2 Dec 2022 09:00
Xtrackers
Investment Company with Variable Capital
Registered office: 49, avenue J.F. Kennedy, L-1855 Luxembourg,
R.C.S. Luxembourg B-119.899
(the “Company”)
Important Notice to Shareholders of
Xtrackers MSCI Russia Capped Swap UCITS ETF (ISIN: LU0322252502)
(the “Sub-Fund”)
2 December 2022
We refer to the Sub-Fund which aims to reflect the performance of the MSCI Russia Issuers Capped 25% Index (the "Reference Index") which is designed to reflect the performance of the shares of certain companies in Russia. The companies making up the Reference Index are large and medium sized companies. The Sub-Fund is passively managed in accordance with an Indirect Investment Policy and invests in transferable securities and enters into derivative(s) relating to the transferable securities and the Reference Index, in order to obtain the return on the Reference Index.
We refer to the shareholder notice dated 01 March 2022, which informed Shareholders of the Sub-Fund that the board of directors of the Company (the “Board of Directors”) had decided, in accordance with article 22 of the articles of incorporation of the Company and the applicable provisions of the current prospectus of the Company, to suspend the determination of the official Net Asset Value (the “NAV”) and the issue and redemption of Shares as well as the right to convert Shares of the Sub-Fund until further notice and as from the Transaction Day on 28 February 2022.
The abovementioned decisions were taken by the Board of Directors in response to the situation between Russia and Ukraine, which has, in the opinion of the Board of Directors, rendered impracticable, the disposal or valuation of the assets attributable to the Sub-Fund.
The Index Administrator has recently advised that the Reference Index will be discontinued as of 01 March 2023. In addition, the current derivative(s) invested in by the Sub-Fund are due to expire and the Sub-Fund will not be able to renew these derivative(s) due to applicable sanctions legislation. The Sub-Fund will therefore be unable to continue its exposure to the Reference Index and hence will no longer be able to pursue its investment objective which is to reflect the performance of the Reference Index.
Consequently, the Board of Directors has decided, in the best interest of the Shareholders, to terminate the Sub-Fund and to proceed with the compulsory redemption of all outstanding Shares of the Sub-Fund in accordance with the applicable provisions of the Articles of Incorporation and the Prospectus with a last calculation as of 16 December 2022 or at a date as soon as possible thereafter (the “Termination”). The Sub-Fund will terminate with effect from 19 December 2022 (the “Termination Date”).
For the avoidance of doubt and in accordance with the shareholder notices previously issued, the determination of the official Net Asset Value of the Sub-Fund, as well as redemptions, subscriptions in, or conversions into, the Sub-Fund will continue to be suspended until the Termination. Trading on all relevant stock exchanges (Deutsche Börse XETRA, Borsa Italiana and London Stock Exchange) also remains suspended. The Sub-Fund is listed on the United Kingdom Listing Authority’s Official List and as a result of the Termination, the Sub-Fund will be de-listed from the Official List with effect from 8:00 a.m. on 20 December 2022.
The following terms and conditions of the compulsory redemption have been determined in accordance with article 21 of the Articles of Incorporation and shall apply as of the Termination Date:
1. The Sub-Fund shall be liquidated and the investments and liabilities of the Sub-Fund realised taking into account, amongst other expenses, all costs resulting from the realisation and liquidation of the investments of the Sub-Fund (the “Redemption Proceeds”);
2. No Redemption Charges or fees relating to the liquidation will be applied;
3. The Redemption Proceeds, if any will be paid in the relevant Reference Currency to the clearing agent. It is anticipated that due to the current valuation of the Reference Index the Redemption Proceeds will be zero or close to zero;
4. The payment of the Redemption Proceeds, if any, to the registered Shareholders and the clearing agents, resulting from the compulsory redemption, will take place at the latest 10 Luxembourg Business Days after the Termination Date (the “Payment Date”). It should be noted that payment of the Redemption Proceeds to Shareholders who hold Shares via intermediaries may take longer than 10 Luxembourg Business Days;
5. The Redemption Proceeds relating to Shares for which payment to Shareholders could not be made, will be deposited with the Caisse de Consignation in Luxembourg on behalf of the persons entitled thereto as soon as possible after the Payment Date and in any event before the closure of the liquidation procedure.
Further information in relation to the Termination may be obtained from the legal entities mentioned under Contact information below, the offices of foreign representatives or by sending an email to Xtrackers@dws.com .
All Shareholders are strongly advised to consult their tax advisor to assess: (1) the impact of the Termination and any potential tax consequences thereof; and (2) any potential changes between the current and/or future taxation of their investment under the laws of the countries of their nationality, residence, domicile or incorporation.
Capitalised terms not defined herein shall have the meaning given to them in the Prospectus of the Company unless the context otherwise requires.
Neither the contents of the Company's website nor the contents of any other website accessible from hyperlinks on the Company's website is incorporated into, or forms part of, this announcement.
Xtrackers
The Board of Directors
Contact Information
Xtrackers
49, avenue J.F. Kennedy, L-1855 Luxembourg, Grand Duchy of Luxembourg
DWS Investment S.A.
2, boulevard Konrad-Adenauer, L-1115 Luxembourg, Grand Duchy of Luxembourg
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