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Lyxor International Asset Management (MIBX)
Lyxor International Asset Management: Change of regulatory structure
14-Sep-2018 / 15:00 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
Paris, 14 August 2018
NOTICE TO THE UNIT-HOLDERS OF the FCP fund
Lyxor FTSE MIB UCITS ETF
UNIT CLASS ISIN code
Lyxor FTSE MIB UCITS ETF - Dist FR0010010827
Dear unit-holder,
According to our records you hold units in the FCP fund Lyxor FTSE MIB UCITS
ETF (hereinafter the "Absorbed Fund".
In order to provide investors with an investment vehicle that offers a
corporate governance structure, it was decided, at the request of Lyxor
International Asset Management (hereinafter "LIAM"), to merge the Absorbed
Fund into Lyxor FTSE MIB UCITS ETF (hereinafter the "Absorbing Sub-fund"),
which is a sub-fund of MULTI UNITS FRANCE (MUF), a French SICAV fund.
As a result of this merger through absorption the Absorbing Sub-fund will
receive all of the Absorbed Fund's assets.
When this merger is completed, the Absorbed Fund's unit-holders will be
shareholders of the MULTI UNITS FRANCE fund.
1) The merger
This merger through absorption will not modify the investment strategy nor
the ISIN code for unit-holders in the Absorbed Fund.
The investment and benchmark replication methods of the Absorbed fund and
the Absorbing Sub-fund are in effect identical, since the investment
strategy for both is to achieve the highest possible correlation with the
benchmark index's performance by implementing a direct replication method,
which means that the Absorbing Sub-fund may enter into one or more
over-the-counter swap agreements to enable it to achieve its investment
objective.
The tracking error objective between the Absorbed Fund's performance and
that of its Benchmark Index under normal market conditions is 0.20% . The
tracking error objective between the Absorbing Sub-fund's performance and
that of its Benchmark Index under normal market conditions is 0.50%.
The other characteristics of the Absorbed Fund and of the Absorbing Sub-fund
are also identical, i.e. the investment policy and strategy, the typical
investor profile, the risk profile, the frequency of net asset value
calculation, trading days, the accounting currency, the requirements for
submitting subscription and redemption orders, share/unit category
characteristics, fees and expenses and the method used to determine the
overall risk exposure.
This merger by absorption was approved by the French financial markets
authority, l'Autorité des marchés financiers (AMF), on 1 June 2018.
The Absorbed Fund is an undertaking for the collective investment in
transferable securities (hereinafter "UCITS") that is classified as a
"Eurozone equities" fund. It was approved by the AMF on 22 June 2001 and was
established on 4 November 2003. LIAM is the Absorbed Fund's management
company and Société Générale is its depositary.
The Absorbing Sub-fund is a UCITS that was approved by the AMF on 1 June
2018 and will be launched on the Merger Date, which is defined below. LIAM
is the Absorbing Sub-fund's delegated asset manager and Société Générale is
its depositary.
Unless you decide otherwise, your units of the Absorbed Fund will be
automatically merged into the Absorbing Sub-fund on 20 September 2018 (the
"Merger Date").
During a period of 30 calendar days after the date this notice is posted,
primary market investors (i.e. which subscribe for and redeem units directly
from LIAM) may redeem their units from LIAM and/or from its depositary
without having to pay a redemption fee, provided that they comply with the
minimum redemption requirements specified in the Absorbed Fund's prospectus.
As always, LIAM will of course charge no subscription or redemption fee on
the purchase or sale of the Absorbed Fund's units on any exchange where they
are listed (i.e. in the secondary market).
To complete this merger through absorption as smoothly as possible, the
subscription and redemption of the Absorbed Fund's units on the primary
market will be suspended on 17 September 2018 after 5.00 pm (Paris time).
However, it should be noted that the Absorbed Fund's units may be purchased
and sold on the secondary market up until the Merger Date.
Lastly, for operational reasons, subscriptions and redemptions of the
Absorbing Sub-fund's shares on the primary market will not be processed on
the first business day after the Merger.
2) Consequences
This merger through absorption will not modify the investment strategy nor
the risk profile for unit-holders in the Absorbed Fund.
The risk-return profile is modified: NO
The risk-return profile is increased: NO
Expenses are increased: NO
As indicated in section 1 above ("The merger"), the only impact the merger
will have on unit/shareholders will be the fund's conversion from a
contract-based entity (the FCP fund) to a corporate entity (the SICAV fund).
It should be noted that the Absorbing Sub-fund will be eligible for
inclusion in PEA equity savings plans.
You will find the calendar for this merger in Schedule 1, information on the
exchange of units in Schedule 2, and a comparison of the characteristics of
the Absorbed Fund with those of the Absorbing Sub-fund in Schedule 3.
3) Key points for investors
LIAM informs investors that all Absorbing Sub-fund share classes are or will
be listed on the same exchange or exchanges as their corresponding Absorbed
Fund unit class.
Unlike an FCP common fund, whose unit-holders enjoy none of the rights of
share-holders, a SICAV open-ended investment company can issue shares in
response to investor demand. Upon completion of this merger you will
therefore become a shareholder of the MULTI UNITS FRANCE SICAV and will be
entitled to express your opinion at annual and extraordinary shareholder
meetings.
Investors should also note that the merger by absorption may affect their
personal tax situation since the Absorbed Fund is an FCP common fund and was
therefore formed under contract law (whereas the Absorbing Sub-fund is a
SICAV open-ended investment company), and as a result of the merger itself.
Investors are therefore invited to consult with their usual advisor as to
the possible consequences the merger by absorption may have on their
personal situation.
LIAM recommends that investors carefully read the "Risk Profile" section of
the Absorbing Sub-fund's prospectus and the "Risk and Return Profile"
section of its Key Information for Investors Document (KIID). The KIID and
the prospectus are both available in French and free of charge at
www.lyxoretf.com [1] or from client-services-etf@lyxor.com.
The management company will provide unit-holders, upon request, with (i)
additional information on the merger, (ii) a copy of the statutory auditor's
report, (iii) a copy of the depositary's report and (iv) a copy of the
merger agreement.
If you need any more information you should contact your advisor.
We thank you for your trust and loyalty.
Yours faithfully
The Chairman
Schedule 1: Merger calendar
Absorbed Subscriptions & Effective Based on Shares to
Fund redemptions are merger date the NAV be
suspended of received
from the
Absorbing
Sub-fund
Lyxor FTSE 17 September 2018 20 September 20 MULTI
MIB UCITS after 5.00 pm 2018 September UNITS
ETF (Paris time) 2018 FRANCE
-Lyxor
FTSE MIB
UCITS ETF
Schedule 2: Information on the merger
As shown on the merger calendar (see Schedule 1 above), the Absorbed Fund in
which you hold units will be merged into the Absorbing Sub-fund on 20
September 2018 (the "Merger Date"). This merger through absorption was
approved by the AMF on 1 June 2018.
All of the Absorbed Fund's assets and liabilities will be transferred to the
Absorbing Sub-fund. The Absorbed Fund will automatically be dissolved on the
merger completion date.
The Absorbing Sub-fund will be created by contributing all of the Absorbed
Fund's assets at the merger completion date.
In exchange for the assets contributed, the Absorbing Sub-fund will issue
shares that will be attributed to the investors in the Absorbed Fund.
For each unit class held in the Absorbed Fund there will be issued a
corresponding share class in the Absorbing Sub-fund of equivalent value as
at 20 September 2018.
The Absorbing Sub-fund share class will be issued on 20 September 2018 at an
initial net asset value that is equivalent to the net asset value of the
Absorbed Fund's unit class at that date.
There will therefore be no odd lots nor cash adjustments since the merger
will involve the exchange of one Absorbed Fund unit for one Absorbing
Sub-fund share of equal value.
The statutory auditors will furthermore certify the accounts of the Absorbed
Fund and the Absorbing Sub-fund respectively, on the date specified for
valuation.
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September 14, 2018 10:02 ET (14:02 GMT)
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