017. The Adviser serves as investment adviser to the Trust, including the Fund, pursuant to an investment advisory agreement (“Advisory Agreement”). Under the Advisory Agreement, the Adviser provides investment advisory services to the Fund primarily in the form of oversight of the Sub-Adviser, including daily monitoring of the purchase and sale of securities by the Sub-Adviser and regular review of the Sub-Adviser’s performance. The Adviser also arranges for transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate. The Adviser administers the Fund’s business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services, and provides its officers and employees to serve as officers or Trustees of the Trust.

For the services it provides to the Fund, the Fund pays the Adviser a fee, which is calculated daily and paid monthly, at an annual rate of 0.95% of the average daily net assets of the Fund.

Through March 31, 2019, the Adviser contractually waived a portion of its fee in an amount equal to 0.30% of the Fund’s average daily net assets. From April 1, 2019 through October 17, 2019, the Adviser voluntarily waived a portion of its management fee with respect to the Fund in an amount equal to 0.30% of average daily net assets. Effective October 17, 2019, the Adviser has contractually agreed to waive a portion of its management fee in an amount equal to 0.30% of the Fund’s average daily net assets through October 20, 2020, unless earlier terminated by the Board for any reason at any time. The voluntary and contractual waivers are non-recoupable.

Under the Advisory Agreement, the Adviser has agreed to pay all expenses incurred by the Fund except for the advisory fee, interest, taxes, brokerage commissions and other expenses incurred in placing orders for the purchase and sale of securities and other investment instruments, acquired fund fees and expenses, extraordinary expenses, and distribution fees and expenses paid by the Fund under any distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act. Certain officers or interested trustees of the Trust are also officers or employees of the Adviser or its affiliates. They receive no fees for serving as officers of the Trust.

The Adviser has entered into a license agreement with Innovation Shares LLC, the Fund’s index provider, pursuant to which the Adviser pays a fee to use the Index. The Adviser is sub-licensing rights to the Index to the Fund at no charge.

12

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

3. AGREEMENTS (continued)

Sub-Advisory Agreement

Penserra Capital Management LLC, or the Sub-Adviser, is a New York limited liability company, located at 4 Orinda Way, Suite 100-A, Orinda, California 94563. The Sub-Adviser is responsible for trading portfolio securities and other investment instruments on behalf of the Fund, including selecting broker-dealers to execute purchase and sale transactions, subject to the supervision of the Adviser and the Board. Under a sub-advisory agreement, the Adviser pays the Sub-Adviser a fee calculated daily and paid monthly at an annual rate of the average daily net assets of the Fund as follows: 0.05% on the first $500 million, 0.04% on next $500 million, 0.03% on assets greater than $1 billion, subject to a $15,000 annual minimum fee.

The Sub-Adviser’s affiliated broker-dealer, Penserra Securities LLC (“Penserra Securities”), also holds a minority interest in the Sub-Adviser. The Fund may execute brokerage or other agency transactions through registered broker dealer affiliates of the Fund, the Adviser, the Sub-Adviser or the Distributor for a commission in conformity with the 1940 Act, the Securities Exchange Act of 1934 and rules promulgated by the SEC. For the year ended November 30, 2019, the Fund paid commissions to affiliated brokers in the amount of $18.

Distribution Agreement

SEI Investments Distribution Co. (the “Distributor”) serves as the Fund’s underwriter and distributor of shares pursuant to an amended and restated Distribution Agreement dated November 10, 2011 (the “Distribution Agreement”). Under the Distribution Agreement, the Distributor, as agent, receives orders to purchase shares in Creation Units and transmits such orders to the Fund’s custodian and transfer agent.

The Distributor has no obligation to sell any specific quantity of Fund shares. The Distributor bears the following costs and expenses relating to the distribution of shares: (i) the expenses of maintaining its registration or qualification as a dealer or broker under federal or state laws; (ii) filing fees; and (iii) all other expenses incurred in connection with the distribution services, that are not reimbursed by the Adviser, as contemplated in the Distribution Agreement. The Distributor does not maintain any secondary market in Fund shares.

The Fund has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. In accordance with the Plan, the Fund is authorized to pay an amount up to 0.25% of its average daily assets each year for certain distribution-related activities. For the year ended November 30, 2019, no fees were charged by the Distributor under the Plan and the Plan will only be implemented with approval of the Board.

Administrator, Custodian and Transfer Agent

SEI Investments Global Funds Services (the “Administrator”) serves as the Fund’s Administrator pursuant to an Administration Agreement. The Bank of New York Mellon (the “Custodian” and “Transfer Agent”) serves as the Fund’s Custodian and Transfer agent pursuant to a Custodian Agreement and Transfer Agency Services Agreement. The Adviser of the Fund pays these fees.

Certain officers of the Trust are also employees of the Administrator or its affiliates. They receive no fees for serving as officers of the Trust.

4. INVESTMENT TRANSACTIONS

For the year ended November 30, 2019, the purchases and sales of investments in securities, excluding in-kind transactions, long-term U.S. Government and short-term securities were:

 

Purchases

 

Sales and
Maturities

   

$

358,460   

 

$

328,821   

 

There were no purchases or sales of long-term U.S. Government securities by the Fund.

13

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

4. INVESTMENT TRANSACTIONS (continued)

For the year ended November 30, 2019, there were in-kind transactions associated with creations and redemptions:

 

Purchases

 

Sales

 

Net Realized
Gain/Loss

   

$

452,050   

 

$

—   

 

$

—   

 

For the period ended November 30, 2018, there were in-kind transactions associated with creations and redemptions with realized loss of $146,150. The dollar amount of in-kind transactions is reflected in the Statements of Changes in Net Assets.

5. TAX INFORMATION

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to paid-in capital or distributable earnings, in the period that the differences arise.

Accordingly, the following permanent differences primarily attributable to non-deductible Excise Tax paid have been reclassified within the components of net assets for the year ended November 30, 2019:

 

Distributable
Earnings/
(Losses)

 

Paid-in
Capital

   

$

16   

 

$

(16

)   

 

These reclassifications have no impact on net assets or net asset value per share.

The tax character of dividends and distributions declared during the last two fiscal periods were as follows:

 

Ordinary
Income

2019

 

$

31,327

2018

 

 

As of November 30, 2019, the components of distributable earnings on a tax basis were as follows:

Undistributed Ordinary Income

 

$

17,126

 

Capital Loss Carryforwards

 

 

(85,636

)

Unrealized Depreciation

 

 

(75,471

)

Other Temporary Differences

 

 

(2

)

Total Accumulated Losses

 

$

(143,983

)

Late-year losses represent certain capital and other ordinary losses realized after October 31 and December 31, respectively, that, in accordance with Federal income tax regulations, the Fund may elect to defer and treat as having arisen in the following fiscal year. The Fund did not defer any late-year losses for the year ended November 30, 2019.

The Fund is permitted to utilize capital losses that are carried forward and will retain their character as either short-term or long-term capital losses. As of November 30, 2019, the Fund has the following capital/loss carry forwards to offset capital gains for an unlimited period:

 

Non-expiring
Short-Term

 

Non-expiring
Long-Term

 

Total
Capital Loss
Carryforwards

   

$

67,927   

 

$

17,709   

 

$

85,636   

 

14

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

5. TAX INFORMATION (continued)

For federal income tax purposes, the cost of investments owned at November 30, 2019, and the net realized gains or losses on investments sold for the period, were different from amounts reported for financial reporting purposes primarily due to wash sales which cannot be used for federal income tax purposes in the current period and have been deferred for use in future years. The federal tax cost and aggregate gross unrealized appreciation and depreciation on investments held by the Fund at November 30, 2019, were as follows:

 

Federal Tax
Cost

 

Aggregated
Gross
Unrealized
Appreciation

 

Aggregated
Gross
Unrealized
Depreciation

 

Net
Unrealized

Depreciation

   

$

1,742,959

 

$

138,972

 

$

(214,443

)

 

$

(75,471

)

 

6. SECURITIES LENDING

The Fund has entered into a Securities Lending Agreement with the Bank of New York Mellon (the “Lending Agent”) to lend portfolio securities to brokers, dealers and other financial organizations that meet capital and other credit requirements or other criteria established by the Trust’s Board. These loans, if and when made, may not exceed 331/3% of the total asset value of the Fund (including the loan collateral). The Fund will not lend portfolio securities to the Adviser or its affiliates unless permissible under the 1940 Act and the rules and promulgations thereunder. Loans of portfolio securities will be fully collateralized by cash, letters of credit or U.S. government securities, and the collateral will be maintained in an amount equal to at least 102% of the value of domestic equity securities and American Depositary Receipts (“ADR’) and 105% of the value of foreign equity securities (other than ADRs). However, due to market fluctuations during the day, the value of securities loaned on a particular day may, during the course of the day, exceed the value of collateral. On each business day, the amount of collateral is adjusted based on the prior day’s market fluctuations and the current day’s lending activity. Income from lending activity is determined by the amount of interest earned on collateral, less any amounts payable to the borrowers of the securities and the lending agent and the Fund earns a return from the collateral. Lending securities involves certain risks, including the risk that the Fund may be delayed or restricted from recovering the loaned securities or disposing of the collateral for the loan, which could give rise to loss because at adverse market actions expenses and/or delays in connection with the disposition of the underlying securities. Any gain or loss in the market price of the securities loaned and income from lending activity by the Fund that might occur during the term of the loan would be for the account of the Fund.

Cash collateral received in connection with securities lending is invested in repurchase agreements. The Fund does not have effective control of the non-cash collateral and therefore it is not disclosed in the Fund’s Schedule of Investments.

Securities lending transactions are entered into by the Fund under the Securities Lending Agreement, which permits the Fund, under certain circumstances such as an event of default, to offset amounts payable by the Fund to the same counterparty against amounts receivable from the counterparty to create a net payment due to or from the Fund.

The following is a summary of securities lending agreements held by the Ideanomics NextGen Vehicles & Technology ETF, with cash collateral of overnight maturities and non-cash collateral, which would be subject to offset as of November 30, 2019:

 

Gross
Amount of
Recognized
Assets
(Value of
Securities
on Loan)

 

Value
of Cash
Collateral
Received
*

 

Value of
Non-cash
Collateral
Received
**

 

Net
Amount

   

$

194,510

 

$

37,130

 

$

157,380

 

$

 

*       The amount of collateral reflected in the table is presented on the Statement of Assets and Liabilities.

**     The amount of collateral reflected in the table does not include any over-collaterization received by the Fund.

15

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

6. SECURITIES LENDING (continued)

The value of loaned securities and related collateral outstanding at November 30, 2019 are shown in the Schedule of Investments. The value of the collateral held may be temporarily less than that required under the lending contract. As of November 30, 2019, the cash collateral was invested in Repurchase Agreements and the non-cash collateral consisted of U.S. Treasury Bills, Notes, Bonds and U.S. Treasury Inflation Indexed Bonds with the following maturities:

Remaining Contractual Maturity of the collateral, as of November 30, 2019:

 

Overnight and
Continuous

 

<30 Days

 

Between
30 & 90 Days

 

>90 Days

 

Total

Repurchase Agreements

 

$

37,130

 

$

 

$

 

$

 

$

37,130

U.S. Government Securities

 

 

 

 

130

 

 

844

 

 

169,418

 

 

170,392

Total

 

$

37,130

 

$

130

 

$

844

 

$

169,418

 

$

207,522

7. RISKS OF INVESTING IN THE FUND

As with all exchange-traded funds (“ETFs”), a shareholder of the Fund is subject to the risk that his or her investment could lose money. The Fund is subject to the principal risks noted below, any of which may adversely affect the Fund’s NAV, trading price, yield, total return and ability to meet its investment objective. A more complete description of principal risks is included in the Fund’s prospectus under the heading “Principal Risks”.

Authorized Participants, Market Makers and Liquidity Providers Concentration Risk

Because the Fund is an ETF, only a limited number of institutional investors (known as “Authorized Participants”) are authorized to purchase and redeem shares directly from the Fund. In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, Fund shares may trade at a material discount to NAV and possibly face delisting: (i) Authorized Participants exit the business or otherwise become unable to process creation and/or redemption orders and no other Authorized Participants step forward to perform these services, or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions.

Commodity-Linked Security Risk

Investments in commodity-linked securities may be more volatile and less liquid than direct investments in the underlying commodities themselves. Commodity-related equity returns can also be affected by the issuer’s financial structure or the performance of unrelated businesses.

Common Stock Risk

Common stock holds the lowest priority in the capital structure of a company, and therefore takes the largest share of the company’s risk and its accompanying volatility. The value of the common stock held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or facts relating to specific companies in which the Fund invests.

Currency Exchange Rate Risk

The Fund invest in securities denominated in non-U.S. currencies, changes in currency exchange rates and the relative value of non-U.S. currencies will affect the value of the Fund’s investment and the value of your shares. Because the Fund’s NAV is determined in U.S. dollars, the Fund’s 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 Fund’s holdings, measured in the foreign currency, increases. Currency exchange rates can be very volatile and can change quickly and unpredictably. As a result, the value of an investment in the Fund may change quickly and without warning and you may lose money.

16

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

7. RISKS OF INVESTING IN THE FUND (continued)

Depositary Receipt Risk

ADRs and GDRs are subject to the risks associated with investing directly in foreign securities. In addition, investments in ADRs and GDRs may be less liquid than the underlying shares in their primary trading market.

Early Close/Trading Halt Risk

An exchange or market may close or issue trading halts on specific securities, or the ability to buy or sell certain securities or financial instruments may be restricted, which may result in the Fund being unable to buy or sell certain securities or financial instruments. In such circumstances, the Fund may be unable to rebalance its portfolio, may be unable to accurately price its investments and/or may incur substantial trading losses.

Emerging Markets Securities Risk

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. An investment in securities of foreign companies may be in the form of depositary receipts or other securities convertible into securities of foreign issuers.

Foreign Securities Risk

Investments in non-U.S. securities involve certain risks that may not be present with investments in U.S. securities. For example, investments in non-U.S. securities may be subject to risk of loss due to foreign currency fluctuations or to expropriation, nationalization or adverse political or economic developments. Foreign securities may have relatively low market liquidity and decreased publicly available information about issuers. Investments in non-U.S. securities also may be subject to withholding or other taxes and may be subject to additional trading, settlement, custodial, and operational risks. Non-U.S. issuers may also be subject to inconsistent and potentially less stringent accounting, auditing, financial reporting and investor protection standards than U.S. issuers.

Geographic Investment Risk

To the extent the Fund invests a significant portion of its assets in the securities of companies of a single country or region, it is more likely to be impacted by events or conditions affecting that country or region.

Geopolitical Risk

Some countries and regions in which the Fund invests have experienced security concerns, war or threats of war and aggression, terrorism, economic uncertainty, natural and environmental disasters and/or systemic market dislocations that have led, and in the future may lead, to increased short-term market volatility and may have adverse long-term effects on the U.S. and world economies and markets generally, each of which may negatively impact the Fund’s investments.

Index Tracking Risk

The Fund’s return may not match or achieve a high degree of correlation with the return of the Index.

Issuer-Specific Risk

Fund performance depends on the performance of individual securities to which the Fund has exposure. Issuer-specific events, including changes in the financial condition of an issuer, can have a negative impact on the value of the Fund.

17

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

7. RISKS OF INVESTING IN THE FUND (continued)

Large Capitalization Risk

Returns on investments in securities of large companies could trail the returns on investments in securities of smaller and mid-sized companies.

Market Risk

The market price of a security or instrument could decline, sometimes rapidly or unpredictably, due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic or political conditions throughout the world, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. The market value of a security may also decline because of factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry.

Methodology Risk

The Fund seeks to track the performance of stocks of companies selected using a proprietary categorization and ranking Methodology developed by the Index Creator. No assurance can be given that stocks of innovators of companies selected according to the Methodology will outperform stocks of other companies. Moreover, there is no guarantee that the Methodology will generate or produce the intended results.

Mid-Capitalization Risk

The mid-capitalization companies in which the Fund invests may be more vulnerable to adverse business or economic events than larger, more established companies, and may underperform other segments of the market or the equity market as a whole. Securities of mid-capitalization companies generally trade in lower volumes, are often more vulnerable to market volatility, and are subject to greater and more unpredictable price changes than larger capitalization stocks or the stock market as a whole.

New/Smaller Fund Risk

A new or smaller fund is subject to the risk that its performance may not represent how the fund is expected to or may perform in the long term. In addition, new funds have limited operating histories for investors to evaluate and new and smaller funds may not attract sufficient assets to achieve investment and trading efficiencies. There can be no assurance that the Fund will achieve an economically viable size, in which case it could ultimately liquidate. The Fund may be liquidated by the Board of Trustees without a shareholder vote. In a liquidation, shareholders of the Fund will receive an amount equal to the Fund’s NAV, after deducting the costs of liquidation, including the transaction costs of disposing of the Fund’s portfolio investments. Receipt of a liquidation distribution may have negative tax consequences for shareholders. Additionally, during the Fund’s liquidation all or a portion of the Fund’s portfolio may be invested in a manner not consistent with its investment objective and investment policies.

Next Generation Vehicles Risk

Next Generation Vehicles are a relatively new development and there can be no assurance that they will be widely adopted by the general public. Companies engaged in activities related to Next Generation Vehicles may be sensitive to risks associated with emerging technology companies, which include, but are not limited to, small or limited markets for securities of such companies, changes in business cycles, world economic growth, technological progress, rapid obsolescence, and government regulation. Rapid change to technologies that affect a company’s products could have a material adverse effect on such company’s operating results. These companies may rely on a combination of patents, copyrights, trademarks and trade secret laws to establish and protect their proprietary rights in their products and technologies. There can be no assurance that the steps taken by these companies to protect their proprietary rights will be adequate to prevent the misappropriation of their technology or that competitors will not independently develop technologies that are substantially equivalent or superior to such companies’ technology.

18

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Continued)

7. RISKS OF INVESTING IN THE FUND (continued)

Operational Risk

The Fund and its service providers may experience disruptions that arise from human error, processing and communications errors, counterparty or third-party errors, technology or systems failures, any of which may have an adverse impact on the Fund. Although the Fund and its service providers seek to mitigate these operational risks through their internal controls and operational risk management processes, these measures may not identify or may be inadequate to address all such risks.

Passive Investment Risk

The Fund is not actively managed. Therefore, unless a specific security is removed from the Fund’s Index, or selling that security is otherwise required upon a rebalancing of the Index as addressed in the Index methodology, the Fund generally would not sell a security because the security’s issuer was in financial trouble. If a specific security is removed from the Fund’s Index, the Fund may be forced to sell such security at an inopportune time or for a price other than the security’s current market value. An investment in the Fund involves risks similar to those of investing in any equity securities traded on an exchange, such as market fluctuations caused by such factors as economic and political developments, changes in interest rates and perceived trends in security prices. It is anticipated that the value of Fund shares will decline, more or less, in correspondence with any decline in value of the Index. The Index may not contain the appropriate mix of securities for any particular point in the business cycle of the overall economy, particular economic sectors, or narrow industries within which the commercial activities of the companies comprising the portfolio securities holdings of the Fund are conducted, and the timing of movements from one type of security to another in seeking to sample the Index could have a negative effect on the Fund. Unlike other funds that select investments based on analyses of financial or other information relating to companies, the economy or markets, the Fund, like other sector-focused or other narrowly-focused index funds, invests in companies included in its Index in accordance with its investment objective of tracking the performance of its Index. There can be no assurance that an investment in such companies would not underperform the broader market or investments with a different focus. The Fund should not be considered a complete investment program. Unlike with an actively managed fund, the Sub-Adviser does not use techniques or defensive strategies designed to lessen the effects of market volatility or to reduce the impact of periods of market decline. This means that, based on market and economic conditions, the Fund’s performance could be lower than other types of mutual funds that may actively shift their portfolio assets to take advantage of market opportunities or to lessen the impact of a market decline.

Sector Focus Risk

The Fund may invest a significant portion of its assets in one or more sectors and thus will be more susceptible to the risks affecting those sectors. While each Fund’s sector exposure is expected to vary over time based on the composition of its Index, each Fund anticipates that it may be subject to some or all of the risks described below. The list below is not a comprehensive list of the sectors to which the Fund may have exposure over time and should not be relied on as such.

Consumer Discretionary Sector Risk. Consumer discretionary companies are companies that provide non-essential goods and services, such as retailers, media companies and consumer services. These companies manufacture products and provide discretionary services directly to the consumer, and the success of these companies is tied closely to the performance of the overall domestic and international economy, interest rates, competition and consumer confidence. Success depends heavily on disposable household income and consumer spending. Changes in demographics and consumer tastes can also affect the demand for, and success of, consumer discretionary products in the marketplace, import controls, worldwide competition, environmental policies and consumer demand. At times, worldwide production of industrial materials has exceeded demand as a result of over-building or economic downturns, leading to poor investment returns or losses. Other risks may include liabilities for environmental damage and general civil liabilities, depletion of resources, and mandated expenditures for safety and pollution control. The materials sector may also be affected by economic cycles, technical progress, labor relations, and government regulations.

19

Ideanomics NextGen Vehicles & Technology ETF

Notes to Financial Statements

November 30, 2019 (Concluded)

7. RISKS OF INVESTING IN THE FUND (continued)

Securities Lending Risk

To the extent a Fund lends its securities, it may be subject to the following risks: (1) borrowers of the Funds’ securities typically provide collateral in the form of cash that is reinvested in securities; (2) the securities in which the collateral is invested may not perform sufficiently to cover the return collateral payments owed to borrowers; (3) delays may occur in the recovery of securities from borrowers, which could interfere with the Funds’ ability to vote proxies or to settle transactions; and (4) there is the risk of possible loss of rights in the collateral should the borrower fail financially.

Tracking Stock Risk

Many of the risks of investing in common stock are applicable to tracking stock. Tracking stock is a separate class of common stock whose value is linked to a specific business unit or operating division within a larger company and which is designed to “track” the performance of such business unit or division. Therefore, tracking stock may decline in value even if the common stock of the larger company increases in value. In addition, holders of tracking stock may not have the same rights as holders of the company’s common stock.

Trading Risk

Although the shares of the Fund are listed for trading on a listing exchange, there can be no assurance that an active trading market for such shares will develop or be maintained. Secondary market trading in Fund shares may be halted by a listing exchange because of market conditions or for other reasons. In addition, trading in Fund shares is subject to trading halts caused by extraordinary market volatility pursuant to “circuit breaker” rules. There can be no assurance that the requirements necessary to maintain the listing of the shares of the Fund will continue to be met or will remain unchanged.

These and other factors can make investments in the Fund more volatile and potentially less liquid than other types of investments. In addition, where all or a portion of the Fund’s portfolio holdings trade in markets that are closed when the Fund’s market is open, there may be valuation differences that could lead to differences between the Fund’s market price and the value of the Fund’s portfolio holdings. An investment in securities of non-U.S. issuers may be in the form of depositary receipts or other securities convertible into securities of such issuers.

8. OTHER

At November 30, 2019, the records of the Trust reflected that 100% of the Fund’s total shares outstanding was held by one Authorized Participant in the form of Creation Units. However, the individual shares comprising such Creation Units are listed and traded on the NYSE Arca, Inc. and have been purchased and sold by persons other than Authorized Participants.

9. NEW ACCOUNTING PRONOUNCEMENTS

In August 2018, The FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). The new guidance includes additions and modifications to disclosures requirements for fair value measurements. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management elected to early adopt the removal of certain disclosures and delay the adoption of additional disclosure until the effective date.

10. SUBSEQUENT EVENTS

On December 23, 2019, the Fund declared a distribution payable of $0.249854 per share of ordinary income to shareholders of record on December 26, 2019, and payable on December 31, 2019.

The Fund has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no adjustments were required to the financial statements.

20

Ideanomics NextGen Vehicles & Technology ETF

Report of Independent Registered Public Accounting Firm

To the Shareholders of Ideanomics NextGen Vehicles & Technology ETF and

Board of Trustees of Exchange Traded Concepts Trust

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Ideanomics NextGen Vehicles & Technology ETF (formerly, Innovation Shares NextGen Vehicles & Technology ETF) (the “Fund”), a series of Exchange Traded Concepts Trust, as of November 30, 2019, and the related statement of operations for the year then ended and the statements of changes in net assets, including the related notes, and the financial highlights for each of the two periods in the period then ended (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2019, the results of its operations for the year then ended and the changes in its net assets and the financial highlights for each of the two periods in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of November 30, 2019, by correspondence with the custodian. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more investment companies advised by Exchange Traded Concepts, LLC since 2012.

COHEN & COMPANY, LTD.

Chicago, Illinois

January 29, 2020

21

Ideanomics NextGen Vehicles & Technology ETF

Trustees and Officers of the Trust

(Unaudited)

Certain officers and/or interested trustees of the Fund are also officers of the Distributor, the Adviser or the Administrator.

Set forth below is information about each of the persons currently serving as a Trustee of the Trust. The address of each Trustee of the Trust is c/o Exchange Traded Concepts Trust, 10900 Hefner Pointe Drive, Suite 207, Oklahoma City, Oklahoma 73120. The Fund’s Statement of Additional Information (“SAI”) includes additional information about the Trustees. The SAI may be obtained without charge by calling 833-466-6383.

Name and
Year of Birth

 

Position(s)
Held with
the Trust

 

Term of
Office

and Length of
Time
Served
(1)

 

Principal
Occupation(s)
During Past 5 Years

 

Number of
Portfolios in
Fund Complex
Overseen By
Trustee
(2)

 

Other
Directorships

held by
Trustee

Interested Trustee

 

 

 

 

 

 

 

 

J. Garrett Stevens
(1979)

 

Trustee and President

 

Trustee (Since 2009);
President
(Since 2011)

 

Investment Adviser/Vice President, T.S. Phillips Investments, Inc. (since 2000); Chief Executive Officer, Exchange Traded Concepts, LLC (since 2009); President, Exchange Traded Concepts Trust (since 2011); President, Exchange Listed Funds Trust (since 2012).

 

9

 

Trustee, ETF Series Solutions (2012 – 2014)

Independent Trustees

 

 

 

 

 

 

 

 

Timothy Jacoby
(1952)

 

Trustee

 

Since 2014

 

Senior Partner, Deloitte & Touche LLP, Private Equity/Hedge Fund/Mutual Fund Services Practice (2000 – 2014).

 

14

 

Independent Trustee, Exchange Listed Funds Trust (5 portfolios) (since 2014); Audit Committee Chair, Perth Mint Physical Gold ETF (since 2018); Independent Trustee Edward Jones Money Market Fund (since 2017); Independent Trustee, Source ETF Trust (2014 to 2015).

David M. Mahle
(1943)

 

Trustee

 

Since 2011

 

Consultant, Jones Day (2012 – 2015); Of Counsel, Jones Day (2008 – 2011); Partner, Jones Day (1988 – 2008).

 

14

 

Independent Trustee, Exchange Listed Funds Trust (5 portfolios) (since 2012); Independent Trustee, Source ETF Trust (2014 to 2015).

Linda Petrone(3)
(1962)

 

Trustee

 

Since 2019

 

Founding Partner, Sage Search Advisors (Since 2012).

 

14

 

Independent Trustee, Exchange Listed Funds Trust (5 portfolios) (since 2019).

Mark Zurack
(1957)

 

Trustee

 

Since 2011

 

Professor, Columbia Business School (Since 2002).

 

9

 

Independent Trustee, AQR Funds (49 portfolios) (since 2014); Independent Trustee, Source ETF Trust, (2014 to 2015).

(1)          Each Trustee shall serve during the continued life of the Trust until he or she dies, resigns, is declared bankrupt or incompetent by a court of competent jurisdiction, or is removed.

(2)          The Fund Complex includes each series of the Trust and of Exchange Listed Funds Trust.

(3)          Ms. Petrone was appointed an Independent Trustee of the Trust effective October 17, 2019.

22

Ideanomics NextGen Vehicles & Technology ETF

Trustees and Officers of the Trust

(Unaudited) (Concluded)

Set forth below is information about each of the persons currently serving as officers of the Trust. The address of J. Garrett Stevens, Richard Hogan, and James J. Baker Jr. is c/o Exchange Traded Concepts Trust, 10900 Hefner Pointe Drive, Suite 207, Oklahoma City, Oklahoma 73120, the address of Eric Kleinschmidt is SEI Investments Company, One Freedom Valley Drive, Oaks, Pennsylvania 19456, and the address of Joseph Scavetti is Cipperman Compliance Services, 480 E. Swedesford Road, Suite 300, Wayne, PA 19087.

Name and Year of Birth

 

Position(s) Held
with the Trust

 

Term of Office and Length
of Time Served
(1)

 

Principal Occupation(s)
During Past 5 Years

Officers

 

 

 

 

 

 

J. Garrett Stevens
(1979)

 

Trustee and President

 

Trustee (Since 2009); President
(Since 2011)

 

Investment Adviser/Vice President, T.S. Phillips Investments, Inc. (since 2000); Chief Executive Officer, Exchange Traded Concepts, LLC (since 2009); President, Exchange Traded Concepts Trust (since 2011); President, Exchange Listed Funds Trust (since 2012).

Richard Hogan
(1961)

 

Secretary

 

Since 2011

 

President, Exchange Traded Concepts, LLC (since 2011); Private Investor (since 2003); Trustee and Secretary, Exchange Listed Funds Trust (since 2012); Board Member, Peconic Land Trust (2012 – 2016); Managing Member, Yorkville ETF Advisors (2011 – 2016).

James J. Baker Jr.
(1951)

 

Treasurer

 

Since 2015

 

Managing Partner, Exchange Traded Concepts, LLC (since 2011); Managing Partner, Yorkville ETF Advisors (2012 – 2016); Vice President, Goldman Sachs (2000 – 2011).

Eric Kleinschmidt
(1968)

 

Assistant Treasurer

 

Since 2013

 

Director, Fund Accounting, SEI Investments Global Funds Services (since 2004); Manager, Fund Accounting (1999 – 2004).

Joseph Scavetti
(1968)

 

Chief Compliance Officer

 

Since 2018

 

Compliance Director, Cipperman Compliance Services, LLC (since 2018); Chief Operating Officer, Palladiem, LLC (2011 – 2018).

(1)          Each officer serves at the pleasure of the Board of Trustees.

23

Ideanomics NextGen Vehicles & Technology ETF

Notice to Shareholders

(Unaudited)

For shareholders that do not have a November 30, 2019 tax year end, this notice is for informational purposes only. For shareholders with a November 30, 2019 tax year end, please consult your tax advisor as to the pertinence of this notice.

For the fiscal year ended November 30, 2019, the Trust is designating the following items with regard to distributions paid during the year.

Long-Term
Capital Gain
Distributions

 

Ordinary
Income
Distributions

 

Total
Distributions

 

Qualifying
For
Corporate
Dividend
Received
Deduction
(1)

 

Qualifying
Dividend
Income
(2)

 

U.S.
Government
Interest
(3)

 

Interest
Related
Dividends
(4)

 

Short-Term
Capital Gain
Dividends
(5)

 

Foreign
Tax
Credit

0.00%

 

100.00%

 

100.00%

 

20.24%

 

100.00%

 

0.00%

 

0.00%

 

0.00%

 

9.47%

(1)          Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and are reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions).

(2)          The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions). It is the intention of the Trust to designate the maximum amount permitted by law.

(3)          “U.S. Government Interest” represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of ordinary income.

(4)          The percentage in this column represents the amount of “Qualifying Interest Income” and is reflected as a percentage of ordinary distribution. Interest related dividends are exempted from U.S. withholding tax when paid to foreign investors.

(5)          The percentage in this column represents the amount of “Qualifying Short-Term Capital Gain” and is reflected as a percentage of short-term capital gain distributions that is exempted from U.S. withholding tax when paid to foreign investors.

The Fund intends to pass through a foreign tax credit to shareholders. For the fiscal year ended 2019, the total amount of foreign source income is $15,330. The total amount of foreign tax paid is $3,278. Your allocable share of the foreign tax credit will be reported on your 2019 Form 1099 DIV.

24

Ideanomics NextGen Vehicles & Technology ETF

Disclosure of Fund Expenses

(Unaudited)

All ETFs have operating expenses. As a shareholder of the Fund you incur an advisory fee. In addition to the advisory fee, a shareholder may pay brokerage expenses, taxes, interest, litigation expenses, dividend expense on securities sold short, and other extraordinary expenses (including acquired fund fees and expenses), if any. It is important for you to understand the impact of these ongoing costs on your investment returns. Shareholders may incur brokerage commissions on their purchases and sales of Fund shares, which are not reflected in these examples.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (June 1, 2019 to November 30, 2019).

The table below illustrates your Fund’s costs in two ways:

Actual Fund Return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your actual account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

Hypothetical 5% Return. This section helps you compare your Fund’s costs with those of other funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Commission requires all funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other funds.

NOTE: Because the return is set at 5% for comparison purposes — NOT your Fund’s actual return — the account values shown may not apply to your specific investment.

 

Beginning
Account Value
06/01/19

 

Ending
Account
Value
11/30/19

 

Annualized Expense
Ratios

 

Expenses
Paid
During
Period
(1)

Actual Fund Return

 

$

1,000.00   

 

$

1,184.10   

 

0.65%   

 

$

3.56   

Hypothetical 5% Return

 

 

1,000.00   

 

 

1,021.81   

 

0.65   

 

 

3.29   

(1)          Expenses are equal to the Fund’s annualized expense ratio (including broker expense) multiplied by the average account value over the period, multiplied 183/365 (to reflect the one-half year period shown).

25

Ideanomics NextGen Vehicles & Technology ETF

Supplemental Information

(Unaudited)

NAV is the price per share at which the Fund issues and redeems shares. It is calculated in accordance with the standard formula for valuing mutual fund shares. The “Market Price” of the Fund generally is determined using the midpoint between the highest bid and the lowest offer on the stock exchange on which the shares of the Fund are listed for trading, as of the time that the Fund’s NAV is calculated. The Fund’s Market Price may be at, above or below its NAV. The NAV of the Fund will fluctuate with changes in the market value of the Fund’s holdings. The Market Price of the Fund will fluctuate in accordance with changes in its NAV, as well as market supply and demand.

Premiums or discounts are the differences (expressed as a percentage) between the NAV and Market Price of the Fund on a given day, generally at the time NAV is calculated. A premium is the amount that the Fund is trading above the reported NAV, expressed as a percentage of the NAV. A discount is the amount that the Fund is trading below the reported NAV, expressed as a percentage of the NAV.

Further information regarding premiums and discounts is available on the Fund’s website at etf.ideanomics.com.

26

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10900 Hefner Pointe Drive, Suite 207
Oklahoma City, OK 73120

Investment Adviser:

Exchange Traded Concepts, LLC

10900 Hefner Pointe Drive, Suite 207

Oklahoma City, OK 73120

Sub-Adviser:

Penserra Capital Management LLC

4 Orinda Way

Suite 100-A

Orinda, CA 94563

Distributor:

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA 19456

Administrator:

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA 19456

Legal Counsel:

Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue NW
Washington, DC 20004

Independent Registered Public Accounting Firm:

Cohen & Company, Ltd.

151 N. Franklin St.

Suite 575

Chicago, IL 60606

This information must be preceded or accompanied by a current prospectus for the Fund described.

INN-AR-001-0100

 

Item 2. Code of Ethics.

 

The Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, comptroller or principal accounting officer or any person who performs a similar function.

 

Item 3. Audit Committee Financial Expert.

 

(a) (1) The Registrant’s Board of Trustees has determined that the Registrant has an audit committee financial expert serving on the audit committee.

 

(a) (2) The audit committee financial expert Timothy Jacoby is an independent trustee as defined in Form N-CSR Item 3 (a) (2).

 

Item 4. Principal Accountant Fees and Services.

 

Fees billed by Cohen & Company, Ltd (Cohen) related to the Registrant.

 

Cohen billed the Registrant aggregate fees for services rendered to the Registrant for the last two fiscal years as follows:

 

  2019 2018
    All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval
(a)

Audit Fees

 

$58,500 N/A N/A $73,000 N/A N/A
(b)

Audit-Related Fees

 

N/A N/A N/A N/A N/A N/A
(c)

Tax Fees

 

$12,500 N/A N/A $16,000 N/A N/A
(d)

All Other Fees

 

N/A N/A N/A N/A N/A N/A

 

(e)(1) The Trust’s Audit Committee has adopted, and the Board of Trustees has ratified, an Audit and Non-Audit Services Pre-Approval Policy (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor of the Trust may be pre-approved.

 

 

 

 

(e)(2)  Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 

  2019 2018

Audit-Related Fees

0% 0%
Tax Fees 0% 0%

All Other Fees

0% 0%

 

(f)       Not Applicable.

 

(g)       The aggregate non-audit fees and services billed by Cohen for the fiscal years 2019 and 2018 were $12,500 and $16,000, respectively.

 

(h)       During the past fiscal year, Registrant's principal accountant provided certain non-audit services to Registrant's investment adviser or to entities controlling, controlled by, or under common control with Registrant's investment adviser that provide ongoing services to Registrant that were not subject to pre-approval pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X. The Audit Committee of Registrant's Board of Trustees reviewed and considered these non-audit services provided by Registrant's principal accountant to Registrant's affiliates, including whether the provision of these non-audit services is compatible with maintaining the principal accountant's independence.

 

Item 5. Audit Committee of Listed Registrants.

 

The Registrant has a separately-designated standing Audit Committee, which is composed of the Registrant's Independent Trustees: Timothy Jacoby, David M. Mahle, Mark Zurack and Linda Petrone.

 

Item 6. Investments

 

Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies

 

Not applicable to open-end management investment companies.

 

Item 9. Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

 

Not applicable to open-end management investment companies.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

 

 

 

 

Item 11. Controls and Procedures.

 

(a) The Registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b) There has been no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for the Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 13. Exhibits.

 

(a)(1) Code of Ethics attached hereto.

 

(a)(2) A separate certification for the principal executive officer and the principal financial officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 Act, as amended (17 CFR 270.30a-2(a)), are filed herewith.

 

(b) Officer certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(b)) also accompany this filing as exhibits.

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Exchange Traded Concepts Trust
   
By /s/ J. Garrett Stevens   
  J. Garrett Stevens, Trustee and President
   
Date: February 7, 2020  

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

   
By /s/ J. Garrett Stevens   
  J. Garrett Stevens, Trustee and President
   
Date: February 7, 2020  
   
By /s/ James J. Baker, Jr.   
  James J. Baker, Jr., Treasurer
   
Date: February 7, 2020  

 

 

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