Paris, October 12, 2022

 

 

 

Dear Sir/Madam,

 

 

We are pleased to count you as a shareholder in Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF.

 

Your Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF will be absorbed on November 18, 2022 by Amundi Index MSCI EMU SRI PAB which is a sub-fund of the Amundi Index Solutions SICAV. In concrete terms, this means that you will now hold shares in Amundi Index MSCI EMU SRI PAB sub- fund to replace your shares in Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF.

 

The details of this operation are explained in the attached document entitled “Notice to Shareholders: Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF”. This notice, which has been approved by the CSSF, provides all the information required for these operations by the regulations in force. This full and accurate document allows you to familiarize yourself with the potential implications of this operation for your investment. We therefore recommend that you read it carefully.

 

Your usual financial adviser will be glad to provide any additional information you may require.

 

Further information can also be found on www.amundietf.com or through our client services department at (+352) 26 86 80 80 or via e-mail at [email protected]

 

Thank you for placing your confidence in us. Yours faithfully,

 

AMUNDI ASSET MANAGEMENT

Arnaud Llinas

Director – ETF, Indexing & Smart Beta

 

 

 

 

 

Siège social : 91-93, boulevard Pasteur - 75015 Paris - France

Adresse postale : 91-93, boulevard Pasteur - CS 21564 - 75730 Paris Cedex 15 - France Tél. : +33 (0)1 76 33 30 30 - amundi.fr

Société par Actions Simplifiée - SAS au capital de 1 143 615 555 euros - 437 574 452 RCS Paris Société de Gestion de Portefeuille agrée par l’AMF (Autorité des Marchés Financiers) n° GP 04000036

Multi Units Luxembourg

Société d’Investissement à Capital Variable Registered office: 9, rue de Bitbourg, L-1273 Grand Duchy of Luxembourg

R.C.S. de Luxembourg B115129

 

 

 

 

Luxembourg, October 12, 2022

 

 

 

NOTICE TO SHAREHOLDERS: Lyxor MSCI EMU ESG

Leaders Extra (DR) UCITS ETF

 

Proposed Merger of

“Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF” (the “Absorbed Sub- Fund”) into “Amundi Index MSCI EMU SRI PAB” (the “Receiving Sub-Fund”)

 

 

 

What this notice includes:

• Explanatory letter of the proposed merger
• Appendix I: Key differences and similarities between the Absorbed Sub-Fund and the Receiving Sub-Fund
• Appendix II: Comparison of the features of the merging share class(es) of the Absorbed Sub-Fund and the corresponding receiving share class(es) of the Receiving Sub-Fund
• Appendix III: Timeline for the proposed merger

Dear Shareholder,

 

As part of the ongoing review of the product range competitiveness and client interest assessment, it has been decided to proceed with the merger between:

 

1. Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF, a sub-fund of the Luxembourg UCITS- SICAV Multi Units Luxembourg in which you own shares (the “Absorbed Sub-Fund”);

 

and

 

2. Amundi Index MSCI EMU SRI PAB, a sub-fund of the Luxembourg UCITS-SICAV Amundi Index Solutions, having its registered office at 5, allée Scheffer, L-2520 Luxembourg and registered with the Luxembourg Trade and Companies Register under number B206810 (the “Receiving Sub- Fund”);

 

(the “Merger”).

 

This notice is issued and sent to you to provide appropriate and accurate information on the Merger to enable you to make an informed judgement of the impact of the Merger on your investment.

 

Please note that the Merger will be processed automatically on the date indicated in Appendix III (the “Merger Effective Date”). It is not subject to your prior approval, vote or consent.

 

If you do not wish to participate to the Merger however, you can request the redemption or the conversion of your shares in the Absorbed Sub-Fund in accordance with paragraph C. of this notice. Otherwise, your shares in the Absorbed Sub-Fund will automatically be converted into shares of the Receiving Sub-Fund of which you will become shareholder as from the Merger Effective Date in accordance with the terms and conditions of this notice.

 

Please take a moment to review the important information below. Should you have any question with respect to this notice or the Merger, please contact the management company by mail sent at:

 

Amundi Asset Management S.A.S.

91-93, boulevard Pasteur

75015 Paris, France

 

Yours faithfully, The Board

A.  Comparison between the Absorbed Sub-Fund and the Receiving Sub-Fund and impact on shareholders

 

The Absorbed Sub-Fund and the Receiving Sub-Fund both are compartments of Luxembourg undertakings for collective investment in transferable securities (UCITS) of Amundi that exist under the form of a public limited company qualifying as an investment company with variable capital. Accordingly, shareholders in the Absorbed Sub-Fund and the Receiving Sub-Fund should generally benefit from similar investor protection and shareholders rights.

 

The Absorbed Sub-Fund and the Receiving Sub-Fund share similar key features, including target asset class(es), geographic exposure and management process but differ in some respect notably regarding certain service providers. Although they do not seek to track the same index, the Absorbed Sub-Fund and the Receiving Sub-Fund both offer exposure to large and mid-cap companies, across developed European Economic and Monetary Union (“EMU”) countries, issued by companies selected based on an ESG approach. Shareholders in the Absorbed Sub-Fund should benefit from the increased investment capacity in the Receiving Sub-Fund and the economies of scale this Merger should allow to achieve, while getting exposure to the same target asset class(es).

 

	Absorbed Sub-Fund	Receiving Sub-Fund
Index	MSCI EMU Select ESG Rating and Trend Leaders Net Return EUR Index	MSCI EMU SRI Filtered PAB Index
Investment	The investment objective of Absorbed	The objective of the Receiving Sub-Fund is
Objective	Sub-Fund is to track both the upward	to track the performance of MSCI EMU SRI
	and the downward evolution of the	Filtered PAB Index (the “Index”), and to
	MSCI EMU Select ESG Rating and	minimize the tracking error between the net
	Trend Leaders Net Return EUR Index	asset value of the Receiving Sub-Fund and
	(the “Benchmark Index”) denominated	the performance of the Index. The
	in Euro, while minimizing the volatility	Receiving Sub-Fund aims to achieve a
	of the difference between the return of	level of tracking error of the Sub-Fund and
	the  Absorbed  Sub-Fund  and  the	its Index that will not normally exceed 1%.
	return of the Benchmark Index (the
	"Tracking Error").
	The anticipated level of the Tracking
	Error under normal market conditions
	is expected to be up to 0.50%.
Investment Policy	The Absorbed Sub-Fund seeks to achieve its objective via a direct replication, by investing primarily in the securities comprising the Benchmark Index. To optimize the Benchmark Index replication, the Absorbed Sub-Fund may use a sampling  replication strategy and may also engaged in securities lending. The potential use of these techniques is published on Amundi’s website: www.amundietf.com.	The exposure to the Index will be achieved through a direct replication, mainly by making direct investments in transferable securities and/or other eligible assets representing the Index constituents in a proportion extremely close to their proportion in the index. The Investment Manager will be able to use derivatives in order to deal with inflows and outflows and also if it allows a better exposition to an Index constituent. In order to generate additional income to offset its costs, the Receiving Sub-Fund may also enter into securities lending operations. The Receiving Sub-Fund integrates sustainability risks as outlined in more detail in section "Sustainable Investment" of the prospectus.

 

Appendix I to this notice provides additional information on the key similarities and differences between the Absorbed Sub-Fund and the Receiving Sub-Fund. Shareholders are also invited to carefully read the description of the Receiving Sub-Fund in its prospectus and relevant key investors information document (KIID), which will be available on the following website: www.amundietf.com.

The Merger of the Absorbed Sub-Fund into the Receiving Sub-Fund may have tax consequences for certain shareholders. Shareholders should consult their professional advisers about the consequences of this Merger on their individual tax position.

 

B.  Portfolio Rebalancing

 

Prior to the Merger Effective Date, the Absorbed Sub-Fund’s portfolio will be rebalanced to align with the Receiving Sub-Fund’s portfolio in view of the Merger. Such an operation will occur over the Absorbed Sub-Fund Freezing Period (as described in Appendix III), depending on the market conditions and in the best interest of the shareholders, and will end on the Merger Effective Date.

 

The part of the Absorbed Sub-Fund’s portfolio affected by such rebalancing depends on the similarities and differences between the respective investment objective and investment policy of the Receiving Sub-Fund and of the Absorbed Sub-Fund.

 

During such short period before the Merger, the Absorbed Sub-Fund may not be able to comply with its investment limits and investment objective. As a result, there is a risk that the performance of the Absorbed Sub-Fund may deviate from its expected performance for a short-term period before the Merger Effective Date.

 

The Absorbed Sub-Fund will bear any transaction costs associated with such operation as and when incurred. Shareholders who remain in the Absorbed Sub-Fund during this period will therefore be subject to the rebalancing costs.

 

C.  Terms and Conditions of the Merger

 

On the Merger Effective Date, all the assets and liabilities of the Absorbed Sub-Fund will be transferred to the Receiving Sub-Fund and shareholders of the Absorbed Sub-Fund who have not requested the redemption or the conversion of their shares in the Absorbed Sub-Fund in accordance with this paragraph C. will automatically receive registered shares of the relevant share class in the Receiving Sub-Fund and, if applicable, a residual cash payment. As from that date, such shareholders will acquire rights as shareholders of the Receiving Sub-Fund and will thus participate in any increase or decrease in the net asset value of the Receiving Sub-Fund.

 

The number of shares of the relevant share class in the Receiving Sub-Fund and, if applicable, the residual cash payment allocated to the shareholders of the Absorbed Sub-Fund will be determined on the basis of the Merger exchange ratio. The Merger exchange ratio will be calculated on the Merger Effective Date by dividing the net asset value per share of the relevant share class of the Absorbed Sub- Fund dated as at the Last Valuation Date (as defined in Appendix III) by net asset value per share of the corresponding share class of the Receiving Sub-Fund.

 

In accordance with the above provision, the respective net asset value per share of the Absorbed Sub- Fund and the Receiving Sub-Fund as at the Last Valuation Date will not necessarily be the same. Therefore, while the overall value of their holding should remain the same, shareholders may receive a different number of shares in the Receiving Sub-Fund than the number of shares they hold in the Absorbed Sub-Fund.

 

Should the application of the exchange ratio result in an allocation of fractional shares in the Receiving Sub-Fund to a shareholder of the Absorbed Sub-Fund, the value of such holding following the application of the Merger exchange ratio will be rounded down to the nearest whole share and the value of the fractional entitlement will be distributed to the relevant shareholder by way of a residual cash payment in the base currency of the Absorbed Sub-Fund. Residual cash payments, where applicable, will be made to shareholders of the Absorbed Sub-Fund as soon as reasonably practicable after the Merger Effective Date. The time(s) at which shareholders of the Absorbed Sub-Fund receive any such residual cash payments will depend on the timeframes and arrangements agreed between shareholders and their depositary, broker and/or relevant central securities depositary for processing such payments. Any accrued income in the Absorbed Sub-Fund will be included in the final net asset value of the Absorbed Sub-Fund and accounted for in the net asset value of the relevant share class of the Receiving Sub-Fund after the Merger Effective Date.

Appendix II to this notice provides a detailed comparison of the features of the share class of the Absorbed Sub-Fund and the corresponding share class of the Receiving Sub-Fund, which shareholders are invited to read carefully.

 

The cost of the Merger will be fully supported by the management company of the Receiving Sub-Fund.

 

In order to optimise the operational implementation of the Merger, no subscription, conversion and/or redemption orders relating to shares of the Absorbed Sub-Fund on the primary market will be accepted after the “Cut-Off Point” (as such term is defined in Appendix III). Orders received on the primary market after the Cut-Off Point will be rejected.

 

Shareholders who do not agree with the terms and conditions of this Merger have the right to redeem or convert their shares at any time free of charges (excluding redemption fees charged by the Absorbed Sub-Fund to cover divestment fees and except for the fees acquired by the Absorbed Sub-Fund to prevent dilution of shareholders investment) within 30 calendar days from the date of this notice.

 

Nevertheless, for UCITS ETF share classes, placing an order on the secondary market will trigger costs over which the management company of the Absorbed Sub-Fund has no influence. Please note that shares that are purchased on the secondary market cannot generally be sold back directly to the Absorbed Sub-Fund. As a result, investors operating on the secondary market may incur intermediary and/or brokerage and/or transaction fees on their transactions, over which the management company of the Absorbed Sub-Fund has no influence. These investors will also trade at a price that reflects the existence of a bid-ask spread. Such investors are invited to contact their usual broker for further information on the brokerage fees that may apply to them and the bid-ask spreads they are likely to incur.

 

Such a redemption would be subject to the ordinary rules of taxation applicable to capital gains on the sale of transferable securities.

 

The Merger will be binding on all the shareholders of the Absorbed Sub-Fund who have not exercised their right to request the redemption or the conversion of their shares within the timeframe set out above. The Absorbed Sub-Fund will cease to exist on the Merger Effective Date and its shares will be cancelled.

 

D.  Documentation

 

The following documents are at the disposal of shareholders for inspection and for copies free of charge during normal business hours at the registered office of the Absorbed Sub-Fund:

 

• the common terms of Merger;
• the latest prospectus and KIID of the Absorbed Sub-Fund and the Receiving Sub-Fund;
• copy of the merger report prepared by the auditor;
• copy of the statement related to the Merger issued by the depositary of each of the Absorbed Sub- Fund and the Receiving Sub-Fund.

APPENDIX I

Key Differences and Similarities between the Absorbed Sub-Fund and the Receiving Sub-Fund

 

The following table presents the main features and differences between the Absorbed and Receiving Sub-Funds. Appendix II provides a comparison of the features of the merging share class(es) of the Absorbed Sub-Fund and the corresponding receiving share class(es) of the Receiving Sub-Fund.

 

Unless stated otherwise, terms in this document shall have the same meaning as in the prospectus of the Original UCITS or the Receiving UCITS. Information that crosses both columns is information that is the same for both sub-funds.

	Absorbed Sub-Fund	Receiving Sub-Fund
Sub-Fund Name	Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF	Amundi Index MSCI EMU SRI PAB
UCITS Name and Legal Form	Multi Units Luxembourg Société d’Investissement à Capital Variable	Amundi Index Solutions Société d’Investissement à Capital Variable
Management Company	Amundi Asset Management S.A.S.	Amundi Luxembourg S.A.
Investment Manager	Amundi Asset Management S.A.S.
Reference Currency of the Sub-Fund	EUR
Investment Objective	The investment objective of Absorbed Sub-Fund is to track both the upward and the downward evolution of the MSCI EMU Select ESG Rating and Trend Leaders Net Return EUR Index (the “Benchmark Index”) denominated in Euro, while minimizing the volatility of the difference between the return of the Absorbed Sub-Fund and the return of the Benchmark Index (the "Tracking Error"). The anticipated level of the Tracking Error under normal market conditions is expected to be up to 0.50%.	The objective of the Receiving Sub-Fund is to track the performance of MSCI EMU SRI Filtered PAB Index (the “Index”), and to minimize the tracking error between the net asset value of the Receiving Sub-Fund and the performance of the Index. The Receiving Sub-Fund aims to achieve a level of tracking error of the Sub-Fund and its Index that will not normally exceed 1%.
Management Process	The Absorbed Sub-Fund seeks to achieve its objective via a direct replication, by investing primarily in the securities comprising the Benchmark Index.	The exposure to the Index will be achieved through a direct replication, mainly by making direct investments in transferable  securities  and/or  other  eligible  assets

 

	To optimize the Benchmark Index replication, the Absorbed Sub-Fund may use a sampling replication strategy and may also engaged in securities lending. The potential use of these techniques is published on Amundi’s website: www.amundietf.com.	representing the Index constituents in a proportion extremely close to their proportion in the Index. The Investment Manager will be able to use derivatives in order to deal with inflows and outflows and also if it allows a better exposition to an Index constituent. In order to generate additional income to offset its costs, the Receiving Sub-Fund may also enter into securities lending operations. The Receiving Sub-Fund integrates sustainability risks as outlined in more detail in section "Sustainable Investment" of the prospectus.
Benchmark Index	MSCI EMU Select ESG Rating and Trend Leaders Net Return EUR Index	MSCI EMU SRI Filtered PAB Index
Index description	MSCI EMU Select ESG Rating and Trend Leaders Net Return EUR Index is an equity index that is representative of the performance of large and mid-cap stocks, across developed European Economic and Monetary Union (the “EMU”) countries, issued by companies selected according to their Environmental, Social and Governance (ESG) ratings relative to their sector peers and/or which experienced a yearly improvement in these ESG ratings. MSCI’s website (www.msci.com) contains more detailed information about the MSCI indexes. The Benchmark Index value is available via Bloomberg (NE718011). The Benchmark Index is a Net Total Return Index: dividends net of tax paid by the index constituents are included in the Benchmark Index return.	MSCI EMU SRI Filtered ex Fossil Fuels Index is an equity index based on the MSCI EMU Index (the "Parent Index"), representative of the large and mid-cap stocks across 10 developed market countries (as of September 2020) in the European Economic and Monetary Union. The Index provides exposure to companies with outstanding Environmental, Social and Governance (ESG) ratings and excludes companies whose products have negative social or environmental impacts. More information about the composition of the Index and its operating rules are available in the prospectus and at: msci.com The Index value is available via Bloomberg (MXEMSXNE). The Index is a Net Total Return Index: dividends net of tax paid by the Index constituents are included in the Index return.
Index Administrator	MSCI Inc.
SFDR Classification	Article 8	Article 9

 

Profile of Typical Investor	The Absorbed Sub-Fund is dedicated to both retail and institutional investors wishing to have an exposure to the performance of large and mid-cap stocks, across developed EMU countries, issued by companies with robust ESG ratings relative to their sector peers and/or which experienced a yearly improvement in these ESG ratings.	The Receiving Sub-Fund is dedicated to both retail and institutional investors wishing to have an exposure to the performance of large and mid-cap stocks, across developed EMU countries, issued by companies with outstanding ESG ratings and excludes companies whose products have negative social or environmental impacts.
Risk Profile	Among the different risks described in the prospectus, the Absorbed Sub-Fund is more specifically exposed to the following risks: Equity Risk, Capital at Risk, Absorbed Sub- Fund Liquidity Risk, Risks linked to Sampling and Optimization techniques, Liquidity Risk on Secondary Market, Risks linked to the investment in Medium Capitalization Stocks, Risk linked to Securities Lending, Lack of Reactivity to Changing Circumstances, Risk that the Absorbed Sub-Fund’s investment objective is only partially achieved, Risk of using financial derivative instruments, Counterparty Risk, Collateral Management Risk, Currency Risk, Class Currency Hedge Risk, Market Risk linked to a controversy, Risk linked to ESG Methodologies, Risk related to ESG Score computation.	Among the different risks described in the prospectus, the Receiving Sub-Fund is more specifically exposed to the following risks: Risks of ordinary market conditions: the Receiving Sub- Fund has high volatility due to its exposure to equity markets, Derivatives, Equity, Index replication, Investment fund, Management, Market, Sustainable Investment, Use of techniques and Instruments, Listing market liquidity (ETF share class)   Risks of unusual market conditions: Counterparty, Liquidity, Operational, Standard practices.
Risk Management Method	Commitment
SRRI	6
Transaction Cut-Off and Days	Requests received and accepted by 17:00 CET on a business day will ordinarily be processed on the NAV of the first business day (including the business day when the relevant requests are received) that is also a day when the Index is published and investable.	Requests received and accepted by 14:00 CET on a business day will ordinarily be processed on the NAV of the first business day (including the business day when the relevant requests are received) that is also a full bank business day in Germany market.
Redemption/Subscription Fees	Primary Market: Authorized Participants dealing directly with the Absorbed Sub-Fund will pay related primary market transaction costs. Secondary Market: because the Absorbed Sub-Fund is an ETF, investors who are not Authorized Participants will generally only be able to buy or sell shares on the	Up to 3%. Redemption/Subscription fees will only apply when shares are subscribed or redeemed directly from the Receiving Sub-Fund and will not apply when investors buy or sell such shares on stock exchanges. Investors dealing on exchange will pay fees charged by their intermediaries. Such charges can be obtained from intermediaries.

 

	secondary market. Accordingly, investors will pay brokerage fees and/or transaction costs in connection with their dealings on stock exchange(s). These brokerage fees and/or transaction costs are not charged by, or payable to, the Absorbed Sub-Fund nor the Management Company but to the investor own intermediary. In addition, the investors may also bear the costs of "bid-ask" spreads; meaning the difference between the prices at which shares can be bought and sold.
PEA	Eligible
German Tax	As defined in the German Investment Funds Tax Act (InvStG-E) (“GITA”), the Absorbed Sub-Fund is designed to meet the criteria of "equity funds". The Absorbed Sub- Fund will hold baskets of financial securities eligible for the equity ratio within the meaning of GITA which will represent at least 90% of its net assets, under normal market conditions.	As defined in the German Investment Funds Tax Act (InvStG-E), the Receiving Sub-Fund is designed to meet the criteria of "equity funds". At least 60% of the Receiving Sub-Fund’s net asset value is continuously invested in equities listed on a stock exchange or traded on an organized market.
Financial Year and Report	January 1 to December 31	October 1 to September 30
Auditor	PricewaterhouseCoopers, Société cooperative
Depositary	Société Générale Luxembourg S.A.	CACEIS Bank, Luxembourg Branch
Administrative Agent	Société Générale Luxembourg S.A.	CACEIS Bank, Luxembourg Branch
Registrar, Transfer Agent, And Paying Agent	Société Générale Luxembourg S.A.	CACEIS Bank, Luxembourg Branch

APPENDIX II

Comparison of the Features of the Merging Share Class(es) of the Absorbed Sub-Fund and the Corresponding Receiving Share Class(es) of the Receiving Sub-Fund

 

 

Absorbed Sub-Fund

Receiving Sub-Fund

Share Class

ISIN

Currency

Distribution Policy

Hedged?

OGC *

Total Fees

Share Class

ISIN

Currency

Distribution Policy

Hedged?

OGC *

Management fees (max)

Administration fees (max)

Lyxor MSCI EMU ESG Leaders Extra (DR) UCITS ETF - Acc

LU1792117340

EUR

Accumulating

No

0.20%

Up to 0.20%

Amundi Index MSCI EMU SRI PAB - UCITS ETF DR (A)

LU2109787635

EUR

Accumulating

No

0.18%

0.08%

0.10%

 

* Ongoing charges for the fund previous financial year (as described in Appendix I) or, for a new share class, estimated based on the expected total of charges

APPENDIX III

Timeline for the Proposed Merger

 

 

Event	Date
Beginning of Redemption/Conversion Period	October 12, 2022
Cut-Off Point	November 14, 2022 at 5pm
Absorbed Sub-Fund Freezing Period	From November 14, 2022 after 5pm until November 17, 2022
Last Valuation Date	November 17, 2022
Merger Effective Date	November 18, 2022*

 

* or such later time and date as may be determined by the board of directors of the Absorbed Sub-Fund and the Receiving Sub-Fund and notified in writing to shareholders. In the event that the boards of directors approve a later Merger Effective Date, they may also make such consequential adjustments to the other elements in this timetable as they consider appropriate.