M&A - Tidal ETF Trust
Form Type: 497
Filing Date: 2025-04-16
Corporate Action: Merger
Type: New
Accession Number: 000199937125004273
Filing Summary: The document outlines a proposal for the reorganization of the ATAC Rotation Fund (the 'Target Fund') into a new mutual fund within Tidal ETF Trust (the 'Acquiring Entity'), also named the ATAC Rotation Fund (the 'Acquiring Fund'). A shareholder meeting has been scheduled for June 5, 2025, to vote on this proposal. If approved, the Acquiring Fund will acquire all assets and assume all liabilities of the Target Fund, resulting in Target Fund investors receiving shares of the Acquiring Fund equivalent in net asset value to their holdings in the Target Fund. This reorganization is designed to be tax-free under federal tax laws and aims to lower operating expenses for shareholders. The Target Fund will subsequently be liquidated and terminated post-reorganization. The Board of Trustees has reviewed and supports the reorganization, recommending that shareholders vote in favor of the plan. The reorganization, while expecting to enhance growth and reduce expenses, will maintain identical investment objectives and strategies between the two funds.
Additional details:
Shareholder Meeting Date: 2025-06-05
Record Date: 2025-04-08
Adviser Name: Tidal Investments LLC
Investment Objectives: identical
Expense Ratios Comparison: expected lower for Acquiring Fund
Reorganization Tax Status: tax-free
Approval Date By Board: 2025-02-19/20
Form Type: 497
Filing Date: 2025-03-28
Corporate Action: Acquisition
Type: New
Accession Number: 000199937125003393
Filing Summary: On March 28, 2025, a new sub-advisory agreement was established between Tidal ETF Trust and Armada ETF Advisors LLC following a change in ownership due to Inveniam Capital Partners, Inc.'s acquisition of Armada's parent company. This transaction automatically terminated previous sub-advisory agreements. The Board of Trustees approved the new agreement on February 19-20, 2025, with no changes to investment objectives, strategies, or fees for the Funds. Additionally, Phil Bak was removed as a portfolio manager, and Matt Appel was appointed in his stead. All references to Bak were deleted from the Fund's documentation. Appel's background includes 25 years of experience in investment management, including roles at significant institutions. The document also updates risk disclosures related to potential conflicts of interest following the change in control.
Additional details:
Sub Adviser: Armada ETF Advisors LLC
Acquired By: Inveniam Capital Partners, Inc.
Previous Portfolio Manager: Phil Bak
New Portfolio Manager: Matt Appel
Board Meeting Date: 2025-02-19
Form Type: N-14
Filing Date: 2025-03-14
Corporate Action: Merger
Type: New
Accession Number: 000199937125002648
Filing Summary: Tidal ETF Trust has filed a registration statement under the Securities Act of 1933 for a proposed reorganization of the ATAC Rotation Fund (the Target Fund) into a newly-created mutual fund, also called the ATAC Rotation Fund (the Acquiring Fund). This transaction is intended to be tax-free for the shareholders of the Target Fund. Shareholders will receive shares in the Acquiring Fund corresponding to their holdings in the Target Fund, with the same overall value. The reorganization aims to provide a platform for enhanced long-term viability and asset growth for the Acquiring Fund while potentially lowering annual operating expenses compared to the Target Fund. The reorganization has been unanimously approved by the Target Fund’s Board of Trustees, which believes it is in the best interests of the shareholders. The reorganization is scheduled to take effect on or about April 13, 2025, following shareholder approval at a meeting set for April 8, 2025. If not approved, further actions regarding the Target Fund will be considered, including potential liquidation.
Additional details:
Target Fund Class: Investor Class
Acquiring Fund Class: Investor Class
Target Fund Class: Institutional Class
Acquiring Fund Class: Institutional Class
Record Date: 2025-04-08
Form Type: CORRESP
Filing Date: 2024-09-24
Corporate Action: Merger
Type: Update
Accession Number: 000199937124012293
Filing Summary: This correspondence addresses comments received from the SEC regarding the proposed reorganization of the Unusual Whales Subversive Democratic Trading ETF and the Unusual Whales Subversive Republican Trading ETF into newly created series of Tidal ETF Trust. The document clarifies that each Acquiring Fund is to be considered the accounting survivor of its proposed reorganization despite being new, correcting earlier statements to reflect that the Target Funds are the accounting survivors instead. It emphasizes that this communication is a response to SEC inquiries and clarifies terms used in their proxy statement and prospectus.
Additional details:
Page Number: 5
Comment Number: 1
Response: The Trust revises the statement to indicate that each Target Fund is the accounting survivor of its proposed reorganization.
Contact Name: John Hadermayer
Contact Phone: (262) 318-8236
Contact Email: [email protected]
Form Type: CORRESP
Filing Date: 2024-09-23
Corporate Action: Merger
Type: Update
Accession Number: 000199937124012247
Filing Summary: This correspondence addresses comments from the SEC regarding Form N-14 related to the proposed reorganization of two Target Funds into newly created Acquiring Funds under Tidal ETF Trust. Key revisions include clearer disclosure of Tidal Investments LLC's recent appointment as investment adviser, adjustments to shareholder communications to explain the business reasons and impacts of the reorganization, and assurance that the number of shares received by shareholders will be materially unchanged following the transition. Additional revisions aim to clarify risks, management considerations, and correct terminology regarding the funds' investment strategies and structure. The document also disputes an SEC comment about the nature of broker non-votes in this context, asserting that no broker non-votes are anticipated due to the lack of routine matters needing approval.
Additional details:
Shareholder Letter Context: Revised to provide greater context around Tidal's recent appointment as investment adviser to the Target Funds.
Business Reorganization Purpose: Revised to clarify the legal and business reasons for the reorganization and how it affects investors.
Nav Adjustments: Clarification provided that no material difference in number of shares will occur during the transition.
Target Funds Holdings Context: Added context regarding recent changes in the Target Fund holdings related to Tidal's appointment.
Board Considerations: Revisions made to reflect board’s approval of Tidal as investment adviser under the interim advisory agreement.
Broker Non Votes: Clarification provided that broker non-votes are not anticipated as there are no routine matters for shareholder approval.
Form Type: N-14
Filing Date: 2024-08-28
Corporate Action: Merger
Type: New
Accession Number: 000199937124010891
Filing Summary: Tidal ETF Trust has filed a Registration Statement for the merger of its Unusual Whales Subversive Democratic Trading ETF and Unusual Whales Subversive Republican Trading ETF, which are series of the Series Portfolios Trust (SPT). The mergers will involve reorganizing the Target Funds into newly created Acquiring Funds under Tidal ETF Trust, retaining the same name. Shareholders of each Target Fund will vote separately on the merger proposal, scheduled for a Special Meeting on December 4, 2024. Upon approval, shares will be exchanged based on net asset values, ensuring no tax consequences for shareholders. The proposal seeks to lower management fees and total expenses, benefiting the shareholders. The document outlines how shareholders can vote and the timeline for the proposed mergers, with the effective date anticipated on December 9, 2024, contingent on shareholder approval.
Additional details:
Title Of Securities Being Offered: Shares of Unusual Whales Subversive Democratic Trading ETF and Shares of Unusual Whales Subversive Republican Trading ETF
Approximate Date Of Proposed Public Offering: As soon as practicable after the Registration Statement becomes effective
Special Meeting Date: 2024-12-04
Record Date: 2024-08-23
Shareholder Vote Recommendation: FOR the proposal to approve the Plan
Effective Date Of Reorganizations: 2024-12-09
Worms: 0
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