N-CSRS 1 etfmgrstrust_n-csrs.htm SEMI-ANNUAL CERTIFIED SHAREHOLDER REPORT



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 811-22310



ETF Managers Trust (formerly known as FactorShares Trust)
(Exact name of registrant as specified in charter)



30 Maple Street, Suite 2
Summit, NJ 07901
 (Address of principal executive offices) (Zip code)



U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
(Name and address of agent for service)



(908) 897-0518
Registrant's telephone number, including area code



Date of fiscal year end: September 30, 2017


Date of reporting period: March 31, 2017


Item 1. Reports to Stockholders.
 
type
 


(PURE FUNDS LOGO)
 
Semi-Annual Report
March 31, 2017

PureFundsTM ISE Junior Silver ETF
Ticker: SILJ

PureFundsTM ISE Cyber Security ETF
Ticker: HACK

PureFundsTM ISE Big Data ETF
Ticker: BIGD

PureFundsTM ISE Mobile Payments ETF
Ticker: IPAY

PureFundsTM Drone Economy Strategy ETF
Ticker: IFLY

PureFundsTM Video Game Tech ETF
Ticker: GAMR

PureFundsTM Solactive FinTech ETF
Ticker: FINQ

PureFundsTM ETFx HealthTech ETF
Ticker: IMED
 

 
(ETF LOGO)
 
Each Fund is a series of ETF Managers Trust.

PureFunds™ ETFs
 
TABLE OF CONTENTS
March 31, 2017

 
Page
Shareholders’ Letter
2
 
     
Growth of $10,000 Investment and Top 10 Holdings
4
 
     
Important Disclosures and Key Risk Factors
20
 
     
Portfolio Allocations
25
 
     
Schedules of Investments
27
 
     
Statements of Assets and Liabilities
48
 
     
Statements of Operations
50
 
     
Statements of Changes in Net Assets
52
 
     
Financial Highlights
60
 
     
Notes to the Financial Statements
68
 
     
Approval of Advisory Agreements and Board Considerations
81
 
     
Expense Examples
83
 
     
Information about Portfolio Holdings
86
 
     
Information about Proxy Voting
86
 
1

Dear Shareholder,
 
The six months ended March 31, 2017 was a period of mostly positive performance for PureFunds. We continue to strive to deliver thematic technology ETFs that focus on major areas of technological advancement in business and life, namely, with the PureFunds Solactive FinTech ETFTM (Nasdaq Ticker: FINQ), PureFunds ETFx HealthTech ETFTM (Nasdaq Ticker: IMED), PureFunds ISE Cyber Security ETFTM (NYSE Arca Ticker: HACK), PureFunds ISE Junior Silver ETFTM (NYSE Arca Ticker: SILJ), PureFunds ISE Big Data ETFTM (NYSE Arca Ticker: BIGD), PureFunds Video Game Tech ETFTM (Nasdaq Ticker: GAMR), PureFunds Drone Economy Strategy ETFTM (Nasdaq Ticker: IFLY), and PureFunds ISE Mobile Payments ETFTM (NYSE Arca Ticker: IPAY). We are extremely proud of the many accomplishments PureFunds has achieved with its partners to date and strive to continue providing investors with access to in demand investment themes and strategies.
 
During the 6-month period from October 1, 2016 to March 31, 2017, the S&P 500 Information Technology Sector Index, a broad measure of US listed technology companies, returned 13.03%. During the same period, the S&P Global 1200 Information Technology Sector Index, a broad measure of global technology companies, returned 12.36%. It was a strong six months for the broad technology sector and the more targeted strategies followed by the tech oriented PureFunds ETFs underperformed the broader sector during the period. For all of the Funds, the primary difference between Fund returns and index returns were the expenses of the Funds, which are not part of the indexes that each of the Funds track.
 
The ISE Cyber Security Index (“Index”) rose 6.57% over the 6 month period. The Fund NAV return for HACK was 6.23%, in line with the performance of the Index. The best performing stocks during the period were Ahnlab Inc. (up 135.53%), Trend Micro (up 32.48%) and Check Point Software Technologies (up 32.28%). The worst performing stocks during the period were SecureWorks Corp (down 30.79%) Palo Alto Networks Inc. (down 29.28%), and Imperva Inc. (down 23.57%).
 
The ISE Junior Silver (Small Cap Miners/ Explorers) Index (“Index”) declined by -16.10% during the period. The Fund NAV return for SILJ was -16.37% in line with the performance of the index. The best performing stocks during the period were Sierra Metals Inc (up 85.49%), Great Panther Silver Ltd. (up 21.48%), and Trevali Mining Corp (up 19.35%). The worst performing stocks during the period were Santacruz Silver Mining Ltd. (down 41.31%), Mandalay Resources Corp (down 40.82%), and Endeavour Silver Corp (down 38.01%).
 
The ISE Big Data Index (“Index”) rose 1.53% during the six month period. The Fund NAV return for BIGD was 1.10% in line with the return of the Index. The best performing stocks during the period were Tubemogul Inc. (up 49.41%), Neustar Inc. (up 24.86%) and Hortonworks (up 17.49%). The worst performing stocks during the period were Isentia Group Ltd. (down - 60.21%), The Rubicon Project Inc. (down -28.86%), and Nielsen Holdings (down -21.78%).
 
The ISE Mobile Payments Index (“Index”) rose 12.56% during the six month period. The Fund NAV return for IPAY was 12.14% in line with the performance of the Index. The best performing stocks during the period were Moneygram International Inc. (up 136.76%), Square Inc. (up 48.20%) and Green Dot Corp (up 44.67%). The worst performing stocks during the period were CPI Card Group Inc (down 28.91%), Pax Global Technology Ltd. (down 13.16%), and Fleetcor Technologies Inc. (down 12.84%).
 
The Reality Shares Drone Index (“Index”) rose 5.04% during the six month period. The Fund NAV return for IFLY was 5.06%, in line with the performance of the Index. The best performing stocks were Invensense (up 70.22%), ASELSAN (up 48.80%), and Boeing (up 36.45%).The worst performing stocks during the period were GoPro (down 47.84%), Ambarella Inc. (down 25.68%), and Korea Aerospace Industries (down 24.94%).
2

The EEFund Video Game Tech Index rose 5.33% during the six month period. The Fund NAV return for GAMR was 5.19%, in line with the performance of the Index. The best performing stocks during the period were Advanced Micro Devices (up 110.56%), Nvidia Corp (up 59.41%), and Logitech International (up 41.90%). The worst performing stocks during the period were Dena Co Ltd (down 43.07%), Jakks Pacific Inc. (down 36.34%), and Capcom Co Ltd. (down 19.39%).
 
The Solactive FinTech Index rose 2.44% during the six month period. The Fund NAV return for FINQ was 2.14%, in line with the performance of the Index. The best performing stocks during the period were Pegasystems Inc. (up 48.92%), Square Inc. (up 48.20%), and Temenos Group (up 26.00%). The worst performing stocks during the period were Syntel Inc. (down 36.73%), Silverlake Axis Ltd. (down 21.07%), and On Deck Capital (down 11.58%).
 
The ETFx HealthTech Index rose 3.28% during the six month period. The Fund NAV return for IMED was 2.76%, in line with the performance of the Index. The best performing stocks during the period were Masimo Corp (up 57.54%), Quality Systems Inc. (up 34.01%), and Wright Medical Group NV (up 26.87%). The worst performing stocks during the period were NantHealth (down 61.29%), M3 Inc. (down 25.86%), and Edward Lifesciences Corp (down 21.97%).
 
The period ended on a strong note for technology in general and for most of the thematic strategies tracked by PureFunds.
 
On behalf of PureFunds and our industry leading partners, I would like to thank you for your continued interest in PureFunds and our unique suite of ETFs. We endeavor to provide our investors with new and innovative products and look forward to continuing this for years to come.
 
You can find further details about BIGD, FINQ, GAMR, HACK, IFLY, IMED, IPAY and SILJ by visiting www.purefunds.com, or by calling 1-877-756-PURE.
 
Sincerely,
 
 
Samuel Masucci III
Chairman of the Board
 
Samuel Masucci III is a registered representative of ETFMG Financial, LLC.
3

PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)

Average Annual Returns
Period Ended March 31, 2017
 
6 Months
Return
 
1 Year
Return
 
3 Year
Return
 
Since
Inception
(11/29/12)
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF (NAV)
   
-16.37
%
   
51.18
%
   
6.82
%
   
-8.90
%
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF (Market)
   
-16.18
%
   
49.49
%
   
6.43
%
   
-8.92
%
S&P 500 Index
   
10.12
%
   
17.17
%
   
10.37
%
   
15.05
%
ISE Junior Silver (Small Cap Miners/Explorers) Index
   
-16.10
%
   
53.60
%
   
8.76
%
   
-7.53
%

Total Fund Operating Expenses1
0.69%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on November 28, 2012, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
4

PureFundsTM ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
 
Top Ten Holdings*

   
Security
 
% of Total
Investments†
1
 
Pan American Silver Corporation
 
13.24%
 
2
 
First Majestic Silver Corporation
 
11.59%
 
3
 
Coeur Mining, Inc.
 
11.56%
 
4
 
Silvercorp Metals, Inc.
 
5.95%
 
5
 
Trevali Mining Corporation
 
4.73%
 
6
 
Hochschild Mining PLC
 
4.46%
 
7
 
Silver Standard Resources, Inc.
 
4.44%
 
8
 
Fortuna Silver Mines, Inc.
 
4.37%
 
9
 
Excellon Resources, Inc.
 
4.23%
 
10
 
MAG Silver Corporation
 
4.18%
 
 
Top Ten Holdings = 68.75% of Total Investments†
* Current portfolio holdings may not be indicative of future fund holdings.
† Percentage of total investments less cash.
5

6
PureFunds™ ISE Cyber Security ETF
Growth of $10,000
 
(LINE GRAPH)
 
Average Annual Returns
 
6 Months
 
1 Year
  Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(11/11/14)
PureFunds™ ISE Cyber Security ETF (NAV)
 
6.23%
 
24.55%
 
7.75%
PureFunds™ ISE Cyber Security ETF (Market)
 
6.34%
 
24.68%
 
7.78%
S&P 500 Index
 
10.12%
 
17.17%
 
8.66%
ISE Cyber Security Index
 
6.57%
 
25.34%
 
8.87%
 
 
 
 
 
 
 
Total Fund Operating Expenses1
 
 
 
 
 
0.60%
1. The expense ratio is taken from the Fund’s most recent prospectus dated May 1, 2017. Effective May 1, 2017, the Fund’s unitary fees went from 0.75% to 0.60%.
 
Performance data quoted represents past performance and does not guarantee future results may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Funds data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on November 11, 2014, and is not intended to imply any future performance.  The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares.  The chart assumes reinvestment of capital gains and dividends, if any.  The unmanaged indices do not reflect fees and are not available for direct investment.
6

PureFundsTM ISE Cyber Security ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Ahnlab, Inc.
 
3.92%
2
 
FireEye, Inc.
 
3.27%
3
 
Qualys, Inc.
 
3.17%
4
 
Symantec Corporation
 
3.14%
5
 
Gigamon, Inc.
 
3.05%
6
 
Check Point Software Technologies, Ltd.
 
3.03%
7
 
Fortinet, Inc.
 
3.00%
8
 
Trend Micro, Inc.
 
2.96%
9
 
Splunk, Inc.
 
2.95%
10
 
CyberArk Software Ltd.
 
2.94%
 
   
Top Ten Holdings = 31.43% of Total Investments†
   
   
* Current portfolio holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
7

PureFunds™ ISE Big Data ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)
 
Average Annual Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(7/15/15)
PureFunds™ ISE Big Data ETF (NAV)
 
1.10%
 
16.60%
 
0.21%
PureFunds™ ISE Big Data ETF (Market)
 
0.65%
 
18.66%
 
-0.47%
S&P 500 Index
 
10.12%
 
17.17%
 
9.25%
ISE Big DataTM Index
 
1.53%
 
17.49%
 
1.03%
             
Total Fund Operating Expenses1
         
0.75%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on July 15, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
8

PureFundsTM ISE Big Data ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Varonis Systems, Inc.
 
3.04%
2
 
Verint Systems, Inc.
 
3.01%
3
 
Software AG
 
2.96%
4
 
SAP SE
 
2.92%
5
 
Blackbaud, Inc.
 
2.81%
6
 
New Relic, Inc.
 
2.76%
7
 
Inovalon Holdings, Inc.
 
2.75%
8
 
Oracle Corporation
 
2.74%
9
 
CoreLogic, Inc.
 
2.72%
10
 
Hewlett Packard Enterprise Co.
 
2.72%
 
   
Top Ten Holdings = 28.43% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
9

PureFunds™ ISE Mobile Payments ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)
 
Cumulative Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(7/15/15)
PureFunds™ ISE Mobile Payments ETF (NAV)
 
12.14%
 
17.27%
 
7.09%
PureFunds™ ISE Mobile Payments ETF (Market)
 
11.74%
 
17.38%
 
7.25%
S&P 500 Index
 
10.12%
 
17.17%
 
9.25%
ISE Mobile PaymentsTM Index
 
12.56%
 
17.77%
 
7.72%
             
Total Fund Operating Expenses1
         
0.75%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on July 15, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
10

PureFundsTM ISE Mobile Payments ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Visa, Inc.
 
4.62%
2
 
MasterCard, Inc.
 
4.51%
3
 
PayPal Holdings, Inc.
 
4.24%
4
 
American Express Co.
 
4.23%
5
 
Worldpay Group PLC
 
3.90%
6
 
Discover Financial Services
 
3.85%
7
 
Fidelity National Information Services, Inc.
 
3.73%
8
 
Fiserv, Inc.
 
3.71%
9
 
Global Payments, Inc.
 
3.47%
10
 
Vantiv, Inc.
 
3.22%
 
   
Top Ten Holdings = 39.48% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
11

PureFunds™ Drone Economy Strategy ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)
 
Cumulative Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(3/8/2016)
PureFunds™ Drone Economy Strategy ETF (NAV)
 
5.06%
 
7.57%
 
11.78%
PureFunds™ Drone Economy Strategy ETF (Market)
 
4.54%
 
7.18%
 
11.96%
S&P 500 Index
 
10.12%
 
17.17%
 
20.64%
Reality Shares Drone Index
 
5.04%
 
7.62%
 
12.04%
             
Total Fund Operating Expenses1
         
0.75%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
12

PureFundsTM Drone Economy Strategy ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Aerovironment, Inc.
 
8.55%
2
 
Parrot SA
 
8.26%
3
 
Boeing Co.
 
4.01%
4
 
Ambarella, Inc.
 
3.19%
5
 
GoPro, Inc.
 
2.98%
6
 
BAE Systems PLC
 
1.83%
7
 
Jabil Circuit, Inc.
 
1.81%
8
 
Thales SA
 
1.81%
9
 
Honeywell International, Inc.
 
1.77%
10
 
L3 Technologies, Inc.
 
1.74%
 
   
Top Ten Holdings =35.95% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
13

PureFunds™ Video Game Tech ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)
 
Cumulative Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(3/8/2016)
PureFunds™ Video Game Tech ETF (NAV)
 
5.19%
 
29.77%
 
35.81%
PureFunds™ Video Game Tech ETF (Market)
 
4.50%
 
29.62%
 
36.22%
S&P 500 Index
 
10.12%
 
17.17%
 
20.64%
EEFund Video Game Tech Index
 
5.33%
 
32.72%
 
37.06%
             
Total Fund Operating Expenses1
         
0.75%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on March 8, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
14

PureFundsTM Video Game Tech ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Activision Blizzard, Inc.
 
5.52%
2
 
NCSoft Corporation
 
5.23%
3
 
UBISOFT Entertainment
 
5.13%
4
 
Konami Holdings Corporation
 
4.96%
5
 
Changyou.com Ltd. - ADR
 
4.94%
6
 
Take-Two Interactive Software, Inc.
 
4.85%
7
 
Electronic Arts, Inc.
 
4.63%
8
 
Gree, Inc.
 
4.44%
9
 
Nexon Co. Ltd
 
4.43%
10
 
Zynga, Inc.
 
3.96%
 
   
Top Ten Holdings = 48.09% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
15

PureFunds™ Solactive FinTech ETF
Growth of $10,000
 
(LINE GRAPH)
 
Cumulative Returns
 
6 Months
 
Since Inception
Period Ended March 31, 2017
 
Return
 
(8/31/2016)
PureFunds™ Solactive FinTech ETF (NAV)
 
2.14%
 
2.50%
PureFunds™ Solactive FinTech ETF (Market)
 
0.38%
 
1.34%
S&P 500 Index
 
10.12%
 
9.90%
Solactive FinTech Index
 
2.44%
 
2.95%
         
Total Fund Operating Expenses1
     
0.68%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on August 30, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
16

PureFundsTM Solactive FinTech ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Blackline, Inc.
 
1.69%
2
 
On Deck Capital, Inc.
 
1.65%
3
 
Xero Ltd.
 
1.64%
4
 
LendingClub Corporation
 
1.62%
5
 
SimCorp AS
 
1.61%
6
 
IRESS Ltd.
 
1.61%
7
 
IHS Markit Ltd.
 
1.61%
8
 
DST Systems, Inc.
 
1.61%
9
 
Square, Inc.
 
1.60%
10
 
Experian PLC
 
1.59%
 
   
Top Ten Holdings = 16.23% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   
17

PureFunds™ ETFx HealthTech ETF
Growth of $10,000
 
(LINE GRAPH)
 
Cumulative Returns
 
6 Months
 
Since Inception
Period Ended March 31, 2017
 
Return
 
(8/31/2016)
PureFunds™ HealthTech ETF (NAV)
 
2.76%
 
4.67%
PureFunds™ ETFx HealthTech ETF (Market)
 
1.97%
 
4.63%
S&P 500 Index
 
10.12%
 
9.90%
ETFx HealthTech TR Index
 
3.28%
 
5.27%
         
Total Fund Operating Expenses1
     
0.75%
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on August 30, 2016, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends, if any. The unmanaged indices do not reflect fees and are not available for direct investment.
18

PureFundsTM ETFx HealthTech ETF

Top Ten Holdings*
       
% of Total
   
Security
 
Investments†
1
 
Evolent Health, Inc.
 
1.72%
2
 
Inovalon Holdings, Inc.
 
1.71%
3
 
Medidata Solutions, Inc.
 
1.68%
4
 
CompuGroup Medical SE
 
1.67%
5
 
athenahealth, Inc.
 
1.66%
6
 
Veeva Systems, Inc.
 
1.65%
7
 
Cerner Corporation
 
1.63%
8
 
Allscripts Healthcare Solutions, Inc.
 
1.63%
9
 
Alibaba Health Information Technology Ltd.
 
1.62%
10
 
Teladoc, Inc.
 
1.60%
   
Top Ten Holdings =16.57% of Total Investments†
   
   
* Current Fund holdings may not be indicative of future Fund holdings.
   
   
† Percentage of total investments less cash.
   

19

 
PureFunds™ ETFs

 
Important Disclosures and Key Risk Factors
 
Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.
 
FINQ, and IMED are new Funds with limited operating history.
 
Past performance is no indicative of future return. A Fund’s performance for very short time periods may not be indicative of future performance.
 
SILJ
 
The PureFunds® ISE Junior SilverTM (Small Cap Miners/Explorers) ETF (the “Fund” or the “Junior Silver ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Junior Silver (Small Cap Miners/Explorers)TM Index (the “Index”).
 
Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks are greater for investments in emerging markets. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Therefore, the Fund is more exposed to individual issuer volatility than a diversified fund. Funds that are less diversified across countries or geographic regions are generally riskier than more geographically diversified funds and risks associated with such countries or geographic regions may negatively affect a Fund. Investments in small-capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The PureFundsTM ISE Junior Silver ETF is subject to risks associated with the worldwide price of silver and the costs of extraction and production. Worldwide silver prices may fluctuate substantially over short periods of time, so the Fund’s share price may be more volatile than other types of economic conditions, tax treatment, government regulation and intervention, and world events in the regions in which the companies operation. Several foreign countries have begun a process of privatizing certain entities and industries. Privatized entities may lose money or be renationalized. The Fund invests in some economies that are heavily dependent upon trading with key partners. Any reduction in this trading may cause an adverse impact on the economy in which the Fund invests. The Fund’s return may not match or achieve a high degree of correlation with the return of the ISE Junior Silver (Small Cap Miners/Explorers)™ Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the ISE Junior Silver (Small Cap Miners/Explorers)™ Index. IOPV or indicative optimized portfolio value is an estimated intraday fair value of one share of an ETF determined by the last trade price of the fund’s underlying securities.
 
The ISE Junior Silver (Small Cap Miners/Explorers) Index is designed to reflect the performance of small-capitalization companies involved in the silver industry, including companies that mine, explore and refine silver. The stocks are screened for liquidity and weighted according to modified free-float market capitalization. The Index generally is comprised of 20-30 securities. The Index was created and is maintained by ISE Indexes. An investment cannot be made directly in an index.
 
HACK
 
The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Cyber SecurityTM Index (the “Index”).
 
The fund is concentrated in technology-related companies face intense competition, both domestically and internationally, which may have an adverse effect on profit margins. Such companies may have limited product lines, markets, financial resources or personnel. The products of such companies may face obsolescence due to rapid technological developments, frequent new product introduction, unpredictable changes in growth rates, competition for the services of qualified personnel, and competition from foreign competitors with lower production costs. Technology companies are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Funds are non-diversified, meaning they may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the ISE Cyber Security Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the ISE Cyber Security Index.
20

PureFunds™ ETFs

 
The ISE Cyber Security Index is designed to reflect the performance of companies involved in the cyber security industry, including companies that provide cyber security related hardware/software and services. The stocks are screened for liquidity and weighted according to modified free-float market capitalization. The Index was created and is maintained by ISE Indexes. An investment cannot be made directly in an index.
 
BIGD
 
The PureFundsTM ISE Big Data ETF (the “Fund” or the “Big Data ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Big DataTM Index (the “Index”).
 
Big Data Companies face intense competition, both domestically and internationally, may have limited product lines, markets, financial resources or personnel, may have products that face rapid obsolescence, and are heavily dependent on the protection of patent and intellectual property rights. Big Data Companies are also subject to increasing regulatory constraints, particularly with respect to cybersecurity and privacy. Such factors may adversely affect the profitability and value of such companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the ISE Big Data Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.
 
The ISE Big Data Index is designed to reflect the performance of companies involved in the big data and analytics industry, including companies that provide big data origination, aggregation, applications and solutions. The stocks are screened for liquidity and weighted according to a modified linear-based capitalization-weighted methodology. The Index was created and is maintained by ISE Indexes. An investment cannot be made directly in an index.
 
IPAY
 
The PureFundsTM ISE Mobile Payments ETF (the “Fund” or the “Mobile Payments ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Mobile PaymentsTM Index (the “Index”).
 
Mobile Payment Companies face intense competition, both domestically and internationally, and are subject to increasing regulatory constraints, particularly with respect to fees, competition and anti-trust matters, cybersecurity and privacy. Mobile Payment Companies may be highly dependent on their ability to enter into agreements with merchants and other third parties to utilize a particular payment method, system, software or service, and such agreements may be subject to increased regulatory scrutiny. Additionally, certain Mobile Payment Companies have recently faced increased costs related to class-action litigation challenging such agreements. Such factors may adversely affect the profitability and value of such companies. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the ISE Mobile Payments Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.
21

PureFunds™ ETFs

 
The ISE Mobile Payments Index is designed to reflect the performance of companies involved in the mobile and electronic payments industry, including card networks, processors, infrastructure/software and solutions companies. The stocks are screened for liquidity and weighted according to a modified linear-based capitalization-weighted methodology. The Index was created and is maintained by ISE Indexes. An investment cannot be made directly in an index.
 
IFLY
 
The PureFundsTM Drone Economy Strategy ETF (the “Fund” or the “Drone Economy ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Reality Shares DroneTM Index (the “Index”).
 
Drone Economy Companies face intense competition, both domestically and internationally and are heavily dependent on the protection of patent and intellectual property rights. In addition, Drone Economy Companies may be dependent on the U.S. government and its agencies for a significant portion of their sales, and their success and growth may be affected by budgetary constraints, spending reductions, congressional appropriations, and administrative allocations of funds that affect the U.S. government and its agencies. Such factors may adversely affect the profitability and value of such companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the Reality Shares Drone™ Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.
 
The Reality Shares Drone™ Index provides a benchmark for investors interested in tracking companies actively involved in drone technology and services. The Index uses Modified Equal Weight capitalization-weighted methodology. The index was created and is maintained by Reality Shares Index Committee. You cannot invest directly in an index.
 
GAMR
 
The PureFundsTM Video Game Tech ETF (the “Fund” or the “Video Game Tech ETF”) seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech Index (the “Index”).
 
Investing involves risk, including the possible loss of principal. The fund is new with limited operating history. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility. Video Game Tech Companies face intense competition, both domestically and internationally, may have limited product lines, markets, financial resources or personnel, may have products that face rapid obsolescence, and are heavily dependent on the protection of patent and intellectual property rights. Video Game Tech Companies are also subject to increasing regulatory constraints, particularly with respect to  cybersecurity and privacy. Such factors may adversely affect the profitability and value of such companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the EEFund Video Game Tech Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.
22

PureFunds™ ETFs

 
The EEFund Video Game Tech™ Index provides a benchmark for investors interested in tracking companies actively involved in the electronic gaming industry including the entertainment, education and simulation segments. The Index uses a market capitalization weighted allocation across the pure play and non-pure play sectors and a set weight for the conglomerate sector as well as an equal weighted allocation methodology for all components within each sector allocation. The index was created and is maintained by EEFund Management. You cannot invest directly in an index.
 
FINQ
 
The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Solactive FinTech Index.
 
The Fund is new with limited operating history. The fund is concentrated in technology oriented companies, which face intense competition, both domestically and internationally, which may have an adverse effect on profit margins. Such companies may have limited product lines, markets, financial resources or personnel. The products of such companies may face obsolescence due to rapid technological developments, frequent new product introduction, unpredictable changes in growth rates, competition for the services of qualified personnel, and competition from foreign competitors with lower production costs. Technology oriented companies are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning they may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the Solactive FinTech Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Solactive FinTech Index.
 
The Solactive FinTech Index is designed to reflect the performance of companies involved in the financial technology industry, including companies in the financial services industry with a focus on automation of processes, enhanced distribution of products and services or the creation of new products or services that did not previously exist. An investment cannot be made directly in an index.
 
IMED
 
The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ETFx HealthTech Index.
23

PureFunds™ ETFs

 
The Fund is new with limited operating history. The Fund is concentrated in technology oriented companies, which face intense competition, both domestically and internationally, which may have an adverse effect on profit margins. Such companies may have limited product lines, markets, financial resources or personnel. The products of such companies may face obsolescence due to rapid technological developments, frequent new product introduction, unpredictable changes in growth rates, competition for the services of qualified personnel, and competition from foreign competitors with lower production costs. Technology oriented companies are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights may adversely affect the profitability of these companies. Health care companies are subject to extensive government regulation and their profitability can be significantly affected by restrictions on government reimbursement for medical expenses, rising costs of medical products and services, pricing pressure (including price discounting), limited product lines, and an increased emphasis on the delivery of healthcare through outpatient services. Health care companies are heavily dependent on obtaining and defending patents, which may be time consuming and costly, and the expiration of patents may also adversely affect the profitability of the companies. Health care companies are also subject to extensive litigation based on product liability and similar claims. In addition, their products can become obsolete due to industry innovation, changes in technologies, or other market developments. Many new products in the health care field require significant research and development and may be subject to regulatory approvals, all of which may be time consuming and costly with no guarantee that any product will come to market. Investments in foreign securities involve political, economic and currency risks, greater volatility and differences in accounting methods. The Fund is non-diversified, meaning they may concentrate its assets in fewer individual holdings than a diversified fund. Investments in smaller companies tend to have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s return may not match or achieve a high degree of correlation with the return of the ETFx HealthTech Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the ETFx HealthTech Index.
 
The ETFx HealthTech Index is designed to reflect the performance of companies involved in the healthcare technology industry, including companies that provide three technology-driven segments affecting the allocation, delivery and management of healthcare services and products through companies engaged in Healthcare Informatics, Medical Instruments and Medical Appliances. An investment cannot be made directly in an index.
 
S&P 500: The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices.

24

PureFunds™ ETFs
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited)
 
   
PureFundsTM ISE
                   
   
Junior Silver (Small
   
PureFundsTM ISE
         
PureFundsTM ISE
 
   
Cap Miners/
   
Cyber Security
   
PureFundsTM ISE
   
Mobile Payments
 
   
Explorers) ETF
   
ETF
   
Big Data ETF
   
ETF
 
As a percent of Net Assets:
                       
Australia
   
%
   
%
   
1.0
%
   
%
Bermuda
   
     
     
     
 
Canada
   
82.9
     
     
3.0
     
 
Cayman Islands
   
     
     
     
 
Cyprus
   
     
     
     
0.5
 
Denmark
   
     
     
     
 
Finland
   
     
0.3
     
     
 
France
   
     
     
     
3.4
 
Germany
   
     
     
6.7
     
4.1
 
Hong Kong
   
     
     
     
0.1
 
Ireland
   
     
     
     
 
Israel
   
     
10.6
     
3.0
     
 
Italy
   
     
     
     
 
Jersey
   
     
     
     
 
Japan
   
     
4.8
     
     
 
Netherlands
   
     
1.5
     
     
 
New Zealand
   
     
     
     
 
Puerto Rico
   
     
     
     
1.2
 
Republic of Korea
   
     
5.0
     
     
 
Singapore
   
     
     
     
 
Spain
   
     
     
     
 
Sweden
   
     
0.6
     
0.3
     
 
Switzerland
   
     
     
     
 
Turkey
   
     
     
     
 
United Kingdom
   
4.6
     
5.2
     
     
6.2
 
United States
   
12.6
     
71.6
     
85.8
     
84.5
 
Short-Term and other Net Assets (Liabilities)
   
(0.1
)
   
0.4
     
0.2
     
 
     
100.0
%
   
100.0
%
   
100.0
%
   
100.0
%
 
25

PureFunds™ ETFs
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited) (Continued)
 
   
PureFundsTM
         
PureFundsTM
       
   
Drone Economy
   
PureFundsTM Video
   
Solactive FinTech
    PureFundsTM ETFx  
   
Strategy ETF
   
Game Tech ETF
   
ETF
   
HealthTech ETF
 
As a percent of Net Assets:
                       
Australia
   
%
   
%
   
3.2
%
   
%
Bermuda
   
     
     
3.2
     
 
Canada
   
     
     
3.1
     
 
Cayman Islands
   
3.9
     
7.5
     
     
 
Cyprus
   
     
     
     
 
Denmark
   
     
     
3.2
     
2.0
 
Finland
   
     
     
     
 
France
   
13.9
     
5.7
     
     
 
Germany
   
1.6
     
     
3.1
     
6.5
 
Hong Kong
   
     
1.0
     
     
2.4
 
Ireland
   
     
     
     
 
Israel
   
1.5
     
     
     
 
Italy
   
1.9
     
     
     
 
Jersey
   
     
     
3.2
     
 
Japan
   
7.2
     
34.1
     
     
9.5
 
Netherlands
   
2.0
     
     
     
3.9
 
New Zealand
   
     
     
3.3
     
2.0
 
Puerto Rico
   
     
     
     
 
Republic of Korea
   
1.6
     
8.1
     
     
 
Singapore
   
     
     
     
 
Spain
   
1.9
     
     
     
1.9
 
Sweden
   
3.2
     
     
     
4.0
 
Switzerland
   
     
1.7
     
3.2
     
8.0
 
Turkey
   
3.4
     
     
     
 
United Kingdom
   
5.5
     
     
3.1
     
4.0
 
United States
   
52.0
     
41.4
     
71.3
     
53.7
 
Short-Term and other Net Assets (Liabilities)
   
0.4
     
0.5
     
0.1
     
2.1
 
     
100.0
%
   
100.0
%
   
100.0
%
   
100.0
%

26

PureFunds™ ETFs

PureFunds ISE Junior Silver (Small Cap Miners/Explorers) ETF

Schedule of Investments
March 31, 2017 (Unaudited)
 
   
Shares
   
Market Value
 
COMMON STOCKS - 100.1%
           
Metals & Mining - 100.1%
           
Canada - 82.9%
           
Americas Silver Corp. (a)
   
616,407
   
$
1,793,808
 
Alexco Resource Corporation (a)
   
1,017,784
     
1,557,209
 
Aurcana Corporation (a)
   
1,014,116
     
297,406
 
Bear Creek Mining Corporation (a) *
   
1,588,056
     
2,722,689
 
Endeavour Silver Corporation (a)
   
897,258
     
2,853,280
 
Excellon Resources, Inc. (a) *
   
2,437,658
     
2,932,852
 
First Majestic Silver Corporation (a)
   
989,932
     
8,038,248
 
Fortuna Silver Mines, Inc. (a)
   
581,780
     
3,027,347
 
Great Panther Silver Ltd. (a)
   
1,703,834
     
2,794,288
 
IMPACT Silver Corporation (a)
   
698,437
     
346,632
 
Kootenay Silver, Inc. (a)
   
1,334,327
     
301,010
 
MAG Silver Corporation (a)
   
221,162
     
2,895,387
 
Mandalay Resources Corporation (a)
   
4,518,131
     
2,004,510
 
Minco Silver Corporation (a)
   
478,844
     
460,894
 
Mirasol Resources Ltd. (a)
   
289,702
     
368,159
 
Pan American Silver Corporation (a)
   
524,560
     
9,182,808
 
Sabina Gold & Silver Corporation (a)
   
2,109,748
     
2,443,141
 
Santacruz Silver Mining Ltd. (a)
   
1,419,568
     
282,878
 
Sierra Metals, Inc. (a)
   
175,389
     
484,023
 
Silver Standard Resources, Inc. (a)
   
290,283
     
3,082,149
 
Silvercorp Metals, Inc. (a)
   
1,187,911
     
4,126,893
 
Trevali Mining Corporation (a)
   
3,305,893
     
3,281,407
 
Total Canada
           
55,277,018
 
                 
United Kingdom - 4.6%
               
Hochschild Mining PLC
   
887,469
     
3,089,991
 
                 
United States - 12.6%
               
Coeur Mining, Inc. (a)
   
991,793
     
8,013,687
 
Golden Minerals Co. (a)
   
591,200
     
373,343
 
Total United States
           
8,387,030
 
Total Metals & Mining
           
66,754,039
 
TOTAL COMMON STOCKS (Cost $77,216,962)
           
66,754,039
 
                 
SHORT-TERM INVESTMENTS - 0.9%
               
Money Market Funds - 0.9%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
629,876
     
629,876
 
TOTAL SHORT-TERM INVESTMENTS (Cost $629,876)
           
629,876
 
                 
Total Investments (Cost $77,846,838) - 101.0%
           
67,383,915
 
Liabilities in Excess of Other Assets - (1.0)%
           
(676,615
)
TOTAL NET ASSETS - 100.0%
         
$
66,707,300
 

The accompanying notes are an integral part of these financial statement.

27

PureFunds™ ETFs
 
PureFunds ISE Junior Silver (Small Cap Miners/Explorers) ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
Percentages are stated as a percent of net assets.

(a) Non-income producing security.
(b) The rate quoted is the annualized seven-day yield at March 31, 2017.
* Illiquid Security - At March 31, 2017, the value of these securities amount to $5,655,541 or 8.5%  of net assets.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund  Services, LLC.
 
The accompanying notes are an integral part of these financial statement.

28

PureFunds™ ETFs

PureFundsTM ISE Cyber Security ETF

Schedule of Investments
March 31, 2017 (Unaudited)

   
Shares
   
Market Value
 
COMMON STOCKS - 99.6%
           
Finland - 0.3%
           
Software - 0.3%
           
F-Secure OYJ
   
953,934
   
$
3,429,514
 
                 
Israel - 10.6%
               
Communications Equipment - 2.9%
               
Radware Ltd. (a)
   
1,770,804
     
28,616,193
 
Software - 7.7%
               
Check Point Software Technologies, Ltd. (a)
   
368,419
     
37,821,894
 
CyberArk Software Ltd. (a) ^
   
720,445
     
36,649,037
 
Total Software
           
74,470,931
 
Total Israel
           
103,087,124
 
                 
Japan - 4.8%
               
Software - 4.8%
               
FFRI, Inc.
   
216,300
     
9,578,361
 
Trend Micro, Inc.
   
828,623
     
36,842,575
 
Total Software
           
46,420,936
 
                 
Netherlands - 1.5%
               
Software - 1.5%
               
Gemalto NV
   
252,536
     
14,111,498
 
                 
Republic of Korea - 5.0%
               
Internet Software & Services - 5.0%
               
Ahnlab, Inc.
   
371,340
     
48,912,082
 
                 
Sweden - 0.6%
               
Electronic Equipment, Instruments & Components - 0.6%
               
Precise Biometrics AB (a)
   
17,309,367
     
6,046,249
 
                 
United Kingdom - 5.2%
               
Aerospace & Defense - 1.6%
               
BAE Systems PLC
   
1,944,532
     
15,653,221
 
Internet Software & Services - 1.8%
               
Mimecast Ltd. (a)
   
774,621
     
17,343,764
 
Software - 1.8%
               
Sophos Group PLC
   
5,047,260
     
17,175,165
 
Total United Kingdom
           
50,172,150
 
                 
United States - 71.6%
               
Aerospace & Defense - 2.0%
               
The KEYW Holding Corporation (a) ^
   
2,068,256
     
19,524,337
 
Communications Equipment - 11.8%
               
Cisco Systems, Inc.
   
1,066,120
     
36,034,856
 

The accompanying notes are an integral part of these financial statement.

29

PureFunds™ ETFs

PureFundsTM ISE Cyber Security ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
F5 Networks, Inc. (a)
   
106,404
   
$
15,170,018
 
Juniper Networks, Inc.
   
1,301,429
     
36,218,769
 
Palo Alto Networks, Inc. (a)
   
239,895
     
27,031,369
 
Total Communications Equipment
           
114,455,012
 
Internet Software & Services - 6.2%
               
Akamai Technologies, Inc. (a) ^
   
582,110
     
34,751,967
 
VeriSign, Inc. (a) ^
   
184,850
     
16,102,283
 
Zix Corporation (a) ^
   
1,843,151
     
8,865,556
 
Total Internet Software & Services
           
59,719,806
 
IT Services - 7.8%
               
Booz Allen Hamilton Holding Corporation
   
426,183
     
15,082,616
 
Leidos Holdings, Inc.
   
286,014
     
14,626,756
 
ManTech International Corporation
   
416,290
     
14,416,123
 
Science Applications International Corporation ^
   
418,996
     
31,173,302
 
Total IT Services
           
75,298,797
 
Software - 43.8%
               
A10 Networks, Inc. (a)
   
1,611,471
     
14,744,960
 
Barracuda Networks, Inc. (a)
   
1,540,156
     
35,593,005
 
FireEye, Inc. (a) ^
   
3,236,242
     
40,809,012
 
Fortinet, Inc. (a) ^
   
975,638
     
37,415,717
 
Gigamon, Inc. (a)
   
1,070,192
     
38,045,326
 
Imperva, Inc. (a) ^
   
888,782
     
36,484,501
 
Proofpoint, Inc. (a) ^
   
462,613
     
34,399,903
 
Qualys, Inc. (a) ^
   
1,042,634
     
39,515,829
 
Rapid7, Inc. (a) ^
   
932,188
     
13,964,176
 
SecureWorks Corporation (a)
   
429,153
     
4,076,953
 
Splunk, Inc. (a) ^
   
590,313
     
36,770,597
 
Symantec Corporation ^
   
1,275,467
     
39,131,328
 
Varonis Systems, Inc. (a)
   
556,370
     
17,692,566
 
VASCO Data Security International, Inc. (a) ^
   
1,448,611
     
19,556,248
 
Verint Systems, Inc. (a)
   
403,829 
   
17,516,084
 
Total Software
           
425,716,205
 
Total United States
           
694,714,157
 
                 
TOTAL COMMON STOCKS (Cost $952,561,583)
           
966,893,710
 
                 
SHORT-TERM INVESTMENTS - 0.4%
               
Money Market Funds - 0.4%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio -
               
Institutional Class, 0.59% (b)
   
4,001,500
     
4,001,500
 
TOTAL SHORT-TERM INVESTMENTS (Cost $4,001,500)
           
4,001,500
 

The accompanying notes are an integral part of these financial statement.

30

PureFunds™ ETFs

PureFundsTM ISE Cyber Security ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 28.3%
           
Investment Companies - 28.3%
           
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
275,119,283
   
$
275,119,283
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $275,119,283)
           
275,119,283
 
                 
Total Investments (Cost $1,231,682,366) - 128.3%
           
1,246,014,493
 
Liabilities in Excess of Other Assets - (28.3)%
           
(275,474,245
)
TOTAL NET ASSETS - 100.0%
         
$
970,540,248
 

Percentages are stated as a percent of net assets.
                  
(a) Non-income producing security.
(b) The rate quoted is the annualized seven-day yield at March 31, 2017.
+  Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $275,119,283 as of March 31, 2017.
^  All or a portion of this security is out on loan as of March 31, 2017.  Total value of securities out on loan is $267,499,200.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund  Services, LLC.

The accompanying notes are an integral part of these financial statement.

31

 
PureFunds™ ETFs
 
PureFundsTM ISE Big Data ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)

 
   
Shares
   
Market Value
 
COMMON STOCKS - 99.8%
           
Australia - 1.0%
           
Internet Software & Services - 1.0%
           
iSentia Group Ltd.
   
20,972
   
$
24,034
 
                 
Canada - 3.0%
               
Capital Markets - 3.0%
               
Thomson Reuters Corporation
   
1,770
     
76,517
 
                 
Germany - 6.7%
               
Software - 6.7%
               
SAP SE
   
851
     
83,504
 
Software AG
   
2,138
     
84,539
 
Total Software
           
168,043
 
                 
Israel - 3.0%
               
Software - 3.0%
               
NICE-Systems Ltd. - ADR
   
1,097
     
74,574
 
                 
Sweden - 0.3%
               
Electronic Equipment, Instruments & Components - 0.3%
               
Hexagon AB
   
200
     
8,035
 
                 
United States - 85.8%
               
Capital Markets - 2.8%
               
FactSet Research Systems, Inc.
   
421
     
69,427
 
Health Care Technology - 6.2%
               
Inovalon Holdings, Inc. (a)
   
6,242
     
78,649
 
Medidata Solutions, Inc. (a)
   
1,338
     
77,189
 
Total Health Care Technology
           
155,838
 
Internet Software & Services - 6.0%
               
Hortonworks, Inc. (a)
   
7,534
     
73,909
 
New Relic, Inc. (a)
   
2,127
     
78,847
 
Total Internet Software & Services
           
152,756
 
IT Services - 18.0%
               
Acxiom Corporation (a)
   
2,624
     
74,705
 
Alliance Data Systems Corporation
   
308
     
76,692
 
Black Knight Financial Services, Inc. (a)
   
1,944
     
74,455
 
CoreLogic, Inc. (a)
   
1,910
     
77,776
 
International Business Machines Corporation ^
   
416
     
72,442
 
Teradata Corporation (a) ^
   
2,406
     
74,875
 
Total IT Services
           
450,945
 
Professional Services - 8.8%
               
Dun & Bradstreet Corporation
   
710
     
76,638
 
Nielsen Holdings PLC ^
   
1,687
     
69,690
 
Verisk Analytics, Inc. (a)
   
903
     
73,269
 
 
The accompanying notes are an integral part of these financial statement.
32

PureFunds™ ETFs
 
PureFundsTM ISE Big Data ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

 
   
Shares
   
Market Value
 
Total Professional Services
       
$
219,597
 
Software - 40.9%
             
ANSYS, Inc. (a)
   
701
     
74,916
 
Blackbaud, Inc.
   
1,046
     
80,197
 
Fair Isaac Corporation
   
575
     
74,146
 
Guidewire Software, Inc. (a)
   
1,370
     
77,172
 
HubSpot, Inc. (a)
   
1,257
     
76,111
 
MicroStrategy, Inc. (a)
   
390
     
73,242
 
Oracle Corporation ^
   
1,757
     
78,380
 
PROS Holdings, Inc. (a)
   
2,861
     
69,208
 
Rubicon Project, Inc. (a)
   
7,341
     
43,238
 
Splunk, Inc. (a) ^
   
1,212
     
75,495
 
Tableau Software, Inc. (a)
   
1,419
     
70,311
 
Varonis Systems, Inc. (a)
   
2,733
     
86,910
 
Verint Systems, Inc. (a)
   
1,983
     
86,013
 
Workiva, Inc. (a)
   
3,852
     
60,284
 
Total Software
           
1,025,623
 
Technology Hardware, Storage & Peripherals - 3.1%
               
Hewlett Packard Enterprise Co.
   
3,281
     
77,760
 
Total United States
           
2,151,946
 
                 
TOTAL COMMON STOCKS (Cost $2,428,144)
           
2,503,149
 
                 
SHORT-TERM INVESTMENTS - 0.3%
               
Money Market Funds - 0.3%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional  Class, 0.59% (b)
   
7,400
     
7,400
 
TOTAL SHORT-TERM INVESTMENTS (Cost $7,400)
           
7,400
 
                 
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 13.9%
               
Investment Companies - 13.9%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
347,708
     
347,708
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $347,708)
           
347,708
 
                 
Total Investments (Cost $2,783,252) - 114.0%
           
2,858,257
 
Liabilities in Excess of Other Assets - (14.0)%
           
(349,043)
 
TOTAL NET ASSETS - 100.0%
         
$
2,509,214
 
 
The accompanying notes are an integral part of these financial statement.
33

PureFunds™ ETFs
 
PureFundsTM ISE Big Data ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 

Percentages are stated as a percent of net assets.
 
ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $347,708 as of March 31, 2017.
 ^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $339,792.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statement.
34

PureFunds™ ETFs
 
PureFundsTM ISE Mobile Payments ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)

 
   
Shares
   
Market Value
 
COMMON STOCKS - 100.0%
           
Cyprus - 0.5%
           
IT Services - 0.5%
           
QIWI PLC - ADR ^
   
23,537
   
$
403,660
 
                 
France - 3.4%
               
Electronic Equipment, Instruments & Components - 3.4%
               
Ingenico Group SA
   
31,274
     
2,951,309
 
                 
Germany - 4.1%
               
IT Services - 4.1%
               
Wirecard AG ^
   
64,533
     
3,573,004
 
                 
Hong Kong - 0.1%
               
Electronic Equipment, Instruments & Components - 0.1%
               
PAX Global Technologies Ltd.
   
153,535
     
97,991
 
                 
Puerto Rico - 1.2%
               
IT Services - 1.2%
               
EVERTEC, Inc.
   
68,240
     
1,085,016
 
                 
United Kingdom - 6.2%
               
Commercial Services & Supplies - 1.1%
               
PayPoint PLC
   
78,208
     
1,004,363
 
IT Services - 5.1%
               
Worldpay Group PLC
   
1,210,433
     
4,479,884
 
Total United Kingdom
           
5,484,247
 
                 
United States - 84.5%
               
Consumer Finance - 12.5%
               
American Express Co.
   
61,549
     
4,869,142
 
Discover Financial Services
   
64,649
     
4,421,345
 
Green Dot Corporation (a)
   
50,437
     
1,682,578
 
Total Consumer Finance
           
10,973,065
 
Electronic Equipment, Instruments & Components - 2.0%
               
VeriFone Systems, Inc. (a) ^
   
96,343
     
1,804,504
 
Internet Software & Services - 1.5%
               
Q2 Holdings, Inc. (a)
   
37,117
     
1,293,527
 
IT Services - 62.8%
               
Blackhawk Network Holdings, Inc. (a)
   
45,062
     
1,829,517
 
Euronet Worldwide, Inc. (a)
   
28,025
     
2,396,698
 
Fidelity National Information Services, Inc.
   
53,907
     
4,292,075
 
First Data Corporation (a)
   
193,849
     
3,004,660
 
Fiserv, Inc. (a) ^
   
37,006
     
4,267,162
 
FleetCor Technologies, Inc. (a)
   
24,154
     
3,657,640
 
Global Payments, Inc. ^
   
49,468
     
3,991,078
 
 
The accompanying notes are an integral part of these financial statement.
35

PureFunds™ ETFs
 
PureFundsTM ISE Mobile Payments ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

             
   
Shares
   
Market Value
 
MasterCard, Inc.
   
46,098
   
$
5,184,642
 
MoneyGram International, Inc. (a)
   
40,208
     
675,896
 
Net 1 UEPS Technologies, Inc. (a)
   
49,404
     
604,211
 
PayPal Holdings, Inc. (a) ^
   
113,412
     
4,878,984
 
Square, Inc. (a)
   
123,292
     
2,130,486
 
Total System Services, Inc.
   
66,329
     
3,545,948
 
Vantiv, Inc. (a) ^
   
57,785
     
3,705,174
 
Visa, Inc. ^
   
59,770
     
5,311,760
 
Western Union Co. ^
   
176,663
     
3,595,092
 
WEX, Inc. (a)
   
22,150
     
2,292,524
 
Total IT Services
           
55,363,547
 
Software - 2.3%
               
ACI Worldwide, Inc. (a) ^
   
93,363
     
1,997,035
 
Technology Hardware, Storage & Peripherals - 3.4%
               
CPI Card Group, Inc.
   
41,018
     
172,276
 
NCR Corporation (a)
   
61,928
     
2,828,871
 
Total Technology Hardware, Storage & Peripherals
           
3,001,147
 
Total United States
           
74,432,825
 
                 
TOTAL COMMON STOCKS (Cost $81,775,604) SHORT-TERM INVESTMENTS - 0.0%
           
88,028,052
 
Money Market Funds - 0.0%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
29,225
     
29,225
 
TOTAL SHORT-TERM INVESTMENTS (Cost $29,225)
           
29,225
 
                 
INVESTMENTS PURCHASED WITH SECURITIES
               
LENDING COLLATERAL - 30.5%
               
Investment Companies - 30.5%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
26,825,845
     
26,825,845
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES
               
LENDING COLLATERAL (Cost $26,825,845)
           
26,825,845
 
                 
Total Investments (Cost $108,630,674) - 130.5%
           
114,883,122
 
Liabilities in Excess of Other Assets - (30.5)%
           
(26,782,163)
 
TOTAL NET ASSETS - 100.0%
         
$
88,100,959
 
 
Percentages are stated as a percent of net assets.
 
ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $26,825,845 as of March 31, 2017.
 
^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $26,047,739.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statement.
36

 
PureFunds™ ETFs
 
PureFundsTM Drone Economy Strategy ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)
 
   
Shares
   
Market Value
 
COMMON STOCKS - 99.6%
           
Cayman Islands - 3.9%
           
Semiconductors & Semiconductor Equipment - 3.9%
           
Ambarella, Inc. (a)
   
7,728
   
$
422,799
 
                 
France - 13.9%
               
Aerospace & Defense - 4.1%
               
Dassault Aviation SA
   
176
     
223,788
 
Thales SA
   
2,472
     
239,083
 
Total Aerospace & Defense
           
462,871
 
Communications Equipment - 9.8%
               
Parrot SA (a)
   
115,273
     
1,094,465
 
Total France
           
1,557,336
 
                 
Germany - 1.6%
               
Industrial Conglomerates - 1.6%
               
Rheinmetall AG
   
2,112
     
177,160
 
                 
Israel - 1.5%
               
Aerospace & Defense - 1.5%
               
Elbit Systems Ltd.
   
1,417
     
162,178
 
                 
Italy - 1.9%
               
Aerospace & Defense - 1.9%
               
Leonardo-finmeccanica Spa
   
15,224
     
215,843
 
                 
Japan - 7.2%
               
Automobiles - 2.7%
               
Fuji Heavy Industries Ltd.
   
4,000
     
146,699
 
Yamaha Motor Co. Ltd.
   
6,400
     
154,122
 
Total Automobiles
           
300,821
 
Electronic Equipment, Instruments & Components - 1.5%
               
Hitachi Ltd.
   
32,000
     
173,179
 
Household Durables - 1.6%
               
Sony Corporation - ADR
   
5,352
     
180,523
 
Technology Hardware, Storage & Peripherals - 1.4%
               
NEC Corp.
   
64,000
     
154,064
 
Total Japan
           
808,587
 
                 
Netherlands - 2.0%
               
Aerospace & Defense - 2.0%
               
Airbus SE
   
2,968
     
225,850
 
                 
Republic of Korea - 1.6%
               
Aerospace & Defense - 1.6%
               
Korea Aerospace Industries Ltd
   
3,472
     
178,831
 

The accompanying notes are an integral part of these financial statement.
 
37

PureFunds™ ETFs
 
PureFundsTM Drone Economy Strategy ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Spain - 1.9%
           
IT Services - 1.9%
           
Indra Sistemas SA (a)
   
17,048
   
$
217,697
 
                 
Sweden - 3.2%
               
Aerospace & Defense - 1.4%
               
Saab AB
   
3,640
     
153,673
 
Electronic Equipment, Instruments & Components - 1.8%
               
Hexagon AB
   
4,984
     
200,235
 
Total Sweden
           
353,908
 
                 
Turkey - 3.4%
               
Aerospace & Defense - 1.8%
               
Aselsan Elektronik Sanayi Ve Ticaret AS
   
43,904
     
205,238
 
Household Durables - 1.6%
               
Vestel Elektronik Sanayi ve Ticaret AS (a)
   
93,632
     
179,048
 
Total Turkey
           
384,286
 
                 
United Kingdom - 5.5%
               
Aerospace & Defense - 5.5%
               
BAE Systems PLC
   
30,136
     
242,591
 
Cobham PLC
   
55,553
     
92,571
 
Meggitt PLC
   
22,376
     
124,839
 
QinetiQ Group PLC
   
45,152
     
157,833
 
Total Aerospace & Defense
           
617,834
 
                 
United States - 52.0%
               
Aerospace & Defense - 34.1%
               
Aerovironment, Inc. (a) ^
   
40,377
     
1,131,768
 
Boeing Co. ^
   
3,000
     
530,581
 
General Dynamics Corp.
   
1,081
     
202,363
 
Kratos Defense & Security Solutions, Inc. (a)
   
28,544
     
222,072
 
L3 Technologies, Inc.
   
1,392
     
230,084
 
Lockheed Martin Corp.
   
721
     
192,940
 
Northrop Grumman Corp.
   
785
     
186,704
 
Orbital ATK, Inc.
   
1,672
     
163,856
 
Raytheon Co.
   
1,184
     
180,560
 
Rockwell Collins, Inc.
   
1,424
     
138,356
 
Teledyne Technologies, Inc. (a)
   
872
     
110,273
 
Textron, Inc.
   
4,368
     
207,873
 
TransDigm Group, Inc.
   
528
     
116,244
 
United Technologies Corp.
   
1,696
     
190,308
 
Total Aerospace & Defense
           
3,803,982
 
Electronic Equipment, Instruments & Components - 6.3%
               
FLIR Systems, Inc.
   
3,208
     
116,386
 
InvenSense, Inc. (a)
   
14,760
     
186,419
 

The accompanying notes are an integral part of these financial statement
 
38

PureFunds™ ETFs
 
PureFundsTM Drone Economy Strategy ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Jabil Circuit, Inc. ^
   
8,304
   
$
240,152
 
Trimble, Inc. (a)
   
5,032
     
161,074
 
Total Electronic Equipment, Instruments & Components
           
704,031
 
Household Durables - 3.5%
               
GoPro, Inc. (a) ^
   
45,345
     
394,502
 
Industrial Conglomerates - 2.1%
               
Honeywell International, Inc.
   
1,872
     
233,757
 
Semiconductors & Semiconductor Equipment - 6.0%
               
Intel Corporation
   
4,584
     
165,345
 
IXYS Corp.
   
12,376
     
180,071
 
NVIDIA Corporation
   
1,784
     
194,331
 
QUALCOMM, Inc.
   
2,368
     
135,780
 
Total Semiconductors & Semiconductor Equipment
           
675,527
 
Total United States
           
5,811,799
 
                 
TOTAL COMMON STOCKS (Cost $10,451,152)
           
11,134,108
 
SHORT-TERM INVESTMENTS - 0.3%
               
Money Market Funds - 0.3%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
38,018
     
38,018
 
TOTAL SHORT-TERM INVESTMENTS (Cost $38,018)
           
38,018
 
                 
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 18.4%
               
Investment Companies - 18.4%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
2,051,849
     
2,051,849
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $2,051,849)
           
2,051,849
 
                 
Total Investments (Cost $12,541,019) - 118.3%
           
13,223,975
 
Other Assets in Excess of Liabilities - (18.3)%
           
(2,039,570
)
TOTAL NET ASSETS - 100.0%
         
$
11,184,405
 
 
Percentages are stated as a percent of net assets.
 
ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $2,051,849 as of March 31, 2017.
 
^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $2,005,701.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statement.
 
39

PureFunds™ ETFs
 
PureFundsTM Video Game Tech ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)
 
   
Shares
   
Market Value
 
COMMON STOCKS - 99.5%
           
Cayman Islands - 7.5%
           
Internet Software & Services - 2.0%
           
NetEase, Inc. - ADR
   
331
   
$
94,004
 
SINA Corporation (a)
   
1,026
     
73,995
 
Total Internet Software & Services
           
167,999
 
Software - 5.5%
               
Changyou.com Ltd. - ADR (a)
   
16,735
     
469,249
 
Total Cayman Islands
           
637,248
 
                 
France - 5.7%
               
Software - 5.7%
               
Ubisoft Entertainment SA (a)
   
11,407
     
487,309
 
                 
Hong Kong - 1.0%
               
Internet Software & Services - 1.0%
               
Tencent Hldgs Ltd
   
3,000
     
86,007
 
                 
Japan - 34.1%
               
Household Durables - 1.5%
               
Sony Corporation - ADR
   
3,827
     
129,085
 
Internet Software & Services - 5.7%
               
DeNa Co. Ltd.
   
3,000
     
60,873
 
Gree, Inc.
   
67,000
     
421,872
 
Total Internet Software & Services
           
482,745
 
Leisure Products - 1.8%
               
Bandai Namco Holdings, Inc.
   
3,000
     
89,733
 
Sega Sammy Holdings, Inc.
   
5,000
     
67,008
 
Total Leisure Products
           
156,741
 
Software - 25.1%
               
Capcom Co. Ltd.
   
18,000
     
351,011
 
GungHo Online Entertainment, Inc.
   
34,800
     
77,521
 
Koei Tecmo Holdings Co. Ltd.
   
4,500
     
85,408
 
Konami Holdings Corporation
   
11,112
     
471,609
 
Nexon Co Ltd
   
26,500
     
421,077
 
Nintendo Co. Ltd.
   
1,500
     
348,087
 
Square Enix Holdings Co. Ltd.
   
13,200
     
373,484
 
Total Software
           
2,128,197
 
Total Japan
           
2,896,768
 
                 
Republic of Korea - 8.1%
               
Software - 8.1%
               
NCSoft Corp.
   
1,820
     
496,378
 
Neowiz Games Corporation (a)
   
18,465
     
194,838
 
Total Software
           
691,216
 

The accompanying notes are an integral part of these financial statement.
 
40

PureFunds™ ETFs
 
PureFundsTM Video Game Tech ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Switzerland - 1.7%
           
Technology Hardware, Storage & Peripherals - 1.7%
           
Logitech International SA
   
4,713
   
$
150,204
 
                 
United States - 41.4%
               
Household Durables - 0.8%
               
Vuzix Corporation (a) ^
   
10,281
     
63,742
 
Leisure Products - 2.5%
               
Hasbro, Inc. ^
   
861
     
85,945
 
JAKKS Pacific, Inc. (a)
   
10,070
     
55,385
 
Mattel, Inc.
   
2,510
     
64,281
 
Total Leisure Products
           
205,611
 
Semiconductors & Semiconductor Equipment - 4.8%
               
Advanced Micro Devices, Inc. (a) ^
   
10,880
     
158,304
 
Intel Corporation
   
3,146
     
113,476
 
NVIDIA Corporation
   
1,225
     
133,439
 
Total Semiconductors & Semiconductor Equipment
           
405,219
 
Software - 27.0%
               
Activision Blizzard, Inc.
   
10,512
     
524,127
 
Electronic Arts, Inc. (a) ^
   
4,911
     
439,633
 
Glu Mobile, Inc. (a)
   
165,266
     
375,154
 
Microsoft Corporation
   
1,815
     
119,536
 
Take-Two Interactive Software, Inc. (a)
   
7,769
     
460,469
 
Zynga, Inc. (a)
   
131,992
     
376,177
 
Total Software
           
2,295,096
 
Specialty Retail - 3.9%
               
GameStop Corporation ^
   
14,862
     
335,138
 
Technology Hardware, Storage & Peripherals - 2.4%
               
Apple, Inc.
   
987
     
141,792
 
Immersion Corporation (a)
   
6,591
     
57,079
 
Total Technology Hardware, Storage & Peripherals
           
198,871
 
Total United States
           
3,503,677
 
                 
TOTAL COMMON STOCKS (Cost $7,191,574)
           
8,452,429
 
SHORT-TERM INVESTMENTS - 0.2%
               
Money Market Funds - 0.2%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
15,121
     
15,121
 
TOTAL SHORT-TERM INVESTMENTS (Cost $15,121)
           
15,121
 
                 
INVESTMENTS PURCHASED WITH SECURITIES
               
LENDING COLLATERAL - 11.8%
               
Investment Companies - 11.8%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
1,002,072
     
1,002,072
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $1,002,072)
           
1,002,072
 

The accompanying notes are an integral part of these financial statement.

41

PureFunds™ ETFs
PureFundsTM Video Game Tech ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

Total Investments (Cost $8,208,767) - 111.5%
 
$
9,469,622
 
Liabilities in Excess of Other Assets - (11.5)%
   
(977,596
)
TOTAL NET ASSETS - 100.0%
 
$
8,492,026
 
 
Percentages are stated as a percent of net assets.          
 
ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $1,002,072 as of March 31, 2017.
 
^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $980,627.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statement.
 
42


PureFunds™ ETFs
 
PureFundsTM Solactive FinTech ETF

Schedule of Investments
March 31, 2017 (Unaudited)

   
Shares
   
Market Value
 
COMMON STOCKS - 99.9%
           
Australia - 3.2%
           
Capital Markets - 3.2%
           
IRESS Ltd.
   
4,547
   
$
40,679
 
                 
Bermuda - 3.2%
               
Professional Services - 3.2%
               
IHS Markit Ltd. (a)
   
967
     
40,566
 
                 
Canada - 3.1%
               
IT Services - 3.1%
               
DH Corporation (a)
   
2,098
     
39,819
 
                 
Denmark - 3.2%
               
Software - 3.2%
               
SimCorp AS
   
676
     
40,714
 
                 
Germany - 3.1%
               
IT Services - 3.1%
               
GFT Technologies SE
   
2,074
     
39,538
 
                 
Jersey - 3.2%
               
Professional Services - 3.2%
               
Experian PLC
   
1,972
     
40,223
 
                 
New Zealand - 3.3%
               
Software - 3.3%
               
Xero Ltd. (a)
   
2,981
     
41,355
 
                 
Switzerland - 3.2%
               
Software - 3.2%
               
Temenos Group AG
   
504
     
40,052
 
                 
United Kingdom - 3.1%
               
Software - 3.1%
               
Fidessa Group PLC
   
1,259
     
39,309
 
                 
United States - 71.3%
               
Consumer Finance - 3.2%
               
LendingClub Corporation (a)
   
7,442
     
40,857
 
Diversified Financial Services - 3.3%
               
On Deck Capital, Inc. (a)
   
8,258
     
41,620
 
Internet Software & Services - 11.8%
               
CoStar Group, Inc. (a)
   
181
     
37,507
 
Envestnet, Inc. (a)
   
1,109
     
35,821
 
Q2 Holdings, Inc. (a)
   
1,114
     
38,823
 

The accompanying notes are an integral part of these financial statement.

43

PureFunds™ ETFs
 
PureFundsTM Solactive FinTech ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Zillow Group, Inc. (a)
   
1,090
   
$
36,700
 
Total Internet Software & Services
           
148,851
 
IT Services - 21.9%
               
Black Knight Financial Services, Inc. (a)
   
1,021
     
39,104
 
Broadridge Financial Solutions, Inc.
   
569
     
38,664
 
CoreLogic, Inc. (a)
   
983
     
40,028
 
DST Systems, Inc.
   
331
     
40,547
 
PayPal Holdings, Inc. (a)
   
930
     
40,009
 
Square, Inc. (a)
   
2,334
     
40,332
 
Syntel, Inc.
   
2,217
     
37,312
 
Total IT Services
           
275,996
 
Professional Services - 6.4%
               
Equifax, Inc.
   
293
     
40,065
 
Verisk Analytics, Inc. (a)
   
494
     
40,083
 
Total Professional Services
           
80,148
 
Software - 24.7%
               
Blackline, Inc. (a)
   
1,432
     
42,617
 
Bottomline Technologies, Inc. (a)
   
1,616
     
38,218
 
Ellie Mae, Inc. (a)
   
401
     
40,208
 
Fair Isaac Corporation
   
302
     
38,943
 
Guidewire Software, Inc. (a)
   
683
     
38,473
 
Intuit, Inc.
   
315
     
36,537
 
Pegasystems, Inc.
   
886
     
38,850
 
SS&C Technologies Holdings, Inc.
   
1,087
     
38,479
 
Total Software
           
312,325
 
Total United States
           
899,797
 
                 
TOTAL COMMON STOCKS (Cost $1,244,113)
           
1,262,052
 
SHORT-TERM INVESTMENTS - 0.2%
               
Money Market Funds - 0.2%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
2,786
     
2,786
 
TOTAL SHORT-TERM INVESTMENTS (Cost $2,786)
           
2,786
 
                 
Total Investments (Cost $1,246,899) - 100.1%
           
1,264,838
 
Liabilities in Excess of Other Assets - (0.1)%
           
(659
)
TOTAL NET ASSETS - 100.0%
         
$
1,264,181
 
 
Percentages are stated as a percent of net assets.
 
(a) Non-income producing security.
(b) The rate quoted is the annualized seven-day yield at March 31, 2017. 

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.

The accompanying notes are an integral part of these financial statement.

44

PureFunds™ ETFs

PureFundsTM ETFx HealthTech ETF

Schedule of Investments
March 31, 2017 (Unaudited)

   
Shares
   
Market Value
 
             
COMMON STOCKS - 95.9%
           
Denmark - 2.0%
           
Health Care Equipment & Supplies - 2.0%
           
William Demant Holding AS (a)
   
1,220
   
$
25,490
 
                 
Germany - 4.5%
               
Health Care Equipment & Supplies - 2.0%
               
Carl Zeiss Meditec AG
   
595
     
25,377
 
Health Care Technology - 2.5%
               
CompuGroup Medical SE
   
738
     
32,846
 
Total Germany
           
58,223
 
                 
Hong Kong - 2.4%
               
Health Care Technology - 2.4%
               
Alibaba Health Information Technology Ltd. (a)
   
70,600
     
31,796
 
                 
Japan - 9.5%
               
Health Care Equipment & Supplies - 9.5%
               
Asahi Intecc Co Ltd.
   
600
     
24,980
 
CYBERDYNE, Inc.
   
1,700
     
24,401
 
Nihon Kohden Corporation
   
1,100
     
24,593
 
Sysmex Corporation
   
400
     
24,252
 
Terumo Corporation
   
700
     
24,302
 
Total Health Care Equipment & Supplies
           
122,528
 
                 
Netherlands - 3.9%
               
Health Care Equipment & Supplies - 2.0%
               
Wright Medical Group NV (a) ^
   
845
     
26,296
 
Life Sciences Tools & Services - 1.9%
               
QIAGEN NV
   
863
     
25,001
 
Total Netherlands
           
51,297
 
                 
New Zealand - 2.0%
               
Health Care Equipment & Supplies - 2.0%
               
Fisher & Paykel Healthcare Corporation Ltd.
   
3,749
     
25,492
 
                 
Spain - 1.9%
               
Biotechnology - 1.9%
               
Grifols SA
   
1,030
     
25,262
 
                 
Sweden - 4.0%
               
Health Care Equipment & Supplies - 4.0%
               
Elekta AB
   
2,612
     
25,550
 
Getinge AB
   
1,450
     
25,438
 
Total Health Care Equipment & Supplies
           
50,988
 

The accompanying notes are an integral part of these financial statement.

45

PureFunds™ ETFs
 
PureFundsTM ETFx HealthTech ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Switzerland - 8.0%
           
Health Care Equipment & Supplies - 6.0%
           
Sonova Holding AG
   
188
   
$
26,070
 
Straumann Holding AG
   
56
     
25,983
 
Ypsomed Holding AG
   
134
     
25,485
 
Total Health Care Equipment & Supplies
           
77,538
 
Life Sciences Tools & Services - 2.0%
               
Tecan Group AG
   
164
     
26,213
 
Total Switzerland
           
103,751
 
                 
United Kingdom - 4.0%
               
Health Care Equipment & Supplies - 2.0%
               
ConvaTec Group PLC (a)
   
7,731
     
27,024
 
Life Sciences Tools & Services - 2.0%
               
ICON PLC (a)
   
318
     
25,351
 
Total United Kingdom
           
52,375
 
                 
United States - 53.7%
               
Health Care Equipment & Supplies - 25.5%
               
ABIOMED, Inc. (a) ^
   
200
     
25,040
 
Becton Dickinson and Co.
   
137
     
25,131
 
CONMED Corporation
   
602
     
26,735
 
Edwards Lifesciences Corporation (a)
   
269
     
25,305
 
ICU Medical, Inc. (a)
   
162
     
24,737
 
Intuitive Surgical, Inc. (a) ^
   
34
     
26,060
 
Merit Medical Systems, Inc. (a)
   
879
     
25,403
 
Neogen Corp. (a)
   
385
     
25,237
 
Nevro Corp. (a)
   
271
     
25,393
 
NuVasive, Inc. (a)
   
335
     
25,018
 
ResMed, Inc.
   
360
     
25,909
 
Varex Imaging Corp. (a)
   
818
     
27,484
 
Varian Medical Systems, Inc. (a)
   
281
     
25,608
 
Total Health Care Equipment & Supplies
           
333,060
 
Health Care Providers & Services - 2.4%
               
Teladoc, Inc. (a) ^
   
1,258
     
31,450
 
Health Care Technology - 17.8%
               
Allscripts Healthcare Solutions, Inc. (a) ^
   
2,516
     
31,903
 
athenahealth, Inc. (a)
   
289
     
32,567
 
Cerner Corporation (a)
   
544
     
32,014
 
Evolent Health, Inc. (a)
   
1,514
     
33,762
 
Inovalon Holdings, Inc. (a)
   
2,660
     
33,516
 
Medidata Solutions, Inc. (a)
   
572
     
32,999
 
Veeva Systems, Inc. (a)
   
631
     
32,358
 
Total Health Care Technology
           
229,119
 
Life Sciences Tools & Services - 8.0%
               
Cambrex Corp. (a)
   
496
     
27,304
 

The accompanying notes are an integral part of these financial statement.

46

PureFunds™ ETFs
 
PureFundsTM ETFx HealthTech ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
INC Research Holdings, Inc. (a)
   
576
   
$
26,410
 
VWR Corp. (a)
   
908
     
25,606
 
Waters Corporation (a)
   
161
     
25,166
 
Total Life Sciences Tools & Services
           
104,486
 
Total United States
           
698,115
 
                 
PREFERRED STOCKS - 2.0%
               
Germany - 2.0%
               
Health Care Equipment & Supplies - 2.0%
               
Sartorius AG
   
301
     
26,411
 
TOTAL COMMON STOCKS (Cost $1,234,251)
           
1,271,728
 
SHORT-TERM INVESTMENTS - 0.3%
               
Money Market Funds - 0.3%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
4,549
     
4,549
 
TOTAL SHORT-TERM INVESTMENTS (Cost $4,549)
           
4,549
 
                 
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 10.0%
               
LENDING COLLATERAL - 10.0%
               
Investment Companies - 10.0%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
130,633
     
130,633
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $130,633)
           
130,633
 
                 
Total Investments (Cost $1,369,433) - 108.2%
           
1,406,910
 
Liabilities in Excess of Other Assets - (8.2)%
           
(107,054
)
TOTAL NET ASSETS - 100.0%
         
$
1,299,856
 

Percentages are stated as a percent of net assets.

ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $130,633 as of March 31, 2017.

^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $127,376.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.

The accompanying notes are an integral part of these financial statement.

47

PureFunds™ ETFs

STATEMENTS OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited)

                   
   
PureFundsTM
ISE Junior
Silver
(Small Cap
Miners/
Explorers)
ETF
   
PureFundsTM
ISE Cyber
Security ETF
   
PureFundsT
M ISE Big
Data ETF
 
ASSETS
                 
Investments in securities, at fair value*
 
$
67,383,915
   
$
1,246,014,493
   
$
2,858,257
 
Cash
   
     
     
 
Foreign currency
   
359
     
     
 
Dividends and interest receivable
   
24
     
205,408
     
288
 
Securities lending income receivable
   
     
45,012
     
129
 
Receivable for investments sold
   
1,965,378
     
     
 
Total Assets
   
69,349,676
     
1,246,264,913
     
2,858,674
 
                         
LIABILITIES
                       
Collateral received for securities loaned (Note 7)
 
$
   
$
275,119,283
   
$
347,708
 
Payable for investments purchased
   
2,603,686
     
     
 
Payable for fund shares redeemed
   
     
     
 
Management fees payable
   
38,690
     
605,382
     
1,752
 
Total Liabilities
   
2,642,376
     
275,724,665
     
349,460
 
Net Assets
 
$
66,707,300
   
$
970,540,248
   
$
2,509,214
 
                         
NET ASSETS CONSIST OF:
                       
Paid-in Capital
 
$
85,321,972
   
$
1,077,398,338
   
$
2,496,104
 
Undistributed (accumulated) net investment income (loss)
   
(536,417
)
   
(204,755
)
   
(2,285
)
Accumulated net realized gain (loss) on investments
   
(7,615,266
)
   
(121,000,611
)
   
(59,610
)
Net unrealized appreciation (depreciation) on:
                       
Investments in securities
   
(10,462,923
)
   
14,332,127
     
75,005
 
Foreign currency and translation of other assets and liabilities in foreign currency
   
(66
)
   
15,149
     
 
Net Assets
 
$
66,707,300
   
$
970,540,248
   
$
2,509,214
 
                         
*Identified Cost:
                       
                         
Investments in unaffiliated securities
 
$
77,846,838
   
$
1,231,682,366
   
$
2,783,252
 
Foreign currency
   
     
     
 
                         
Shares Outstanding^
   
5,150,000
     
32,900,000
     
100,000
 
                         
Net Asset Value, Offering and Redemption Price per Share
 
$
12.95
   
$
29.50
   
$
25.09
 

^
No par value, unlimited number of shares authorized

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

48

PureFunds™ ETFs
 
STATEMENTS OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited) (Continued)

 
 
PureFundsTM ISE
Mobile Payments
ETF
   
PureFundsTM Drone
Economy Strategy
ETF
   
PureFundsTM Video
Game Tech ETF
   
PureFundsTM Solative
FinTech ETF
   
PureFundsTM ETFx
HealthTech ETF
 
 
$
114,883,122
   
$
13,223,975
   
$
9,469,622
   
$
1,264,838
   
$
1,406,910
 
   
13
     
     
     
     
 
   
866
     
     
     
     
 
   
18,259
     
11,491
     
27,708
     
1,464
     
1,696
 
   
5,285
     
7,415
     
2,122
     
45
     
135
 
   
71,655
     
     
     
1,259,656
     
553,637
 
   
114,979,200
     
13,242,881
     
9,499,452
     
2,526,003
     
1,962,378
 
                                       
 
$
26,825,845
   
$
2,051,849
   
$
1,002,072
   
$
   
$
130,633
 
   
1,208
     
     
     
     
531,080
 
   
     
     
     
1,260,345
     
 
   
51,188
     
6,627
     
5,354
     
1,477
     
809
 
   
26,878,241
     
2,058,476
     
1,007,426
     
1,261,822
     
662,522
 
 
$
88,100,959
   
$
11,184,405
   
$
8,492,026
   
$
1,264,181
   
$
1,299,856
 
                                       
                                       
 
$
81,334,051
   
$
10,334,201
   
$
7,166,406
   
$
1,239,370
   
$
1,331,370
 
   
21,368
     
36,678
     
(10,194
)
   
310
     
(1,713
)
   
493,135
     
130,474
     
74,599
     
6,571
     
(66,990
)
                                       
   
6,252,448
     
682,956
     
1,260,855
     
17,939
     
37,477
 
                                       
   
(43
)
   
96
     
360
     
(9
)
   
(288
)
 
$
88,100,959
   
$
11,184,405
   
$
8,492,026
   
$
1,264,181
   
$
1,299,856
 
                                       
 
$
108,630,674
   
$
12,541,019
   
$
8,208,767
   
$
1,246,899
   
$
1,369,433
 
   
872
     
     
     
2,786
     
 
                                       
   
3,150,000
     
400,000
     
250,000
     
50,000
     
50,000
 
                                       
 
$
27.97
   
$
27.96
   
$
33.97
   
$
25.28
   
$
26.00
 

^
No par value, unlimited number of shares authorized.

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

49

 
 
PureFunds™ ETFs

STATEMENTS OF OPERATIONS
For the six months ended March 31, 2017 (Unaudited)

   
PureFundsTM
ISE Junior
Silver
(Small Cap
Miners/
Explorers)
ETF
   
PureFundsTM
ISE Cyber
Security ETF
   
PureFundsTM
ISE Big Data
ETF
 
INVESTMENT INCOME
                 
Income:
                 
Dividends from unaffiliated securities (net of foreign withholdings tax of $10,806, $142,477, $170, $0, $1,427, $3,327, $484, $264)
 
$
61,081
   
$
3,117,142
   
$
5,683
 
                         
Interest
   
28
     
1,100
     
3
 
Securities lending income
   
     
312,995
     
932
 
Total Investment Income
   
61,109
     
3,431,237
     
6,618
 
                         
Expenses:
                       
Management fees
   
218,420
     
3,082,360
     
7,829
 
Total Expenses
   
218,420
     
3,082,360
     
7,829
 
Net Investment Income (Loss)
   
(157,311)
 
   
348,877
     
(1,211)
 
                         
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS
                       
Net Realized Gain (Loss) on:
                       
Investments
   
(4,722,041)
 
   
(14,853,491)
 
   
10,363
 
In-Kind redemptions
   
2,098,187
     
10,357,886
     
 
Foreign currency and foreign currency translation
   
(13,298
)
   
(156,424)
 
   
(157)
 
Net Realized Gain (Loss) on Investments and In-Kind redemptions
   
(2,637,152
)
   
(4,652,029)
 
   
10,206
 
Net Change in Unrealized Appreciation of:
                       
Investments
   
(12,264,718)
 
   
56,348,367
     
58,869
 
Foreign currency and foreign currency translation
   
2,941
     
5,885
     
 
Net change in Unrealized Appreciation of Investments
   
(12,261,777)
 
   
56,354,252
     
58,869
 
Net Realized and Unrealized Gain (Loss) on Investments
   
(14,898,929)
 
   
51,702,223
     
69,075
 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
 
$
(15,056,240)
 
 
$
52,051,100
   
$
67,864
 

The accompanying notes are an integral part of these financial statements.
50

PureFunds™ ETFs

STATEMENTS OF OPERATIONS
For the six months ended March 31, 2017 (Unaudited) (Continued)

 
PureFundsTM ISE
Mobile Payments
ETF
 
PureFundsTM Drone
Economy Strategy
ETF
   
PureFundsTM Video
Game Tech ETF
   
PureFundsTM
Solactive FinTech
ETF
   
PureFundsTM ETFx
HealthTech ETF
 
                           
196,678
 
$
41,930
   
$
54,221
   
$
36,085
   
$
4,745
 
 
92
   
14
     
3
     
2
     
2
 
 
26,923
   
29,665
     
3,991
     
148
     
273
 
 
223,693
   
71,609
     
58,215
     
36,235
     
5,020
 
                                   
 
180,090
   
31,185
     
29,501
     
8,205
     
6,733
 
 
180,090
   
31,185
     
29,501
     
8,205
     
6,733
 
 
43,603
   
40,424
     
28,714
     
28,030
     
(1,713)
 
                                   
                                   
 
(464,453)
   
144,655
     
76,662
     
(84,046)
 
   
12,647
 
 
1,113,385
   
     
     
93,394
     
(79,057)
 
 
(4,305)
   
(2,740)
 
   
(2,038)
 
   
(1,499)
 
   
(528)
 
 
644,627
   
141,915
     
74,624
     
7,849
     
(66,938)
 
                                   
 
6,067,780
   
385,904
     
314,650
     
11,710
     
(1,439)
 
 
(26)
   
160
     
409
     
(10)
 
   
53
 
 
6,067,754
   
386,064
     
315,059
     
11,700
     
(1,386)
 
 
6,712,381
   
527,979
     
389,683
     
19,549
     
(68,324)
 
                                   
$ 
6,755,984
 
$
568,403
   
$
418,397
   
$
47,579
   
$
(70,037)
 
 
The accompanying notes are an integral part of these financial statements.
51

PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF

STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
 
OPERATIONS
           
Net investment loss
 
$
(157,311
)
 
$
(134,867
)
Net realized gain (loss) on investments and In-Kind Redemptions
   
(2,637,152
)
   
7,115,839
 
Net change in unrealized appreciation (depreciation) of investments
   
(12,261,777
)
   
4,713,347
 
Net increase (decrease) in net assets resulting from operations
   
(15,056,240
)
   
11,694,319
 
DISTRIBUTIONS TO SHAREHOLDERS                  
From net investment income
   
(258,169
)
   
(87,131
)
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
4,956,675
     
62,026,105
 
Net increase (decrease) in net assets
 
$
(10,357,734
)
 
$
73,633,293
 
NET ASSETS
               
Beginning of Period
   
77,065,034
     
3,431,741
 
End of Period
 
$
66,707,300
   
$
77,065,034
 
Accumulated net investment loss
 
$
(536,417
)
 
$
(120,937
)

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited)
   
Year Ended
September 30, 2016 
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
1,250,000
   
$
18,454,695
     
5,400,000
   
$
79,061,830
 
Shares Redeemed
   
(1,050,000
)
   
(13,498,020
)
   
(1,100,000
)
   
(17,035,725
)
     
200,000
   
$
4,956,675
     
4,300,000
   
$
62,026,105
 
Beginning Shares
   
4,950,000
             
650,000
         
Ending Shares
   
5,150,000
             
4,950,000
         

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

52

PureFunds™ ISE Cyber Security ETF

STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
 
OPERATIONS
           
Net investment income (loss)
 
$
348,877
   
$
10,006,317
 
Net realized gain (loss) on investments and In-Kind Redemptions
   
(4,652,029
)
   
(123,324,117
)
Net change in unrealized appreciation (depreciation) of investments
   
56,354,252
     
170,473,814
 
Net increase in net assets resulting from operations
   
52,051,100
     
57,156,014
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(3,740,625
)
   
(5,498,499
)
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
118,432,850
     
(306,990,660
)
Transaction fees (See Note 1)
   
2,999
     
2,025
 
Net increase (decrease) in net assets from capital share transactions
   
118,435,849
     
(306,988,635
)
Total increase (decrease) in net assets
 
$
166,746,324
   
$
(255,331,120
)
                 
NET ASSETS
               
Beginning of Period
   
803,793,924
     
1,059,125,044
 
End of Period
 
$
970,540,248
    $
803,793,924
 
Undistributed net investment income (accumulated loss)
 
$
(204,755
)
 
$
3,186,993
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited) 
   
Year Ended
September 30, 2016 
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
5,900,000
   
$
166,905,295
     
2,200,000
   
$
57,823,125
 
Transaction Fees
   
     
2,999
     
     
2,025
 
Shares Redeemed
   
(1,800,000
)
   
(48,472,445
)
   
(15,300,000
)
   
(364,813,785
)
     
4,100,000
   
$
118,435,849
     
(13,100,000
)
 
$
(306,988,635
)
Beginning Shares
   
28,800,000
             
41,900,000
         
Ending Shares
   
32,900,000
             
28,800,000
         

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

53

PureFunds™ ISE Big Data ETF

STATEMENTs OF CHANGES IN NET ASSETS
 
   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
 
OPERATIONS
           
Net investment loss
 
$
(1,211
)
 
$
(1,536
)
Net realized gain (loss) on investments and In-Kind Redemptions
   
10,206
     
(204,988
)
Net change in unrealized appreciation of investments
   
58,869
     
268,077
 
Net increase in net assets resulting from operations
   
67,864
     
61,553
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
     
 
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
1,200,425
     
(1,048,315
)
Net increase (decrease) in net assets
 
$
1,268,289
   
$
(986,762
)
                 
NET ASSETS
               
Beginning of Period
   
1,240,925
     
2,227,687
 
End of Period
 
$
2,509,214
   
$
1,240,925
 
Accumulated net investment loss
 
$
(2,285
)
 
$
(1,074
)

(a) Summary of share transactions is as follows:
 
Six Months Ended
March 31, 2017 (Unaudited)
   
Year Ended
September 30, 2016 
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
50,000
   
$
1,200,425
     
   
$
 
Transaction Fees
   
     
     
     
 
Shares Redeemed
   
     
     
(50,000
)
   
(1,048,315
)
     
50,000
   
$
1,200,425
     
(50,000
)
 
$
(1,048,315
)
Beginning Shares
   
50,000
             
100,000
         
Ending Shares
   
100,000
             
50,000
         

The accompanying notes are an integral part of these financial statements.
54

PureFunds™ ISE Mobile Payments ETF
 
STATEMENT OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
 
OPERATIONS
           
Net investment income
 
$
43,603
   
$
50,012
 
Net realized gain on investments and In-Kind Redemptions
   
644,627
     
13,529
 
Net change in unrealized appreciation of investments
   
6,067,754
     
385,037
 
Net increase in net assets resulting from operations
   
6,755,984
     
448,578
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(31,641
)
   
(40,000
)
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
72,642,165
     
3,618,915
 
Transaction fees (See Note 1)
   
21
     
 
Net increase in net assets from capital share transactions
   
72,642,186
     
3,618,915
 
Total increase in net assets
 
$
79,366,529
   
$
4,027,493
 
                 
NET ASSETS
               
Beginning of Period
   
8,734,430
     
4,706,937
 
End of Period
 
$
88,100,959
   
$
8,734,430
 
Undistributed net investment income
 
$
21,368
   
$
9,406
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited)
 
Year Ended
September 30, 2016
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
2,950,000
   
$
76,874,490
     
200,000
   
$
4,842,235
 
Transaction Fees
   
     
21
     
     
 
Shares Redeemed
   
(150,000
)
   
(4,232,325
)
   
(5,000
)
   
(1,223,320
)
     
2,800,000
   
$
72,642,186
     
150,000
   
$
3,618,915
 
Beginning Shares
   
350,000
             
200,000
         
Ending Shares
   
3,150,000
             
350,000
         

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

55

PureFunds™ Drone Economy Strategy ETF
 
STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,
2016*
 
OPERATIONS
           
Net investment income (loss)
 
$
40,424
   
$
14,519
 
Net realized gain (loss) on investments and In-Kind Redemptions
   
141,915
     
14,147
 
Net change in unrealized appreciation (depreciation) of investments
   
386,064
     
296,988
 
Net increase in net assets resulting from operations
   
568,403
     
325,654
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(11,055
)
   
(4,000
)
From net realized gain
   
(28,851
)
   
 
Total Distributions to Shareholders
   
(39,906
)
   
(4,000
)
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
3,969,360
     
6,364,770
 
Transaction Fees (Note 1)
   
71
     
53
 
Net increase in net assets from capital share transactions
   
3,969,431
     
6,364,823
 
Total increase in net assets
 
$
4,497,928
   
$
6,686,477
 
                 
NET ASSETS
               
Beginning of Period
   
6,686,477
     
 
End of Period
 
$
11,184,405
   
$
6,686,477
 
Undistributed net investment income
 
$
36,678
   
$
7,309
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited) 
   
Period Ended
September 30, 2016* 
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
150,000
   
$
3,969,360
     
250,000
   
$
6,364,770
 
Transaction Fees
   
     
71
     
     
53
 
Shares Redeemed
   
     
     
     
 
     
150,000
   
$
3,969,431
     
250,000
   
$
6,364,823
 
Beginning Shares
   
250,000
             
         
Ending Shares
   
400,000
             
250,000
         
 
*Fund commenced operations on March 8, 2016. The information presented is for the period from March 8, 2016 to September 30, 2016.

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

56

PureFunds™ Video Game Tech ETF
 
STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,
2016*
 
OPERATIONS
           
Net investment income (loss)
 
$
28,714
   
$
9,076
 
Net realized gain (loss) on investments and In-Kind Redemptions
   
74,624
     
94,118
 
Net change in unrealized appreciation (depreciation) of investments
   
315,059
     
946,156
 
Net increase in net assets resulting from operations
   
418,397
     
1,049,350
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(45,780
)
   
 
From net realized gain
   
(96,540
)
   
 
Total Distributions to Shareholders
   
(142,320
)
   
 
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
1,634,950
     
5,531,370
 
Transaction Fees (Note 1)
   
86
     
193
 
Net increase in net assets from capital share transactions
   
1,635,036
     
5,531,563
 
Net increase in net assets
 
$
1,911,113
   
$
6,580,913
 
                 
NET ASSETS
               
Beginning of Period
   
6,580,913
     
 
End of Period
 
$
8,492,026
   
$
6,580,913
 
Undistributed net investment income (loss)
 
$
(10,194
)
 
$
6,872
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited)
   
Period Ended
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
50,000
   
$
1,634,950
     
200,000
   
$
5,531,370
 
Transaction Fees
   
     
86
     
     
193
 
Shares Redeemed
   
     
     
     
 
     
50,000
   
$
1,635,036
     
200,000
   
$
5,531,563
 
Beginning Shares
   
200,000
             
         
Ending Shares
   
250,000
             
200,000
         

*Fund commenced operations on March 8, 2016. The information presented is for the period from March 8, 2016 to September 30, 2016.

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

57

PureFunds™ Solactive FinTech ETF

STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,
2016*
 
OPERATIONS
           
Net investment income
 
$
28,030
   
$
585
 
Net realized gain on investments and In-Kind Redemptions
   
7,849
     
1,940
 
Net change in unrealized appreciation of investments
   
11,700
     
6,230
 
Net increase in net assets resulting from operations
   
47,579
     
8,755
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(27,720
)
   
 
From net realized gain
   
(3,803
)
   
 
Total Distributions to Shareholders
   
(31,523
)
   
 
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
(1,260,630
)
   
2,500,000
 
Net increase (decrease) in net assets
 
$
(1,244,574
)
 
$
2,508,755
 
                 
NET ASSETS
               
Beginning of Period
   
2,508,755
     
 
End of Period
 
$
1,264,181
   
$
2,508,755
 
Undistributed net investment income
 
$
310
   
$
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited)
   
Period Ended
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
50,000
   
$
1,271,870
     
100,000
   
$
2,500,000
 
Transaction Fees
   
     
     
     
 
Shares Redeemed
   
(100,000
)
   
(2,532,500
)
   
     
 
     
(50,000
)
 
$
(1,260,630
)
   
100,000
   
$
2,500,000
 
Beginning Shares
   
100,000
             
         
Ending Shares
   
50,000
             
100,000
         

* Fund commenced operations on August 30, 2016. The information presented is for the period from August 30, 2016 to September 30, 2016.

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

58

PureFunds™ ETFx HealthTech ETF

STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,
2016*
 
OPERATIONS
           
Net investment income (loss)
 
$
(1,713
)
 
$
583
 
Net realized gain (loss) on investments and In-Kind Redemptions
   
(66,938
)
   
6,867
 
Net change in unrealized appreciation (depreciation) of investments
   
(1,386
)
   
38,575
 
Net increase (decrease) in net assets resulting from operations
   
(70,037
)
   
46,025
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(593
)
   
 
From net realized gain
   
(6,909
)
   
 
Total Distributions to Shareholders
   
(7,502
)
   
 
CAPITAL SHARE TRANSACTIONS
               
Net increase (decrease) in net assets derived from net change in outstanding shares (a)
   
(1,168,630
)
   
2,500,000
 
Net increase (decrease) in net assets
 
$
(1,246,169
)
 
$
2,546,025
 
                 
NET ASSETS
               
Beginning of Period
   
2,546,025
     
 
End of Period
 
$
1,299,856
   
$
2,546,025
 
Undistributed net investment income (loss)
 
$
(1,713
)
 
$
593
 

(a) Summary of share transactions is as follows:
   
Six Months Ended
March 31, 2017 (Unaudited)
 
Period Ended
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
   
$
     
100,000
   
$
2,500,000
 
Transaction Fees
   
     
     
     
 
Shares Redeemed
   
(50,000
)
   
(1,168,630
)
   
     
 
     
(50,000
)
 
(1,168,630
)
   
100,000
   
$
2,500,000
 
Beginning Shares
   
100,000
             
         
Ending Shares
   
50,000
             
100,000
         
 
*Fund commenced operations on August 30, 2016. The information presented is for the period from August 30, 2016 to September 30, 2016.

The accompanying notes are an integral part of these financial statements.
59

 
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

                     
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
   
Year Ended
September 30,
2015
   
Year Ended
September 30,
2014
   
Period Ended
September 30,
20131
 
                                         
Net Asset Value, Beginning of Period
 
$
15.57
   
$
5.28
 
$
10.00
   
$
11.71
   
$
20.00
 
Income (Loss) from Investment Operations:
                                       
Net investment income loss2
   
(0.03)
     
(0.06)
     
(0.03)
     
(0.06)
     
(0.02)
 
Net realized and unrealized gain (loss) on investments
   
(2.53)
     
10.47
     
(4.69)
     
(1.64)
     
(8.27)
 
Total from investment operations
   
(2.56)
     
10.41
     
(4.72)
     
(1.70)
     
(8.29)
 
Less Distributions:
                                       
Distributions from net investment income
   
(0.06)
     
(0.12)
     
     
(0.01)
     
 
Total distributions
   
(0.06)
     
(0.12)
     
     
(0.01)
     
 
Net asset value, end of period
 
$
12.95
   
$
15.57
   
$
5.28
   
$
10.00
   
$
11.71
 
Total Return
   
-16.37%
     
201.99%
     
-47.20%
     
-14.52%
     
-41.45%
3
                                         
Ratios/Supplemental Data:
                                       
Net assets at end of period (000’s)
 
$
66,707
   
$
77,065
   
$
3,432
   
$
6,997
   
$
1,757
 
                                         
Expenses to Average Net Assets
   
0.69%
     
0.69%
     
0.69%
     
0.69%
     
0.69%
4
Net Investment Income (Loss) to Average Net Assets
   
-0.50%
     
-0.45%
     
-0.39%
     
-0.52%
     
-0.21%
4
Portfolio Turnover Rate
   
1%
     
33%
     
55%
     
44%
     
69%
3

1Commencement of operations on November 29, 2012.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 
The accompanying notes are an integral part of these financial statements.
60

PureFundsTM ISE Cyber Security ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

             
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
   
Period Ended
September 30,1 
2015
                         
Net Asset Value, Beginning of Period
 
$
27.91
   
$
25.28
   
$
25.00
 
Income (Loss) from Investment Operations:
                       
Net investment income (loss)2
   
0.01
     
0.30
     
(0.05)
 
Net realized and unrealized gain (loss) on investments
   
1.71
     
2.52
     
0.33
 
Total from investment operations
   
1.72
     
2.82
     
0.28
 
Less Distributions:
                       
Distributions from net investment income
   
(0.13)
     
(0.19)
     
 
Total distributions
   
(0.13)
     
(0.19)
     
 
Net asset value, end of period
 
$
29.50
   
$
27.91
   
$
25.28
 
Total Return
   
6.23%
     
11.23%
     
1.11%
3
                         
Ratios/Supplemental Data:
                       
Net assets at end of period (000’s)
 
$
970,540
   
$
803,794
   
$
1,059,125
 
                         
Expenses to Average Net Assets
   
0.75%
     
0.75%
     
0.75%
4
Net Investment Income (Loss) to Average Net Assets
   
0.09%
     
1.21%
     
-0.19%
4
Portfolio Turnover Rate
   
26%
     
34%
     
31%
3
 
1Commencement of operations on November 11, 2014.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 
The accompanying notes are an integral part of these financial statements.
61

PureFundsTM ISE Big Data ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

             
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
   
Period Ended
September 30,1 
2015
                         
Net Asset Value, Beginning of Period
 
$
24.82
   
$
22.28
   
$
25.00
 
Income (Loss) from Investment Operations:
                       
Net investment income (loss)2
   
(0.01)
     
(0.02)
     
5
Net realized and unrealized gain (loss) on investments
   
0.28
     
2.56
     
(2.72)
 
Total from investment operations
   
0.27
     
2.54
     
(2.72)
 
Less Distributions:
                       
Distributions from net investment income
   
     
     
 
Total distributions
   
     
     
 
Net asset value, end of period
 
$
25.09
   
$
24.82
   
$
22.28
 
Total Return
   
1.10%
     
11.41%
     
-10.89%
3
                         
Ratios/Supplemental Data:
                       
Net assets at end of period (000’s)
 
$
2,509
   
$
1,241
   
$
2,228
 
                         
Expenses to Average Net Assets
   
0.75%
     
0.75%
     
0.75%
4
Net Investment Loss to Average Net Assets
   
-0.12%
     
-0.10%
     
-0.08%
4
Portfolio Turnover Rate
   
14%
     
50%
     
25%
3
 
1Commencement of operations on July 15, 2015.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
5Amount is less than $0.005 per share.
 
The accompanying notes are an integral part of these financial statements.
62

PureFundsTM ISE Mobile Payments ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

             
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Year Ended
September 30,
2016
   
Period Ended
September 30,1 
2015
                         
Net Asset Value, Beginning of Period
 
$
24.96
   
$
23.53
   
$
25.00
 
Income (Loss) from Investment Operations:
                       
Net investment income (loss)2
   
0.02
     
0.15
     
(0.01)
 
Net realized and unrealized gain (loss) on investments
   
3.01
     
1.39
     
(1.46)
 
Total from investment operations
   
3.03
     
1.54
     
(1.47)
 
Less Distributions:
                       
Distributions from net investment income
   
(0.02)
     
(0.11)
     
 
Total distributions
   
(0.02)
     
(0.11)
     
 
Net asset value, end of period
 
$
27.97
   
$
24.96
   
$
23.53
 
Total Return
   
12.14%
     
6.51%
     
-5.86%
3
                         
Ratios/Supplemental Data:
                       
Net assets at end of period (000’s)
 
$
88,101
   
$
8,734
   
$
4,707
 
 
Expenses to Average Net Assets
   
0.75%
     
0.75%
     
0.75%
4
Net Investment Income (Loss) to Average Net Assets
   
0.18%
     
0.63%
     
-0.23%
4
Portfolio Turnover Rate
   
13%
     
32%
     
8%
3

1Commencement of operations on July 15, 2015.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 

The accompanying notes are an integral part of these financial statements.
63

 
PureFundsTM Drone Economy Strategy ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period
 
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,1
2016
 
Net Asset Value, Beginning of Period
 
$
26.75
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss)2
   
0.13
     
0.11
 
Net realized and unrealized gain (loss) on investments
   
1.22
     
1.68
 
Total from investment operations
   
1.35
     
1.79
 
Less Distributions:
               
Distributions from net investment income
   
(0.04)
 
   
(0.04)
 
Distributions from net realized gain
   
(0.10)
 
   
 
Total distributions
   
(0.14)
 
   
(0.04)
 
Net asset value, end of period
 
$
27.96
   
$
26.75
 
Total Return
   
5.06%
3
   
7.15%
3
                 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
11,184
   
$
6,686
 
                 
Expenses to Average Net Assets
   
0.75%
4
    
0.75%
4
Net Investment Income (Loss) to Average Net Assets
   
0.97%
4
   
0.68%
4
Portfolio Turnover Rate
   
15%
3
   
13%
3
 
1Commencement of operations on March 8, 2016.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.          
 
The accompanying notes are an integral part of these financial statements.
64

PureFundsTM Video Game Tech ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period
 
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,1
2016
 
             
Net Asset Value, Beginning of Period
 
$
32.90
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss)2
   
0.12
     
0.08
 
Net realized and unrealized gain (loss) on investments
   
1.52
     
7.82
 
Total from investment operations
   
1.64
     
7.90
 
Less Distributions:
               
Distributions from net investment income
   
(0.18)
 
   
 
Distributions from net realized gain
   
(0.39)
 
   
 
Total distributions
   
(0.57)
 
   
 
Net asset value, end of period
 
$
33.97
   
$
32.90
 
Total Return
   
5.19%
3
   
31.62%
3
                 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
8,492
   
$
6,581
 
                 
Expenses to Average Net Assets
   
0.75%
4
   
0.74%
4
Net Investment Income (Loss) to Average Net Assets
   
0.73%
4
   
0.44%
4
Portfolio Turnover Rate
   
15%
3
   
10%
3
 
1Commencement of operations on March 8, 2016.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 
The accompanying notes are an integral part of these financial statements.
65

PureFundsTM Solactive FinTech ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period
 
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,1
2016
 
Net Asset Value, Beginning of Period
 
$
25.09
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss)2
   
0.28
     
0.01
 
Net realized and unrealized gain (loss) on investments
   
0.23
     
0.08
 
Total from investment operations
   
0.51
     
0.09
 
Less Distributions:
               
Distributions from net investment income
   
(0.28)
 
   
 
Distributions from net realized gain
   
(0.04)
 
   
 
Total distributions
   
(0.32)
 
   
 
Net asset value, end of period
 
$
25.28
   
$
25.09
 
Total Return
   
2.14%
3
   
0.36%
3
 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
1,264
   
$
2,509
 
 
Expenses to Average Net Assets
   
0.68%
4
   
0.68%
4
Net Investment Income (Loss) to Average Net Assets
   
2.31%
4
   
0.27%
4
Portfolio Turnover Rate
   
12%
3
   
6%
3
 
1Commencement of operations on August 30, 2016.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 
The accompanying notes are an integral part of these financial statements.
66

PureFundsTM ETFx HealthTech ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period
 
   
Six Months Ended
March 31, 2017
(Unaudited)
   
Period Ended
September 30,1
2016
 
             
Net Asset Value, Beginning of Period
 
$
25.46
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss)2
   
(0.02)
 
   
0.01
 
Net realized and unrealized gain (loss) on investments
   
0.71
     
0.45
 
Total from investment operations
   
0.69
     
0.46
 
Less Distributions:
               
Distributions from net investment income
   
(0.01)
 
   
 
Distributions from net realized gain
   
(0.14)
 
   
 
Total distributions
   
(0.15)
 
   
 
Net asset value, end of period
 
$
26.00
   
$
25.46
 
Total Return
   
2.76%
3
   
1.86%
3
                 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
1,300
   
$
2,546
 
                 
Expenses to Average Net Assets
   
0.75%
4
   
0.75%
4
Net Investment Income (Loss) to Average Net Assets
   
-0.19%
4
   
0.28%
4
Portfolio Turnover Rate
   
36%
3
   
12%
3
 
1Commencement of operations on August 30, 2016.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.
 
The accompanying notes are an integral part of these financial statements.
67

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)
NOTE 1 – ORGANIZATION
 
PureFunds™ ISE Junior Silver “Silver” (Small Cap Miners/Explorers) ETF, PureFunds™ ISE Cyber Security “Cyber Security” ETF, PureFunds™ ISE Big Data “Big Data” ETF, PureFunds™ ISE Mobile Payments “Mobile” ETF, PureFunds™ ISE Drone Economy Strategy “Drone” ETF, PureFunds™ ISE Video Game Tech “Video Game” ETF, PureFunds™ Solactive FinTech “FinTech” ETF and PureFunds™ ETFX HealthTech “HealthTech” ETF (each a “Fund”, or collectively the “Funds”) are series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Funds’ shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”).
 
The following table is a summary of the Commencement Date and Strategy of the Funds:
Fund Name
Commencement
Date
Strategy
 
Silver
11/29/2012
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Junior Silver (Small Cap Miners/Explorers)™ Index.
 
Cyber Security
11/11/2014
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield of the ISE Cyber Security™ Index.
 
Big Data
7/15/2015
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Big Data™ Index.
 
Mobile
7/15/2015
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ISE Mobile Payments™ Index.
 
Drone
3/8/2016
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Reality Shares Drone™ Index.
 
Video Game
3/8/2016
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the EEFund Video Game Tech™ Index.
 
FinTech
8/30/2016
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Solactive FinTech Index.
 
HealthTech
8/30/2016
Seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the ETFx HealthTech Index.
 
 
The Funds each currently offer one class of shares, which have no front end sales load, no deferred sales charges, and no redemption fees. The Funds may issue an unlimited number of shares of beneficial interest, with no par value. All shares of each Fund have equal rights and privileges.
 
Shares of the Funds are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). Each Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of a Fund. Shares of a 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 DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.
68

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)
Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the Statements of Changes in net assets.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
 
A.
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 on the valuation date (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 on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
 
Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Funds’ Board. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2017, the Funds did not hold any fair valued securities.
 
As described above, the Funds utilize various methods to measure the fair value of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
 
 Level 1
Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
 
 Level 2
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
69

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)
 
Level 3
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
 
The following table presents a summary of the Funds’ assets measured at fair value:
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
66,754,039
   
$
   
$
    $ 66,754,039  
Short Term Investments
   
629,876
     
     
     
629,876
 
Total Investments in Securities
 
$
67,383,916
   
$
   
$
   
$
67,383,915
 
                                 
PureFunds™ ISE Cyber Security ETF
                               
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
966,893,710
   
$
   
$
    966,893,710  
Short Term Investments
   
4,001,500
     
     
     
4,001,500
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
275,119,283
 
Total Investments in Securities
 
$
970,895,210
   
$
   
$
   
$
1,246,014,493
 
                                 
PureFunds™ ISE Big Data ETF
                               
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
2,503,149
   
$
   
$
    2,503,149  
Short Term Investments
   
7,400
     
     
     
7,400
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
347,708
 
Total Investments in Securities
 
$
2,510,549
   
$
   
$
    $ 2,858,257  

70

 
PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
PureFunds™ ISE Mobile Payments ETF
                       
Assets^
 
Level 1
 
 
 Level 2  
 
 Level 3    
Total
 
Common Stocks
 
$
88,028,052
   
$
   
$
    $
88,028,052
 
Short Term Investments
   
29,225
     
     
     
29,225
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
26,825,845
 
Total Investments in Securities
 
$
88,057,277
   
$
   
$
    $
114,883,122
 
PureFunds™ Drone Economy Strategy ETF
                               
Assets^
 
Level 1
 
 
Level 2
 
 
Level 3
   
Total
 
Common Stocks
 
$
11,134,108
   
$
   
$
    $
11,134,108
 
Short Term Investments
   
38,018
     
     
     
38,018
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
2,051,849
 
Total Investments in Securities
 
$
11,172,126
   
$
   
$
    $
13,223,975
 
                                 
PureFunds™ Video Game Tech ETF
                               
Assets^
 
Level 1
 
 
Level 2
 
 
Level 3
   
Total
 
Common Stocks
 
$
8,452,429
   
$
   
$
    $
8,452,429
 
Short Term Investments
   
15,121
     
     
     
15,121
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
1,002,072
 
Total Investments in Securities
 
$
8,467,550
   
$
   
$
    $
9,469,622
 
                                 
PureFunds™ Solactive FinTech ETF
                               
Assets^
 
Level 1
 
 
Level 2
 
 
Level 3
   
Total
 
Common Stocks
 
$
1,262,052
   
$
   
$
    $
1,262,052
 
Short Term Investments
   
2,786
     
     
     
2,786
 
Total Investments in Securities
 
$
1,264,838
   
$
   
$
    $
1,264,838
 
                                 
PureFunds™ ETX HealthTech ETF
                               
Assets^
 
Level 1
 
 
Level 2
 
 
Level 3
   
Total
 
Common Stocks
 
$
1,271,728
   
$
   
$
    $
1,271,728
 
Short Term Investments
   
4,549
     
     
     
4,549
 
Investments Purchased with Securities
                               
Lending Collateral*
   
     
     
     
130,633
 
Total Investments in Securities
 
$
1,276,277
   
$
   
$
    $
1,406,910
 
 
^ See Schedule of Investments for classifications by country and industry.
71

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
*
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities.
 
Below are the transfers into or out of Levels 1 and 2 during the period ended March 31, 2017:
 
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
     
Transfers into Level 1
 
$
665,565
 
Transfers out of Level 1
   
 
Net Transfers in and/(out) of Level 1
 
$
665,565
 
         
Transfers into Level 2
  $
 
Transfers out of Level 2
   
(665,565
)
Net Transfers in and/(out) of Level 2
 
$
(665,565
)
 
The transfers from Level 1 to Level 2 are due to an increase in trading activity on March 31, 2017. Transfers between levels are recognized at the end of the reporting period.
 
Each of PureFunds™ ISE Cyber Security ETF, PureFunds™ ISE Big Data ETF, PureFunds™ ISE Mobile Payments ETF, PureFunds™ Drone Economy Strategy ETF, PureFunds™ Video Game Tech ETF, PureFunds™ Solactive FinTech ETF and PureFunds™ ETX HealthTech ETF did not have any transfers between Levels 1 and 2 during the six months ended March 31, 2017.
 
The Funds did not have any transfers into or out of Level 3 during the six months ended March 31, 2017.
72

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
B.
Federal Income Taxes. The Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all taxable income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.
 
To avoid imposition of the excise tax applicable to regulated investment companies, each Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
 
Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of each Fund’s next taxable year.
 
Each Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Each Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Funds’ 2017 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Funds may be subject to income, withholding or other taxes imposed by foreign countries.
 
D.
Foreign Currency Translations and Transactions. The Funds may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Funds do not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Funds do isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.
 
E.
Distributions to Shareholders. Distributions to shareholders from net investment income are generally declared and paid by each of the Funds on a quarterly basis. Distributions to shareholders from realized gains on securities for each Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
 
F.
Use of Estimates. 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 at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
73

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
G.
Share Valuation. The net asset value (“NAV”) per share of each Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the NYSE is closed for trading. For Authorized Participants, the offering and redemption price per share for the Funds are equal to the Funds’ respective net asset value per share.
 
H.
Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
 
NOTE 3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
 
ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Funds. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Funds, and the Advisor, the Advisor provides investment advice to the Funds and oversees the day-to-day operations of the Funds, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Funds to operate.
 
Under the Investment Advisory Agreement. the Advisor has overall responsibility for the general management and administration of the Funds and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Funds to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Funds, in exchange for a single unitary fee at the following annual rates:
 
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
0.69%
PureFunds™ ISE Cyber Security ETF
0.75%
PureFunds™ ISE Big Data ETF
0.75%
PureFunds™ ISE Mobile Payments ETF
0.75%
PureFunds™ Drone Economy Strategy ETF
0.75%
PureFunds™ Video Game Tech ETF
0.75%
PureFunds™ Solactive FinTech ETF
0.68%
PureFunds™ ETX HealthTech ETF
0.75%
 
The Advisor has an agreement with, and is dependent on, a third party to pay the Funds’ expenses in excess of the annual expense rates of each Funds’ average daily net assets. Additionally, under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Funds, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, 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, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an Agreement with PureShares, LLC (the “Sponsor”), under which the Sponsor agrees to sublicense the use of the Underlying Index to the Advisor. The Sponsor also provides marketing support for the Funds, including distributing marketing materials related to the Funds. PureShares, LLC is a privately held business focused on bringing exchange-traded investment products to investors in the U.S. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Funds. Additionally, the Sponsor is not involved in the maintenance of the Underlying Index of each Fund and does not otherwise act in the capacity of an index provider.
74

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
U.S. Bancorp Fund Services, LLC (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Funds. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.
 
The Advisor pays each independent Trustee a quarterly fee for service to the Funds. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.
 
NOTE 4 – DISTRIBUTION PLAN
 
The Funds have each adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, each Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to each Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. During the six months ended March 31, 2017, the Funds did not incur any 12b-1 expenses.
 
NOTE 5 – PURCHASES AND SALES OF SECURITIES
 
The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, during the six months ended March 31, 2017:
 
   
Purchases
   
Sales
 
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
$
10,258,882
   
$
8,700,771
 
PureFunds™ ISE Cyber Security ETF
   
281,729,625
     
212,940,484
 
PureFunds™ ISE Big Data ETF
   
333,178
     
335,813
 
PureFunds™ ISE Mobile Payments ETF
   
6,524,678
     
6,291,952
 
PureFunds™ Drone Economy Strategy ETF
   
1,343,352
     
1,284,816
 
PureFunds™ Video Game Tech ETF
   
1,154,761
     
1,198,891
 
PureFunds™ Solactive FinTech ETF
   
278,809
     
1,447,536
 
PureFunds™ ETX HealthTech ETF
   
621,231
     
656,385
 
75


 PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

The costs of purchases and sales of in-kind transactions associated with creations and redemptions during the six months ended March 31, 2017:
 
   
Purchases
   
Sales
 
   
In-Kind
   
In-Kind
 
             
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
$
18,477,852
   
$
13,489,680
 
PureFunds™ ISE Cyber Security ETF
   
145,734,989
     
47,105,811
 
PureFunds™ ISE Big Data ETF
   
1,198,033
     
 
PureFunds™ ISE Mobile Payments ETF
   
76,401,046
     
4,015,552
 
PureFunds™ Drone Economy Strategy ETF
   
3,871,458
     
 
PureFunds™ Video Game Tech ETF
   
1,544,093
     
 
PureFunds™ Solactive FinTech ETF
   
1,267,504
     
1,361,043
 
PureFunds™ ETX HealthTech ETF
   
     
1,167,806
 
 
Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Funds’ determination of taxable gains and are not distributed to shareholders.
 
During the six months ended March 31, 2017, the Funds paid broker commissions to Penserra Securities, LLC, an affiliated broker to the sub-advisor Penserra Capital Management, LLC, in the amount of $34,718.
 
There were no purchases or sales of U.S. Government obligations during the six months ended March 31, 2017.
 
NOTE 6 – SECURITIES LENDING
 
The Funds, except for Pure FundsTM ISE Junior Silver (Small Cap Miners/Explorers) ETF, may lend up to 33 1/3% of the value of the securities in their portfolios to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Funds receive compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Funds continue to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss on the fair value of securities loaned that may occur during the term of the loan will be for the account of the Funds. The Funds have the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. During the six months ended March 31, 2017, Funds had loaned securities and received cash collateral for the loans. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Funds could also experience delays in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.
 
76

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

As of the period ended March 31, 2017, the value of the securities on loan and payable for collateral due to broker were as follows:
 
Value of Securities on Loan Collateral Received
 
   
Values of
 
Fund
 
   
Securities on
 
Collateral
 
Fund
 
Loan
 
Received*
 
PureFunds™ ISE Cyber Security ETF
 
$
267,499,200
 
275,119,283
 
PureFunds™ ISE Big Data ETF
   
399,792
   
347,708
 
PureFunds™ ISE Mobile Payments ETF
   
26,047,739
   
26,825,845
 
PureFunds™ Drone Economy Strategy ETF
   
2,005,701
   
2,051,849
 
PureFunds™ Video Game Tech ETF
   
980,627
   
1,002,072
 
PureFunds™ ETX HealthTech ETF
   
127,376
   
130,633
 
 
* The cash collateral received was invested in the Mount Vernon Prime Portfolio as shown on the Schedule of Investments, a money market fund with an overnight and continuous maturity.
 
Net interest income earned on collateral investments and recognized by the Funds during the six months ended March 31, 2017, were as follows:
 
Fees and Interest Income Earned
 
   
Interest
 
   
income earned
 
   
net of
 
Fund
 
applicable fees
 
PureFunds™ ISE Cyber Security ETF
 
$
312,995
 
PureFunds™ ISE Big Data ETF
   
932
 
PureFunds™ ISE Mobile Payments ETF
   
26,923
 
PureFunds™ Drone Economy Strategy ETF
   
29,665
 
PureFunds™ Video Game Tech ETF
   
3,991
 
PureFunds™ Solactive FinTech ETF
   
148
 
PureFunds™ ETX HealthTech ETF
   
273
 
77

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

Offsetting Assets and Liabilities

The Funds are subject to various netting arrangements, which govern the terms of certain transactions with counterparties. The arrangements allow the Funds to close out and net their total exposure to a counterparty in the event of a default with respect to all transactions governed under a single agreement with a counterparty. The following is a summary of the arrangements subject to offsetting as of March 31, 2017.

Fund
 
Description
 
Gross
Amount of
Recognized
Liabilities
   
Gross
Amount in
the
Statement of
Assets &
Liabilities
   
Net
Amount
Presented
in the
Statement
of Assets &
Liabilities
   
Collateral
Received
   
Net
Amount
 
PureFunds™ ISE Cyber Security ETF
 
Securities Lending
 
$
275,119,283
   
$
275,119,283
   
$
   
$
275,119,283
   
$
 
                                             
PureFunds™ ISE Big Data ETF
 
Securities Lending
   
347,708
     
347,708
     
     
347,708
     
 
                                             
PureFunds™ ISE Mobile Payments ETF
 
Securities Lending
   
26,825,845
     
26,825,845
     
     
26,825,845
     
 
                                             
PureFunds™ Drone Economy Strategy ETF
 
Securities Lending
   
2,051,849
     
2,051,849
     
     
2,051,849
     
 
                                             
PureFunds™ Video Game Tech ETF
 
Securities Lending
   
1,002,072
     
1,002,072
     
     
1,002,072
     
 
                                             
PureFunds™ ETX HealthTech ETF
 
Securities Lending
   
130,633
     
130,633
     
     
130,633
     
 

NOTE 7 – FEDERAL INCOME TAXES
 
The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2016 were as follows:

   
Cost
   
Gross
Unrealized
Appreciation
   
Gross
Unrealized
Depreciation
   
Net
Unrealized
Appreciation
(Depreciation)
 
Silver
 
$
73,950,503
   
$
9,194,782
   
$
(8,048,952
)
 
$
1,145,830
 
Cyber Security
   
946,012,840
     
60,320,100
     
(105,202,406
)
   
(44,882,306
)
Big Data
   
1,536,736
     
141,440
     
(128,722
)
   
12,718
 
Mobile
   
9,219,122
     
781,450
     
(701,500
)
   
79,950
 
Drone
   
6,387,943
     
652,397
     
(366,785
)
   
285,612
 
Video Game
   
5,652,670
     
1,047,644
     
(139,158
)
   
908,486
 
FinTech
   
2,498,067
     
61,103
     
(55,909
)
   
5,194
 
Health Tech
   
2,503,673
     
56,802
     
(17,938
)
   
38,864
 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

78

PureFunds™ ETFs
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

As of September 30, 2016, the components of distributable earnings (loss) on a tax basis were as follows:

   
Undistributed
Ordinary
Income
   
Undistributed
Long-term
Gain
   
Total
Distributable
Earnings
   
Other
Accumulated
(Loss)
   
Undistributed
Long-term
Gain
   
Total
Accumulated
(Loss)
 
Silver
 
$
258,169
   
$
   
$
258,169
   
$
(4,704,262
)
 
$
   
$
(3,300,263
)
Cyber Security
   
3,186,993
     
     
3,186,993
     
(113,473,252
)
   
     
(155,168,565
)
Big Data
   
     
     
     
(67,472
)
   
     
(54,754
)
Mobile
   
9,406
     
     
     
(46,791
)
   
     
42,565
 
Drone
   
36,159
     
     
36,159
     
(64
)
   
     
321,707
 
Video Game
   
141,106
     
     
     
(49
)
   
     
1,049,543
 
FinTech
   
3,803
     
     
     
(242
)
   
     
8,755
 
Health Tech
   
7,502
     
     
     
(341
)
   
     
46,025
 

The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.

As of September 30, 2016, the Funds had accumulated capital loss carryovers of:

   
Capital
   
   
Loss
   
   
Carryover
 
Expires
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
$
3,167,052
 
Indefinite
PureFunds™ ISE Cyber Security ETF
   
25,785,007
 
Indefinite
PureFunds™ ISE Big Data ETF
   
66,398
 
Indefinite
PureFunds™ ISE Mobile Payments ETF
   
44,321
 
Indefinite
PureFunds™ Drone Economy Strategy ETF
   
 
Indefinite
PureFunds™ Video Game Tech ETF
   
 
Indefinite
PureFunds™ Solactive FinTech ETF
   
 
Indefinite
PureFunds™ ETX HealthTech ETF
   
 
Indefinite

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ending September 30, 2017.

   
Late Year
Ordinary
Loss
   
Post-
October
Capital
Loss
 
PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF
 
$
   
$
1,450,008
 
PureFunds™ ISE Cyber Security ETF
   
     
87,697,509
 
PureFunds™ ISE Big Data ETF
   
1,074
     
 
PureFunds™ ISE Mobile Payments ETF
   
     
 
PureFunds™ Drone Economy Strategy ETF
   
     
 
PureFunds™ Video Game Tech ETF
   
     
 
PureFunds™ Solactive FinTech ETF
   
     
 
PureFunds™ ETX HealthTech ETF
   
     
 

79

PureFunds™ ETFs

NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

NOTE 8 – DISTRIBUTIONS TO SHAREHOLDERS

The components of the distributions to shareholders during the six months ended March 31, 2017, and the year ended September 30, 2016 were as follows:

   
Six Months Ended
March 31, 2017
   
Year Ended
September 30, 2016
 
   
From Ordinary
Income
   
From Capital
Gains
   
From Ordinary
Income
   
From Capital
Gains
 
Silver
 
$
258,169
   
$
 
 
$
87,131
     
 
Cyber Security
   
3,740,625
     
     
5,498,499
     
 
Big Data
   
     
     
     
 
Mobile
   
31,641
     
     
40,000
     
 
Drone
   
11,055
     
28,851
     
4,000
     
 
Video Game
   
45,780
     
96,540
     
     
 
FinTech
   
27,720
     
3,803
     
     
 
Health Tech
   
593
     
6,909 
   
     
 

NOTE 9 – INVESTMENTS IN AFFILIATES

PureFundsTM ISE Junior Silver (Small Cap Miners/Explorers) ETF

PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF owned 5% or more of the voting securities of the following companies during the six months ended March 31, 2017. After PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF sold some of their holdings in each company, each company was no longer deemed an affiliate of the Fund as defined by the Investment Company Act of 1940. Transactions during the period in these securities were as follows:

Share Activity         
                   
Security Name
 
Balance
September
30, 2016
   
Purchases
   
Sales
   
Balance
March
31, 2017
   
Realized
Gains
(Losses)1
   
Dividend
Income
   
Value
March 31,
2017
 
Excellon Resources, Inc.
   
362,439
     
2,578,243
     
(503,024
)
   
2,437,658
     
(31,252
)
   
     
2,932,852
 

1 Realized Gains (Losses) include transactions in affiliated investments and affiliated in-kind redemptions.

NOTE 10 – SUBSEQUENT EVENTS

In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.

Effective April 1, 2017, the Funds changed their distributor from ALPS Distributors, Inc. to ETFMG Financial, LLC.

Effective May 1, 2017, PureFunds™ ISE Cyber Security ETF made permanent a reduction in unitary fees to ensure that total expenses do not exceed 0.60% of the Fund’s annual average net assets, from a previous unitary fee of 0.75%.

80

PureFunds™ ETFs
 
APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS 
For the Period Ended March 31, 2017 (Unaudited)

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on March 22, 2017, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the renewal of the Investment Advisory Agreement (“Advisory Agreement”) between ETF Managers Group LLC (the “Adviser”) and the Trust, on behalf of PureFundsTM ISE Big Data ETF (“BIGD”), PureFundsTM ISE Mobile Payments ETF (“IPAY”), and PureFundsTM Junior Silver ETF (“SILJ”) (each a “Fund” and collectively the “Funds”).
 
Pursuant to Section 15(c) of the 1940 Act, the Board must annually review and approve the Advisory Agreement after its initial two-year term: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Advisory Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year, the Board calls and holds a meeting to decide whether to renew the Advisory Agreement for an additional one-year term. In preparation for such meetings, the Board requests and reviews a wide variety of information from the Adviser.
 
In reaching this decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the Funds’ shareholders by the Adviser; (ii) the investment performance of the Funds; (iii) the Adviser’s cost and profits they realize in providing their services, including any fall-out benefits enjoyed by the Adviser; (iv) comparative fee and expense data for the Funds and other similar investment companies; (v) the extent to which economies of scale would be realized as the Funds grow and whether the proposed advisory fee for the Funds reflects these economies of scale for the benefit of the Funds; and (vi) other financial benefits to the Adviser and their affiliates resulting from services rendered to the Funds.  The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on March 22, 2017, and throughout the year.  Among other things, the Adviser provided overviews of its advisory business, including its personnel. The information provided discussed the services provided by the Adviser. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the renewal of the Advisory Agreement in light of this information. In its deliberations, the Board did not identify any single piece of information discussed below that was all-important or controlling.
 
Nature, Extent and Quality of Services Provided by the Adviser
The Trustees considered the scope of services provided under the Advisory Agreement, noting that the Adviser will be providing investment management services to the Funds. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Funds; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Funds. In considering the nature, extent and quality of the services to be provided by the Adviser, the Board considered the quality of the Adviser’s compliance program.  The Board also considered the Adviser’s experience managing ETFs, including other series of the Trust.
 
The Board also considered other services to be provided to the Funds, such as overseeing the Funds’ service providers, monitoring adherence to Funds’ investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities laws.
 
Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the Funds by the Adviser.
 
81

PureFunds™ ETFs
 
APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS 
For the Period Ended March 31, 2017 (Unaudited)

Historical Performance
The Board then considered the past performance of the Funds. The Board reviewed information regarding the performance history of the Funds over various time periods, including the year-to-date period, the most recent one-year period and the periods since each Fund’s inception.  The Board noted that the index-based investment objective of SILJ, BIGD and IPAY made analysis of investment performance, in absolute terms, less of a priority than that which normally attaches to the performance of actively managed funds. Instead, the Board focused on the extent to which SILJ, BIGD and IPAY each tracked its underlying index.  The Board noted that the Adviser began managing BIGD and IPAY on January 1, 2017 and SILJ on September 1, 2016.  The Board reviewed information regarding each Fund’s index tracking during the time it was managed by the Adviser, discussing, as applicable, factors which contributed to each Fund’s tracking error over certain periods of time.  The Board noted that each of SILJ, BIGD and IPAY satisfactorily tracked its underlying index.  The Board further noted that it received regular reports regarding each Fund’s performance at its quarterly meetings.  The Board concluded that, given the capabilities and experience of the Adviser’s personnel in managing ETFs, the Adviser would be able to keep the Funds’ tracking error within acceptable ranges.
 
Cost of Services Provided and Economies of Scale
The Board reviewed the Funds’ expense ratio and the advisory fee to be paid by the Funds, and considered the expense ratios of comparable Funds.  The Board took into consideration management’s discussion of the fees, including that the Funds use a niche investment strategy. The Board noted that the Adviser was responsible for compensating the Trust’s other service providers and paying the Funds’ other expenses out of its own fee and resources.  The Board concluded that the advisory fee was reasonable and the result of arm’s length negotiations.  The Board also evaluated the compensation and benefits expected to be received by the Adviser from its relationship with the Funds, taking into account an analysis of the Adviser’s profitability provided at the meeting.
 
In addition, the Board considered for the Funds whether economies of scale had been realized. The Trustees noted that any reduction in fixed costs associated with the management of the Funds would be enjoyed by the Adviser, but a unitary fee provides a level of certainty in expenses for the Funds. The Trustees considered whether the advisory fee rate for the Funds was reasonable in relation to the asset size of the Funds, and concluded that the flat advisory fee was reasonable and appropriate.
 
Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Advisory Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser provide to the Funds; and (c) agreed to renew the Advisory Agreement for another year.
 
82

PureFunds™ ETFs
 
EXPENSE EXAMPLES
For the Period October 1, 2016 to March 31, 2017 (Unaudited)

As a shareholder of PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF, PureFunds™ ISE Cyber Security ETF, PureFunds™ ISE Big Data ETF, PureFunds™ ISE Mobile Payments ETF, PureFunds™ Drone Economy Strategy ETF, PureFunds™ Video Game Tech ETF, PureFunds™ Solactive FinTech ETF and PureFunds™ ETX HealthTech ETF (the “Funds”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other funds. The examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2016 to March 31, 2017) for PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF, PureFunds™ ISE Cyber Security ETF, PureFunds™ ISE Big Data ETF, PureFunds™ ISE Mobile Payments ETF, PureFunds™ Drone Economy Strategy ETF and PureFunds™ Video Game Tech ETF, PureFunds™ Solactive FinTech ETF and PureFunds™ ETX HealthTech ETF.
 
Actual Expenses
The first line of the table provides information about actual account values based on actual returns and actual expenses.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares.  Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.  If these transactional costs were included, your costs would have been higher.
 
83

PureFunds™ ETFs
 
EXPENSE EXAMPLES
For the Period October 1, 2016 to March 31, 2017 (Unaudited) (Continued)

PureFunds™ ISE Junior Silver (Small Cap Miners/Explorers) ETF     
    
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
836.30
   
$
3.16
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.49
   
$
3.48
 
                         
PureFunds™ ISE Cyber Security ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,062.30
   
$
3.86
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.78
 
                         
PureFunds™ ISE Big Data ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,011.00
   
$
3.76
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.78
 
                         
PureFunds™ ISE Mobile Payments ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,121.40
   
$
3.97
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.78
 
 
84

PureFunds™ ETFs
 
EXPENSE EXAMPLES
For the Period October 1, 2016 to March 31, 2017 (Unaudited) (Continued)

PureFunds™ Drone Economy Strategy ETF          
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,050.60
   
$
3.83
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.78
 
                         
PureFunds™ Video Game Tech ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
 During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,051.90
   
$
3.84
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.78
 
                         
PureFunds™ Solactive FinTech ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,021.40
   
$
3.43
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.54
   
$
3.43
 
                         
PureFunds™ ETFx HealthTech ETF
                       
 
   
Beginning
   
Ending
 
Expenses
 
   
Account
   
Account
   Paid  
   
Value
   
Value
   During  
   
October
   
March
   the  
     1, 2016      31, 2017  
Period^
 
Actual
 
$
1,000.00
   
$
1,027.60
   
$
3.79
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,021.19
   
$
3.79
 
 
^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the one-half year period in the case of PureFundsTM ISE Junior Silver (Small Cap Miners/Explorers) ETF, PureFundsTM ISE Cyber Security ETF, PureFundsTM ISE Big Data ETF, PureFundsTM ISE Mobile Payments ETF, PureFunds™ Drone Economy Strategy ETF, PureFunds™ Video Game Tech ETF, PureFunds™ Solactive FinTech ETF and PureFunds™ ETX HealthTech ETF). 
 
85

PureFunds™ ETFs
 
SUPPLEMENTARY INFORMATION 
March 31, 2017 (Unaudited)

INFORMATION ABOUT PORTFOLIO HOLDINGS
(Unaudited)
 
Each Fund files its Form N-Q with the Securities and Exchange Commission (the ‘‘SEC’’) no more than sixty days after the Funds’ first and third fiscal quarters. For each Fund, this would be for the fiscal quarters ending June 30 and December 31. Form N-Q includes a complete schedule of the Funds’ portfolio holdings as of the end of those fiscal quarters. The Funds’ N-Q filings can be found free of charge on the SEC’s website at http://www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 800-SEC-0330 for information on the operation of the Public Reference Room). The Funds’ portfolio holdings are posted on the Funds’ website at www.ETFMG.com daily.
 
INFORMATION ABOUT PROXY VOTING
(Unaudited)
 
A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at (877) 756-7873, by accessing the SEC’s website at www.sec.gov, or by accessing the Funds’ website at www.pureetfs.com.
 
Information regarding how the Funds voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at (877) 756-7873 or by accessing the SEC’s website at www.sec.gov.
 
Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.pureetfs.com. Read the prospectus carefully before investing.
 
86

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Distributor
ETFMG Financial, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212
 
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, Milwaukee, Wisconsin 53202
 
Securities Lending Agent
U.S Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020
 
Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018
 
Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006
 
87

 
 
Semi-Annual Report
March 31, 2017
 
Tierra XP Latin America Real Estate ETF
Ticker: LARE
 
 
 
 
 
 
 
 
 

 
The Fund is a series of ETF Managers Trust.

TierraXPTM Latin America Real Estate ETF
 
TABLE OF CONTENTS
March 31, 2017

 
 
Page
Shareholders’ Letter
3
   
Growth of a $10,000 Investment
4
   
Top 10 Holdings
5
   
Important Disclosures and Key Risk Factors
6
   
Portfolio Allocations
7
   
Schedule of Investments
8
   
Statement of Assets and Liabilities
11
   
Statement of Operations
12
   
Statements of Changes in Net Assets
13
   
Financial Highlights
14
   
Notes to the Financial Statements
15
   
Supplementary Information
22
   
Expense Example
23
2

Dear Shareholder,
 
On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the Tierra XPTM Latin America Real Estate Exchange-Traded Fund (“LARE” or the “Fund”). The following information pertains to the six month period from October 1, 2016 to March 31, 2017.
 
The Fund saw positive performance during the six month period ended on March 31, 2017. The NAV price for LARE rose 8.83%, while the Solactive Latin America Real Estate Index (“Index”), the Fund’s benchmark, rose 10.12% over the same period. The primary difference between the Fund return and the Index return was attributable to Fund expenses, which are not a part of the Index.
 
For the six month period ended March 31, 2017, the best performing securities in the Fund were JHSF Participacoes SA (up 58.00%), Cyrela Brazil Realty SA EMP (up 32.46%), and Gafisa SA-RTS (up 31.90%). The worst performing securities in the Fund were Corporacion GEO SAB-SER B (down 71.36%), Desarrolladora HOMEX SAB DE (down 55.30%), and Corpovael SAB DE CV (down 34.36%).
 
You can find further details about LARE by visiting www.tierrafunds.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).
 
Sincerely,
 
Samuel Masucci III
Chairman of the Board
 
Samuel Masucci III is a registered representative of ETFMG Financial, LLC.
3

TierraXPTM Latin America Real Estate ETF
Growth of $10,000 (Unaudited)
 

Cumulative Returns
6 Months
1 Year
Since Inception
Period Ended March 31, 2017
Return
Return
(12/2/2015)
TierraXPTM Latin America Real Estate ETF (NAV)
8.83%
 
21.13%
 
24.26%
 
TierraXPTM Latin America Real Estate ETF (Market)
6.29%
 
17.85%
 
24.23%
 
S&P 500 Index
10.12%
 
17.17%
 
12.46%
 
Solactive Latin America Real Estate Index
10.12%
 
23.36%
 
26.57%
 
             
Total Fund Operating Expenses1
       
0.79%
 
 
1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on December 2, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends.
 
The unmanaged indices do not reflect fees and are not available for direct investment.
4

TierraXPTM Latin America Real Estate ETF

Top Ten Holdings*
 

 
 
% of Total
 
Security
Investments†
1
Fibra Uno Administracion SA de CV
3.68%
2
Prologis Property Mexico SA de CV
3.51%
3
Macquarie Mexico Real Estate Management SA de CV
3.33%
4
Grupo Aeroportuario del Pacifico SAB de CV
3.16%
5
Grupo Aeroportuario del Centro Norte SAB de CV
3.07%
6
Concentradora Hipotecaria SAPI de CV
3.06%
7
Concentradora Fibra Danhos SA de CV
2.96%
8
FII BTG Pactual Corporate Office Fund
2.82%
9
Kinea Rendimentos Imobiliarios FII
2.81%
10
PLA Administradora Industrial S de RL de CV
2.72%
 
Top Ten Holdings =31.12% of Total Investments†    
* Current Fund holdings may not be indicative of future Fund holdings.
† Percentage of total investments less cash.
5

TierraXPTM Latin America Real Estate ETF

Important Disclosures and Key Risk Factors
 
Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.
 
The TierraXPTM Latin America Real Estate ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Solactive Latin America Real Estate Index (the “Index”).
 
Foreign investing involves special risks such as currency fluctuations and political uncertainty. Investments in emerging markets accentuate these risks. The Fund is subject to the risks associated with investing in real estate, which may include possible declines in the value of real estate. Funds focusing on a single country or sector may experience greater price volatility. The Fund’s return may not match or achieve a high degree of correlation with the return of the Solactive Latin America Real Estate Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.
 
Real estate risk factors include, but are not limited to, the fact that direct ownership of real estate is subject to fluctuations in the value of underlying properties, the impact of economic conditions on real estate values, the strength of specific industries renting properties and defaults by borrowers or tenants. Real estate is a cyclical business, highly sensitive to general and local economic conditions and developments, and characterized by intense competition and periodic overbuilding. Changing interest rates and credit quality requirements may affect the cash flow of real estate companies and their ability to borrow or lend money or to meet capital needs.
 
LAREPR: The Solactive Latin America Real Estate Index screens for all listed equities with primary listings in the Latin America region and which derive substantially most of their income from real estate and real estate services.
 
S&P 500: The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices.
6

TierraXPTM Latin America Real Estate ETF
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited)


   
TierraXPTM
Latin
America Real
Estate ETF
 
         
As a percent of Net Assets:
       
Argentina
   
2.3
%
Brazil
   
41.9
 
Chile
   
5.2
 
Mexico
   
40.9
 
Peru
   
0.9
 
United States
   
7.7
 
Short-Term and other Net Assets (Liabilities)
   
1.1
 
     
100.0
%
7

 
TierraXPTM Latin America Real Estate ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)
 
   
Shares
   
Market Value
 
COMMON STOCKS - 98.9%
           
Argentina - 2.3%
           
Real Estate Management & Development - 2.3%
           
Cresud SACIF y A - ADR (a)
   
1,802
   
$
36,166
 
IRSA Inversiones y Representaciones SA - ADR (a)
   
1,212
     
29,706
 
Total Real Estate Management & Development
           
65,872
 
                 
Brazil - 41.9%
               
Capital Markets - 0.1%
               
GP Investments Ltd. (a)
   
2,000
     
4,216
 
Household Durables - 12.0%
               
Cyrela Brazil Realty SA Empreendimentos e Participacoes
   
16,400
     
69,831
 
Direcional Engenharia SA
   
22,600
     
40,788
 
Even Construtora e Incorporadora SA
   
10,400
     
15,115
 
Ez Tec Empreendimentos e Participacoes SA
   
12,232
     
74,706
 
Gafisa SA
   
4,272
     
37,349
 
MRV Engenharia e Participacoes SA
   
16,400
     
75,489
 
Tecnisa SA
   
35,187
     
30,235
 
Total Household Durables
           
343,513
 
Real Estate Investment Trusts (REITs) - 18.4%
               
BB Progressivo II FII
   
1,653
     
72,360
 
CSHG Brasil Shopping Investimento Imobiliario
   
60
     
42,088
 
CSHG Logistica FI Imobiliario
   
74
     
28,204
 
CSHG Real Estate FI Imobiliario
   
128
     
54,747
 
FII BTG Pactual Corporate Office Fund
   
2,390
     
80,351
 
FII TB Office
   
440
     
9,726
 
JS Real Estate Multigestao FII
   
1,899
     
58,840
 
Kinea Renda Imobiliaria FII
   
1,210
     
59,518
 
Kinea Rendimentos Imobiliarios FII
   
2,344
     
80,265
 
Santander Agencias FII
   
980
     
41,024
 
Total Real Estate Investment Trusts (REITs)
           
527,123
 
Real Estate Management & Development - 11.4%
               
Aliansce Shopping Centers SA
   
9,897
     
48,685
 
BR Malls Participacoes SA (a)
   
12,780
     
58,989
 
BR Properties SA (a)
   
12,600
     
36,988
 
Brasil Brokers Participacoes SA (a)
   
9,200
     
5,055
 
Helbor Empreendimentos SA
   
30,000
     
22,807
 
Iguatemi Empresa de Shopping Centers SA
   
5,600
     
58,798
 
JHSF Participacoes SA (a)
   
17,300
     
13,318
 
Multiplan Empreendimentos Imobiliarios SA
   
3,190
     
68,016
 
Sao Carlos Empreendimentos e Participacoes SA
   
1,100
     
10,959
 
 
The accompanying notes are an integral part of these financial statements.
 
8

TierraXPTM Latin America Real Estate ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Total Real Estate Management & Development
       
$
323,615
 
Total Brazil
         
1,198,467
 
               
Chile - 5.2%
             
Household Durables - 1.0%
             
Socovesa SA
   
66,603
     
27,252
 
Real Estate Management & Development - 4.2%
               
Parque Arauco SA
   
25,325
     
67,086
 
PAZ Corporacion SA
   
52,383
     
51,123
 
Total Real Estate Management & Development
           
118,209
 
Total Chile
           
145,461
 
                 
Mexico - 40.9%
               
Construction & Engineering - 1.2%
               
Empresas ICA SAB de CV (a)
   
64,190
     
6,377
 
Impulsora del Desarrollo y el Empleo en America Latina SAB
   
17,416
     
29,293
 
Total Construction & Engineering
           
35,670
 
Real Estate Investment Trusts (REITs) - 25.3%
               
Asesor de Activos Prisma SAPI de CV
   
90,131
     
52,955
 
Concentradora Fibra Danhos SA de CV
   
51,044
     
84,518
 
Concentradora Fibra Hotelera Mexicana SA de CV
   
41,635
     
33,913
 
Concentradora Hipotecaria SAPI de CV
   
72,697
     
87,288
 
Fibra MTY SAPI de CV
   
35,153
     
21,179
 
Fibra Shop Portafolios Inmobiliarios SAPI de CV
   
81,936
     
57,812
 
Fibra Uno Administracion SA de CV
   
61,394
     
104,968
 
Macquarie Mexico Real Estate Management SA de CV
   
84,679
     
94,981
 
PLA Administradora Industrial S de RL de CV
   
47,621
     
77,705
 
Prologis Property Mexico SA de CV
   
58,493
     
100,288
 
Total Real Estate Investment Trusts (REITs)
           
715,607
 
Hotels, Restaurants & Leisure - 0.8%
               
Grupo Hotelero Santa Fe SAB de CV (a)
   
16,806
     
9,470
 
Hoteles City Express SAB de CV (a)
   
14,035
     
14,543
 
Total Hotels, Restaurants & Leisure
           
24,013
 
Household Durables - 1.7%
               
Consorcio ARA SAB de CV
   
51,123
     
16,165
 
Corporacion GEO SAB De CV (a)
   
10,697
     
1,211
 
Corpovael SA de CV
   
59,444
     
28,417
 
Desarrolladora Homex SAB de CV (a)
   
60,044
     
2,681
 
Total Household Durables
           
48,474
 
Real Estate Management & Development - 3.0%
               
Corporacion Inmobiliaria Vesta SAB de CV
   
44,789
     
62,152
 
Grupo GICSA SA de CV (a)
   
33,078
     
22,350
 
 
The accompanying notes are an integral part of these financial statements.
 
9

TierraXPTM Latin America Real Estate ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Total Real Estate Management & Development
       
$
84,502
 
Transportation Infrastructure - 8.9%
             
Grupo Aeroportuario del Centro Norte SAB de CV
   
16,181
     
87,645
 
Grupo Aeroportuario del Pacifico SAB de CV
   
9,293
     
90,249
 
Grupo Aeroportuario del Sureste SAB de CV
   
4,372
     
75,744
 
Total Transportation Infrastructure
           
253,638
 
Total Mexico
           
1,161,904
 
                 
Peru - 0.9%
               
Construction & Engineering - 0.9%
               
Grana y Montero SAA - ADR
   
7,814
     
24,458
 
                 
United States - 7.7%
               
Real Estate Investment Trusts (REITs) - 2.3%
               
Prologis, Inc.
   
1,274
     
66,095
 
Real Estate Management & Development - 5.4%
               
Brookfield Property Partners LP
   
3,235
     
72,010
 
CBRE Group, Inc. (a)
   
1,468
     
51,072
 
Jones Lang LaSalle, Inc.
   
307
     
34,215
 
Total Real Estate Management & Development
           
157,297
 
Total United States
           
223,392
 
TOTAL COMMON STOCKS (Cost $2,314,634)
           
2,819,554
 
                 
RIGHTS - 0.0%
               
Tecnisa SA
   
154
     
546
 
TOTAL RIGHTS (Cost $154)
           
546
 
                 
SHORT-TERM INVESTMENTS - 0.7%
               
Money Market Funds - 0.7%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
20,612
     
20,612
 
TOTAL SHORT-TERM INVESTMENTS (Cost $20,612)
           
20,612
 
                 
Total Investments (Cost $2,335,400) - 99.6%
           
2,840,712
 
Other Assets in Excess of Liabilities - 0.4%
           
11,068
 
TOTAL NET ASSETS - 100.0%
         
$
2,851,780
 
 
Percentages are stated as a percent of net assets.

ADR     American Depositary Receipt
(a)         Non-income producing security.
(b)        The rate quoted is the annualized seven-day yield at March 31, 2017.
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statements.
 
10

TierraXPTM Latin America Real Estate ETF
 
STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited)

ASSETS
 
TierraXPTM
Latin America
Real Estate
ETF
 
Investments in securities, at fair value*
 
$
2,840,712
 
Cash
   
814
 
Foreign currency
   
11,577
 
Dividends and interest receivable
   
526
 
Securities lending income receivable
   
12
 
Total Assets
 
$
2,853,641
 
         
LIABILITIES
       
Management fees payable
   
1,861
 
Total Liabilities
   
1,861
 
Net Assets
 
$
2,851,780
 
         
NET ASSETS CONSIST OF:
       
Paid-in Capital
 
$
2,502,056
 
Undistributed (accumulated) net investment income
   
(216,857)
 
Accumulated net realized gain on investments
   
61,268
 
Net unrealized appreciation on:
       
Investments in securities
   
505,312
 
Foreign currency and translation of other assets and liabilities in foreign currency
   
1
 
Net Assets
 
$
2,851,780
 
         
*Identified Cost:
       
Investments in unaffiliated securities
 
$
2,335,400
 
Foreign currency
   
813
 
         
Shares Outstanding^
   
100,000
 
Net Asset Value, Offering and Redemption Price per Share
 
$
28.52
 

^ No par value, unlimited number of shares authorized

The accompanying notes are an integral part of these financial statements.
 
11

TierraXPTM Latin America Real Estate ETF
 
STATEMENT OF OPERATIONS
For the Six Months Ended March 31, 2017 (Unaudited)

   
TierraXPTM
Latin
America Real
Estate ETF
 
INVESTMENT INCOME
     
Income:
     
Dividends from unaffiliated securities (net of foreign withholdings tax of $5,990)
 
$
36,037
 
Interest
   
4
 
Securities lending Income
   
268
 
Total Investment Income
   
36,309
 
         
Expenses:
       
Management fees
   
10,784
 
Total Expenses
   
10,784
 
Net Investment Income
   
25,525
 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS
       
Net Realized Gain (Loss) on:
       
Unaffiliated investments
   
48,946
 
Foreign currency
   
(5,665)
 
Net Realized Gain on Investments and Foreign Currency
   
43,281
 
Net Change in Unrealized Appreciation of:
       
Unaffiliated investments in securities
   
132,240
 
Foreign currency and foreign currency translation
   
(188)
 
Net Change in unrealized appreciation of investments
   
132,052
 
Net Realized and Unrealized Gain on Investments
   
175,333
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
200,858
 
 
The accompanying notes are an integral part of these financial statements.
 
12

TierraXPTM Latin America Real Estate ETF
 
STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months
Ended
March 31,
2017
(Unaudited)
   
Period
Ended
September
30, 2016*
 
OPERATIONS
           
Net investment income
 
$
25,525
   
$
95,904
 
Net realized gain on investments
   
43,281
     
54,830
 
Net change in unrealized appreciation of investments
   
132,052
     
373,261
 
Net increase in net assets resulting from operations
   
200,858
     
523,995
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(242,218)
 
   
(93,090)
 
From Net Realized Gain
   
(70,581)
 
   
 
Total Distributions to Shareholders
   
(312,799)
 
   
(93,090)
 
                 
CAPITAL SHARE TRANSACTIONS
               
Net increase in net assets derived from net change in outstanding
   
     
2,500,000
 
shares (a)
               
Transaction Fees (Note 1)
   
     
32,816
 
Net increase in net assets from capital share transactions
   
     
2,532,816
 
Net increase (decrease) in net assets
 
$
(111,941)
 
 
$
2,963,721
 
NET ASSETS
               
Beginning of Period
   
2,963,721
     
 
End of Period
 
$
2,851,780
   
$
2,963,721
 
Undistributed net investment loss
 
$
(216,857)
 
 
$
(164)
 

(a) Summary of share transactions is as follows:

   
Six Months Ended
March 31, 2017 (Unaudited)
   
Period Ended
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
     
     
100,000
   
$
2,500,000
 
Transaction Fees
   
     
     
     
32,816
 
Shares Redeemed
   
     
     
     
 
     
   
$
     
100,000
   
$
2,532,816
 
Beginning Shares
   
100,000
             
         
Ending Shares
   
100,000
             
100,000
         
 
*Fund commenced operations on December 2, 2015. The information presented is for the period from December 2, 2015 to September 30, 2016.
 
The accompanying notes are an integral part of these financial statements.
 
13

TierraXPTM Latin America Real Estate ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

   
Six Months
Ended
March 31,
2017
(Unaudited)
   
Period Ended
September 30, 20161
 
             
Net Asset Value, Beginning of Period
 
$
29.64
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss) 2
   
0.26
     
0.98
 
Net realized and unrealized gain (loss) on investments
   
1.75
     
4.59
 
Total from investment operations
   
2.01
     
5.57
 
Less Distributions:
               
Distributions from net investment income
   
(2.42
)
   
(0.93
)
Distributions from net realized gain
   
(0.71
)
   
 
Total distributions
   
(3.13
)
   
(0.93
)
Net asset value, end of period
 
$
28.52
 
$
29.64
 
Total Return
   
8.83
%3
   
22.63
%3
                 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
2,852
   
$
2,964
 
Expenses to Average Net Assets
   
0.79
%4
   
0.79
%4
Net Investment Income (Loss) to Average Net Assets
   
1.87
%4
   
5.88
%4
Portfolio Turnover Rate
   
20
%3
   
44
%3
 
1
Commencement of operations on December 2, 2015.
2
Calculated based on average shares outstanding during the period.
3
Not annualized.
4
Annualized.

The accompanying notes are an integral part of these financial statements.
14

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)
 
NOTE 1 – ORGANIZATION
 
TierraXPTM Latin America Real Estate ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Solactive Latin America Real Estate Index (“The Index”). The Fund commenced operations on December 2, 2015.
 
The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.
 
Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. 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 DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
 
Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, are included in “Transaction Fees” in the Statement of Changes in Net Assets.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
 
A.
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 on the valuation date (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 on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
15

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2017, the Fund did not hold any fair valued securities.
 
As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
 
Level 1
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
Level 2
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
 
The following table presents a summary of the Fund’s assets measured at fair value:

TierraXPTM Latin America Real Estate ETF
                       
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
2,819,554
   
$
   
$
   
$
2,819,554
 
Rights
   
546
     
     
     
546
 
Short-Term Investments
   
20,612
     
     
     
20,612
 
Total Investments in Securities
 
$
2,840,712
   
$
   
$
   
$
2,840,712
 

There were no transfers between Levels 1, 2 and 3 during the period ended March 31, 2017. Transfers between levels are recognized at the end of the reporting period.
16

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
B.
Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.
 
To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
 
Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2017 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.
 
D.
Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.
 
E.
Distributions to Shareholders. Distributions to shareholders from net investment income are declared and paid by the Fund on a monthly basis. Distributions to Shareholders from net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
 
F.
Use of Estimates. 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 at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.
17

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
G.
Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
H.
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
 
NOTE 3 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
 
The “Derivatives and Hedging” Topic of the Codification (Accounting Standards Codification 815, formerly Statement of Financial Accounting Standards (“SFAS”) 133 and SFAS 161) requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. The Fund did not use derivatives during the period ended March 31, 2017.
 
NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
 
ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.
 
Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.79% of the Fund’s average daily net assets. The Advisor has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.79% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, 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, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an Agreement with Tierra Funds, LLC (the “Sponsor”), under which the Sponsor agrees to sublicense the use of the Underlying Index to the Advisor. The Sponsor also provides marketing support for the Fund, including distributing marketing materials related to the Fund. Tierra Funds, LLC is a privately held business focused on bringing exchange-traded investment products to investors in the U.S. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund.
18

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
Additionally, the Sponsor is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.
 
U.S. Bancorp Fund Services, LLC (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.
 
The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.
 
NOTE 5 – DISTRIBUTION PLAN
 
The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2017, the Fund did not incur any 12b-1 expenses.
 
NOTE 6 – PURCHASES AND SALES OF SECURITIES
 
The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2017:

 
Purchases
   
Sales
 
TierraXPTM Latin America Real Estate ETF
$
555,422
   
$
855,930
 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2017:
 
   
Purchases
In-Kind
   
Sales
In-Kind
 
TierraXPTM Latin America Real Estate ETF
 
$
   
$
 
 
Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.
 
There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2017.
 
NOTE 7 – SECURITIES LENDING
 
The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.
19

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
As of March 31, 2017, the Fund did not have any securities on loan.
 
Interest income earned on collateral investments and recognized by the Fund during the period ended March 31, 2017, were as follows:
 
Interest Income Earned

Fund
 
Interest Income
Earned net of
applicable Fees
 
TierraXPTM Latin America Real Estate ETF
 
$
268
 
 
NOTE 8 – FEDERAL INCOME TAXES
 
The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2016 were as follows:
 
   
Cost
   
Gross
Unrealized
Appreciation
   
Gross
Unrealized
Depreciation
   
Net
Unrealized
Appreciation
(Depreciation)
 
TierraXPTM Latin America Real Estate ETF
 
$
2,642,639
   
$
472,811
    $
(102,273
)
 
$
307,538
 
 
   
Undistributed
Ordinary
Income
   
Undistributed
Long-term
Gain
   
Total
Distributable
Earnings
   
Other
Accumulated
(Loss)
   
Total
Accumulated
Gain
 
TierraXPTM Latin America Real Estate ETF
 
$
89,615
   
$
1,436
   
$
91,051
   
$
76
   
$
461,665
 

As of September 30, 2016, the Fund had accumulated capital loss carryovers of:
 
 
Capital Loss
Carryover
 
Expires
TierraXPTM Latin America Real Estate ETF
None
 
Indefinite

20

TierraXPTM Latin America Real Estate ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The Fund had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2017.
 
 
Late Year
   
 
Ordinary
 
Post-October
 
Loss
 
Capital Loss
TierraXPTM Latin America Real Estate ETF
None
 
None
 
NOTE 9 – DISTRIBUTIONS TO SHAREHOLDERS
 
The Fund paid $242,218 from ordinary income and $70,581 from capital gains during the period ended March 31, 2017 and paid $93,090 from ordinary income during the period ended September 30, 2016.
 
NOTE 10 – SUBSEQUENT EVENTS
 
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
 
Effective April 1, 2017, the Fund changed its distributor from ALPS Distributors, Inc. to ETFMG Financial, LLC.
 
21

TierraXPTM Latin America Real Estate ETF
 
SUPPLEMENTARY INFORMATION
March 31, 2017 (Unaudited)

INFORMATION ABOUT PORTFOLIO HOLDINGS 
(Unaudited)
 
The Fund files a Form N-Q with the Securities and Exchange Commission (the ‘‘SEC’’) no more than sixty days after the Fund’s first and third fiscal quarters. For the Fund, this would be for the fiscal quarters ending June 30 and December 31. Form N-Q includes a complete schedule of the Funds’ portfolio holdings as of the end of those fiscal quarters. The Fund’s N-Q filings can be found free of charge on the SEC’s website at http://www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 800-SEC-0330 for information on the operation of the Public Reference Room). The Fund’s portfolio holdings are posted on the Fund’s website at www.tierrafunds.com daily.
 
INFORMATION ABOUT PROXY VOTING
(Unaudited)
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.tierrafunds.com.
 
Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.
 
Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.tierrafunds.com. Read the prospectus carefully before investing.
 
22

TierraXPTM Latin America Real Estate ETF
 
EXPENSE EXAMPLE
For the Period October 1, 2016 to March 31, 2017 (Unaudited)

As a shareholder of TierraXPTM Latin America Real Estate ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2016 to March 31, 2017).
 
Actual Expenses
The first line of the table provides information about actual account values based on actual returns and actual expenses.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares.  Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.  If these transactional costs were included, your costs would have been higher.
 
TierraXPTM Latin America Real Estate ETF  
        
   
Beginning
   
Ending
       
   
Account
   
Account
 
Expenses
 
   
Value
   
Value
   
Paid
 
   
October 1,
   
March 31,
 
During the
 
     
2016 
     
2017 
     
Period^ 
 
Actual
 
$
1,000.00
   
$
1,088.30
   
$
4.11
 
                         
Hypothetical (5% annual)
 
$
1,000.00
   
$
1,020.99
   
$
3.98
 
 
^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2016 to March 31, 2017).
 
23

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Distributor
ETFMG Financial, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212
 
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, Milwaukee, Wisconsin 53202
 
Securities Lending Agent
U.S Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020
 
Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018
 
Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006


 
Semi-Annual Report 
March 31, 2017

BlueStar TA-BIGITechTM Israel Technology ETF
Ticker: ITEQ
 
 
 

 
The Fund is a series of ETF Managers Trust.


BlueStar TA-BIGITechTM Israel Technology ETF

TABLE OF CONTENTS
March 31, 2017
   
 
Page
Shareholders’ Letter
2
   
Growth of a $10,000 Investment
3
   
Top 10 Holdings
4
   
Important Disclosures and Key Risk Factors
5
   
Portfolio Allocations
6
   
Schedules of Investments
7
   
Statements of Assets and Liabilities
11
   
Statements of Operations
12
   
Statements of Changes in Net Assets
13
   
Financial Highlights
14
   
Notes to the Financial Statements
15
   
Supplementary Information
22
   
Expense Example
23

Dear Shareholder,

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the BlueStar TA-BIGITechTM Israel Technology Exchange-Traded Fund (“ITEQ” or the “Fund”). The following information pertains to the six month period from October 1, 2016 to March 31, 2017.

The Fund saw positive performance during the six month period ended March 31, 2017. The NAV price for ITEQ rose 11.45% while the TASE-Bluestar Israel Global Technology Index (“Index”), the Fund’s benchmark, rose 11.81% over the same period. The difference was primarily attributable to Fund expenses that are not a part of the Index.

For the six month period ended March 31, 2017, the best performing securities in the Fund were Kornit Digital (up 103.62%), Wix.com (up 56.34%), and Tower Semiconductor (up 54.52%). The worst performing securities in the Fund were Aevi Genomic Medicine Inc. (down 66.61%), Alcobra (down 53.85%), and ReWalk Robotics (down 51.39%).

We believe Israeli companies play an essential role in the global high technology value chain. Most technology users, from online shoppers to Fortune 500 companies, use Israeli technology applications and solutions every day without ever being aware of it. From cybersecurity and defense to clean energy and agriculture, Israeli innovations power some of the biggest names in the tech industry today.

Even in industries where Israeli companies do not have dominant individual market share, the collective footprint of Israeli companies is significant in many key technology subsectors, and Israel-based Research & Development and non-public companies are usually significant contributors to that same sub-industry’s ecosystem.

There is much ahead for Israeli Technology companies and we are thankful you have joined us. You can find further details about ITEQ by visiting www.iteqetf.com, or by calling 1-844-ETF-MGRS. (1- 844-383-6477).

Sincerely,
 


Samuel Masucci III
Chairman of the Board

Samuel Masucci III is a registered representative of ETFMG Financial, LLC.

2

BlueStar TA‐BIGITechTM Israel Technology ETF
Growth of $10,000 (Unaudited)



Cumulative Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(11/2/2015)
BlueStar TA-BIGITechTM Israel Technology ETF (NAV)
   
11.45
%
   
19.31
%
   
9.75
%
BlueStar TA-BIGITechTM Israel Technology ETF (Market)
   
11.56
%
   
19.03
%
   
10.04
%
S&P 500 Index
   
10.12
%
   
17.17
%
   
10.99
%
TASE-BlueStar Israel Global Technology IndexTM
   
11.81
%
   
20.09
%
   
10.50
%
                         
Total Fund Operating Expenses1
                   
0.75
%

1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.   Current performance of the Fund’s may be lower or higher than the performance quoted.   All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF- MGRS (1-844-383-6477).

The chart illustrates the performance of a hypothetical $10,000 investment made on November 2, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends.

The unmanaged indices do not reflect fees and are not available for direct investment.

3

BlueStar TA-BIGITechTM Israel Technology ETF
Top Ten Holdings*
   
% of Total
 
Security
Investments†
1
Mobileye NV
13.36%
2
Check Point Software Technologies, Ltd.
9.92%
3
Amdocs Ltd.
8.34%
4
NICE-Systems Ltd.
5.59%
5
Verint Systems, Inc.
3.82%
6
OPKO Health, Inc.
3.78%
7
Elbit Systems Ltd.
3.76%
8
Ormat Technologies, Inc.
3.25%
9
Wix.com Ltd.
3.10%
10
Tower Semiconductor Ltd.
3.05%
     
 
Top Ten Holdings =57.97% of Total Investments†
 
 
* Current Fund holdings may not be indicative of future Fund holdings.
 
 
† Percentage of total investments less cash.
 

4

BlueStar TA-BIGITechTM Israel Technology ETF

Important Disclosures and Key Risk Factors

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

The BlueStar TA-BIGITechTM Israel Technology ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the TASE-BlueStar Israel Global Technology IndexTM (“TA-BIGITechTM” or the “Index”).

Investment in securities of Israeli companies involves risks that may negatively affect the value of your investment in the Fund. Among other things, Israel’s economy depends on imports of certain key items, such as crude oil, coal, grains, raw materials and military equipment. Foreign investing involves special risks such as currency fluctuations and political uncertainty. Funds that invest in smaller companies may experience greater volatility. Funds that emphasize investments in technology generally will experience greater price volatility. The Fund’s return may not match or achieve a high degree of correlation with the return of the TA-BIGITech™ Index. To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

The TASE- BlueStar Israel Technology Index™ (TA-BIGITech™) is an index of more than 60 Israeli technology companies listed on global stock exchanges in Tel Aviv, New York, London and elsewhere.

S&P 500: The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices.

5

BlueStar TA-BIGITechTM Israel Technology ETF
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited)
   
BlueStar TA-
BIGITechTM
Israel
Technology
ETF
 
As a percent of Net Assets:
     
Guernsey
   
9.5
%
Israel
   
53.3
 
Jersey
   
0.5
 
Netherlands
   
14.4
 
Netherlands Antilles
   
0.6
 
United Kingdom
   
2.6
 
United States
   
18.9
 
Short-Term and other Net Assets (Liabilities)
   
0.2
 
     
100.0
%

6

BlueStar TA-BIGITechTM Israel Technology ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)
             
   
Shares
   
Market
Value
 
             
COMMON STOCKS - 99.8%
           
Guernsey - 9.5%
           
IT Services - 9.5%
           
Amdocs Ltd.
   
14,616
   
$
891,429
 
SafeCharge International Group Ltd.
   
13,951
     
45,184
 
Total IT Services
           
936,613
 
                 
Israel - 53.3%
               
Aerospace & Defense - 4.0%
               
Elbit Systems Ltd.
   
3,514
     
402,182
 
Biotechnology - 1.4%
               
Enzymotec Ltd. (a)
   
5,558
     
48,910
 
Evogene Ltd. (a)
   
6,874
     
36,566
 
Kamada Ltd. (a)
   
7,693
     
53,517
 
Total Biotechnology
           
138,993
 
Communications Equipment - 4.5%
               
AudioCodes Ltd (a)
   
7,245
     
50,787
 
Ceragon Networks Ltd. (a)
   
17,185
     
56,195
 
Ituran Location and Control Ltd.
   
3,668
     
113,158
 
RADCOM Ltd. (a)
   
2,226
     
47,859
 
Radware Ltd. (a)
   
6,720
     
108,595
 
Silicom Ltd.
   
1,309
     
65,018
 
Total Communications Equipment
           
441,612
 
Electronic Equipment, Instruments & Components - 2.2%
               
Orbotech Ltd. (a)
   
6,783
     
218,752
 
Health Care Equipment & Supplies - 1.9%
               
Mazor Robotics Ltd. (a)
   
7,539
     
111,321
 
Syneron Medical Ltd. (a)
   
7,035
     
74,219
 
Total Health Care Equipment & Supplies
           
185,540
 
Household Durables - 0.4%
               
Maytronics Ltd.
   
10,234
     
41,755
 
Internet Software & Services - 3.4%
               
Wix.com Ltd. (a)
   
4,886
     
331,760
 
IT Services - 1.2%
               
Formula Systems (1985) Ltd.
   
1,477
     
58,795
 
Matrix IT Ltd.
   
6,790
     
64,029
 
Total IT Services
           
122,824
 
Life Sciences Tools & Services - 0.4%
               
Compugen Ltd. (a)
   
10,171
     
43,211
 
Machinery - 1.3%
               
Kornit Digital Ltd. (a)
   
3,486
     
66,582
 

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

7

BlueStar TA-BIGITechTM Israel Technology ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
             
   
Shares
   
Market
Value
 
Sarine Technologies Ltd.
   
44,800
   
$
61,651
 
Total Machinery
           
128,233
 
Pharmaceuticals - 2.9%
               
Alcobra Ltd. (a)
   
13,587
     
15,489
 
Foamix Pharmaceuticals Ltd. (a)
   
7,217
     
35,724
 
Neuroderm Ltd. (a)
   
2,590
     
68,765
 
Redhill Biopharma Ltd - ADR (a) ^
   
17,843
     
171,114
 
Total Pharmaceuticals
           
291,092
 
Semiconductors & Semiconductor Equipment - 7.5%
               
Mellanox Technologies Ltd. (a)
   
6,258
     
318,845
 
Nova Measuring Instruments Ltd. (a)
   
5,327
     
95,702
 
Tower Semiconductor Ltd. (a)
   
14,112
     
326,495
 
Total Semiconductors & Semiconductor Equipment
           
741,042
 
Software - 20.7%
               
Allot Communications Ltd. (a)
   
8,449
     
40,093
 
Attunity Ltd. (a)
   
5,089
     
40,305
 
Check Point Software Technologies, Ltd. (a)
   
10,332
     
1,060,683
 
CyberArk Software Ltd. (a) ^
   
4,172
     
212,230
 
Hilan Ltd.
   
3,213
     
56,765
 
Magic Software Enterprises Ltd.
   
5,985
     
46,683
 
NICE-Systems Ltd.
   
8,890
     
597,329
 
Total Software
           
2,054,088
 
Technology Hardware, Storage & Peripherals - 1.5%
               
Stratasys Ltd. (a) ^
   
7,476
     
153,183
 
Total Israel
           
5,294,267
 
                 
Jersey - 0.5%
               
Internet Software & Services - 0.5%
               
XLMedia PLC
   
39,270
     
51,907
 
                 
Netherlands - 14.4%
               
Software - 14.4%
               
Mobileye NV (a)
   
23,261
     
1,428,226
 
                 
Netherlands Antilles - 0.6%
               
Software - 0.6%
               
Sapiens International Corporation NV
   
4,788
     
62,796
 
                 
United Kingdom - 2.6%
               
Communications Equipment - 0.8%
               
Telit Communications PLC
   
18,466
     
81,150
 
Diversified Financial Services - 0.7%
               

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

8

BlueStar TA-BIGITechTM Israel Technology ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
             
   
Shares
   
Market
Value
 
Plus500 Ltd.
   
13,181
   
$
69,361
 
Hotels, Restaurants & Leisure - 1.1%
               
888 Holdings PLC
   
32,375
     
108,302
 
Total United Kingdom
           
258,813
 
                 
United States - 18.9%
               
Biotechnology - 4.5%
               
Aevi Genomic Medicine, Inc. (a)
   
8,267
     
15,377
 
OPKO Health, Inc. (a)
   
49,987
     
404,588
 
Pluristem Therapeutics, Inc. (a)
   
23,401
     
28,424
 
Total Biotechnology
           
448,389
 
Communications Equipment - 0.4%
               
Gilat Satellite Networks Ltd. (a)
   
7,869
     
39,426
 
Electric Utilities - 3.5%
               
Ormat Technologies, Inc.
   
6,125
     
347,633
 
Internet Software & Services - 0.7%
               
LivePerson, Inc. (a)
   
10,052
     
69,788
 
Pharmaceuticals - 0.3%
               
Oramed Pharmaceuticals, Inc. (a) ^
   
4,095
     
25,184
 
Semiconductors & Semiconductor Equipment - 2.6%
               
CEVA, Inc. (a)
   
3,612
     
128,226
 
DSP Group, Inc. (a)
   
4,403
     
52,836
 
SolarEdge Technologies, Inc. (a)
   
5,264
   
$
82,118
 
Total Semiconductors & Semiconductor Equipment
           
263,180
 
Software - 6.9%
               
Imperva, Inc. (a) ^
   
4,711
     
193,387
 
Varonis Systems, Inc. (a)
   
2,772
     
88,150
 
Verint Systems, Inc. (a)
   
9,422
     
408,679
 
Total Software
           
690,216
 
Total United States
           
1,883,816
 
                 
TOTAL COMMON STOCKS (Cost $8,789,379)
           
9,916,438
 
                 
SHORT-TERM INVESTMENTS - 0.1%
               
Money Market Funds - 0.1%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
11,327
     
11,327
 
TOTAL SHORT-TERM INVESTMENTS (Cost $11,327)
           
11,327
 
                 
TOTAL NET ASSETS - 100.0%
         
$
9,940,253
 

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

9

BlueStar TA-BIGITechTM Israel Technology ETF

Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
             
   
Shares
   
Market
Value
 
INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL - 7.7%
           
Investment Companies - 7.7%
           
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
762,876
   
$
762,876
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES LENDING COLLATERAL (Cost $762,876)
           
762,876
 
                 
Total Investments (Cost $9,563,582) - 107.6%
           
10,690,641
 
Liabilities in Excess of Other Assets - (7.6)%
           
(750,388
)
TOTAL NET ASSETS
         
$
9,940,253
 

Percentages are stated as a percent of net assets.
ADR American Depositary Receipt
(a) Non-income producing security.
(b) The rate quoted is the annualized seven-day yield at March 31, 2017.
^ All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $746,540.
+ Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $762,876 as of March 31, 2017.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.

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

10

BlueStar TA-BIGITechTM Israel Technology ETF

STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited)
       
   
BlueStar TA-
BIGITechTM Israel
Technology ETF
 
ASSETS
     
Investments in securities, at fair value*
 
$
10,690,641
 
Cash
   
1,042
 
Foreign currency
   
106
 
Dividends and interest receivable
   
15,775
 
Securities lending income receivable
   
1,665
 
Total Assets
 
$
10,709,229
 
         
LIABILITIES
       
Collateral received for securities loaned (Note 7)
   
762,876
 
Management fees payable
   
6,100
 
Total Liabilities
   
768,976
 
Net Assets
 
$
9,940,253
 
         
NET ASSETS CONSIST OF:
       
Paid-in Capital
 
$
8,895,685
 
Undistributed (accumulated) net investment income (loss)
   
(5,116
)
Accumulated net realized gain (loss) on investments
   
(77,376
)
Net unrealized appreciation (depreciation) on:
       
Investments in securities
   
1,127,059
 
Foreign currency and translation of other assets and liabilities in foreign currency
   
1
 
Net Assets
 
$
9,940,253
 
         
*Identified Cost:
       
Investments in securities
 
$
9,563,582
 
Foreign currency
   
105
 
         
Shares Outstanding^
   
350,000
 
Net Asset Value, Offering and Redemption Price per Share
 
$
28.40
 

^ No par value, unlimited number of shares authorized

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

11

BlueStar TA-BIGITechTM Israel Technology ETF

STATEMENT OF OPERATIONS
For the Six Months Ended March 31, 2017 (Unaudited)
       
   
BlueStar TA-
 
   
BIGITechTM Israel
 
   
Technology ETF
 
INVESTMENT INCOME
     
Income:
     
Dividends from unaffiliated securities (net of foreign withholdings tax of $1,929)
 
$
22,999
 
Interest
   
5
 
Securities lending income
   
5,328
 
Total Investment Income
   
28,332
 
Expenses:
       
Management fees
   
22,213
 
Total Expenses
   
22,213
 
Net Investment Income
   
6,119
 
REALIZED & UNREALIZED GAIN (LOSS) ON INVESTMENTS
       
Net Realized Gain (Loss) on:
       
Unaffiliated investments
   
(56,217
)
Foreign currency
   
(117
)
Net Realized Gain (Loss) on Investments and Foreign Currency
   
(56,334
)
Net Change in Unrealized Appreciation (Depreciation) of:
       
Unaffiliated investments
   
899,505
 
Foreign currency and foreign currency translation
   
4
 
Net Change in Unrealized Appreciation of Investments and Foreign Currency
   
899,509
 
Net Realized and Unrealized Gain on Investments
   
843,175
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
849,294
 

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

12

BlueStar TA-BIGITechTM Israel Technology ETF

STATEMENTS OF CHANGES IN NET ASSETS
             
   
Six Months Ended
   
Period Ended
 
   
March 31, 2017
   
September 30,
 
   
(Unaudited)
     
2016*
 
OPERATIONS
             
Net investment income
 
$
6,119
   
$
7,025
 
Net realized loss on investments
   
(56,334
)
   
(20,932
)
Net change in unrealized appreciation of investments
   
899,509
     
227,551
 
Net increase in net assets resulting from operations
   
849,294
     
213,644
 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(18,370
)
   
 
CAPITAL SHARE TRANSACTIONS
               
Net increase in net assets derived from net change in outstanding shares (a)
   
3,993,780
     
4,901,905
 
Net increase in net assets
 
$
4,824,704
   
$
5,115,549
 
NET ASSETS
               
Beginning of Period
   
5,115,549
     
 
End of Period
 
$
9,940,253
   
$
5,115,549
 
Undistributed net investment income (loss)
 
$
(5,116
)
 
$
7,135
 

(a) Summary of share transactions is as follows:

   
Six Months Ended
   
Period Ended
 
   
March 31, 2017 (Unaudited)
   
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
150,000
   
$
3,993,780
     
200,000
   
$
4,901,905
 
Reinvested Dividends
   
     
     
     
 
Shares Redeemed
   
     
     
     
 
     
150,000
   
$
3,993,780
     
200,000
   
$
4,901,905
 
Beginning Shares
   
200,000
             
         
Ending Shares
   
350,000
             
200,000
         

*Fund commenced operations on November 2, 2015. The information presented is for the period from November 2, 2015 to September 30, 2016.

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

13

BlueStar TA-BIGITechTM Israel Technology ETF

FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

   
Six Months Ended
   
Period Ended
 
   
March 31, 2017
   
September 30,
 
   
(Unaudited)
   
20161
 
             
Net Asset Value, Beginning of Period
 
$
25.58
   
$
25.00
 
Income (Loss) from Investment Operations:
               
Net investment income (loss) 2
   
0.03
     
0.05
 
Net realized and unrealized gain (loss) on investments
   
2.88
     
0.53
 
Total from investment operations
   
2.91
     
0.58
 
Less Distributions:
               
Distributions from net investment income
   
(0.09
)
   
 
Total distributions
   
(0.09
)
   
 
Net asset value, end of period
 
$
28.40
   
$
25.58
 
Total Return
   
11.45
%3
   
2.31
%3
                 
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
$
9,940
   
$
5,116
 
Expenses to Average Net Assets
   
0.75
%4
   
0.75
%4
Net Investment Income (Loss) to Average Net Assets
   
0.21
%4
   
0.23
%4
Portfolio Turnover Rate
   
7
%3
   
14
%3

1 Commencement of operations on November 2, 2015.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.

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

14

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

NOTE 1 – ORGANIZATION
 
BlueStar TA-BIGITechTM Israel Technology ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the TASE-BlueStar Israel Technology Index™. The Fund commenced operations on November 2, 2015.
 
The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.
 
Shares of the Fund are listed and traded on the NASDAQ Stock Market, LLC. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. 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 DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
 
A.
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 on the valuation date (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 on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
 
Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2017, the Fund did not hold any fair valued securities.
15

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
 
Level 1
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
Level 2
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
 
The following table presents a summary of the Funds’ assets measured at fair value:
 
BlueStar TA-BIGITechTM Israel Technology ETF
 
Assets^
  Level 1   Level 2   Level 3   Total  
Common Stocks
 
$
9,916,438
 
$
 
$
 
$
9,916,438
 
Short-Term Investments
   
11,327
   
   
   
11,327
 
Investments Purchased with Securities Lending Collateral*
   
   
   
   
762,876
 
Total Investments in Securities
 
$
9,927,765
 
$
 
$
 
$
10,690,641
 
 
^ See Schedule of Investments for classifications by country and industry.
 
*
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities.
 
There were no transfers between Levels 1, 2 and 3 during the period ended March 31, 2017. Transfers between levels are recognized at the end of the reporting period.
16

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

B.
Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.
 
To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
 
Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2017 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.
 
D.
Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.
 
E.
Distributions to Shareholders. Distributions to shareholders from net investment income, if any are generally declared and paid by the Fund on a quarterly basis. Net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
 
F.
Use of Estimates. 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 at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.
17

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

G.
Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding of the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
H.
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
 
NOTE 3 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
 
The “Derivatives and Hedging” Topic of the Codification (Accounting Standards Codification 815, formerly Statement of Financial Accounting Standards (“SFAS”) 133 and SFAS 161) requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. The Fund did not use derivatives during the period ended March 31, 2017.
 
NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
 
ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.
 
Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.75% of the Fund’s average daily net assets. The Advisor has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.75% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, 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, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an Agreement with ITEQ ETF Partners, LLC (the “Sponsor”), under which the Sponsor agrees to sublicense the use of the Underlying Index to the Advisor. The Sponsor also provides marketing support for the Fund, including distributing marketing materials related to the Fund. ITEQ ETF Partners, LLC is a privately held business focused on bringing exchange-traded investment products to investors in the U.S. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund. Additionally, the Sponsor is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.
18

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

US Bancorp Fund Services, LLC (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.
 
The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.
 
NOTE 5 – DISTRIBUTION PLAN
 
The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2017, the Fund did not incur any 12b-1 expenses.
 
NOTE 6 – PURCHASES AND SALES OF SECURITIES
 
The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2017:

   
Purchases
 
Sales
 
BlueStar TA-BIGITechTM Israel Technology ETF
 
$
441,622
 
$
427,109
 
               
 
The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2017:

   
Purchases
In-Kind
 
Sales
In-Kind
 
BlueStar TA-BIGITechTM Israel Technology ETF
 
$
3,989,084
 
$
 
 
Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.
 
There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2017.
 
NOTE 7 – SECURITIES LENDING
 
The Fund may lend up to 331/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. As of March 31, 2017, the Fund had loaned securities and received cash collateral for the loans. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.
19

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

As of March 31, 2017, the value of the securities on loan and payable for collateral due to broker were as follows:
 
Value of Securities on Loan Collateral Received
 
Fund
 
Values of
Securities
on Loan
 
Fund
Collateral
Received*
 
BlueStar TA-BIGITechTM Israel Technology ETF
 
$
746,540
 
$
762,876
 
 
* The cash collateral received was invested in the Mount Vernon Securities Lending Prime Portfolio as shown on the Schedule of Investments, a money market fund with an overnight and continuous maturity.
 
Fees and interest income earned on collateral investments and recognized by the Fund during the period ended March 31, 2017, were as follows:
 
Fees and Interest Income Earned

Fund
 
Interest
income
earned
net of
applicable
fees
 
BlueStar TA-BIGITechTM Israel Technology ETF
 
$
5,328
 
 
Offsetting Assets and Liabilities
 
The Fund is subject to various netting arrangements, which govern the terms of certain transactions with counterparties. The arrangements allow the Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all transactions governed under a single agreement with a counterparty. The following is a summary of the arrangements subject to offsetting as of March 31, 2017.

Fund
 
Description
 
Gross
Amount of
Recognized
Liabilities
 
Gross
Amount in
the
Statement of
Assets and
Liabilities
 
Net Amount
Presented
in the
Statement of
Assets and
Liabilities
 
Collateral
Received
 
Net Amount
 
BlueStar TA-
 
Securities Lending
 
$
762,876
 
$
762,876
   
 
$
762,876
   
 
BIGITechTM Israel
 
 
                               
Technology ETF
                                   
20

BlueStar TA-BIGITechTM Israel Technology ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

NOTE 8 – FEDERAL INCOME TAXES
 
The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2016 were as follows:

   
Cost
   
Gross
Unrealized
Appreciation
   
Gross
Unrealized
Depreciation
   
Net
Unrealized
Appreciation
(Depreciation)
 
BlueStar TA-BIGITechTM Israel
 
$
5,954,417
   
$
505,791
   
$
(294,478
)$
   
211,313
 
Technology ETF
                               
                                 


   
Undistributed
Ordinary
Income
   
Undistributed
Long-term
Gain
   
Total
Distributable
Earnings
   
Other
Accumulated
(Loss)
   
Total
Accumulated
Gain
 
BlueStar TA-
 
$
18,370
   
$
   
$
18,370
   
$
(16,039
)
 
$
213,644
 
BIGITechTM
                                       
Israel
                                       
Technology ETF
                                       
 
As of September 30, 2016, the Fund had accumulated capital loss carryovers of:
 
 
Capital Loss
   
 
Carryover
 
Expires
BlueStar TA-BIGITechTM Israel Technology ETF
None
 
Indefinite
 
Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The following Funds had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2017.
 
Late Year
     
 
Ordinary
 
Post-October
 
Loss
 
Capital Loss
BlueStar TA-BIGITechTM Israel Technology ETF
None
 
$
16,036
 
NOTE 9 – DISTRIBUTIONS TO SHAREHOLDERS
 
The Fund paid $18,370 from ordinary income during the period ended March 31, 2017 and did not pay any distributions from ordinary or capital gains during the period ended September 30, 2016.
 
NOTE 10 – SUBSEQUENT EVENTS
 
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
 
Effective April 1, 2017, the Fund changed its distributor from ALPS Distributors, Inc. to ETFMG Financial, LLC.
 
21

BlueStar TA-BIGITechTM Israel Technology ETF
 
SUPPLEMENTARY INFORMATION
March 31, 2017 (Unaudited)

INFORMATION ABOUT PORTFOLIO HOLDINGS
(Unaudited)
 
The Fund files a Form N-Q with the Securities and Exchange Commission (the ‘‘SEC’’) no more than sixty days after the Fund’s first and third fiscal quarters. For the Fund, this would be for the fiscal quarters ending June 30 and December 31. Form N-Q includes a complete schedule of the Funds’ portfolio holdings as of the end of those fiscal quarters. The Fund’s N-Q filings can be found free of charge on the SEC’s website at http://www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 800-SEC-0330 for information on the operation of the Public Reference Room). The Fund’s portfolio holdings are posted on the Fund’s website at www.iteqetf.com daily.
 
INFORMATION ABOUT PROXY VOTING
(Unaudited)
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.iteqetf.com.
 
Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.
 
Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.iteqetf.com. Read the prospectus carefully before investing.
 
22

BlueStar TA-BIGITechTM Israel Technology ETF
 
Expense Example
For the Period October 1, 2016 to March 31, 2017 (Unaudited)

As a shareholder of BlueStar TA-BIGITechTM Israel Technology ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2016 to March 31, 2017).
 
Actual Expenses
The first line of the table provides information about actual account values based on actual returns and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.
 
BlueStar TA-BIGITechTM Israel Technology ETF
   
Beginning
 
Ending
     
   
Account Value
 
Account Value
 
Expenses Paid
 
   
October 1, 2016
 
March 31, 2017
 
During the Period^
 
Actual
 
$1,000.00
 
$1,114.50
 
$3.95
 
               
Hypothetical
             
(5% annual)
 
$1,000.00
 
$1,021.19
 
$3.78
 
 
^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2016 to March 31, 2017).
 
23

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Distributor
ETFMG Financial, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212
 
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, Milwaukee, Wisconsin 53202
 
Securities Lending Agent
U.S Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020
 
Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018
 
Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006
 

 
 

Semi-Annual Report 
March 31, 2017

Etho Climate Leadership U.S. ETF
Ticker: ETHO


 

 
The Fund is a series of ETF Managers Trust.

Etho Climate Leadership U.S. ETF

TABLE OF CONTENTS
March 31, 2017

 
 
Page
Shareholders’ Letter
3
   
Growth of a $10,000 Investment
4
   
Top 10 Holdings
5
   
Important Disclosures and Key Risk Factors
6
   
Portfolio Allocations
7
   
Schedules of Investments
8
   
Statements of Assets and Liabilities
22
   
Statements of Operations
23
   
Statements of Changes in Net Assets
24
   
Financial Highlights
25
   
Notes to the Financial Statements
26
   
Supplementary Information
34
   
Expense Example
35

2

Dear Shareholder,

On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the Etho Climate Leadership U.S. Exchange-Traded Fund (“ETHO” or the “Fund”). The following information pertains to the 6-month period from October 1, 2016 to March 31, 2017.

The Fund saw positive performance during the 6 months period ended March 31, 2017. The NAV price for ETHO rose 9.73% while the Etho Climate Leadership Index – U.S. (“Index”), the Fund’s benchmark, rose 9.27% over the same period. The difference was primarily attributable to Fund expenses that are not a part of the Index.

For the 6 months ended March 31, 2017, the best performing securities in the Fund were SVB Financial Group (up 68.35%), SLM Corp (up 61.98%), and Nvidia Corp (up 59.41%). The worst performing securities in the Fund were Hertz (down 56.32%), Under Armour (down 48.86%), and Energy Recovery Inc. (down 47.93%).

As you may know, the Etho Climate Leadership U.S. ETF offers broad diversification across companies that have demonstrated efficiency and leadership with their use of resources and their supply chains when compared to industry peers. The Fund holds roughly 340 equities equally weighted and results in a carbon emissions profile that is, on average, 50-70% lower per dollar invested than conventional U.S. benchmark indices.1 ETHO avoids investment in any direct fossil fuel companies, as well as enablers of that industry, along with a series of other unsustainable industries such as Tobacco/Weapons/Gambling, etc. Equal weighting of the Fund allows for the elimination of equities that do not meet ETHO’S standards without there being a significant impact on the diversification or performance of the Fund. It also creates broad exposure to both the sectors and factors that potentially make for greater stability and higher performance.

There is much ahead for environmentally sustainable and socially responsible investing. We are thankful you have joined us by investing in the Etho Climate Leadership U.S. ETF.

You can find further details about ETHO by visiting www.ethoetf.com, or by calling 1- 844-ETF- MGRS (1-844-383-6477).

Sincerely,

-s- Samuel Masucci III

Samuel Masucci III
Chairman of the Board

Samuel Masucci III is a registered representative of ETFMG Financial, LLC.
 

1 Etho Capital. www.ethocapital.com

3

Etho Climate Leadership U.S. ETF
Growth of $10,000 (Unaudited)

(LINE GRAPH)

Cumulative Returns
 
6 Months
 
1 Year
 
Since Inception
Period Ended March 31, 2017
 
Return
 
Return
 
(11/18/2015)
Etho Climate Leadership U.S. ETF (NAV)
   
9.73
%
   
18.44
%
   
13.56
%
Etho Climate Leadership U.S. ETF (Market)
   
10.36
%
   
18.68
%
   
13.91
%
S&P 500 Index
   
10.12
%
   
17.17
%
   
12.01
%
Etho Climate Leadership Index - U.S.
   
9.27
%
   
17.51
%
   
12.73
%
                         
Total Fund Operating Expenses1
                   
0.45
%

1. The expense ratio is taken from the Fund’s most recent prospectus dated January 31, 2017.

Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more of less than their original cost.   Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).

The chart illustrates the performance of a hypothetical $10,000 investment made on November 18, 2015, and is not intended to imply any future performance. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares. The chart assumes reinvestment of capital gains and dividends.

The unmanaged indices do not reflect fees and are not available for direct investment.

4

Etho Climate Leadership U.S. ETF
Top Ten Holdings*
     
% of Total
 
Security
 
Investments†
1
NVIDIA Corporation
 
0.67%
2
Charter Communications, Inc.
 
0.48%
3
GenMark Diagnostics, Inc.
 
0.42%
4
United Rentals, Inc.
 
0.41%
5
Applied Materials, Inc.
 
0.40%
6
Newell Brands, Inc.
 
0.39%
7
SLM Corporation
 
0.38%
8
Centene Corporation
 
0.38%
9
Incyte Corporation
 
0.36%
10
Albemarle Corporation
 
0.36%
       
 
Top Ten Holdings = 4.25% of Total Investments†
   
 
* Current Fund holdings may not be indicative of future Fund holdings.
   
 
† Percentage of total investments less cash.
   
 
5

Etho Climate Leadership U.S. ETF
Important Disclosures and Key Risk Factors

Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility.

The Etho Climate Leadership U.S. ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Etho Climate Leadership Index – US (the “Index”).

Funds that invest in smaller companies may experience greater volatility. The Fund’s return may not match or achieve a high degree of correlation with the return of the Etho Climate Leadership Index – US (ticker: ETHO INDEX). To the extent the Fund utilizes a sampling approach, it may experience tracking error to a greater extent than if the Fund had sought to replicate the Index. Diversification does not guarantee a profit, nor does it protect against a loss in a declining market.

The Etho Climate Leadership Index™ (ECLI™) is an index of more than 350 companies listed on the NYSE Arca stock exchange that have the smallest carbon footprint in their industries.

S&P 500: The S&P 500 Index is the Standard & Poor’s composite index of 500 stocks, a widely recognized, unmanaged index of common stock prices.
6

Etho Climate Leadership U.S. ETF
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited)
   
Etho Climate
 
   
Leadership
 
   
U.S. ETF
 
As a percent of Net Assets:
     
Bermuda
   
2.3
%
Ireland
   
2.1
 
Jersey
   
0.3
 
Netherlands
   
0.3
 
Switzerland
   
0.9
 
United Kingdom
   
0.3
 
United States
   
92.9
 
Virgin Islands (UK)
   
0.2
 
Mutual Funds
   
0.2
 
Short-Term and other Net Assets (Liabilities)
   
0.5
 
     
100.0
%
 
7

 
Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)
 
   
Shares
   
Market Value
 
COMMON STOCKS - 99.3%
           
Bermuda - 2.3%
           
Insurance - 1.7%
           
Arch Capital Group Ltd. (a)
   
394
   
$
37,339
 
Axis Capital Holdings Ltd.
   
504
     
33,783
 
Everest Re Group Ltd.
   
143
     
33,435
 
RenaissanceRe Holdings Ltd.
   
240
     
34,716
 
Validus Holdings Ltd.
   
611
     
34,454
 
White Mountains Insurance Group Ltd.
   
35
     
30,796
 
Total Insurance
           
204,523
 
IT Services - 0.2%
               
Genpact Ltd.
   
1,013
     
25,082
 
Professional Services - 0.3%
               
IHS Markit Ltd. (a)
   
871
     
36,538
 
Specialty Retail - 0.1%
               
Signet Jewelers Ltd.
   
244
     
16,902
 
Total Bermuda
           
283,045
 
                 
Ireland - 2.1%
               
Auto Components - 0.0%
               
Adient PLC - ADR
   
72
     
5,232
 
Biotechnology - 0.4%
               
Alkermes PLC (a)
   
798
     
46,683
 
Building Products - 0.3%
               
Allegion PLC
   
429
     
32,475
 
Health Care Equipment & Supplies - 0.2%
               
Medtronic PLC
   
362
     
29,163
 
IT Services - 0.3%
               
Accenture PLC
   
269
     
32,248
 
Machinery - 0.3%
               
Pentair PLC
   
531
     
33,336
 
Pharmaceuticals - 0.6%
               
Allergan PLC
   
94
     
22,458
 
Endo International PLC (a)
   
607
     
6,774
 
Jazz Pharmaceuticals PLC (a)
   
212
     
30,768
 
Total Pharmaceuticals
           
60,000
 
Total Ireland
           
239,137
 
                 
Jersey - 0.3%
               
Auto Components - 0.3%
               
Delphi Automotive PLC
   
390
     
31,391
 
 
The accompanying notes are an integral part of these financial statements.
 
8

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Netherlands - 0.3%
           
Electrical Equipment - 0.3%
           
Sensata Technologies Holding NV (a)
   
747
   
$
32,621
 
                 
Switzerland - 0.9%
               
Electronic Equipment, Instruments & Components - 0.3%
               
TE Connectivity Ltd.
   
453
     
33,771
 
Household Durables - 0.3%
               
Garmin Ltd.
   
693
     
35,419
 
Insurance - 0.3%
               
Allied World Assurance Co. Holdings AG
   
795
     
42,215
 
Total Switzerland
           
111,405
 
                 
United Kingdom - 0.3%
               
Insurance - 0.3%
               
Aon PLC
   
276
     
32,758
 
                 
United States - 92.9%
               
Air Freight & Logistics - 0.3%
               
CH Robinson Worldwide, Inc.
   
384
     
29,679
 
Airlines - 0.5%
               
JetBlue Airways Corporation (a)
   
1,236
     
25,474
 
Southwest Airlines Co.
   
657
     
35,320
 
Total Airlines
           
60,794
 
Auto Components - 0.8%
               
Autoliv, Inc.
   
245
     
25,054
 
BorgWarner, Inc.
   
771
     
32,220
 
Gentex Corporation
   
1,747
     
37,264
 
Total Auto Components
           
94,538
 
Automobiles - 0.3%
               
Tesla, Inc. (a)
   
132
     
36,736
 
Banks - 4.2%
               
Associated Banc-Corp
   
1,474
     
35,966
 
BancorpSouth, Inc.
   
1,255
     
37,964
 
Bank of Hawaii Corporation
   
405
     
33,356
 
Citizens Financial Group, Inc.
   
1,274
     
44,016
 
Commerce Bancshares, Inc.
   
632
     
35,493
 
First Citizens BancShares, Inc.
   
107
     
35,885
 
First Republic Bank
   
408
     
38,274
 
Fulton Financial Corporation
   
2,060
     
36,771
 
M&T Bank Corporation
   
250
     
38,683
 

The accompanying notes are an integral part of these financial statements.
 
9

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
People’s United Financial, Inc.
   
1,782
   
$
32,432
 
SVB Financial Group (a)
   
263
     
48,941
 
Synovus Financial Corporation
   
946
     
38,805
 
Valley National Bancorp
   
2,881
     
33,996
 
Total Banks
           
490,582
 
Beverages - 0.5%
               
Dr Pepper Snapple Group, Inc.
   
305
     
29,865
 
Monster Beverage Corporation (a)
   
634
     
29,272
 
Total Beverages
           
59,137
 
Biotechnology - 2.3%
               
Agios Pharmaceuticals, Inc. (a) ^
   
567
     
33,113
 
Alexion Pharmaceuticals, Inc. (a)
   
181
     
21,944
 
Alnylam Pharmaceuticals, Inc. (a)
   
450
     
23,063
 
BioMarin Pharmaceutical, Inc. (a)
   
307
     
26,948
 
Celgene Corporation (a)
   
260
     
32,352
 
Incyte Corporation (a)
   
369
     
49,325
 
Ionis Pharmaceuticals, Inc. (a)
   
652
     
26,210
 
Regeneron Pharmaceuticals, Inc. (a)
   
66
     
25,576
 
Vertex Pharmaceuticals, Inc. (a)
   
298
     
32,586
 
Total Biotechnology
           
271,117
 
Building Products - 2.6%
               
Advanced Drainage Systems, Inc.
   
1,245
     
27,266
 
AO Smith Corporation
   
748
     
38,268
 
Apogee Enterprises, Inc.
   
665
     
39,640
 
Fortune Brands Home & Security, Inc.
   
531
     
32,311
 
Johnson Controls International plc
   
724
     
30,495
 
Lennox International, Inc.
   
212
     
35,468
 
Masco Corporation
   
943
     
32,053
 
Simpson Manufacturing Co., Inc.
   
753
     
32,447
 
Trex Co., Inc. (a)
   
603
     
41,841
 
Total Building Products
           
309,789
 
Capital Markets - 4.2%
               
BlackRock, Inc.
   
84
     
32,215
 
Charles Schwab Corporation
   
989
     
40,362
 
CME Group, Inc.
   
299
     
35,521
 
E*TRADE Financial Corporation (a)
   
1,065
     
37,158
 
FactSet Research Systems, Inc.
   
173
     
28,529
 
Interactive Brokers Group, Inc.
   
703
     
24,408
 
Intercontinental Exchange, Inc.
   
584
     
34,964
 
Moody’s Corporation
   
289
     
32,380
 
Morningstar, Inc.
   
342
     
26,881
 
MSCI, Inc.
   
390
     
37,904
 
 
The accompanying notes are an integral part of these financial statements.
 
10

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Nasdaq, Inc.
   
425
   
$
29,516
 
S&P Global, Inc.
   
290
     
37,915
 
SEI Investments Co.
   
671
     
33,845
 
T Rowe Price Group, Inc.
   
383
     
26,101
 
TD Ameritrade Holding Corporation
   
871
     
33,847
 
Total Capital Markets
           
491,546
 
Chemicals - 2.8%
               
Albemarle Corporation
   
466
     
49,229
 
Celanese Corporation
   
428
     
38,456
 
Ecolab, Inc.
   
257
     
32,212
 
International Flavors & Fragrances, Inc.
   
258
     
34,193
 
PPG Industries, Inc.
   
265
     
27,846
 
RPM International, Inc.
   
643
     
35,384
 
Sherwin-Williams Co.
   
99
     
30,709
 
Valspar Corporation
   
342
     
37,941
 
Westlake Chemical Corporation
   
600
     
39,630
 
Total Chemicals
           
325,600
 
Commercial Services & Supplies - 1.3%
               
Brink’s Co.
   
904
     
48,318
 
Cintas Corporation
   
311
     
39,354
 
Copart, Inc. (a)
   
678
     
41,989
 
Stericycle, Inc. (a)
   
236
     
19,562
 
Total Commercial Services & Supplies
           
149,223
 
Communications Equipment - 1.0%
               
Cisco Systems, Inc.
   
1,022
     
34,544
 
F5 Networks, Inc. (a)
   
268
     
38,209
 
Juniper Networks, Inc.
   
1,086
     
30,223
 
Palo Alto Networks, Inc. (a)
   
175
     
19,719
 
Total Communications Equipment
           
122,695
 
Construction & Engineering - 0.9%
               
AECOM (a)
   
913
     
32,494
 
EMCOR Group, Inc.
   
563
     
35,441
 
Jacobs Engineering Group, Inc.
   
649
     
35,876
 
Total Construction & Engineering
           
103,811
 
Construction Materials - 0.6%
               
Martin Marietta Materials, Inc.
   
176
     
38,412
 
Vulcan Materials Co.
   
264
     
31,807
 
Total Construction Materials
           
70,219
 
Consumer Finance - 0.4%
               
SLM Corporation (a)
   
4,309
     
52,139
 
Containers & Packaging - 0.7%
               
AptarGroup, Inc.
   
361
     
27,793
 
 
The accompanying notes are an integral part of these financial statements.
 
11

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Avery Dennison Corporation
   
404
   
$
32,563
 
Sealed Air Corporation
   
593
     
25,843
 
Total Containers & Packaging
           
86,199
 
Distributors - 0.5%
               
Genuine Parts Co.
   
292
     
26,984
 
LKQ Corporation (a)
   
889
     
26,021
 
Total Distributors
           
53,005
 
Diversified Consumer Services - 0.2%
               
H&R Block, Inc.
   
989
     
22,994
 
Diversified Financial Services - 0.3%
               
Voya Financial, Inc.
   
864
     
32,797
 
Diversified Telecommunication Services - 0.3%
               
Zayo Group Holdings, Inc. (a)
   
1,094
     
35,993
 
Electric Utilities - 0.8%
               
Eversource Energy
   
493
     
28,979
 
Hawaiian Electric Industries, Inc.
   
907
     
30,212
 
NextEra Energy, Inc.
   
241
     
30,937
 
Total Electric Utilities
           
90,128
 
Electrical Equipment - 1.6%
               
Acuity Brands, Inc.
   
126
     
25,704
 
AMETEK, Inc.
   
565
     
30,555
 
Emerson Electric Co.
   
534
     
31,965
 
FuelCell Energy, Inc. (a)
   
3,979
     
5,471
 
Generac Holdings, Inc. (a)
   
753
     
28,072
 
Hubbell, Inc.
   
270
     
32,414
 
Rockwell Automation, Inc.
   
253
     
39,395
 
Total Electrical Equipment
           
193,576
 
Electronic Equipment, Instruments & Components - 4.1%
               
Amphenol Corporation
   
479
     
34,090
 
Badger Meter, Inc.
   
801
     
29,437
 
Corning, Inc.
   
1,406
     
37,962
 
Dolby Laboratories, Inc.
   
674
     
35,324
 
IPG Photonics Corporation (a)
   
302
     
36,451
 
Itron, Inc. (a)
   
644
     
39,091
 
Keysight Technologies, Inc. (a)
   
997
     
36,032
 
Littelfuse, Inc.
   
233
     
37,259
 
National Instruments Corporation
   
920
     
29,955
 
OSI Systems, Inc. (a)
   
431
     
31,459
 
Trimble, Inc. (a)
   
1,076
     
34,443
 
Universal Display Corporation
   
522
     
44,944
 
VeriFone Systems, Inc. (a)
   
1,028
     
19,254
 
Zebra Technologies Corporation (a)
   
401
     
36,591
 
 
The accompanying notes are an integral part of these financial statements.
 
12

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)
 
   
Shares
   
Market Value
 
Total Electronic Equipment, Instruments & Components
       
$
482,292
 
Food & Staples Retailing - 1.2%
             
Costco Wholesale Corporation
   
184
     
30,855
 
CVS Health Corporation
   
279
     
21,902
 
PriceSmart, Inc.
   
346
     
31,901
 
Walgreens Boots Alliance, Inc.
   
346
     
28,735
 
Whole Foods Market, Inc.
   
815
     
24,222
 
Total Food & Staples Retailing
           
137,615
 
Food Products - 1.3%
               
Hain Celestial Group, Inc. (a)
   
689
     
25,631
 
Kraft Heinz Co.
   
362
     
32,873
 
McCormick & Co., Inc.
   
294
     
28,680
 
Mead Johnson Nutrition Co.
   
362
     
32,247
 
Pinnacle Foods, Inc.
   
613
     
35,475
 
Total Food Products
           
154,906
 
Health Care Equipment & Supplies - 1.3%
               
Danaher Corporation
   
301
     
25,745
 
Edwards Lifesciences Corporation (a)
   
310
     
29,162
 
GenMark Diagnostics, Inc. (a)
   
4,429
     
56,779
 
Intuitive Surgical, Inc. (a)
   
47
     
36,024
 
Total Health Care Equipment & Supplies
           
147,710
 
Health Care Providers & Services - 3.6%
               
Aetna, Inc. ^
   
248
     
31,632
 
AMN Healthcare Services, Inc. (a)
   
850
     
34,510
 
Anthem, Inc.
   
206
     
34,068
 
Centene Corporation (a)
   
728
     
51,877
 
Cigna Corporation
   
193
     
28,273
 
Henry Schein, Inc. (a)
   
162
     
27,535
 
Humana, Inc.
   
148
     
30,509
 
Laboratory Corporation of America Holdings (a)
   
242
     
34,720
 
MEDNAX, Inc. (a)
   
408
     
28,307
 
Quest Diagnostics, Inc.
   
394
     
38,687
 
UnitedHealth Group, Inc.
   
225
     
36,902
 
VCA, Inc. (a)
   
500
     
45,750
 
Total Health Care Providers & Services
           
422,770
 
Health Care Technology - 0.5%
               
Allscripts Healthcare Solutions, Inc. (a)
   
2,061
     
26,133
 
Cerner Corporation (a)
   
514
     
30,249
 
Total Health Care Technology
           
56,382
 
Hotels, Restaurants & Leisure - 0.9%
               
Chipotle Mexican Grill, Inc. (a)
   
51
     
22,722
 
Choice Hotels International, Inc.
   
520
     
32,552
 
 
The accompanying notes are an integral part of these financial statements.
 
13

 
Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
International Speedway Corporation
   
755
   
$
27,897
 
Starbucks Corporation
   
472
     
27,560
 
Total Hotels, Restaurants & Leisure
           
110,731
 
Household Durables - 2.5%
               
DR Horton, Inc.
   
970
     
32,311
 
KB Home
   
2,017
     
40,098
 
Lennar Corporation
   
593
     
30,356
 
Newell Brands, Inc.
   
1,125
     
53,066
 
NVR, Inc. (a)
   
17
     
35,817
 
Tempur Sealy International, Inc. (a)
   
433
     
20,117
 
Toll Brothers, Inc. (a)
   
949
     
34,268
 
TopBuild Corporation (a)
   
947
     
44,509
 
Total Household Durables
           
290,542
 
Household Products - 0.8%
               
Church & Dwight Co., Inc.
   
603
     
30,072
 
Colgate-Palmolive Co.
   
407
     
29,788
 
Procter & Gamble Co.
   
333
     
29,920
 
Total Household Products
           
89,780
 
Independent Power and Renewable Electricity Producers -
               
NextEra Energy Partners LP
   
30,504
     
35,946
 
NRG Yield, Inc.
   
2,161
     
37,580
 
Ormat Technologies, Inc.
   
689
     
39,327
 
Pattern Energy Group, Inc.
   
1,523
     
30,658
 
Total Independent Power and Renewable Electricity Producers
           
143,511
 
Industrial Conglomerates - 1.1%
               
3M Co.
   
172
     
32,909
 
Carlisle Cos, Inc.
   
291
     
30,965
 
General Electric Co.
   
913
     
27,207
 
Roper Technologies, Inc.
   
157
     
32,419
 
Total Industrial Conglomerates
           
123,500
 
Insurance - 2.5%
               
Alleghany Corporation (a)
   
56
     
34,421
 
Brown & Brown, Inc.
   
809
     
33,751
 
Cincinnati Financial Corporation
   
430
     
31,076
 
Markel Corporation (a)
   
31
     
30,252
 
Marsh & McLennan Cos, Inc.
   
476
     
35,172
 
MBIA, Inc. (a)
   
3,031
     
25,673
 
Torchmark Corporation
   
507
     
39,059
 
Travelers Cos, Inc.
   
249
     
30,014
 
XL Group Ltd
   
781
     
31,131
 
Total Insurance
           
290,549
 
Internet & Direct Marketing Retail - 1.7%
               
 
The accompanying notes are an integral part of these financial statements.
14

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Amazon.com, Inc. (a)
   
48
   
$
42,554
 
Expedia, Inc.
   
258
     
32,552
 
Liberty Expedia Holdings, Inc. (a)
   
285
     
12,962
 
Liberty Ventures (a)
   
427
     
18,993
 
Netflix, Inc. (a)
   
283
     
41,830
 
Priceline Group, Inc. (a)
   
21
     
37,379
 
TripAdvisor, Inc. (a)
   
413
     
17,825
 
Total Internet & Direct Marketing Retail
           
204,095
 
Internet Software & Services - 1.4%
               
Alphabet, Inc. (a)
   
39
     
32,353
 
CommerceHub, Inc. - Series A (a)
   
71
     
1,099
 
CommerceHub, Inc. - Series C (a)
   
142
     
2,205
 
Facebook, Inc. (a)
   
256
     
36,365
 
Twitter, Inc. (a)
   
1,412
     
21,109
 
VeriSign, Inc. (a)
   
308
     
26,830
 
Zillow Group, Inc. (a)
   
1,149
     
38,687
 
Total Internet Software & Services
           
158,648
 
IT Services - 3.9%
               
Alliance Data Systems Corporation
   
123
     
30,627
 
Automatic Data Processing, Inc.
   
320
     
32,765
 
Broadridge Financial Solutions, Inc.
   
479
     
32,548
 
Cognizant Technology Solutions Corporation (a)
   
475
     
28,272
 
CoreLogic, Inc. (a)
   
792
     
32,250
 
Fidelity National Information Services, Inc.
   
455
     
36,227
 
Fiserv, Inc. (a)
   
280
     
32,287
 
FleetCor Technologies, Inc. (a)
   
191
     
28,923
 
Global Payments, Inc.
   
447
     
36,064
 
MasterCard, Inc.
   
308
     
34,641
 
Paychex, Inc.
   
526
     
30,981
 
Total System Services, Inc.
   
607
     
32,450
 
Vantiv, Inc. (a)
   
514
     
32,958
 
Visa, Inc.
   
378
     
33,593
 
Total IT Services
           
454,586
 
Leisure Products - 0.3%
               
Hasbro, Inc.
   
350
     
34,937
 
Life Sciences Tools & Services - 0.8%
               
Bio-Techne Corporation
   
293
     
29,783
 
Illumina, Inc. (a)
   
167
     
28,497
 
Waters Corporation (a)
   
211
     
32,982
 
Total Life Sciences Tools & Services
           
91,262
 
Machinery - 4.8%
               
Donaldson Co., Inc.
   
833
     
37,918
 
 
The accompanying notes are an integral part of these financial statements.
15

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Energy Recovery, Inc. (a)
   
3,157
   
$
26,266
 
Flowserve Corporation
   
600
     
29,052
 
Fortive Corp.
   
151
     
9,093
 
Graco, Inc.
   
331
     
31,160
 
IDEX Corporation
   
349
     
32,635
 
Illinois Tool Works, Inc.
   
281
     
37,224
 
ITT, Inc.
   
727
     
29,822
 
Lincoln Electric Holdings, Inc.
   
474
     
41,173
 
Lindsay Corporation
   
367
     
32,340
 
Snap-on, Inc.
   
178
     
30,023
 
Stanley Black & Decker, Inc.
   
277
     
36,805
 
Tennant Co.
   
528
     
38,359
 
Toro Co.
   
665
     
41,537
 
WABCO Holdings, Inc. (a)
   
271
     
31,821
 
Wabtec Corporation
   
352
     
27,456
 
Watts Water Technologies, Inc.
   
509
     
31,736
 
Xylem, Inc.
   
709
     
35,606
 
Total Machinery
           
580,026
 
Media - 2.7%
               
Charter Communications, Inc. (a)
   
200
     
65,464
 
DISH Network Corporation (a)
   
543
     
34,475
 
Liberty Braves Group (a)
   
71
     
1,700
 
Liberty Broadband Corporation (a)
   
513
     
44,323
 
Liberty Media Corporation (a)
   
178
     
5,821
 
Liberty SiriusXM Group (a)
   
712
     
27,711
 
Scripps Networks Interactive, Inc.
   
425
     
33,307
 
Time Warner, Inc.
   
394
     
38,498
 
Twenty-First Century Fox, Inc.
   
971
     
30,858
 
Walt Disney Co.
   
275
     
31,182
 
Total Media
           
313,339
 
Metals & Mining - 1.4%
               
Carpenter Technology Corporation
   
801
     
29,877
 
Commercial Metals Co.
   
1,689
     
32,311
 
Compass Minerals International, Inc.
   
382
     
25,919
 
Nucor Corporation
   
617
     
36,847
 
Reliance Steel & Aluminum Co.
   
419
     
33,528
 
Total Metals & Mining
           
158,482
 
Multiline Retail - 0.5%
               
Dollar General Corporation
   
366
     
25,521
 
Dollar Tree, Inc. (a)
   
352
     
27,618
 
Total Multiline Retail
           
53,139
 
Multi-Utilities - 0.6%
               
 
The accompanying notes are an integral part of these financial statements.
16

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
CenterPoint Energy, Inc.
   
1,418
   
$
39,095
 
Consolidated Edison, Inc.
   
387
     
30,054
 
Total Multi-Utilities
           
69,149
 
Personal Products - 0.2%
               
Estee Lauder Cos, Inc.
   
298
     
25,267
 
Pharmaceuticals - 0.4%
               
Bristol-Myers Squibb Co.
   
414
     
22,513
 
Zoetis, Inc.
   
661
     
35,278
 
Total Pharmaceuticals
           
57,791
 
Professional Services - 1.0%
               
Dun & Bradstreet Corporation
   
275
     
29,684
 
Equifax, Inc.
   
257
     
35,142
 
Nielsen Holdings PLC
   
535
     
22,101
 
Verisk Analytics, Inc. (a)
   
355
     
28,805
 
Total Professional Services
           
115,732
 
Real Estate Investment Trusts (REITs) - 4.2%
               
AvalonBay Communities, Inc.
   
153
     
28,091
 
Colony NorthStar, Inc.
   
2,622
     
33,850
 
Crown Castle International Corporation
   
323
     
30,507
 
Digital Realty Trust, Inc.
   
336
     
35,747
 
Equinix, Inc.
   
92
     
36,834
 
Equity Residential
   
398
     
24,764
 
Essex Property Trust, Inc.
   
124
     
28,710
 
Extra Space Storage, Inc.
   
333
     
24,772
 
Federal Realty Investment Trust
   
186
     
24,831
 
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
   
1,543
     
31,169
 
Kimco Realty Corporation
   
1,012
     
22,355
 
Prologis, Inc.
   
671
     
34,811
 
Realty Income Corporation
   
482
     
28,693
 
Regency Centers Corporation
   
378
     
25,095
 
SBA Communications Corp. (a)
   
281
     
33,824
 
Simon Property Group, Inc.
   
139
     
23,912
 
UDR, Inc.
   
772
     
27,993
 
Total Real Estate Investment Trusts (REITs)
           
495,958
 
Real Estate Management & Development - 0.8%
               
CBRE Group, Inc. (a)
   
968
     
33,677
 
Jones Lang LaSalle, Inc.
   
239
     
26,637
 
St. Joe Co. (a)
   
1,665
     
28,388
 
Total Real Estate Management & Development
           
88,702
 
Road & Rail - 0.3%
               
Avis Budget Group, Inc. (a)
   
961
     
28,427
 
Hertz Global Holdings, Inc. (a)
   
506
     
8,875
 
 
The accompanying notes are an integral part of these financial statements.
17

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Total Road & Rail
       
$
37,302
 
Semiconductors & Semiconductor Equipment - 6.5%
             
Analog Devices, Inc.
   
487
     
39,910
 
Applied Materials, Inc.
   
1,406
     
54,692
 
Cypress Semiconductor Corporation
   
3,219
     
44,293
 
First Solar, Inc. (a)
   
391
     
10,596
 
Integrated Device Technology, Inc. (a)
   
1,305
     
30,889
 
Intel Corporation
   
894
     
32,247
 
KLA-Tencor Corporation
   
401
     
38,123
 
Lam Research Corporation
   
364
     
46,722
 
Maxim Integrated Products, Inc.
   
812
     
36,508
 
Microchip Technology, Inc.
   
577
     
42,571
 
NVIDIA Corporation
   
841
     
91,609
 
ON Semiconductor Corporation (a)
   
3,004
     
46,532
 
Power Integrations, Inc.
   
562
     
36,952
 
QUALCOMM, Inc.
   
520
     
29,817
 
Rambus, Inc. (a)
   
2,072
     
27,226
 
Skyworks Solutions, Inc.
   
375
     
36,743
 
SunPower Corporation (a)
   
1,117
     
6,814
 
Teradyne, Inc.
   
1,365
     
42,452
 
Texas Instruments, Inc.
   
496
     
39,958
 
Xilinx, Inc.
   
585
     
33,866
 
Total Semiconductors & Semiconductor Equipment
           
768,520
 
Software - 3.5%
               
Activision Blizzard, Inc.
   
879
     
43,828
 
Adobe Systems, Inc. (a)
   
318
     
41,381
 
ANSYS, Inc. (a)
   
309
     
33,023
 
Autodesk, Inc. (a)
   
465
     
40,209
 
FireEye, Inc. (a)
   
1,448
     
18,259
 
Intuit, Inc.
   
275
     
31,897
 
Red Hat, Inc. (a)
   
404
     
34,946
 
salesforce.com, Inc. (a)
   
384
     
31,676
 
ServiceNow, Inc. (a)
   
465
     
40,674
 
Splunk, Inc. (a)
   
580
     
36,128
 
Tableau Software, Inc. (a)
   
611
     
30,275
 
Workday, Inc. (a)
   
373
     
31,063
 
Total Software
           
413,359
 
Specialty Retail - 3.3%
               
Advance Auto Parts, Inc. ^
   
179
     
26,539
 
AutoZone, Inc. (a)
   
35
     
25,307
 
Foot Locker, Inc.
   
439
     
32,842
 
L Brands, Inc.
   
323
     
15,213
 
 
The accompanying notes are an integral part of these financial statements.
18

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
Lowe’s Cos, Inc.
   
387
   
$
31,815
 
O’Reilly Automotive, Inc. (a)
   
103
     
27,794
 
Ross Stores, Inc.
   
473
     
31,157
 
The Home Depot, Inc.
   
218
     
32,009
 
Tiffany & Co.
   
389
     
37,072
 
TJX Cos, Inc.
   
362
     
28,627
 
Tractor Supply Co.
   
318
     
21,932
 
Ulta Beauty, Inc. (a)
   
164
     
46,777
 
Williams-Sonoma, Inc.
   
481
     
25,791
 
Total Specialty Retail
           
382,875
 
Technology Hardware, Storage & Peripherals - 1.4%
               
3D Systems Corporation (a)
   
2,121
     
31,730
 
Apple, Inc.
   
270
     
38,788
 
NetApp, Inc.
   
1,025
     
42,896
 
Western Digital Corporation
   
561
     
46,300
 
Total Technology Hardware, Storage & Peripherals
           
159,714
 
Textiles, Apparel & Luxury Goods - 1.0%
               
Hanesbrands, Inc.
   
934
     
19,390
 
Lululemon Athletica, Inc. (a)
   
436
     
22,615
 
NIKE, Inc.
   
461
     
25,692
 
Ralph Lauren Corporation
   
278
     
22,690
 
Under Armour, Inc. (a)
   
328
     
6,002
 
Under Armour, Inc. (a)
   
325
     
6,429
 
VF Corporation
   
419
     
23,032
 
Total Textiles, Apparel & Luxury Goods
           
125,850
 
Thrifts & Mortgage Finance - 1.1%
               
Capitol Federal Financial, Inc.
   
2,175
     
31,820
 
New York Community Bancorp, Inc.
   
1,753
     
24,489
 
TFS Financial Corporation
   
1,626
     
27,024
 
Washington Federal, Inc.
   
1,221
     
40,416
 
Total Thrifts & Mortgage Finance
           
123,749
 
Trading Companies & Distributors - 2.3%
               
Air Lease Corporation ^
   
869
     
33,674
 
Fastenal Co.
   
596
     
30,694
 
GATX Corporation
   
546
     
33,284
 
Herc Holdings, Inc. (a)
   
169
     
8,262
 
MSC Industrial Direct Co., Inc.
   
389
     
39,974
 
United Rentals, Inc. (a)
   
452
     
56,522
 
WESCO International, Inc. (a)
   
541
     
37,627
 
WW Grainger, Inc.
   
122
     
28,397
 
Total Trading Companies & Distributors
           
268,434
 
Water Utilities - 0.8%
               
 
The accompanying notes are an integral part of these financial statements.
19

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

   
Shares
   
Market Value
 
American States Water Co.
   
664
   
$
29,415
 
American Water Works Co., Inc.
   
408
     
31,731
 
Aqua America, Inc.
   
876
     
28,163
 
Total Water Utilities
           
89,309
 
Total United States
           
10,902,810
 
                 
Virgin Islands (UK) - 0.2%
               
Textiles, Apparel & Luxury Goods - 0.2%
               
Michael Kors Holdings Ltd. (a)
   
471
     
17,950
 
                 
TOTAL COMMON STOCKS (Cost $10,731,373)
           
11,651,117
 
                 
MUTUAL FUNDS - 0.2%
               
Fifth Street Finance Corporation
   
5,729
     
26,468
 
TOTAL MUTUAL FUNDS (Cost $29,494)
           
26,468
 
                 
SHORT-TERM INVESTMENTS - 0.5%
               
Money Market Funds - 0.5%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
54,986
     
54,986
 
TOTAL SHORT-TERM INVESTMENTS (Cost $54,986)
           
54,986
 
                 
INVESTMENTS PURCHASED WITH SECURITIES
               
LENDING COLLATERAL - 16.6%
               
Investment Companies - 16.6%
               
Mount Vernon Liquid Assets Portfolio, LLC, 1.17% (b) +
   
1,945,140
     
1,945,140
 
TOTAL INVESTMENTS PURCHASED WITH SECURITIES
               
LENDING COLLATERAL (Cost $1,945,140)
           
1,945,140
 
Total Investments (Cost $12,760,993) - 116.6%
           
13,677,711
 
Liabilities in Excess of Other Assets - (16.6)%
           
(1,940,213
)
TOTAL NET ASSETS - 100.0%
         
$
11,737,498
 
 
The accompanying notes are an integral part of these financial statements.
20

Etho Climate Leadership U.S. ETF
 
Schedule of Investments
March 31, 2017 (Unaudited) (Continued)

Percentages are stated as a percent of net assets.
ADR American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.
^
All or a portion of this security is out on loan as of March 31, 2017. Total value of securities out on loan is $1,900,711.
+
Investments purchased with cash proceeds from securities lending. Total cash collateral has a value of $1,945,140 as of March 31, 2017.
 
The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund  Services, LLC.
 
The accompanying notes are an integral part of these financial statements.
21

 
Etho Climate Leadership U.S. ETF
STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited)
       
       
   
Etho Climate
 
   
Leadership
 
   
U.S. ETF
 
ASSETS
     
Investments in securities, at fair value*
 
$
13,677,711
 
Cash
   
8
 
Dividends and interest receivable
   
8,678
 
Securities lending income receivable
   
574
 
Total Assets
   
13,686,971
 
         
LIABILITIES
       
Collateral received for securities loaned (Note 7)
   
1,945,140
 
Management fees payable
   
4,333
 
Total Liabilities
   
1,949,473
 
Net Assets
 
$
11,737,498
 
         
NET ASSETS CONSIST OF:
       
Paid-in Capital
 
$
10,779,940
 
Undistributed (accumulated) net investment income
   
7,768
 
Accumulated net realized gain on investments
   
33,072
 
Net unrealized appreciation on:
       
Investments in securities
   
916,718
 
Net Assets
 
$
11,737,498
 
         
*Identified Cost:
       
Investments in unaffiliated securities
 
$
12,760,993
 
         
Shares Outstanding^
   
400,000
 
Net Asset Value, Offering and Redemption Price per Share
 
$
29.34
 
         
^ No par value, unlimited number of shares authorized
       
 
The accompanying notes are an integral part of these financial statements.
22

 
Etho Climate Leadership U.S. ETF
 
STATEMENT OF OPERATIONS
For the Six Months Ended March 31, 2017 (Unaudited)
       
       
   
Etho Climate
 
   
Leadership
 
   
U.S. ETF
 
INVESTMENT INCOME
     
Income:
     
Dividends from unaffiliated securities
 
$
62,879
 
Interest
   
30
 
Securities lending income
   
3,349
 
Total Investment Income
   
66,258
 
Expenses:
       
Management fees
   
19,047
 
Total Expenses
   
19,047
 
Net Investment Income
   
47,211
 
REALIZED & UNREALIZED GAIN ON INVESTMENTS
       
Net Realized Gain on:
       
Unaffiliated investments
   
42,901
 
Net Change in Unrealized Appreciation of:
       
Unaffiliated investments
   
702,492
 
Net Realized and Unrealized Gain on Investments
   
745,393
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
792,604
 
 
The accompanying notes are an integral part of these financial statements.
23

Etho Climate Leadership U.S. ETF
 
STATEMENTS OF CHANGES IN NET ASSETS
             
             
   
Six Months
       
   
Ended March
   
Period Ended
 
    31, 2017    
September 30,
 
   
(Unaudited)
    2016*
 
OPERATIONS
               
Net investment income
 
$
47,211
   
$
28,916
 
Net realized gain on investments and In-Kind Redemptions
   
42,901
     
84,401
 
Net change in unrealized appreciation of investments
   
702,492
     
214,226
 
Net increase in net assets resulting from operations
   
792,604
     
327,543
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
   
(46,359)
 
   
(22,000)
 
From Net Realized Gain
   
(40,845)
 
   
 
Total Distributions to Shareholders
   
(87,204)
 
   
(22,000)
 
                 
CAPITAL SHARE TRANSACTIONS
               
Net increase in net assets derived from net change in outstanding shares (a)
   
4,281,275
     
6,445,280
 
Net increase in net assets
 
$
4,986,675
   
$
6,750,823
 
                 
NET ASSETS
               
Beginning of Period
   
6,750,823
     
 
End of Period
 
$
11,737,498
   
$
6,750,823
 
Undistributed net investment income
 
$
7,768
   
$
6,916
 
 
(a) Summary of share transactions is as follows:
 
   
Six Months Ended
             
   
March 31, 2017
   
Period Ended
 
   
(Unaudited)
   
September 30, 2016*
 
   
Shares
   
Amount
   
Shares
   
Amount
 
Shares Sold
   
150,000
   
$
4,281,275
     
300,000
   
$
7,688,910
 
Shares Redeemed
   
     
     
(50,000
)
   
(1,243,630)
 
     
150,000
   
$
4,281,275
     
250,000
   
$
6,445,280
 
Beginning Shares
   
250,000
             
         
Ending Shares
   
400,000
             
250,000
         
 
*Fund commenced operations on November 18, 2015. The information presented is for the period from November 18, 2015 to September 30, 2016.
 
The accompanying notes are an integral part of these financial statements.
24

Etho Climate Leadership U.S. ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period
             
             
   
Six Months Ended
   
Period Ended
 
   
March 31, 2017
   
September 30,
 
   
(Unaudited)
   
20161
 
Net Asset Value, Beginning of Period
 
 
$27.00
   
 
$25.00
 
Income (Loss) from Investment Operations:
               
Net investment income 2
   
0.16
     
0.23
 
Net realized and unrealized gain on investments
   
2.46
     
1.87
 
Total from investment operations
   
2.62
     
2.10
 
Less Distributions:
               
Distributions from net investment income
   
(0.14)
 
   
(0.10)
 
Distributions from net realized gain
   
(0.14)
 
   
 
Total distributions
   
(0.28)
 
   
(0.10)
 
Net asset value, end of period
 
 
$29.34
   
 
$27.00
 
Total Return
   
9.73
%3
   
8.43
%3
Ratios/Supplemental Data:
               
Net assets at end of period (000’s)
 
 
$11,737
   
 
$6,751
 
                 
Expenses to Average Net Assets
   
0.45
%4
   
0.50
%4
Net Investment Income (Loss) to Average Net Assets
1.12 %4    
1.04
%4
Portfolio Turnover Rate
   
4
%3
   
25
%3
 
1 Commencement of operations on November 18, 2015.
2 Calculated based on average shares outstanding during the period.
3 Not annualized.
4 Annualized.
 
The accompanying notes are an integral part of these financial statements.
25


Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)
 
NOTE 1 – ORGANIZATION
 
Etho Climate Leadership U.S. ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the price and yield performance of the Etho Climate Leadership Index™ (“the Index”). The Fund commenced operations on November 18, 2015.
 
The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.
 
Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in the Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. 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 DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from the Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and may be subject to customary brokerage commissions or fees.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
 
A.
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 on the valuation date (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 on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
 
 
Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by the Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2017, the Fund did not hold any fair valued securities.
26

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
 
 
Level 1
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
 
Level 2
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
 
Level 3
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
 
The following table presents a summary of the Funds’ assets measured at fair value:

Etho Climate Leadership U.S. ETF
                       
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
11,651,117
   
$
   
$
   
$
11,651,117
 
Mutual Funds
   
26,468
     
     
     
26,468
 
Short-Term Investments
   
54,986
     
     
     
54,986
 
Investments Purchased as Securities Lending Collateral*
   
     
     
     
1,945,140
 
Total Investments in Securities
 
$
11,732,571
   
$
   
$
   
$
13,677,711
 
 
^ See Schedule of Investments for classifications by sector or country.
 
*
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities.
27

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
There were no transfers between Levels 1, 2 and 3 during the period ended March 31, 2017. Transfers between levels are recognized at the end of the reporting period.
 
B.
Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.
 
To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
 
Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2017 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.
 
D.
Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.
 
E.
Distributions to Shareholders. Distributions to shareholders from net investment income, if any, are declared and paid by the Fund on a quarterly basis. Distributions to shareholders from net realized gains on securities of the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
28

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
F.
Use of Estimates. 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 at the date of the financial statements, as well as the reported amounts of revenues and expense during the period. Actual results could differ from those estimates.
 
G.
Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding by the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
H.
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
 
NOTE 3 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
 
The “Derivatives and Hedging” Topic of the Codification (Accounting Standards Codification 815, formerly Statement of Financial Accounting Standards (“SFAS”) 133 and SFAS 161) requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. The Fund did not use derivatives during the period ended March 31, 2017.
 
NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
 
ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-to-day operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.
 
Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.45% of the Fund’s average daily net assets. The Advisor has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.45% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, 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, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an Agreement with Etho Climate Leadership U.S. (the “Sponsor”), under which the Sponsor agrees to sublicense the use of the Underlying Index to the Advisor. The Sponsor also provides marketing support for the Fund, including distributing marketing materials related to the Fund. Etho Climate Leadership U.S. is a privately held business focused on bringing exchange-traded investment products to investors in the U.S. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund. Additionally, the Sponsor is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.
29

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
U.S. Bancorp Fund Services, LLC (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two parties.
 
The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.
 
NOTE 5 – DISTRIBUTION PLAN
 
The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s average daily net assets. For the period ended March 31, 2017, the Fund did not incur any 12b-1 expenses.
 
NOTE 6 – PURCHASES AND SALES OF SECURITIES
 
The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2017:

   
Purchases
   
Sales
 
Etho Climate Leadership U.S. ETF
 
$
528,356
   
$
375,494
 

The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2017:

   
Purchases
In-Kind
   
Sales
In-Kind
 
                 
Etho Climate Leadership U.S. ETF
 
$
4,220,707
   
$
 
Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the determination of the Fund’s taxable gains and are not distributed to shareholders.
 
There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2017.
30

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)
 
NOTE 7 – SECURITIES LENDING
 
The Fund may lend up to 33 1/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. As of March 31, 2017, the Fund had loaned securities and received cash collateral for the loans. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.
 
As of March 31, 2017, the value of the securities on loan and payable for collateral due to broker were as follows:
 
Value of Securities on Loan Collateral Received

Fund
 
Values of
Securities
on Loan
   
Fund
Collateral
Received*
 
Etho Climate Leadership U.S. ETF
 
$
1,900,711
   
$
1,945,140
 
 
* The cash collateral received was invested in the Mount Vernon Securities Lending Prime Portfolio as shown on the Schedule of Investments, a money market fund with an overnight and continuous maturity.
 
Fees and interest income earned on collateral investments and recognized by the Fund during the period ended March 31, 2017, were as follows:
 
Fees and Interest Income Earned

Fund
 
Interest income earned
net of applicable fees
 
Etho Climate Leadership U.S. ETF
 
$
3,349
 
 
Offsetting Assets and Liabilities
 
The Fund is subject to various netting arrangements, which govern the terms of certain transactions with counterparties. The arrangements allow the Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all transactions governed under a single agreement with a counterparty. The following is a summary of the arrangements subject to offsetting as of March 31, 2017.
31

Etho Climate Leadership U.S. ETF
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

Fund
 
Description
 
Gross
Amounts of
Recognized
Liabilities
   
Gross
Amounts
in the
Statement
of Assets
and
Liabilities
   
Net Amounts
Presented in
the Statement
of Assets and
Liabilities
   
Collateral
Received
   
Net
Amount
Etho Climate Leadership U.S. ETF
 
Securities Lending
 
$
1,945,140
   
$
1,945,140
   
$
$
1,945,140
   
$
 
NOTE 8 – FEDERAL INCOME TAXES
 
The components of distributable earnings (losses) and cost basis of investments for federal income tax purposes at September 30, 2016 were as follows:

   
Cost
   
Gross
Unrealized
Appreciation
   
Gross
Unrealized
Depreciation
   
Net
Unrealized
Appreciation
(Depreciation)
 
Etho Climate Leadership U.S. ETF
 
$
7,735,765
   
$
434,113
   
$
(228,384
)
 
$
205,729
 

   
Undistributed
Ordinary
Income
   
Undistributed
Long-term
Gain
   
Total
Distributable
Earnings
   
Other
Accumulated
(Loss)
   
Total
Accumulated
Gain
 
Etho Climate Leadership U.S. ETF
 
$
45,279
   
$
1,178
   
$
46,457
   
$
(28
)
 
$
252,158
 
 
The difference between the tax cost of investments and the cost of investments for GAAP purposes is primarily due to the tax treatment of wash sale losses.
 
As of September 30, 2016, the Fund had accumulated capital loss carryovers of:

 
Capital Loss
Carryover
 
Expires
Etho Climate Leadership U.S. ETF
None
 
Indefinite

Under current tax law, capital and currency losses realized after October 31 of a Fund’s fiscal year may be deferred and treated as occurring on the first business day of the following fiscal year for tax purposes. The Fund had deferred post-October capital and currency losses, which will be treated as arising on the first business day of the year ended September 30, 2016.

32

 

Etho Climate Leadership U.S. ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

 
Late Year
   
 
Ordinary
 
Post-October
 
Loss
 
Capital Loss
Etho Climate Leadership U.S. ETF
None
 
None
 
NOTE 9 – DISTRIBUTIONS TO SHAREHOLDERS
 
The Fund paid $46,359 from ordinary income and $40,845 from capital gains during the period ended March 31, 2017 and paid $22,000 from ordinary income during the period ended September 30, 2016.
 
NOTE 10 – SUBSEQUENT EVENTS
 
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
 
Effective April 1, 2017, the Fund changed its distributor from ALPS Distributors, Inc. to ETFMG Financial, LLC.
 
33

Etho Climate Leadership U.S. ETF
 
SUPPLEMENTARY INFORMATION
March 31, 2017 (Unaudited)

INFORMATION ABOUT PORTFOLIO HOLDINGS
(Unaudited)
 
The Fund files a Form N-Q with the Securities and Exchange Commission (the ‘‘SEC’’) no more than sixty days after the Fund’s first and third fiscal quarters. For the Fund, this would be for the fiscal quarters ending June 30 and December 31. Form N-Q includes a complete schedule of the Funds’ portfolio holdings as of the end of those fiscal quarters. The Fund’s N-Q filings can be found free of charge on the SEC’s website at http://www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 800-SEC-0330 for information on the operation of the Public Reference Room). The Fund’s portfolio holdings are posted on the Fund’s website at www.ethoetf.com daily.
 
INFORMATION ABOUT PROXY VOTING
(Unaudited)
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.ethoetf.com.
 
Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.
 
Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.ethoetf.com. Read the prospectus carefully before investing.
 
34

Etho Climate Leadership U.S. ETF
 
EXPENSE EXAMPLES          
For the Period October 1, 2016 to March 31, 2017 (Unaudited)

As a shareholder of Etho Climate Leadership U.S. ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2016 to March 31, 2017).
 
Actual Expenses
The first line of the table provides information about actual account values based on actual returns and actual expenses.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares.  Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.  If these transactional costs were included, your costs would have been higher.
 
Etho Climate Leadership U.S. ETF          
   
Beginning
     Ending      
   
Account
   
Account
 
Expenses
 
   
Value
   
Value
   
Paid
 
   
October 1,
   
March 31,
 
During the
 
   
2016
   
2017
 
Period^
 
Actual
 
$
1,000.00
   
$
1,097.30
   
$
2.35
 
                         
Hypothetical
                       
(5% annual)
 
$
1,000.00
   
$
1,022.69
   
$
2.27
 
 
^ The dollar amounts shown as expenses paid during the period are equal to the annualized six-month expense ratio multiplied by the average account value during the period, multiplied by 182/365 (to reflect the period from October 1, 2016 to March 31, 2017).
 
35

Advisor
ETF Managers Group, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Distributor
ETFMG Financial, LLC
30 Maple Street, Suite 2, Summit, NJ 07901
 
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212
 
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, Milwaukee, Wisconsin 53202
 
Securities Lending Agent
U.S Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020
 
Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018
 
Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006
 
36

 

 
(SPIRITED FUNDS LOGO)
 
Semi-Annual Report
March 31, 2017
 
The Spirited Funds/ETFMG Whiskey & Spirits ETF
Ticker: WSKY
 

 
(ETF MANAGERS GROUP LOGO)
 
The Fund is a series of ETF Managers Trust.

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
TABLE OF CONTENTS
March 31, 2017

 
 
Page
Shareholders’ Letter
2
   
Growth of a $10,000 Investment
3
   
Top 10 Holdings
4
   
Important Disclosures and Key Risk Factors
5
   
Portfolio Allocations
6
   
Schedule of Investments
7
   
Statement of Assets and Liabilities
9
   
Statement of Operations
10
   
Statement of Changes in Net Assets
11
   
Financial Highlights
12
   
Notes to the Financial Statements
13
   
Supplementary Information
19
   
Approval of Advisory Agreement and Board Considerations
20
   
Expense Example
22

Dear Shareholder,
 
On behalf of the entire team, we want to express our appreciation for the confidence you have placed in the Spirited Funds/ETFMG Whiskey & Spirits Exchange-Traded Fund (“WSKY” or the “Fund”). The following information pertains to the period since inception from October 11, 2016 to March 31, 2017.
 
The Fund saw positive performance during the period since inception ended March 31, 2017. The NAV price for WSKY rose 5.15% while the Spirited Funds/ETFMG Whiskey & Spirits Index (“Index”), the Fund’s benchmark, rose 5.06% over the same period. The difference was primarily attributable to Fund expenses that are not a part of the Index.
 
For the period since inception March 31, 2017, the best performing securities in the Fund were MGP Ingredients Inc. (up 30.42%), Stock Spirits Group (up 29.15%), and CIA Cervecerias Unidas S.A. (up 26.73%). The worst performing securities in the Fund were, Emperador (down 17.34%), Distell Group Ltd. (down 11.27%),and Constellation Brands (down 4.17%).
 
You can find further details about WSKY by visiting www.spiritedfunds.com, or by calling 1-844-ETF-MGRS (1-844-383-6477).
 
Sincerely,
 
-s- Samuel Masucci III
 
Samuel Masucci III 
Chairman of the Board
 
Samuel Masucci III is a registered representative of ETFMG Financial, LLC.
2

Spirited Funds/ ETFMG Whiskey & Spirits ETF
Growth of $10,000 (Unaudited)
 
(LINE GRAPH)
 
Average Annual Returns
 
Since Inception
 
Period Ended March 31, 2017
 
(10/11/2016)   
 
Spirited Funds/ ETFMG Whiskey & Spirits ETF (NAV)
   
5.15
%
Spirited Funds/ ETFMG Whiskey & Spirits ETF (Market)
   
5.62
%
S&P 500 Index
   
11.67
%
The WSKY Index
   
5.06
%
 
       
Total Fund Operating Expenses1
   
0.60
%
 
1. The expense ratio is taken from the Fund’s most recent prospectus dated May 1, 2017. Effective May 1, 2017, the Fund’s unitary fees went from 0.75% to 0.60%.
 
Performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. All performance is historical and includes reinvestment of dividends and capital gains. Performance data current to the most recent month end may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477).
 
The chart illustrates the performance of a hypothetical $10,000 investment made on October 11, 2016, and is not intended to imply any future performance.  The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions from the sale of Fund shares.  The chart assumes reinvestment of capital gains and dividends, if any.
 
The unmanaged indices do not reflect fees and are not available for direct investment.
3

Spirited Funds/ETFMG Whiskey & Spirits ETF
 

Top Ten Holdings* 
           
 
Security
  % of Total
Investments†  
1
 
Diageo PLC
   
22.93
%
2
 
Pernod Ricard SA
   
12.53
%
3
 
Thai Beverage PLC
   
6.08
%
4
 
Brown-Forman Corporation
   
5.71
%
5
 
Remy Cointreau SA
   
5.01
%
6
 
Davide Campari-Milano SpA
   
4.91
%
7
 
LVMH Moet Hennessy Louis Vuitton SE
   
4.75
%
8
 
Corby Spirit and Wine Ltd.
   
4.68
%
9
 
MGP Ingredients, Inc.
   
4.66
%
10
 
Marie Brizard Wine & Spirits SA
   
4.48
%
             
   
Top Ten Holdings = 75.74% of Total Investments†          
* Current Fund holdings may not be indicative of future Fund holdings.
† Percentage of total investments less cash.
       
4

Spirited Funds/ETFMG Whiskey & Spirits ETF
 

Important Disclosures and Key Risk Factors
 
Investing involves risk, including the possible loss of principal. Shares of any ETF are bought and sold at market price (not NAV), may trade at a discount or premium to NAV and are not individually redeemed from the Fund. Brokerage commissions will reduce returns. Narrowly focused investments typically exhibit higher volatility. The Fund is new with limited operating history.
 
The Spirited Funds/ETFMG Whiskey & Spirits ETF (the “Fund”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Spirited Funds/ETFMG Whiskey & Spirits Index (the “Index”). The Index is comprised of core companies that are principally engaged in the production, distillation, storage, or aging of whiskey and non-core companies that derive a portion of their revenue from whiskey and spirits.
 
The industries in which Bourbon and Whiskey Economy Companies operate are very competitive and companies in such industries are subject to a number of risks. Demographic and product trends, changing consumer preferences, nutritional and health-related concerns, competitive pricing, marketing campaigns, environmental factors, adverse changes in general economic conditions, government regulation, food inspection and processing control, consumer boycotts, risks of product tampering, product liability claims, and the availability and expense of liability insurance can affect the demand for, and success of, such companies’ products in the marketplace. Such companies also face risks associated with changing market prices as a result of, among other things, changes in government support and trading policies and agricultural conditions influencing the growth and harvest seasons.
 
ETF shares are not individually redeemable and owners of the shares may acquire those shares from the Fund and tender those shares for redemption to the Fund in Creation Units only, typically consisting of aggregations of 50,000 shares.
5

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
PORTFOLIO ALLOCATIONS
As of March 31, 2017 (Unaudited)

   
Spirited
Funds/ETFMG
Whiskey &
Spirits
 
As a percent of Net Assets:
     
Canada
   
4.7
%
Chile
   
1.3
 
France
   
26.7
 
Ireland
   
1.4
 
Italy
   
4.9
 
Japan
   
6.7
 
Mexico
   
3.0
 
Philippines
   
1.5
 
South Africa
   
4.1
 
Thailand
   
6.1
 
United Kingdom
   
24.6
 
United States
   
14.6
 
Short-Term and other Net Assets (Liabilities)
   
0.4
 
     
100.0
%
6

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)


   
Shares
   
Market
Value
 
COMMON STOCKS - 99.6%
           
Canada - 4.7%
           
Beverages - 4.7%
           
Corby Spirit and Wine Ltd. (a)
   
7,361
   
$
122,494
 
                 
Chile - 1.3%
               
Beverages - 1.3%
               
Cia Cervecerias Unidas SA - ADR
   
1,303
     
32,927
 
                 
France - 26.7%
               
Beverages - 22.0%
               
Marie Brizard Wine & Spirits SA (a)
   
6,960
     
117,388
 
Pernod Ricard SA
   
2,774
     
328,188
 
Remy Cointreau SA
   
1,339
     
131,089
 
Total Beverages
           
576,665
 
Textiles, Apparel & Luxury Goods - 4.7%
               
LVMH Moet Hennessy Louis Vuitton SE
   
566
     
124,294
 
Total France
           
700,959
 
                 
Ireland - 1.4%
               
Beverages - 1.4%
               
C&C Group PLC
   
9,625
     
37,324
 
                 
Italy - 4.9%
               
Beverages - 4.9%
               
Davide Campari-Milano SpA
   
11,089
     
128,590
 
                 
Japan - 6.7%
               
Beverages - 6.7%
               
Asahi Group Holdings Ltd.
   
2,000
     
75,595
 
Kirin Holdings Co Ltd.
   
2,800
     
52,829
 
Takara Holdings, Inc.
   
4,400
     
47,466
 
Total Beverages
           
175,890
 
                 
Mexico - 3.0%
               
Beverages - 3.0%
               
Becle SAB de CV (a)
   
45,000
     
79,774
 
                 
Philippines - 1.5%
               
Beverages - 1.5%
               
Emperador, Inc.
   
335,000
     
40,327
 

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

7

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
Schedule of Investments
March 31, 2017 (Unaudited)  (Continued)

             
   
Shares
   
Market
Value
 
South Africa - 4.1%
           
Beverages - 4.1%
           
Distell Group Ltd.
   
10,382
   
$
106,790
 
                 
Thailand - 6.1%
               
Beverages - 6.1%
               
Thai Beverage PLC
   
236,800
     
159,125
 
                 
United Kingdom - 24.6%
               
Beverages - 24.6%
               
Diageo PLC
   
20,993
     
600,607
 
Stock Spirits Group PLC
   
20,017
     
46,898
 
Total Beverages
           
647,505
 
                 
United States - 14.6%
               
Beverages - 14.6%
               
Brown-Forman Corporation
   
3,238
     
149,531
 
Constellation Brands, Inc.
   
693
     
112,315
 
MGP Ingredients, Inc.
   
2,251
     
122,072
 
Total Beverages
           
383,918
 
TOTAL COMMON STOCKS (Cost $2,489,512)
           
2,615,623
 
SHORT-TERM INVESTMENTS - 0.1%
               
Money Market Funds - 0.1%
               
Invesco Advisers, Inc. STIT - Treasury Portfolio - Institutional Class, 0.59% (b)
   
3,435
     
3,435
 
TOTAL SHORT-TERM INVESTMENTS (Cost $3,435)
           
3,435
 
                 
Total Investments (Cost $2,492,947) - 99.7%
           
2,619,058
 
Other Assets in Excess of Liabilities - 0.3%
           
7,728
 
TOTAL NET ASSETS - 100.0%
         
$
2,626,786
 

Percentages are stated as a percent of net assets.

ADR
American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate quoted is the annualized seven-day yield at March 31, 2017.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI, Inc. and S&P and has been licensed for use by the Fund’s Administrator, U.S. Bancorp Fund Services, LLC.
 
The accompanying notes are an integral part of these financial statements.
8

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
STATEMENT OF ASSETS AND LIABILITIES
As of March 31, 2017 (Unaudited)

       
   
Spirited Funds/
ETFMG Whiskey
& Spirits ETF
 
ASSETS
     
Investments in securities, at fair value*
 
$
2,619,058
 
Foreign currency
   
73
 
Dividends and interest receivable
   
9,325
 
Total Assets
 
$
2,628,456
 
         
LIABILITIES
       
Management fees payable
   
1,670
 
Total Liabilities
   
1,670
 
Net Assets
 
$
2,626,786
 
         
NET ASSETS CONSIST OF:
       
Paid-in Capital
 
$
2,491,302
 
Undistributed (accumulated) net investment income (loss)
   
9,688
 
Accumulated net realized gain (loss) on investments
   
(353
)
Net unrealized appreciation (depreciation) on:
       
Investments in securities
   
126,111
 
Foreign currency and translation of other assets and liabilities in foreign currency
   
38
 
Net Assets
 
$
2,626,786
 
         
*Identified Cost:
       
Investments in securities
 
$
2,492,947
 
Foreign currency
   
79
 
         
Shares Outstanding^
   
100,000
 
Net Asset Value, Offering and Redemption Price per Share
 
$
26.27
 
^
No par value, unlimited number of shares authorized

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

9

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
STATEMENT OF OPERATIONS
For the period ended March 31, 2017 (Unaudited)

       
   
Spirited Funds/
ETFMG
Whiskey &
Spirits ETF1
 
INVESTMENT INCOME
     
Income:
     
Dividends from unaffiliated securities (net of foreign withholdings tax of $1,969)
 
$
20,188
 
Interest
   
1
 
Securities lending income
   
2
 
Total Investment Income
   
20,191
 
Expenses:
       
Management fees
   
8,702
 
Total Expenses
   
8,702
 
Net Investment Income
   
11,489
 
REALIZED & UNREALIZED GAIN ON INVESTMENTS
       
Net Realized Gain (Loss) on:
       
Unaffiliated investments
   
(24,207
)
In-Kind redemptions
   
28,191
 
Foreign currency and foreign currency translation
   
(4,337
)
Net Realized Gain (Loss) on Investments and Foreign Currency
   
(353
)
Net Change in Unrealized Appreciation (Depreciation) of:
       
Unaffiliated investments
   
126,111
 
Foreign currency and foreign currency translation
   
38
 
Net Change in Unrealized Appreciation of Investments and Foreign Currency
   
126,149
 
Net Realized and Unrealized Gain on Investments
   
125,796
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
137,285
 

1Fund commenced operations on October 11, 2016. The information presented is for the period from October 12, 2016 to March 31, 2017.

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

10

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
STATEMENT OF CHANGES IN NET ASSETS

         
   
Period Ended
March 31, 2017
(Unaudited)*
   
OPERATIONS
       
Net investment income
 
$
11,489
   
Net realized loss on investments
   
(353)
 
 
Net change in unrealized appreciation of investments
   
126,149
   
Net increase in net assets resulting from operations
   
137,285
   
DISTRIBUTIONS TO SHAREHOLDERS
         
From net investment income
   
(1,801)
 
 
Total Distributions to Shareholders
   
(1,801)
 
 
           
CAPITAL SHARE TRANSACTIONS
         
Net increase in net assets derived from net change in outstanding shares (a)
   
2,491,230
   
Transaction Fees (Note 1)
   
72
   
Net increase in net assets from capital chare transactions
   
2,491,302
   
Net increase in net assets
   
2,626,786
   
NET ASSETS
         
Beginning of Period
   
   
End of Period
 
$
2,626,786
   
Undistributed net investment income
 
$
9,688
   

(a) Summary of share transactions is as follows:

   
Period Ended March 31, 2017
(Unaudited)*
 
   
Shares
   
Amount
 
Shares Sold
   
150,000
   
$
3,802,625
 
Transaction Fees
   
     
72
 
Shares Redeemed
   
(50,000)
 
   
(1,311,395)
 
     
100,000
   
$
2,491,302
 
Beginning Shares
   
         
Ending Shares
   
100,000
         

*Fund commenced operations on October 11, 2016. The information presented is for the period from October 11, 2016 to March 31, 2017.

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

11

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout the period

       
   
Period Ended
March 31, 2017
(Unaudited)1
 
         
Net Asset Value, Beginning of Period
 
$
25.00
 
Income (Loss) from Investment Operations:
       
Net investment income (loss)2
   
0.11
 
Net realized and unrealized gain (loss) on investments
   
1.18
 
Total from investment operations
   
1.29
 
Less Distributions:
       
Distributions from net investment income
   
(0.02
)
Total distributions
   
(0.02
)
Net asset value, end of period
 
$
26.27
 
Total Return
   
5.15
%3
         
Ratios/Supplemental Data:
       
Net assets at end of period (000’s)
 
$
2,627
 
Expenses to Average Net Assets
   
0.75
%4
Net Investment Income (Loss) to Average Net Assets
   
1.00
%4
Portfolio Turnover Rate
   
35
%3

1Commencement of operations on October 11, 2016.
2Calculated based on average shares outstanding during the period.
3Not annualized.
4Annualized.

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

12

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited)

 
NOTE 1 – ORGANIZATION
 
Spirited Funds/ETFMG Whiskey & Spirits ETF (the “Fund”) is a series of ETF Managers Trust (the “Trust”), an open-end management investment company consisting of multiple investment series, organized as a Delaware statutory trust on July 1, 2009. The Trust is registered with the SEC under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company and the offering of the Fund’s shares (“Shares”) is registered under the Securities Act of 1933, as amended (the “Securities Act”). The Fund seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of the Spirited Funds/ETFMG Whiskey & Spirits Index. The Fund commenced operations on October 11, 2016.

The Fund currently offers one class of shares, which has no front end sales load, no deferred sales charges, and no redemption fees. The Fund may issue an unlimited number of shares of beneficial interest, with no par value. All shares of the Fund have equal rights and privileges.
 
Shares of the Fund are listed and traded on the NYSE Arca, Inc. Market prices for the Shares may be different from their net asset value (“NAV”). The Fund issues and redeems Shares on a continuous basis at NAV only in blocks of 50,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified Index. Once created, Shares generally trade in the secondary market at market prices that change throughout the day in quantities less than a Creation Unit. Except when aggregated in Creation Units, Shares are not redeemable securities of a Fund. Shares of a 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 DTC participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem the Shares directly from a Fund. Rather, most retail investors may purchase Shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
 
Authorized Participants transacting in Creation Units for cash may pay an additional variable charge to compensate the relevant Fund for certain transaction costs (i.e., brokerage costs) and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in “Transaction Fees” in the statements of changes in net assets.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

A.
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 on the valuation date (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 on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used.
13

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Board of Trustees (the “Board”). When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board. The use of fair value pricing by a fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. As of March 31, 2017, the Fund did not hold any fair valued securities.
 
As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
 
Level 1
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
Level 2
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
 
The following is a summary of the inputs used to value the Fund’s investments as of March 31, 2017:
 
Spirited Funds/ETFMG Whiskey & Spirits ETF
Assets^
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
 
$
2,615,623
   
$
   
$
   
$
2,615,623
 
Short-Term Investments
   
3,435
     
     
     
3,435
 
Total Investments in Securities
 
$
2,619,058
   
$
   
$
   
$
2,619,058
 
 
^ See Schedule of Investments for classifications by sector or country.
 
There were no transfers between Levels 1, 2 and 3 during the period ended March 31, 2017. Transfers between levels are recognized at the end of the reporting period.

14

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

B.
Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provisions for federal income taxes or excise taxes have been made.
 
To avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends, in each calendar year, at least 98.0% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
 
Net capital losses incurred after October 31, within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year.
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund has analyzed its tax position and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2017 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, the State of New Jersey, and the State of Delaware; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
C.
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Interest income is recorded on an accrual basis. Income, including gains, from investments in foreign securities received by the Fund may be subject to income, withholding or other taxes imposed by foreign countries.
 
D.
Foreign Currency Translations and Transactions. The Fund may engage in foreign currency transactions. Foreign currency transactions are translated into U.S. dollars on the following basis: (i) market value of investment securities, assets and liabilities at the daily rates of exchange, and (ii) purchases and sales of investment securities, dividend and interest income and certain expenses at the rates of exchange prevailing on the respective dates of such transactions. For financial reporting purposes, the Fund does not isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for unrealized gains and losses. However, for federal income tax purposes, the Fund does isolate and treat as ordinary income the effect of changes in foreign exchange rates on realized gains or losses from the sale of investment securities and payables and receivables arising from trade-date and settlement-date differences.
 
E.
Distributions to Shareholders. Distributions to shareholders from net investment income are declared and paid for the Fund on a quarterly basis. Net realized gains on securities for the Fund normally are declared and paid on an annual basis. Distributions are recorded on the ex-dividend date.
 
F.
Use of Estimates. 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 at the date of the financial statements, as well as the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.
 
 
15

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

G.
Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for trading.  The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
H.
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
 
NOTE 3 – DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
 
The “Derivatives and Hedging” Topic of the Codification (Accounting Standards Codification 815, formerly Statement of Financial Accounting Standards (“SFAS”) 133 and SFAS 161) requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. The Fund did not use derivatives during the period ended March 31, 2017.
 
NOTE 4 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS.
 
ETF Managers Group, LLC (the “Advisor”), serves as the investment advisor to the Fund. Pursuant to an Investment Advisory Agreement (“Advisory Agreement”) between the Trust, on behalf of the Fund, and the Advisor, the Advisor provides investment advice to the Fund and oversees the day-today operations of the Fund, subject to the direction and control of the Board and the officers of the Trust. Under the Advisory Agreement, the Advisor is also responsible for arranging transfer agency, custody, fund administration and accounting, and other non-distribution related services necessary for the Fund to operate.
 
Under the Investment Advisory Agreement with the Fund, the Advisor has overall responsibility for the general management and administration of the Fund and arranges for sub-advisory, transfer agency, custody, fund administration, securities lending, and all other non-distribution related services necessary for the Fund to operate. The Advisor bears the costs of all advisory and non-advisory services required to operate the Fund, in exchange for a single unitary fee. For services provided the Fund pays the Advisor at an annual rate of 0.75% of the Fund’s average daily net assets (See Note 9). The Advisor has an agreement with, and is dependent on, a third party to pay the Fund’s expenses in excess of 0.75% of the Fund’s average daily net assets. Additionally, under the Investment Advisory Agreement, the Advisor has agreed to pay all expenses of the Fund, except for: the fee paid to the Advisor pursuant to the Investment Advisory Agreement, interest charges on any borrowings, 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, accrued deferred tax liability, extraordinary expenses, and distribution (12b-1) fees and expenses (collectively, “Excluded Expenses”). The Advisor has entered into an Agreement with Spirited Funds, LLC (the “Sponsor”), under which the Sponsor agrees to sublicense the use of the Underlying Index to the Advisor. The Sponsor also provides marketing support for the Fund, including distributing marketing materials related to the Fund. Spirited Funds, LLC is a privately held business focused on bringing exchange-traded investment products to investors in the U.S. The Sponsor does not make investment decisions, provide investment advice, or otherwise act in the capacity of an investment adviser to the Fund. Additionally, the Sponsor is not involved in the maintenance of the Underlying Index and does not otherwise act in the capacity of an index provider.
16

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

US Bancorp Fund Services, LLC (the “Administrator”) provides fund accounting, fund administration, and transfer agency services to the Fund. The Advisor compensates the Administrator for these services under an administration agreement between the two entities.
 
The Advisor pays each independent Trustee a quarterly fee for service to the Fund. Each Trustee is also reimbursed by the Advisor for all reasonable out-of-pocket expenses incurred in connection with his duties as Trustee, including travel and related expenses incurred in attending Board meetings.
 
NOTE 5 – DISTRIBUTION PLAN
 
The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund may pay compensation to the Distributor or any other distributor or financial institution with which the Trust has an agreement with respect to the Fund, with the amount of such compensation not to exceed an annual rate of 0.25% of each Fund’s daily average net assets. For the period ended March 31, 2017, the Fund did not incur any 12b-1 expenses.
 
NOTE 6 – PURCHASES AND SALES OF SECURITIES
 
The costs of purchases and sales of securities, excluding short-term securities and in-kind transactions, for the period ended March 31, 2017:
 
 
Purchases
   
Sales
 
Spirited Funds/ETFMG Whiskey & Spirits ETF
 
$
869,687
   
$
1,655,573
 
 
The costs of purchases and sales of in-kind transactions associated with creations and redemptions for the period ended March 31, 2017:
 
   
Purchases
   
Sales
 
   
In-Kind
   
In-Kind
 
Spirited Funds/ETFMG Whiskey & Spirits ETF
 
$
3,484,389
   
$
212,976
 
 
Purchases in-kind are the aggregate of all in-kind purchases and sales in-kind are the aggregate of all proceeds from in-kind sales. Net capital gains or losses resulting from in-kind redemptions are excluded from the Fund’s taxable gains and are not distributed to shareholders.
 
There were no purchases or sales of U.S. Government obligations for the period ended March 31, 2017.
 
NOTE 7 – SECURITIES LENDING
 
The Fund may lend up to 331/3% of the value of the securities in its portfolio to brokers, dealers and financial institutions (but not individuals) under terms of participation in a securities lending program administered by U.S. Bank N.A. (“the Custodian”). The securities lending agreement requires that loans are collateralized at all times in an amount equal to at least 102% of the value of any loaned securities at the time of the loan, plus accrued interest. The Fund receives compensation in the form of fees and earn interest on the cash collateral. The amount of fees depends on a number of factors including the type of security and length of the loan. The Fund continues to receive interest payments or dividends on the securities loaned during the borrowing period. Gain or loss in the fair value of securities loaned that may occur during the term of the loan will be for the account of the Fund. The Fund has the right under the terms of the securities lending agreement to recall the securities from the borrower on demand. The cash collateral is invested by the Custodian in accordance with approved investment guidelines. Those guidelines require the cash collateral to be invested in readily marketable, high quality, short-term obligations; however, such investments are subject to risk of payment delays or default on the part of the issuer or counterparty or otherwise may not generate sufficient interest to support the costs associated with securities lending. The Fund could also experience delays in recovering its securities and possible loss of income or value if the borrower fails to return the borrowed securities, although the Fund is indemnified from this risk by contract with the securities lending agent.
17

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2017 (Unaudited) (Continued)

As of March 31, 2017, the Fund did not have any securities on loan.
 
Interest income earned on collateral investments and recognized by the Fund during the period ended March 31, 2017, were as follows:
 
Interest Income Earned
     
Fund
 
Interest Income
Earned net of
applicable Fees
 
Spirited Funds/ETFMG Whiskey & Spirits ETF
 
$
2
 
 
NOTE 8 – DISTRIBUTIONS TO SHAREHOLDERS
 
The Fund paid $1,801 from ordinary income during the period ended March 31, 2017.
 
NOTE 9 – SUBSEQUENT EVENTS
 
In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
 
Effective April 1, 2017, the Fund changed its distributor from ALPS Distributors, Inc. to ETFMG Financial, LLC.
 
Effective May 1, 2017, the Fund made permanent a reduction in unitary fees to ensure that total expenses do not exceed 0.60% of the Fund’s annual average net assets, from a previous unitary fee of 0.75%.
18

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
SUPPLEMENTARY INFORMATION
March 31, 2017 (Unaudited)
 

INFORMATION ABOUT PORTFOLIO HOLDINGS
(Unaudited)
 
The Fund files a Form N-Q with the Securities and Exchange Commission (the ‘‘SEC’’) no more than sixty days after the Fund’s first and third fiscal quarters. For the Fund, this would be for the fiscal quarters ending June 30 and December 31. Form N-Q includes a complete schedule of the Funds’ portfolio holdings as of the end of those fiscal quarters. The Fund’s N-Q filings can be found free of charge on the SEC’s website at http://www.sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 800-SEC-0330 for information on the operation of the Public Reference Room). The Fund’s portfolio holdings are posted on the Fund’s website at www.spiritedfunds.com daily.

INFORMATION ABOUT PROXY VOTING
(Unaudited)
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is provided in the Statement of Additional Information (“SAI”). The SAI is available without charge upon request by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477), by accessing the SEC’s website at www.sec.gov, or by accessing the Fund’s website at www.spiritedfunds.com.
 
Information regarding how the Fund voted proxies relating to portfolio securities during the period ending June 30 is available by calling toll-free at 1-844-ETF-MGRS (1-844-383-6477) or by accessing the SEC’s website at www.sec.gov.
 
Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and additional information can be found in the Fund’s prospectus, which may be obtained by calling 1-844-ETF-MGRS (1-844-383-6477) or by visiting www.spiritedfunds.com. Read the prospectus carefully before investing.
19

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended March 31, 2017 (Unaudited)

Pursuant to Section 15(c) of the Investment Company Act of 1940 (the “1940 Act”), at a meeting held on June 22, 2016, the Board of Trustees (the “Board”) of ETF Managers Trust (the “Trust”) considered the approval of the Investment Advisory Agreement between ETF Managers Group, LLC (the “Adviser”) and the Trust, on behalf of Spirited Funds/ETFMG Whiskey & Spirits ETF (the “Fund”) (the “Agreement”).
 
The Agreement must be approved: (i) by the vote of the Trustees or by a vote of the shareholders of the Fund; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval. Each year after the initial two-year term, the Board will call and hold a meeting to decide whether to renew the Agreement for an additional one-year term. In preparation for such meetings, the Board requests and reviews a wide variety of information from the Adviser.
 
In reaching this decision, the Board, including the Independent Trustees, considered all factors it believed relevant, including: (i) the nature, extent and quality of the services to be provided to the Fund’s shareholders by the Adviser; (ii) the Adviser’s cost and profits it will realize in providing its services, including any fall-out benefits enjoyed by the Adviser; (iii) comparative fee and expense data for the Fund and other similar investment companies; (iv) the extent to which economies of scale would be realized as the Fund grows and whether the proposed advisory fees for the Fund reflects these economies of scale for the benefit of the Fund; and (v) other financial benefits to the Adviser and its affiliates resulting from services rendered to the Fund. The Board’s review included written and oral information furnished to the Board prior to and at the meeting held on June 22, 2016, and throughout the year.  Among other things, the information provided by the Adviser provided an overview of its advisory business, including its personnel. Representatives of the Adviser discussed the services to be provided by the Adviser. Representatives also discussed the rationale for launching the Fund, the Fund’s fees and fee structures of comparable investment companies. The Board then discussed the written and oral information that it received before the meeting and throughout the year, and the Adviser’s oral presentations and any other information that the Board received at the meeting, and deliberated on the approval of the Agreement in light of this information. In its deliberations, the Board did not identify any single piece of information discussed below that was all-important or controlling.
 
Nature, Extent and Quality of Services Provided by the Adviser
The Trustees considered the scope of services provided under the Agreement, noting that the Adviser will be providing investment management services to the Fund. The Board discussed the responsibilities of the Adviser, including: responsibility for the general management of the day-to-day investment and reinvestment of the assets of the Fund; determining the daily baskets of deposit securities and cash components; executing portfolio security trades for purchases and redemptions of Fund shares conducted on a cash-in-lieu basis; responsibility for daily monitoring of tracking error and quarterly reporting to the Board; and implementation of Board directives as they relate to the Fund. In considering the nature, extent and quality of the services to be provided by the Adviser, the Board considered the quality of the Adviser’s compliance program. The Board also considered the Adviser’s experience managing ETFs, including other series of the Trust.
 
The Board also considered other services to be provided to the Fund’s, such as overseeing the Fund’s service providers, monitoring adherence to the Fund’s investment restrictions, and monitoring compliance with various policies and procedures and with applicable securities regulations.
 
Based on the factors above, as well as those discussed below, the Board concluded that it was satisfied with the nature, extent and quality of the services to be provided to the Fund’s by the Adviser.

20

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
APPROVAL OF ADVISORY AGREEMENT AND BOARD CONSIDERATIONS
For the Period Ended March 31, 2017 (Unaudited)
Cost of Services Provided and Economies of Scale
The Board reviewed the Fund’s estimated expense ratio and the advisory fee to be paid by the Fund, and considered the expense ratios of comparable funds.  The Board took into consideration management’s discussion of the fees, including that the Fund uses a niche investment strategy. The Board concluded that the advisory fee was reasonable and the result of arm’s length negotiations. Additionally, the Board took into consideration that the Fund’s operating expenses would be paid by the Adviser. The Board also evaluated compensation and benefits expected to be received by the Adviser from its relationship with the Fund. The Board noted, however, that because the Fund was new, it was difficult to estimate the profitability of the Fund to the Adviser at this time. The Board also noted that because the Fund was new, it was difficult to estimate whether the Fund would experience economies of scale. The Board determined to evaluate economies of scale on an ongoing basis in the event of asset growth of the Fund.
 
Based on the Board’s deliberations and its evaluation of the information described above, the Board, including the Independent Trustees, unanimously: (a) concluded that the terms of the Agreement are fair and reasonable; (b) concluded that the Adviser’s fees are reasonable in light of the services that the Adviser will provide to the Fund; and (c) agreed to approve the Agreement for an initial term of two years.
21

Spirited Funds/ETFMG Whiskey & Spirits ETF
 
Expense Example
For the Period October 11, 2016 to March 31, 2017 (Unaudited)

As a shareholder of Spirited Funds/ETFMG Whiskey & Spirits ETF (the “Fund”) you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 11, 2016 to March 31, 2017).
 
Actual Expenses
The first line of the table provides information about actual account values based on actual returns and actual expenses.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table provides information about hypothetical account values based on a hypothetical return and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as brokerage commissions paid on purchases and sales of Fund shares.  Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.  If these transactional costs were included, your costs would have been higher.
 
Spirited Funds/ETFMG Whiskey & Spirits ETF
   
Beginning
 
Ending
   
   
Account Value
 
Account Value
 
Expenses Paid
   
October 11,
 
March 31,
 
During the
   
2016
 
2017
 
Period^
Actual
 
$1,000.00
 
$1,051.50
 
$3.84
             
Hypothetical
           
(5% annual)
 
$1,000.00
 
$1,021.19
 
$3.78
 
^ The dollar amounts shown as expenses paid during the period are equal to the annualized expense ratio for the period since inception multiplied by the average account value during the period, multiplied by 171/365 (to reflect the period from October 11, 2016 to March 31, 2017).
22

Advisor
ETF Managers Group, LLC
30 Maple Street Suite 2, Summit, NJ 07901
 
Distributor
ETFMG Financial, LLC
30 Maple Street Suite 2, Summit NJ 07901
 
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302, Milwaukee, Wisconsin 53212
 
Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, Milwaukee, Wisconsin 53202
 
Securities Lending Agent
U.S Bank, National Association
Securities Lending
800 Nicolet Mall
Minneapolis, MN 55402-7020
 
Independent Registered Public Accounting Firm
WithumSmith + Brown, PC
1411 Broadway, 9th Floor, New York, NY 10018
 
Legal Counsel
Sullivan & Worcester LLP
1666 K Street NW, Washington, DC 20006
 


Item 2. Code of Ethics.

Not applicable for semi-annual reports.


Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.


Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.


Item 5. Audit Committee of Listed Registrants.

Not applicable for semi-annual reports.

Item 6. Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
(b)
Not applicable.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.


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

Not applicable to open-end investment companies.


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

Not applicable.

Item 11. Controls and Procedures.
 
(a)
The Registrant’s Principal Executive Officer and Principal Financial Officer/Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.
 
(b)
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of 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. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable for semi-annual reports.

(2) A separate certification for each principal executive and Treasurer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(b)
Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.

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.


(Registrant)  ETF Managers Trust          

 
By (Signature and Title)  /s/ Samuel Masucci III
Samuel Masucci III, Principal Executive Officer

Date  June 1, 2017

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 (Signature and Title)*  /s/ Samuel Masucci III
  Samuel Masucci III, Principal Executive Officer
 
Date  June 1, 2017

By (Signature and Title)*  /s/ John A. Flanagan
  John A. Flanagan, Principal Financial Officer/Treasurer

Date  June 1, 2017
 
* Print the name and title of each signing officer under his or her signature.