On November 14, the SEC gave contingent approval for new proxy-based, semi-transparent active ETF structures from Natixis/New York Stock Exchange (NYSE), T.Rowe Price, Fidelity and Blue Tractor Group. While each of the products is unique, they all use “proxy baskets” to avoid the possibility that investors will use disclosed information about an ETF holdings to front run the strategy. The official SEC approval will come on or around December 10, barring any public objections, and these structures may provide a compelling option for active managers to enter the ETF market without revealing their “secret sauce.” In this edition of Exchange Thoughts, we break down the different features of these active structures. 

Transparency in ETFs 

Generally, managers are required to disclose the holdings of their ETF, both the underlying securities it contains and their relative weightings in the fund, every morning prior to market open. For active managers, the concern around this level of transparency is that it may give away the proprietary strategy that the manager has developed, at the expense of the fund and shareholders.

While the approval of Precidian’s Active SharesTM model in May opened the door to non-transparent active ETFs, there is a distinction between this new wave of ETF structures and the Precidian model. These new ETF structures introduce the concept of a representative proxy basket, which enable managers to camouflage or shield the underlying securities held in the ETF. These proxy baskets are designed to offer enough detail so authorized participants (APs) and market makers can efficiently trade the portfolio and hedge their exposure without disclosing the true fund holdings. Additionally, the proxy portfolios will be used by APs to support the creation and redemption of ETF shares. Asset managers considering these newly approved structures, should be aware of the differences in how the proxy basket is derived and the added data that needs to be disclosed to investors.

New Product Structures

What is Natixis/NYSE Periodically-Disclosed Active ETF?  

Periodically-Disclosed Active ETFsTM will allow for efficient trading of ETF shares through a proxy portfolio methodology, owned by the NYSE. This methodology will employ a factor analysis of each ETF and its corresponding universe of eligible securities to create the proxy portfolio.  The ETF’s proxy portfolio will closely track the actual portfolio on that day and may change daily. The ETF will use a proprietary software developed by analytics company Axioma to allow market participants to assess the intraday value and associated risk of a fund’s portfolio.

Making the Switch: Turning a Mutual Fund into an Exchange-Traded Fund

What is T.Rowe’s semi-transparent active structure?

T. Rowe’s proxy will be composed of a basket of cash and securities that is designed to closely track the daily performance of the fund’s portfolio. In addition to the proxy portfolio, each business day prior to the start of trading the fund will publish the portfolio overlap, tracking error, and the deviation between the proxy and fund NAVs on a daily and rolling one-year basis.

Making the Switch: Turning a Mutual Fund into an Exchange-Traded Fund

What is Fidelity’s semi-transparent active structure?  

Fidelity’s proxy, referred to as the Tracking Basket, will consist of underlying fund holdings, ETFs, and cash. The Tracking Basket will be derived through a proprietary optimization process. The overlap between the fund and the Tracking Basket will be published to the fund’s website daily.

Making the Switch: Turning a Mutual Fund into an Exchange-Traded Fund

What is Blue Tractor Shielded Alpha?

Blue Tractor’s Shielded Alpha℠ will disclose the securities that are in the actual fund each day, but will not provide their individual weightings. Each day a proprietary algorithm will generate a portfolio that has at least 90 percent overlap with the fund’s portfolio.

Making the Switch: Turning a Mutual Fund into an Exchange-Traded Fund

Making the Switch: Turning a Mutual Fund into an Exchange-Traded Fund

Considerations for managers

These product structures may be ideal for an asset manager who is managing active strategies and is wary of publishing their holdings daily. When considering whether these products are right for their firm, managers should ask themselves:

  • Which product structure is right for my strategy?
  • How will I price these products alongside my existing investment menu?
  • Should I seek to replicate existing strategies or launch something new?
  • Will broker/dealer platforms support these products?
  • What are the operational nuances that are unique to these products?
  • How will I need to adjust my distribution strategy to support these products?
  • How should I structure my capital markets team to support these products?

Asset managers should consider what strategies may work in this wrapper and how a proxy-basket, semi-transparent active offering could be added to their capabilities. BBH is ready to discuss these products in more detail and welcome the opportunity to engage with firms in deeper dialogue about this development.

Over the past 15 years, Brown Brothers Harriman (BBH) has partnered with more than 40 asset managers and sponsors to bring ETFs to market in the US, Europe, and Hong Kong. BBH has worked with all four proxy product sponsors and other third-party providers to design an operating model to service these products.  

Compliance Notes:
Brown Brothers Harriman & Co. (“BBH”) may be used as a generic term to reference the company as a whole and/or its various subsidiaries generally. This material and any products or services may be issued or provided in multiple jurisdictions by duly authorized and regulated subsidiaries. This material is for general information and reference purposes only and does not constitute legal, tax or investment advice and is not intended as an offer to sell, or a solicitation to buy securities, services or investment products. Any reference to tax matters is not intended to be used, and may not be used, for purposes of avoiding penalties under the U.S. Internal Revenue Code, or other applicable tax regimes, or for promotion, marketing or recommendation to third parties. All information has been obtained from sources believed to be reliable, but accuracy is not guaranteed, and reliance should not be placed on the information presented. This material may not be reproduced, copied or transmitted, or any of the content disclosed to third parties, without the permission of BBH. Pursuant to information regarding the provision of applicable services or products by BBH, please note the following: Brown Brothers Harriman Fund Administration Services (Ireland) Limited and Brown Brothers Harriman Trustee Services (Ireland) Limited are regulated by the Central Bank of Ireland, Brown Brothers Harriman Investor Services Limited is authorised and regulated by the Financial Conduct Authority, Brown Brothers Harriman (Luxembourg) S.C.A is regulated by the Commission de Surveillance du Secteur Financier. All trademarks and service marks included are the property of BBH or their respective owners. © Brown Brothers Harriman & Co. 2019. All rights reserved. IS-05658-2019-11-14