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New York, N.Y. August 7, 2020 – Goldman Sachs Asset Management (“GSAM”) announced today that the Board of Trustees of Goldman Sachs ETF Trust (the “Trust”) has approved an Agreement and Plan of Reorganization (the “Plan of Reorganization”) providing for the reorganization of its five thematic ETFs (formerly known as the Goldman Sachs Motif ETFs) into the Goldman Sachs Innovate Equity ETF (the “Innovate ETF” or “Surviving Fund,” and together with the Acquired Funds, the “Funds”), a newly organized series of the Trust (the “Reorganization”).
The five thematic ETFs (each, an “Acquired Fund” and collectively, the “Acquired Funds”) being reorganized are:
As a result of the Reorganization, the five themes represented by the Acquired Funds - Data-Driven World, Finance Reimagined, Human Evolution, Manufacturing Revolution, and New Age Consumer – will be combined on an equal-weighted basis in a single ticker solution in the Innovate ETF.
“The reorganization is in response to client demand for a single investment product that provides diversified equity exposure across these five themes that we believe are driving technological innovation and secular growth,” said GSAM’s Global Head of ETFs, Michael Crinieri. “Our ETF franchise has a demonstrated ability to leverage the best of the Goldman Sachs platform and, together with our colleagues in GSAM’s Fundamental Equity business, we believe the reorganization will create a simpler, more accessible yet differentiated way to invest.”
The Innovate ETF will seek to provide investment results that closely correspond, before fees and expenses, to the performance of the Solactive Innovative Global Equity Index (the “Innovative Index”). The Innovative Index will combine the five themes on an equal-weighted basis to provide exposure to companies that may benefit from technological innovation and the resulting changes in the economy.
Under the terms of the Plan of Reorganization, each Acquired Fund will transfer all of its assets to the Surviving Fund and the Surviving Fund will assume all of the liabilities of each Acquired Fund. Subsequently, each Acquired Fund will be liquidated and shareholders of such Acquired Fund will receive shares of the Surviving Fund that are equal in aggregate net asset value to the shares of the Acquired Fund held as of the time of valuation specified in the Plan of Reorganization.
The Board and GSAM believe that the Reorganization is in the best interests of each Fund, and that the interests of the shareholders of each Fund will not be diluted as a result of the Reorganization. Details regarding the terms of the Reorganization and factors considered by the Board in connection with the Reorganization will be contained in a combined information statement/prospectus that will be sent to the shareholders of each Acquired Fund.
The Reorganization is expected to qualify as a tax-free event and, as a result, shareholders of the Acquired Funds are not expected to recognize a gain or loss for federal income tax purposes as a result of the Reorganization (except any gain or loss that may result from the receipt of cash in lieu of fractional shares).
The Reorganization is expected to close after the close of business on November 6, 2020, subject to compliance with all regulatory requirements and satisfaction of customary closing conditions. Shares of the Surviving Fund are expected to begin trading on the NYSE Arca, Inc. on November 9, 2020. Shareholders of each Acquired Fund are not required to approve the Plan of Reorganization. The Surviving Fund has not commenced investment operations and does not currently have shareholders.
The Trust intends to file with the U.S. Securities and Exchange Commission (“SEC”) a combined information statement/prospectus on Form N-14 that will be provided to shareholders of each Acquired Fund. When available, the combined information statement/prospectus will describe in detail the terms of the Reorganization.
SHAREHOLDERS OF THE ACQUIRED FUNDS ARE URGED TO READ THE COMBINED INFORMATION STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE REORGANIZATION. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES, RISKS, FEES AND EXPENSES OF THE FUNDS CAREFULLY.
Shareholders of the Acquired Fund may obtain free copies of the combined information statement/prospectus and other documents (when they become available) filed with the SEC at the SEC's web site at www.sec.gov. In addition, free copies of the combined information statement/prospectus and other documents filed with the SEC may also be obtained without charge after the combined information statement/prospectus becomes effective from Goldman Sachs & Co. LLC by calling 1-800-621-2550 or writing to Goldman Sachs Funds, P.O. Box 06050, Chicago, Illinois 60606.
A registration statement containing a preliminary prospectus relating to the shares of the Surviving Fund has been filed with the SEC, but has not yet been declared effective. The information contained in the registration statement of the Surviving Fund is not complete and may be changed. We may not sell shares of the Surviving Fund until the registration statement filed with the SEC is effective. This communication is not an offer to sell securities and is not soliciting an offer to buy securities.
For more information on the Goldman Sachs’ ETFs, please visit www.GSAM.com/ETFs.
About Goldman Sachs Asset Management, L.P. (GSAM)
GSAM is the asset management arm of The Goldman Sachs Group, Inc. (NYSE: GS), which supervises more than $1 trillion in assets as of June 30, 2020. Goldman Sachs Asset Management has been providing discretionary investment advisory services since 1988 and has investment professionals in all major financial centers around the world. The company offers investment strategies across a broad range of asset classes to institutional and individual clients globally. Founded in 1869, Goldman Sachs is a leading global investment banking, securities and investment management firm that provides a wide range of financial services to a substantial and diversified client base that includes corporations, financial institutions, governments, and high-net-worth individuals.
Patrick Scanlan | Goldman Sachs | 212-902-5400