SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF...

68
Sphere ETFs Interim Financial Statements June 30, 2017

Transcript of SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF...

Page 1: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere ETFsInterim Financial StatementsJune 30, 2017

Page 2: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December
Page 3: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Table of Content

Management Responsibility for Financial Reporting 1

Sphere FTSE Canada Sustainable Yield Index ETF 2

Sphere FTSE US Sustainable Yield Index ETF 10

Sphere FTSE Europe Sustainable Yield Index ETF 21

Sphere FTSE Asia Sustainable Yield Index ETF 33

Sphere FTSE Emerging Markets Sustainable Yield Index ETF 45

Notes to Financial Statements 57

Page 4: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

1

Page 5: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFStatements of Financial PositionAs at June 30, 2017 (unaudited), and December 31, 2016 (audited)(in Canadian dollars, except for number of units)

June 30, December 31,2017 2016

AssetsCurrent assetsInvestments 13,988,147$ 14,067,021$ Cash 50,005 62,434 Receivable for investments sold - 35,739 Amounts receivable from Manager 33,224 6,244 Dividends and interest receivable 50,502 53,433 Total assets 14,121,878 14,224,871

Liabilities Current liabilities Accounts payable for investments purchased - 35,739 Distributions payable 119,604 54,054 Accrued expenses and other liabilities 60,823 10,696 Total liabilities excluding net assets attributable to holders of redeemable units 180,427 100,489

Net assets attributable to holders of redeemable units 13,941,451$ 14,124,382$

Number of redeemable units outstanding 1,200,000 1,200,000

Net assets attributable to holders of redeemable units per unit 11.62$ 11.77$

Approved on behalf of the Board of Directiors of Sphere Investment Management Inc., Manager and Trustee

Lewis Bateman Keith McLeanCEO and Director President and Director

The accompanying notes are an integral part of these financial statements. 2

M L

g ,p

wis Bateman

Page 6: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFStatement of Comprehensive IncomeFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

IncomeNet gain (loss) on investmentsDividend income 292,812$ Net realized gain (loss) on sale of investments 516,095 Change in unrealized appreciation (depreciation) of investments (767,145) Total net gain (loss) on investments 41,762

Net gain (loss) on derivativesNet realized gain (loss) on foreign currency contracts (2) Total net gain (loss) on derivatives (2)

Other income (loss) Net realized gain (loss) on foreign currency transactions (9) Change in unrealized appreciation (depreciation) of foreign currency translations (29) Total other income (loss) (38)

Total income (loss) 41,722

ExpensesManagement fees 47,736 Administration fees 58,324 Transfer agent fees 8,748 Audit fees 3,124 Legal fees 1,984 Independent Review Committee fees 2,480 Foreign withholding taxes 34 Transaction costs 1,581 Total expenses 124,011 Less: expenses absorbed by the Manager (66,807) Net expenses 57,204

Increase (decrease) in net assets attributable to holders of redeemable units (15,482)$

Weighted average number of redeemable units 1,326,519

Increase (decrease) in net assets attributable to holders of redeemable units per unit (0.01)$

The accompanying notes are an integral part of these financial statements. 3

Page 7: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFStatement of Changes in Net Assets Attributable to Holders of Redeemable UnitsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Net assets attributable to holders of redeemable units, beginning of period 14,124,382$

Increase (decrease) in net assets attributable to holders of redeemable units (15,482)

Distributions to holders of redeemable unitsNet investment income (228,099) Total distributions to holders of redeemable units (228,099)

Redeemable unit transactionsProceeds from sale of redeemable units 4,826,690 Payment for redeemable units redeemed (4,766,040) Net redeemable unit transactions 60,650

Net assets attributable to holders of redeemable units, end of period 13,941,451$

The accompanying notes are an integral part of these financial statements. 4

Page 8: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFStatement of Cash FlowsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Cash flows from (used in) operating activities

Increase (decrease) in net assets attributable to holders of redeemable units (15,482)$

Adjustments for:Net realized (gain) loss on sale of investments (516,095) Change in unrealized (appreciation) depreciation of investments 767,145

Purchase of investments (7,290,441) Proceeds from sale of investments 7,118,265

78,874

Change in non-cash working capital 26,078

Net cash from (used in) operating activities 89,470

Cash flows from (used in) financing activitiesProceeds from sale of redeemable units 4,826,690 Distributions to holders of redeemable units, net of reinvested distributions (162,549) Payment for redeemable units redeemed (4,766,040) Net cash from (used in) financing activities (101,899)

Net increase (decrease) in cash during the period (12,429)$

Cash, beginning of period 62,434

Cash, end of period 50,005$

Supplemental cash flow information relating to operating activitiesDividends received, net of foreign withholding taxes 295,709$

The accompanying notes are an integral part of these financial statements. 5

Page 9: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Energy 2,145 AltaGas, Ltd. 67,841 63,664 0.55,057 Cameco Corporation 62,847 59,723 0.4

21,177 Enbridge Inc. 1,161,551 1,094,004 7.81,455 Enbridge Income Fund Holdings Inc. 48,585 46,836 0.31,673 Ensign Energy Services, Inc. 12,850 11,594 0.14,787 Inter Pipeline, Ltd. 130,854 121,590 0.92,447 Keyera Corp. 96,200 99,886 0.71,274 Parkland Fuel Corporation 32,654 37,850 0.3

906 Pason Systems Inc. 15,884 17,522 0.15,222 Pembina Pipeline Corporation 203,342 224,285 1.62,084 PEYTO Exploration & Development Corp. 62,484 49,016 0.4

21,919 Suncor Energy Inc. 903,195 830,511 6.011,322 TransCanada Corporation 643,080 699,926 5.01,397 Vermilion Energy, Inc. 63,771 57,473 0.44,674 Whitecap Resources, Inc. 47,866 43,281 0.3

3,553,004 3,457,161 24.8

Materials1,816 Agrium Inc. 218,881 213,434 1.51,080 Dominion Diamond Corporation 15,464 17,626 0.13,805 Nevsun Resources, Ltd. 15,058 11,910 0.1

11,010 Potash Corporation of Saskatchewan Inc. 247,734 232,861 1.7497,137 475,831 3.4

Industrials766 Aecon Group Inc. 12,496 12,363 0.1

2,180 Finning International Inc. 53,907 55,416 0.4667 New Flyer Industries Inc. 30,096 36,178 0.3

1,112 TFI International Inc. 30,453 31,103 0.2842 Transcontinental Inc. Cl. A 16,843 21,639 0.2665 Westshore Terminals Investment Corporation 14,923 13,972 0.1

1,336 WSP Global Inc. 57,083 71,890 0.5215,801 242,561 1.8

Consumer Discretionary 2,353 Aimia Inc. 20,374 4,071 0.1

840 Cineplex Inc. 42,511 44,402 0.3339 Dorel Industries Inc. Cl. B Sub. Voting 10,733 11,685 0.1

5,558 Shaw Communications Inc. Cl. B 142,324 157,236 1.1215,942 217,394 1.6

Consumer Staples615 The North West Company Inc. 17,312 19,225 0.1

Financials8,439 Bank of Montreal 731,632 803,562 5.85,782 Canadian Imperial Bank of Commerce 601,749 609,365 4.41,167 Canadian Western Bank 31,793 31,952 0.23,224 CI Financial Corp. 87,470 89,111 0.6

201 First National Financial Corporation 5,235 5,457 0.0523 Genworth MI Canada Inc. 17,153 18,661 0.1

The accompanying notes are an integral part of these financial statements. 6

Page 10: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

3,555 Great-West Lifeco Inc. 127,117 124,958 0.9745 Home Capital Group Inc. Cl. B Sub. Voting 22,948 12,657 0.1

1,074 IGM Financial Inc. 41,683 43,196 0.31,360 Industrial Alliance Insurance and Financial Services Inc. 64,976 76,514 0.6

447 Laurentian Bank of Canada 23,476 24,214 0.225,356 Manulife Financial Corporation 518,500 616,404 4.44,413 National Bank of Canada 212,389 240,641 1.74,952 Power Corporation of Canada 150,024 146,480 1.13,125 Power Financial Corporation 103,293 103,969 0.7

14,386 Royal Bank of Canada 1,204,382 1,354,586 9.77,940 Sun Life Financial Inc. 360,628 368,098 2.6

15,693 The Bank of Nova Scotia 1,090,238 1,224,211 8.821,499 The Toronto-Dominion Bank 1,295,967 1,404,960 10.13,640 Thomson Reuters Corporation 197,810 218,546 1.6

701 TMX Group Limited 43,826 49,463 0.46,932,289 7,567,005 54.3

Telecommunication Services 3,909 BCE Inc. 228,289 228,286 1.64,637 Rogers Communications Inc. Cl. B 242,841 284,016 2.07,706 TELUS Corporation 340,299 344,998 2.5

811,429 857,300 6.1

Utilities4,943 Algonquin Power & Utilities Corp. 56,974 67,472 0.5

963 ATCO, Ltd. 47,821 48,834 0.31,508 Canadian Utilities Limited Cl. A 54,685 62,838 0.51,274 Capital Power Corp. 26,256 30,984 0.2

697 Emera Incorporated 32,285 33,602 0.25,389 Fortis Inc. 223,251 245,631 1.83,899 Hydro One Limited 91,822 90,574 0.61,252 Just Energy Group, Inc. 8,983 8,513 0.11,905 Superior Plus Corporation 21,210 21,755 0.21,224 TransAlta Renewables Inc. 17,682 19,168 0.1

580,969 629,371 4.5

Real Estate 1,124 Allied Properties Real Estate Investment Trust 38,215 43,746 0.31,989 Artis Real Estate Investment Trust 24,552 26,056 0.2

506 Boardwalk Real Estate Investment Trust 25,007 24,060 0.21,795 Canadian Apartment Properties REIT 52,878 60,258 0.4

969 Canadian Real Estate Investment Trust 44,518 44,448 0.31,919 First Capital Realty Inc. 39,592 37,920 0.3

623 Granite Real Estate Investment Trust 25,425 31,954 0.23,763 H&R Real Estate Investment Trust 81,720 82,861 0.6

444 Morguard Real Estate Investment Trust 6,477 6,442 0.0661 Northview Apartment REIT 12,359 13,907 0.1

4,237 RioCan Real Estate Investment Trust 112,466 101,985 0.71,515 Smart Real Estate Investment Trust 49,232 48,662 0.4

512,441 522,299 3.7

Transaction cost (630) - - Total portfolio 13,335,694 13,988,147 100.3Other assets and liabilities (46,696) (0.3)Net assets attributable to holders of redeemable units 13,941,451 100.0

The accompanying notes are an integral part of these financial statements. 7

Page 11: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Investment Objective

Financial Instrument Risks (Note 3)

Market Price Risk

Currency Risk

Interest Rate Risk

Liquidity Risk

Credit Risk

Portfolio Concentration RiskThe Fund's significant concentrations by industry sector are as follows:

Portfolio by Sector

Percentage of Net Assets

(%)

Percentage of Net Assets

(%)June 30, 2017 December 31, 2016

Energy 24.8 18.7Materials 3.4 4.4Industrials 1.8 1.7Consumer Discretionary 1.6 1.6Consumer Staples 0.1 0.1Financials 54.3 59.5Information Technology - 0.3Telecommunication Services 6.1 4.9Utilities 4.5 4.0Real Estate 3.7 4.4Other assets and liabilities (net) (0.3) 0.4Total 100.0 100.0

Fair Value MeasurementsThe following is a summary of the inputs used as of June 30, 2017 in valuing the Fund's financial assets and liabilities carried at fair value:

June 30, 2017

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 13,988,147 - - 13,988,147Total Investments 13,988,147 - - 13,988,147

December 31, 2016

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 14,067,021 - - 14,067,021Total Investments 14,067,021 - - 14,067,021

The liquidity of the Fund is managed on a day-to-day basis in order to handle redemption of the Fund’s redeemable units. As at June 30, 2017 and December 31, 2016, the Fund did not have a significant amount of financial liabilities with maturities greater than three months.

As at June 30, 2017 and December 31, 2016, the Fund had no significant investments in fixed-income investments. Refer to the Schedule of Investments for the foreign currency contracts counterparty credit ratings.

The Fund’s investment objective seeks to replicate, to the extent reasonably possible and before fees and expenses, the performance of the FTSE Canada Sustainable Yield 150 10% Capped Index (CAD), or any successor thereto. The Fund invests directly or indirectly in up to 150 Canadian equity securities of public issuers exhibiting relatively high and sustainable yields, as at the time of reconstitution or balancing.

As at June 30, 2017, had the FTSE Canada Sustainable Yield 150 10% Capped Index (CAD) (the "Benchmark") increased or decreased by 10% with all other variables held constant, net assets attributable to holders of redeemable units would have increased or decreased, respectively, by approximately $1,398,815 (December 31, 2016 - $1,406,702). In practice, the actual trading results may differ.

The majority of the Fund's financial assets and liabilities are non-interest bearing; accordingly, the Fund is not exposed to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

The majority of the Fund's financial assets and liabilities are denominated in Canadian dollars; accordingly, the Fund is not subject to significant amounts of risk due to fluctuations in changes in exchange rates.

The accompanying notes are an integral part of these financial statements. 8

Page 12: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Canada Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

For the period ended June 30, 2017, there were no transfers of securities between Level 1 and Level 2.

Unit Transactions (Note 5)

The unitholder transactions for the periods ended June 30 and December 31 are as follows:

2017 2016Number of units, beginning of period 1,200,000 -Units issued during the period 400,000 1,300,000Units redeemed during the period (400,000) (100,000)Distributions reinvested by unitholders - -Number of units, end of period 1,200,000 1,200,000

Income Taxes (Note 6)

As at December 31, 2016, the Fund had no capital and non-capital loss carryforward balances.

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

Page 13: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFStatements of Financial PositionAs at June 30, 2017 (unaudited), and December 31, 2016 (audited)(in Canadian dollars, except for number of units)

June 30, December 31,2017 2016

AssetsCurrent assetsInvestments 5,486,217$ 5,338,281$ Cash 20,735 97,243 Amounts receivable from Manager 35,709 6,643 Dividends and interest receivable 8,552 6,229 Unrealized appreciation of foreign currency contracts 206,112 - Total assets 5,757,325 5,448,396

Liabilities Current liabilities Distributions payable 14,215 32,020 Accrued expenses and other liabilities 45,756 8,311 Unrealized depreciation of foreign currency contracts - 93,329 Total liabilities excluding net assets attributable to holders of redeemable units 59,971 133,660

Net assets attributable to holders of redeemable units 5,697,354$ 5,314,736

Number of redeemable units outstanding 500,000 500,000

Net assets attributable to holders of redeemable units per unit 11.39$ 10.63$

Approved on behalf of the Board of Directiors of Sphere Investment Management Inc., Manager and Trustee

Lewis Bateman Keith McLeanCEO and Director President and Director

The accompanying notes are an integral part of these financial statements. 10

Leeeeeeewwiw s Bateman KeKKKK ith McLean

g

Page 14: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFStatement of Comprehensive IncomeFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

IncomeNet gain (loss) on investmentsDividend income 87,170$ Net realized gain (loss) on sale of investments 441,382 Change in unrealized appreciation (depreciation) of investments (223,334) Total net gain (loss) on investments 305,218

Net gain (loss) on derivativesNet realized gain (loss) on foreign currency contracts (158,701) Change in unrealized appreciation (depreciation) of foreign currency contracts 299,441 Total net gain (loss) on derivatives 140,740

Other income (loss) Net realized gain (loss) on foreign currency transactions 137 Change in unrealized appreciation (depreciation) of foreign currency translations (181) Total other income (loss) (44)

Total income (loss) 445,914

ExpensesManagement fees 17,658 Administration fees 58,324 Transfer agent fees 8,748 Audit fees 3,124 Legal fees 1,984 Interest expense 52 Independent Review Committee fees 2,480 Foreign withholding taxes 12,093 Transaction costs 852 Total expenses 105,315 Less: expenses absorbed by the Manager (71,762) Net expenses 33,553

Increase (decrease) in net assets attributable to holders of redeemable units 412,361$

Weighted average number of redeemable units 567,956

Increase (decrease) in net assets attributable to holders of redeemable units per unit 0.73$

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

Page 15: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFStatement of Changes in Net Assets Attributable to Holders of Redeemable UnitsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Net assets attributable to holders of redeemable units, beginning of period 5,314,736$

Increase (decrease) in net assets attributable to holders of redeemable units 412,361

Distributions to holders of redeemable unitsNet investment income (38,113) Total distributions to holders of redeemable units (38,113)

Redeemable unit transactionsProceeds from sale of redeemable units 1,132,730 Payment for redeemable units redeemed (1,124,360) Net redeemable unit transactions 8,370

Net assets attributable to holders of redeemable units, end of period 5,697,354$

The accompanying notes are an integral part of these financial statements. 12

Page 16: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFStatement of Cash FlowsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Cash flows from (used in) operating activities

Increase (decrease) in net assets attributable to holders of redeemable units 412,361$

Adjustments for:Net realized (gain) loss on sale of investments (441,382) Change in unrealized (appreciation) depreciation of investments 223,334 Change in unrealized (appreciation) depreciation of foreign currency contracts (299,441) Unrealized (appreciation) depreciation of foreign currency translations 9

Purchase of investments (3,580,685) Proceeds from sale of investments 3,650,797

(447,368)

Change in non-cash working capital (25,964)

Net cash from (used in) operating activities (60,971)

Cash flows from (used in) financing activitiesProceeds from sale of redeemable units 1,132,730 Distributions to holders of redeemable units, net of reinvested distributions (23,898) Payment for redeemable units redeemed (1,124,360) Net cash from (used in) financing activities (15,528)

Unrealized (appreciation) depreciation of foreign currency translations (9)

Net increase (decrease) in cash during the period (76,508)$

Cash, beginning of period 97,243

Cash, end of period 20,735$

Supplemental cash flow information relating to operating activitiesDividends received, net of foreign withholding taxes 72,754$

The accompanying notes are an integral part of these financial statements. 13

Page 17: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Materials138 Air Products and Chemicals Inc. 26,023 25,602 0.457 Avery Dennison Corporation 5,655 6,532 0.154 Bemis Company, Inc. 3,559 3,239 0.1

569 E.I. du Pont de Nemours and Company 52,196 59,554 1.095 Eastman Chemical Company 8,760 10,347 0.2

203 Nucor Corp. 13,761 15,234 0.3187 Praxair, Inc. 28,591 32,144 0.6

138,545 152,652 2.7

Industrials257 Arconic Inc. 9,431 7,549 0.190 C.H. Robinson Worldwide, Inc. 8,493 8,016 0.1

208 Deere & Company 31,064 33,337 0.6293 Eaton Corporation PLC 25,249 29,572 0.5170 General Dynamics Corp. 34,684 43,672 0.8

5,708 General Electric Company 227,253 199,932 3.5497 Honeywell International Inc. 76,369 85,907 1.5225 Illinois Tool Works Inc. 35,508 41,798 0.7164 Ingersoll-Rand PLC 14,683 19,436 0.349 L3 Technologies, Inc. 11,077 10,617 0.2

165 Lockheed Martin Corporation 53,023 59,401 1.143 Manpowergroup Inc. 5,943 6,226 0.1

233 Nielsen Holdings PLC 14,986 11,681 0.2189 Norfolk Southern Corporation 28,941 29,828 0.5109 Pentair Public Limited Company 9,142 9,406 0.2190 Raytheon Company 34,532 39,787 0.7148 Republic Services, Inc. 10,086 12,231 0.299 Stanley Black & Decker, Inc. 15,444 18,067 0.3

289 Waste Management, Inc. 28,352 27,490 0.5674,260 693,953 12.1

Consumer Discretionary58 Autoliv, Inc. 7,991 8,259 0.1

172 Best Buy Co. Inc. 8,550 12,787 0.2266 Carnival Corporation 18,085 22,618 0.4

3,073 Comcast Corporation Cl. A 153,751 155,099 2.781 Darden Restaurants, Inc. 7,160 9,500 0.2

2,546 Ford Motor Company 41,307 36,946 0.671 Garmin, Ltd. 4,466 4,698 0.1

892 General Motors Co. 37,571 40,405 0.7166 Gentex Corporation 3,761 4,084 0.196 Genuine Parts Company 12,154 11,548 0.2

248 Hanesbrands, Inc. 6,712 7,448 0.172 Hasbro, Inc. 7,927 10,412 0.2

156 L Brands Inc. 13,699 10,902 0.278 Leggett & Platt, Incorporated 5,023 5,313 0.1

561 Lowe's Companies, Inc. 62,463 56,403 1.0199 Macy's, Inc. 8,109 5,997 0.1533 McDonald's Corporation 85,740 105,863 1.977 Nordstrom, Inc. 4,512 4,776 0.1

151 Omnicom Group Inc. 16,621 16,233 0.3427 Staples, Inc. 5,321 5,576 0.1123 TEGNA Inc. 3,596 2,299 0.0

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

Page 18: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

145 The Gap, Inc. 4,663 4,135 0.1787 The Home Depot, Inc. 137,845 156,557 2.7256 The Interpublic Group of Companies, Inc. 7,743 8,167 0.171 Tiffany & Co. 6,927 8,643 0.1

507 Time Warner Inc. 54,720 66,017 1.2212 V.F. Corporation 15,259 15,836 0.348 Whirlpool Corporation 11,079 11,928 0.251 Wynn Resorts, Ltd. 7,497 8,870 0.2

234 Yum! Brands, Inc. 24,458 22,383 0.4784,710 839,702 14.7

Consumer Staples 90 Bunge Limited 9,826 8,707 0.2

114 Campbell Soup Co. 8,484 7,710 0.183 Clorox Company 14,062 14,341 0.2

149 Coca-Cola European Partners PLC 7,373 7,858 0.1559 Colgate-Palmolive Company 52,863 53,738 0.9266 ConAgra Foods, Inc. 15,022 12,335 0.2118 Dr. Pepper Snapple Group, Inc. 14,248 13,942 0.2371 General Mills, Inc. 31,371 26,654 0.5162 Kellogg Co. 16,353 14,592 0.3231 Kimberly-Clark Corporation 39,420 38,676 0.773 McCormick & Company, Incorporated 9,933 9,231 0.2

933 PepsiCo, Inc. 130,627 139,733 2.51,016 Philip Morris International Inc. 136,853 154,746 2.7

320 Sysco Corporation 20,842 20,886 0.42,511 The Coca-Cola Company 143,108 146,043 2.6

91 The Hershey Company 12,011 12,671 0.273 The J.M. Smucker Company 13,297 11,202 0.2

392 The Kraft Heinz Company 46,433 43,535 0.81,676 The Procter & Gamble Company 189,760 189,415 3.3

954 Wal-Mart Stores, Inc. 88,951 93,627 1.61,000,837 1,019,642 17.9

Health Care1,103 Abbott Laboratories 63,453 69,530 1.21,041 AbbVie Inc. 85,952 97,886 1.7

477 Amgen Inc. 104,797 106,537 1.91,075 Bristol-Myers Squibb Company 83,785 77,677 1.4

204 Cardinal Health, Inc. 21,168 20,613 0.4636 Eli Lilly and Company 71,203 67,878 1.2

1,764 Johnson & Johnson 272,609 302,621 5.31,777 Merck & Co., Inc. 151,502 147,690 2.63,855 Pfizer Inc. 169,118 167,922 2.9

89 Quest Diagnostics Incorporated 9,771 12,830 0.21,033,358 1,071,184 18.8

Financials 251 AFLAC Incorporated 24,287 25,285 0.4113 Arthur J. Gallagher & Co. 8,583 8,389 0.137 Assurant, Inc. 4,885 4,975 0.1

529 BB&T Corporation 32,985 31,152 0.5221 CME Group Inc. Cl. A 31,034 35,893 0.627 Everest Re Group, Ltd. 8,499 8,914 0.2

175 FNF Group 9,008 10,174 0.2336 Marsh & McLennan Companies, Inc. 29,465 33,969 0.6

The accompanying notes are an integral part of these financial statements. 15

Page 19: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

137 Northern Trust Corporation 12,923 17,271 0.380 Park Hotels & Resorts Inc. 2,843 2,797 0.0

199 People's United Financial Inc. 4,998 4,557 0.1174 Principal Financial Group, Inc. 14,727 14,457 0.3791 Regions Financial Corporation 15,890 15,017 0.3150 Unum Group 7,197 9,070 0.2

207,324 221,920 3.9

Information Technology407 Accenture PLC Cl. A 67,987 65,278 1.2234 Analog Devices, Inc. 21,173 23,609 0.4293 Automatic Data Processing, Inc. 37,662 38,931 0.7199 CA Inc. 8,265 8,896 0.241 Cars.com Inc. 1,401 1,416 0.0

3,274 Cisco Systems, Inc. 131,483 132,891 2.3598 Corning Incorporated 21,737 23,303 0.4182 Maxim Integrated Products, Inc. 9,488 10,597 0.2108 Motorola Solutions, Inc. 12,206 12,148 0.2207 Paychex, Inc. 15,577 15,285 0.3972 QUALCOMM Incorporated 74,556 69,604 1.2650 Texas Instruments Incorporated 58,561 64,846 1.1164 Xerox Corporation 6,449 6,110 0.1

466,545 472,914 8.3

Telecommunication Services 4,024 AT&T Inc. 213,547 196,887 3.5

349 CenturyLink, Inc. 12,896 10,808 0.22,684 Verizon Communications Inc. 180,180 155,444 2.7

406,623 363,139 6.4

Utilities153 Ameren Corp. 10,123 10,847 0.2322 American Electric Power Company, Inc. 27,825 29,009 0.538 Avangrid, Inc. 2,155 2,176 0.0

274 CenterPoint Energy, Inc. 8,383 9,729 0.2178 CMS Energy Corp. 9,947 10,676 0.2199 Consolidated Edison Inc. 19,854 20,857 0.4410 Dominion Resources, Inc. 40,333 40,743 0.7114 DTE Energy Company 15,345 15,639 0.3208 Edison International 20,156 21,090 0.4201 Eversource Energy 14,812 15,824 0.3123 MDU Resources Group, Inc. 4,474 4,179 0.1306 NextEra Energy, Inc. 49,660 55,606 1.0207 NiSource Inc. 6,491 6,808 0.1334 PG&E Corporation 27,421 28,747 0.570 Pinnacle West Capital Corporation 7,049 7,730 0.1

445 PPL Corp. 21,141 22,310 0.483 SCANA Corporation 7,613 7,213 0.1

650 The Southern Co. 43,429 40,359 0.7203 WEC Energy Group, Inc. 15,894 16,158 0.3331 Xcel Energy Inc. 18,174 19,694 0.3

370,279 385,394 6.8

Real Estate275 American Tower Corporation 42,674 47,188 0.890 Avalonbay Communities, Inc. 21,276 22,429 0.4

The accompanying notes are an integral part of these financial statements. 16

Page 20: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

226 Duke Realty Corporation 7,496 8,191 0.175 Extra Space Storage Inc. 7,540 7,586 0.146 Federal Realty Investment Trust 9,083 7,540 0.1

105 Hospitality Properties Trust 4,387 3,969 0.1476 Host Hotels & Resorts Inc. 11,715 11,278 0.2344 Prologis, Inc. 23,482 26,159 0.597 Public Storage, Inc. 30,066 26,231 0.594 Regency Centers Corp. 8,391 7,636 0.1

204 Simon Property Group, Inc. 53,186 42,793 0.8227 Ventas, Inc. 18,325 20,453 0.4108 Vornado Realty Trust 15,147 13,151 0.2486 Weyerhaeuser Company 21,541 21,113 0.4

274,309 265,717 4.7

Transaction cost (389) - - Total portfolio 5,356,401 5,486,217 96Net unrealized appreciation on foreign currency contract 206,112 3.6Other assets and liabilities 5,025 0.1Total net assets attributable to holders of redeemable units 5,697,354 100.0

The accompanying notes are an integral part of these financial statements. 17

Page 21: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFSchedule of Investment PortfolioAs at June 30, 2017 (unaudited)

Foreign Currency ContractsUnrealized

Appreciation/Settlement Credit (Depreciation)

Date Rating * $

CAD 5,382,958 USD 3,992,700 7/13/2017 A+ 206,112 Net unrealized appreciation on foreign currency contract 206,112

* Source: Stardard & Poor's

Currency Abbreviation:CAD - Canadian DollarUSD - United States Dollar

Currency Purchased Currency Sold

The accompanying notes are an integral part of these financial statements. 18

Page 22: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Investment Objective

Financial Instrument Risks (Note 3)

Market Price Risk

Currency Risk

As at June 30, 2017

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

United States Dollar 10,745 5,486,217 (5,176,846) 320,116 16,006 Total 10,745 5,486,217 (5,176,846) 320,116 16,006

As at December 31, 2016

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

United States Dollar 7,839 5,338,281 (5,004,178) 341,942 17,097 Total 7,839 5,338,281 (5,004,178) 341,942 17,097

Interest Rate Risk

Liquidity Risk

Credit Risk

Portfolio Concentration Risk

Portfolio by Sector

Percentage of Net Assets

(%)

Percentage of Net Assets

(%)June 30, 2017 December 31, 2016

Energy - 2.0 Materials 2.7 4.4 Industrials 12.1 13.3 Consumer Discretionary 14.7 9.8 Consumer Staples 17.9 15.6 Health Care 18.8 13.1 Financials 3.9 9.5 Information Technology 8.3 14.4 Telecommunication Services 6.4 7.1 Utilities 6.8 8.2 Real Estate 4.7 3.0 Other assets and liabilities (net) 3.7 (0.4) Total 100.0 100.0

The Fund's significant concentrations by country are as follows:

The Fund’s investment objective seeks to replicate, to the extent reasonably possible and before fees and expenses, the performance of the FTSE USA Sustainable Yield 150 10% Capped 100% Hedge CAD Index, or any successor thereto. The Fund invests directly or indirectly in up to 150 U.S. equity securities of public issuers exhibiting relatively high and sustainable yields, as at the time of reconstitution or balancing.

As at June 30, 2017, had the FTSE USA Sustainable Yield 150 10% Capped 100% Hedge CAD Index (the "Benchmark") increased or decreased by 10% with all other variables held constant, net assets attributable to holders of redeemable units would have increased or decreased, respectively, by approximately $548,622 (December 31, 2016 - $533,828). In practice, the actual trading results may differ.

As at June 30, 2017 and December 31, 2016, the Fund had no significant investments in fixed-income investments. Refer to the Schedule of Investments for the foreign currency contracts counterparty credit ratings.

The majority of the Fund's financial assets and liabilities are non-interest bearing; accordingly, the Fund is not exposed to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

The following tables summarize the Fund's total direct exposure to foreign currency risk and the potential impact on the net assets attributable to holders of redeemable units if the Canadian dollar had strengthened or weakened by 5% in relation to each of the other currencies, with all other variables held constant.

The liquidity of the Fund is managed on a day-to-day basis in order to handle redemption of the Fund’s redeemable units. As at June 30, 2017 and December 31, 2016, the Fund did not have a significant amount of financial liabilities with maturities greater than three months.

The accompanying notes are an integral part of these financial statements. 19

Page 23: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE US Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Fair Value MeasurementsThe following is a summary of the inputs used as of June 30, 2017 in valuing the Fund's financial assets and liabilities carried at fair value:

June 30, 2017

Quoted prices in active markets for

identical assets (Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 5,486,217 - - 5,486,217 Unrealized appreciation of foreign currency contracts - 206,112 - 206,112 Total Investments 5,486,217 206,112 - 5,692,329

December 31, 2016

Quoted prices in active markets for

identical assets (Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 5,338,281 - - 5,338,281 Unrealized depreciation on foreign currency contract - (93,329) - (93,329) Total Investments 5,338,281 (93,329) - 5,244,952

For the period ended June 30, 2017, there were no significant transfers of securities between Level 1 and Level 2.

Unit Transactions (Note 5)

2016 2016Number of units, beginning of period 500,000 - Units issued during the period 100,000 700,000 Units redeemed during the period (100,000) (200,000) Distributions reinvested by unitholders - - Number of units, end of period 500,000 500,000

Income Taxes (Note 6)

The Fund had the following capital and non-capital losses available for carry forward as at December 31:

2016Capital Loss 42,945 Non-Capital Loss -

The unitholder transactions for the periods ended June 30 and December 31 are as follows:

The accompanying notes are an integral part of these financial statements. 20

Page 24: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFStatements of Financial PositionAs at June 30, 2017 (unaudited), and December 31, 2016 (audited)(in Canadian dollars, except for number of units)

June 30, December 31,2017 2016

AssetsCurrent assetsInvestments 18,884,364$ 3,174,904$ Cash 37,951 37,301 Subscriptions receivable 1,127,609 - Receivable for investments sold 25,399 - Amounts receivable from Manager 33,769 6,743 Dividends and interest receivable 28,494 3,422 Unrealized appreciation of foreign currency contracts 391,377 1,347 Total assets 20,528,963 3,223,717

Liabilities Current liabilities Accounts payable for investments purchased 1,141,456 - Distributions payable 163,152 - Accrued expenses and other liabilities 57,410 7,726 Unrealized depreciation of foreign currency contracts 1,121 34,683 Total liabilities excluding net assets attributable to holders of redeemable units 1,363,139 42,409

Net assets attributable to holders of redeemable units 19,165,824$ 3,181,308

Number of redeemable units outstanding 1,700,000 300,000

Net assets attributable to holders of redeemable units per unit 11.27$ 10.60$

Approved on behalf of the Board of Directiors of Sphere Investment Management Inc., Manager and Trustee

Lewis Bateman Keith McLeanCEO and Director President and Director

The accompanying notes are an integral part of these financial statements. 21

Approved on behalf of the Bo

i B t M L

stment Management Inc.,

Page 25: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFStatement of Comprehensive IncomeFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

IncomeNet gain (loss) on investmentsDividend income 322,073$ Net realized gain (loss) on sale of investments 61,999 Change in unrealized appreciation (depreciation) of investments 288,650 Total net gain (loss) on investments 672,722

Net gain (loss) on derivativesNet realized gain (loss) on foreign currency contracts (402,658) Change in unrealized appreciation (depreciation) of foreign currency contracts 423,592 Total net gain (loss) on derivatives 20,934

Other income (loss) Other income 17 Net realized gain (loss) on foreign currency transactions (114,104) Change in unrealized appreciation (depreciation) of foreign currency translations (6) Total other income (loss) (114,093)

Total income (loss) 579,563

ExpensesManagement fees 24,502 Administration fees 58,324 Transfer agent fees 8,748 Audit fees 3,124 Legal fees 1,984 Independent Review Committee fees 2,480 Foreign withholding taxes 34,812 Transaction costs 35,057 Total expenses 169,031 Less: expenses absorbed by the Manager (70,616) Net expenses 98,415

Increase (decrease) in net assets attributable to holders of redeemable units 481,148$

Weighted average number of redeemable units 697,790

Increase (decrease) in net assets attributable to holders of redeemable units per unit 0.69$

The accompanying notes are an integral part of these financial statements. 22

Page 26: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFStatement of Changes in Net Assets Attributable to Holders of Redeemable UnitsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Net assets attributable to holders of redeemable units, beginning of period 3,181,308$

Increase (decrease) in net assets attributable to holders of redeemable units 481,148

Distributions to holders of redeemable unitsNet investment income (170,282) Total distributions to holders of redeemable units (170,282)

Redeemable unit transactionsProceeds from sale of redeemable units 16,750,020 Payment for redeemable units redeemed (1,076,370) Net redeemable unit transactions 15,673,650

Net assets attributable to holders of redeemable units, end of period 19,165,824$

The accompanying notes are an integral part of these financial statements. 23

Page 27: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFStatement of Cash FlowsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Cash flows from (used in) operating activities

Increase (decrease) in net assets attributable to holders of redeemable units 481,148$

Adjustments for:Net realized (gain) loss on sale of investments (61,999) Change in unrealized (appreciation) depreciation of investments (288,650) Change in unrealized (appreciation) depreciation of foreign currency contracts (423,592) Unrealized (appreciation) depreciation of foreign currency translations 84

Purchase of investments (17,101,106) Proceeds from sale of investments 1,742,297

(16,132,966)

Change in non-cash working capital 1,113,641

Net cash from (used in) operating activities (14,538,177)

Cash flows from (used in) financing activitiesProceeds from sale of redeemable units 15,622,411 Distributions to holders of redeemable units, net of reinvested distributions (7,130) Payment for redeemable units redeemed (1,076,370) Net cash from (used in) financing activities 14,538,911

Unrealized (appreciation) depreciation of foreign currency translations (84)

Net increase (decrease) in cash during the period 650$

Cash, beginning of period 37,301

Cash, end of period 37,951$

Supplemental cash flow information relating to operating activitiesDividends received, net of foreign withholding taxes 262,189$

The accompanying notes are an integral part of these financial statements. 24

Page 28: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Austria 283 Andritz AG 20,042 22,107 0.1

1,211 Erste Group Bank AG 54,064 60,132 0.3450 Voestalpine AG 23,841 27,194 0.2

97,947 109,433 0.6

Belgium792 Ageas 41,395 41,362 0.2306 Groupe Bruxelles Lambert SA 37,614 38,203 0.2

1,163 KBC Groep NV 104,238 114,395 0.6560 Proximus SA 24,084 25,406 0.1292 Solvay SA Cl. A 46,915 50,818 0.3

254,246 270,184 1.4

Denmark2,880 Danske Bank A/S 129,563 143,647 0.7

778 ISS AS 41,789 39,626 0.2269 Jyske Bank A/S 18,488 20,200 0.1429 Pandora A/S 59,693 51,913 0.3

3,151 TDC A/S Cl. B 22,312 23,763 0.1437 Tryg A/S 11,067 12,395 0.1

282,912 291,544 1.5

Finland628 Elisa OYJ Series A 29,681 31,560 0.2

1,760 Fortum OYJ 33,427 35,791 0.2267 Kesko OYJ Series B 16,839 17,614 0.1532 Nokian Renkaat OYJ 28,822 28,556 0.1

2,414 Stora Enso OYJ Series R 38,496 40,439 0.22,255 UPM-Kymmene OYJ 73,141 83,366 0.4

220,406 237,326 1.2

France198 Amundi SA 16,012 18,578 0.1

8,000 AXA SA 272,102 283,786 1.54,558 BNP Paribas SA 403,751 425,720 2.22,259 Carrefour SA 70,483 74,112 0.4

652 CNP Assurances 17,187 18,981 0.12,093 Compagnie de Saint-Gobain 140,338 145,019 0.8

746 Compagnie Generale des Etablissements Michelin 123,903 128,614 0.71,520 Electricite de France SA 17,311 21,347 0.1

686 Eutelsat Communications 22,231 22,719 0.1157 Fonciere des Regions 18,374 18,887 0.1168 Gecina SA 31,881 34,177 0.2868 Klepierre SA 44,787 46,135 0.2452 Lagardere SCA 17,583 18,511 0.1

3,681 Natixis 30,348 32,042 0.28,074 Orange SA 167,867 166,107 0.91,766 Peugeot SA 45,184 45,683 0.2

727 Renault SA 86,502 85,336 0.44,544 Sanofi 544,537 563,730 2.92,235 Schneider Electric SE 227,626 222,687 1.23,093 Societe Generale 203,429 215,819 1.11,412 Suez 31,237 33,912 0.2

The accompanying notes are an integral part of these financial statements. 25

Page 29: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

9,326 Total SA 623,879 597,900 3.1418 Unibail-Rodamco SE 144,264 136,608 0.7

2,063 Veolia Environnement 54,941 56,528 0.31,961 VINCI SA 209,885 217,054 1.1

3,565,642 3,629,992 18.9

Germany 1,916 Allianz SE 467,217 489,248 2.6

179 Axel Springer AG 13,458 13,946 0.13,861 BASF SE 481,653 463,728 2.4

989 Deutsche Lufthansa AG 23,176 29,187 0.24,027 Deutsche Post AG 178,693 195,757 1.0

13,382 Deutsche Telekom AG 311,545 311,580 1.68,700 E.ON AG 95,979 106,283 0.6

606 Evonik Industries AG 26,052 25,118 0.1253 Hannover Rueckversicherungs AG 39,434 39,328 0.2505 innogy SE 26,310 25,779 0.1755 K+S AG 23,637 25,071 0.1267 LEG Immobilien AG 30,847 32,551 0.2

3,211 Siemens AG 585,740 572,377 3.0123 Talanx Aktiengesellschaft 5,719 5,957 0.0

1,859 TUI AG 35,485 35,135 0.2779 Uniper SE 16,869 18,963 0.1

1,979 Vonovia SE 97,214 101,902 0.52,459,028 2,491,910 13.0

Italy5,526 Assicurazioni Generali SPA 113,311 117,943 0.62,251 Atlantia SPA 75,259 82,151 0.41,013 Banca Mediolanum SPA 10,102 10,900 0.1

32,767 ENEL - SPA 204,620 227,812 1.210,565 Eni SPA 221,425 205,931 1.11,806 Poste Italiane SPA 16,274 16,036 0.1

10,011 Snam SPA 60,676 56,583 0.323,732 Telecom Italia SPA Savings Shares 22,531 22,672 0.15,970 Terna SPA 40,967 41,789 0.23,838 UBI Banca - Unione di Banche Italiane ScpA 19,666 21,408 0.1

784,831 803,225 4.2

Jersey1,090 Petrofac Limited 13,998 8,137 0.0

Netherlands 1,190 ABN AMRO Group NV ADR 38,672 40,909 0.2

16,424 ING Groep NV 336,272 367,326 1.9738 Koninklijke DSM NV 67,974 69,564 0.4

3,897 Koninklijke Philips NV 170,668 179,480 0.91,426 NN Group NV 61,660 65,729 0.43,775 RELX NV 96,708 100,643 0.56,594 Unilever NV CVA 452,931 471,924 2.5

1,224,885 1,295,575 6.8

Norway 4,077 Statoil ASA 91,290 87,645 0.52,871 Telenor ASA 62,511 61,764 0.3

153,801 149,409 0.8

The accompanying notes are an integral part of these financial statements. 26

Page 30: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Portugal 9,586 EDP - Energias de Portugal SA 42,387 40,649 0.2

Spain 567 Acerinox SA 10,455 10,065 0.1

28,218 Banco Bilbao Vizcaya Argentaria SA 293,628 303,639 1.623,686 Banco de Sabadell SA 57,744 62,411 0.360,763 Banco Santander, SA 489,525 521,271 2.715,189 Caixabank, SA 84,485 94,037 0.5

958 Enagas SA 34,472 34,835 0.21,305 Gas Natural SDG SA Series E 38,127 39,605 0.2

23,442 Iberdrola SA 222,201 240,720 1.34,451 International Consolidated Airlines Group SA 41,251 45,859 0.24,014 Mapfre SA 18,760 18,181 0.11,415 Merlin Properties Socimi, SA 22,169 23,180 0.11,824 Red Electrica Corporacion, SA 49,106 49,426 0.3

18,319 Telefonica SA 264,415 245,228 1.31,626,338 1,688,457 8.9

Sweden1,609 AB SKF Series B 42,085 42,277 0.2

826 Industrivarden AB Series A 26,474 27,273 0.2706 Industrivarden AB Series C 21,119 21,952 0.1

1,917 Investor AB Series B 112,923 119,803 0.613,447 Nordea Bank AB 206,821 221,890 1.21,503 Skanska AB Series B 46,532 46,248 0.26,168 Svenska Handelsbanken AB Series A 111,665 114,501 0.64,437 Swedbank AB Series A 135,673 140,216 0.7

10,891 Telia Company AB 61,245 65,029 0.36,602 Volvo AB Series B 128,411 145,931 0.8

892,948 945,120 4.9

Switzerland8,141 ABB, Ltd. 252,726 260,711 1.4

666 Adecco Group AG 64,333 65,660 0.329 Ems-Chemie Holding AG Registered 23,549 27,728 0.139 Givaudan SA 101,220 101,161 0.5

2,029 LafargeHolcim, Ltd. Registered Shares 158,805 150,645 0.813,095 Nestlé SA 1,360,473 1,477,854 7.7

112 Pargesa Holdings SA 10,782 11,050 0.13,072 Roche Holding AG 1,045,051 1,014,939 5.3

136 Swiss Life Holding 58,430 59,518 0.31,332 Swiss Re AG 159,346 157,890 0.8

94 Swisscom AG 57,001 58,820 0.314,691 UBS Group AG 309,251 322,654 1.7

634 Zurich Insurance Group AG 233,329 239,303 1.33,834,296 3,947,933 20.6

United Kingdom (15.5%)5,355 AstraZeneca PLC 433,498 464,444 2.4

17,162 Aviva PLC 150,282 152,471 0.813,457 BAE Systems PLC 143,798 143,989 0.8

483 Bellway PLC 22,864 24,270 0.14,335 British Land Company PLC 48,790 44,334 0.2

35,349 BT Group PLC 193,886 175,981 0.9

The accompanying notes are an integral part of these financial statements. 27

Page 31: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (Unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

2,785 Capita PLC 27,370 32,528 0.223,242 Centrica PLC 84,564 78,591 0.46,537 G4S PLC 33,614 36,038 0.24,029 Imperial Brands PLC 260,880 234,672 1.21,912 Inmarsat PLC 27,366 24,850 0.13,477 Intu Properties PLC 16,395 15,803 0.12,486 Investec PLC 23,813 24,081 0.16,613 J Sainsbury PLC 30,078 28,113 0.1

25,009 Legal & General Group PLC 109,184 109,107 0.6301,934 Lloyds Banking Group PLC 342,599 337,346 1.8

6,859 Marks & Spencer Group PLC 43,414 38,613 0.214,525 National Grid PLC 272,404 233,505 1.2

593 Next PLC 43,005 38,621 0.220,142 Old Mutual PLC 67,709 65,795 0.31,756 Pennon Group PLC 26,468 24,484 0.11,299 Persimmon PLC 50,204 49,190 0.35,093 Rio Tinto PLC 275,530 278,882 1.53,860 Royal Mail PLC 28,662 27,461 0.1

997 Severn Trent PLC 40,375 36,744 0.24,360 Sky PLC 74,240 73,199 0.44,279 SSE PLC 108,655 105,013 0.61,841 Tate & Lyle PLC 23,802 20,585 0.12,884 United Utilities Group PLC 48,643 42,257 0.23,378 William Hill PLC 17,020 14,503 0.1

3,069,112 2,975,470 15.5

Transaction cost (38,202) - - Total portfolio 18,484,575 18,884,364 98.5Net unrealized depreciation on foreign currency exchange contracts 390,256 2.0Other assets and liabilities (108,796) (0.5)Total net assets attributable to holders of redeemable units 19,165,824 100.0

The accompanying notes are an integral part of these financial statements. 28

Page 32: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFSchedule of Investment PortfolioAs at June 30, 2017 (unaudited)

Foreign Currency ContractsUnrealized

Appreciation/Settlement Credit (Depreciation)

Date Rating * $

CAD 8,715,932 EUR 5,754,990 7/13/2017 A+ 189,971 CAD 3,158,830 CHF 2,262,670 7/13/2017 A+ 97,834 CAD 2,560,723 GBP 1,469,400 7/13/2017 A+ 78,661 CAD 419,123 CHF 302,900 7/13/2017 A+ 9,352 CAD 318,378 GBP 187,900 7/13/2017 A+ 983 CAD 1,091,096 EUR 726,700 7/13/2017 A+ 14,498 SEK 402,253 CAD 61,854 7/4/2017 A+ 64 NOK 49,254 CAD 7,636 7/4/2017 A+ 14 Total unrealized appreciation 391,377

EUR 407,930 CAD 604,756 7/4/2017 A+ (555) CHF 159,402 CAD 216,080 7/4/2017 A+ (507) DKK 12,283 CAD 2,449 7/4/2017 A+ (2) GBP 118,099 CAD 199,528 7/4/2017 A+ (57) Total unrealized depreciation (1,121)

Net unrealized depreciation on foreign currency exchange contracts 390,256

* Source: Stardard & Poor's

Currency Abbreviation:CAD - Canadian DollarCHF - Swiss FrancDKK - Danish KroneEUR - EuroGBP - Pound SterlingNOK - Norwegian KroneSEK - Swedish krona

Currency Purchased Currency Sold

The accompanying notes are an integral part of these financial statements. 29

Page 33: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Investment Objective

Financial Instrument Risks (Note 3)

Market Price Risk

Currency Risk

As at June 30, 2017

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Danish Krone (2,417) 291,544 2,447 291,574 14,579Euro (595,617) 10,485,756 (8,998,360) 891,779 44,589Norwegian Krone (7,651) 149,409 7,651 149,409 7,470Pound Sterling (188,646) 3,064,602 (2,599,986) 275,970 13,799Swedish Krona (61,918) 945,120 61,918 945,120 47,256Swiss Franc (211,762) 3,947,933 (3,255,194) 480,977 24,049United States Dollar 61 - - 61 3Total (1,067,950) 18,884,364 (14,781,524) 3,034,890 151,745

As at December 31, 2016

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Danish Krone - 112,886 - 112,886 5,644Euro 1,538 1,667,933 (1,509,715) 159,756 7,988Norwegian Krone - 27,000 - 27,000 1,350Pound Sterling 2,600 635,959 (584,375) 54,184 2,709Swedish Krona - 150,188 - 150,188 7,509Swiss Franc - 580,938 (528,404) 52,534 2,627United States Dollar 63 - - 63 3Total 4,201 3,174,904 (2,622,494) 556,611 27,830

Interest Rate Risk

Liquidity Risk

Credit Risk

The Fund’s investment objective seeks to replicate, to the extent reasonably possible and before fees and expenses, the performance of the FTSE Developed Europe Sustainable Yield 150 10% Capped 100% Hedge CAD Index, or any successor thereto. The Fund invests directly or indirectly in up to 150 equity securities of public issuers from countries within the region classified by FTSE as developed Europe, exhibiting relatively high and sustainable yields, as at the time of reconstitution or balancing.

As at June 30, 2017, had the FTSE Developed Europe Sustainable Yield 150 10% Capped 100% Hedge CAD Index (the "Benchmark") increased or decreased by 10% with all other variables held constant, net assets attributable to holders of redeemable units would have increased or decreased, respectively, by approximately $1,888,436 (December 31, 2016 - $317,490). In practice, the actual trading results may differ.

As at June 30, 2017 and December 31, 2016, the Fund had no significant investments in fixed-income investments. Refer to the Schedule of Investments for the foreign currency contracts counterparty credit ratings.

The majority of the Fund's financial assets and liabilities are non-interest bearing; accordingly, the Fund is not exposed to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

The following tables summarize the Fund's total direct exposure to foreign currency risk and the potential impact on the net assets attributable to holders of redeemable units if the Canadian dollar had strengthened or weakened by 5% in relation to each of the other currencies, with all other variables held constant.

The liquidity of the Fund is managed on a day-to-day basis in order to handle redemption of the Fund’s redeemable units. As at June 30, 2017 and December 31, 2016, the Fund did not have a significant amount of financial liabilities with maturities greater than three months.

The accompanying notes are an integral part of these financial statements. 30

Page 34: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Portfolio Concentration Risk

Portfolio by Country

Percentage of Net Assets

(%)

Percentage of Net Assets

(%)June 30, 2017 December 31, 2016

Austria 0.6 0.7Belgium 1.4 1.4Denmark 1.5 3.6Finland 1.2 2.1France 18.9 18.4Germany 13.0 12.6Ireland - 0.2Italy 4.2 3.1Luxembourg - 0.2Netherlands 6.8 7.6Norway 0.8 0.8Portugal 0.2 0.2Spain 8.9 6.3Sweden 4.9 4.7Switzerland 20.6 18.3United Kingdom 15.5 19.6Other assets and liabilities (net) 1.5 0.2Total 100.0 100.0

Fair Value MeasurementsThe following is a summary of the inputs used as of December 31, 2016 in valuing the Fund's financial assets and liabilities carried at fair value:

June 30, 2017

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 18,884,364 - - 18,884,364Unrealized appreciation of foreign currency contracts - 391,377 - 391,377Unrealized depreciation of foreign currency contracts - (1,121) - (1,121)Total Investments 18,884,364 390,256 - 19,274,620

December 31, 2016

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 3,174,904 - - 3,174,904Unrealized appreciation of foreign currency contracts - 1,347 - 1,347Unrealized depreciation of foreign currency contracts - (34,683) - (34,683)Total Investments 3,174,904 (33,336) - 3,141,568

For the period ended June 30, 2017, there were no significant transfers of securities between Level 1 and Level 2.

The Fund's significant concentrations by country are as follows:

The accompanying notes are an integral part of these financial statements. 31

Page 35: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Europe Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Offsetting of Financial Instruments

Financial assets and liabilities

Gross amounts of recognized financial

assets/liabilities

Gross amounts of recognized financial liabilities/assets set-off in the statement of financial position

Net amounts of financial

assets/liabilities presented in the

statement of financial position

FinancialInstruments eligible

for offset Net amount

June 30, 2017

Derivative assets 391,377 - 391,377 (1,121) 390,256Derivative liabilities 1,121 - 1,121 (1,121) -

Financial assets and liabilities

Gross amounts of recognized financial

assets/liabilities

Gross amounts of recognized financial liabilities/assets set-off in the statement of financial position

Net amounts of financial

assets/liabilities presented in the

statement of financial position

FinancialInstruments eligible

for offset Net amount

December 31, 2016

Derivative assets 1,347 - 1,347 (1,347) -Derivative liabilities 34,683 - 34,683 (1,347) 33,336

Unit Transactions (Note 5)

2017 2016Number of units, beginning of period 300,000 -Units issued during the period 1,500,000 300,000Units redeemed during the period (100,000) -Distributions reinvested by unitholders - -Number of units, end of period 1,700,000 300,000

Income Taxes (Note 6)

As at December 31, 2016, the Fund had no capital and non-capital loss carryforward balances.

The unitholder transactions for the periods ended June 30 and December 31 are as follows:

The following table presents the gross amount of financial instruments that may be offset, or subject to enforceable master netting agreements or other similar agreements but that are not offset, as at June 30, 2017. The "Net" column shows what the impact on the Fund’s Statement of Financial Position would be if all set-off rights were exercised.

The accompanying notes are an integral part of these financial statements. 32

Page 36: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 33

Page 37: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 34

Page 38: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 35

Page 39: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 36

Page 40: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

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

Page 41: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 38

Page 42: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

The accompanying notes are an integral part of these financial statements. 39

Page 43: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

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

Page 44: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Asia Sustainable Yield Index ETFSchedule of Investment PortfolioAs at June 30, 2017 (unaudited)

Foreign Currency ContractsUnrealized

Appreciation/Settlement Credit (Depreciation)

Date Rating * $

CAD 722,133 KRW 601,103,200 7/13/2017 A+ 40,890 CAD 137,057 HKD 791,900 7/13/2017 A+ 5,514 CAD 410,057 AUD 403,480 7/13/2017 A+ 8,011 CAD 2,242,746 JPY 182,671,700 7/13/2017 A+ 136,240 Net unrealized appreciation on foreign currency contracts 190,655

* Source: Stardard & Poor's

Currency Abbreviation:AUD - Australian DollarCAD - Canadian DollarHKD - Hong Kong DollarJPY - Japanese YenKRW - South Korean Won

Currency Purchased Currency Sold

The accompanying notes are an integral part of these financial statements. 41

Page 45: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Asia Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Investment Objective

Financial Instrument Risks (Note 3)

Market Price Risk

Currency Risk

As at June 30, 2017

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Australian Dollar 2,215 435,403 (402,046) 35,572 1,779Hong Kong Dollar (3) 131,703 (131,542) 158 8Japanese Yen 6,463 2,257,888 (2,106,507) 157,844 7,892New Zealand Dollar - 33,262 - 33,262 1,663Singapore Dollar 4,128 87,601 - 91,729 4,586South Korean Won - 714,331 (681,243) 33,088 1,654United States Dollar 299 - - 299 15Total 13,102 3,660,188 (3,321,338) 351,952 17,597

As at December 31, 2016

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Australian Dollar - 344,875 (306,851) 38,024 1,901Hong Kong Dollar - 94,140 (87,760) 6,380 319Japanese Yen 1,418 1,407,733 (1,291,971) 117,180 5,859New Zealand Dollar 475 22,026 - 22,501 1,125Singapore Dollar - 43,632 - 43,632 2,182South Korean Won - 413,472 (374,779) 38,693 1,935United States Dollar - 15,034 - 15,034 752Total 1,893 2,340,912 (2,061,361) 281,444 14,073

Interest Rate Risk

Liquidity Risk

Credit Risk

The Fund’s investment objective seeks to replicate, to the extent reasonably possible and before fees and expenses, the performance of the FTSE Developed Asia Sustainable Yield 150 10% Capped 100% Hedge CAD Index, or any successor thereto. The Fund invests directly or indirectly in up to 150 equity securities of public issuers from countries within the region classified by FTSE as developed Asia, exhibiting relatively high and sustainable yields, as at the time of reconstitution or balancing.

As at June 30, 2017, had the FTSE Developed Asia Sustainable Yield 150 10% Capped 100% Hedge CAD Index (the "Benchmark") increased or decreased by 10% with all other variables held constant, net assets attributable to holders of redeemable units would have increased or decreased, respectively, by approximately $366,019 (December 31, 2016 - $234,091). In practice, the actual trading results may differ.

As at June 30, 2017 and December 31, 2016, the Fund had no significant investments in fixed-income investments. Refer to the Schedule of Investments for the foreign currency contracts counterparty credit ratings.

The majority of the Fund's financial assets and liabilities are non-interest bearing; accordingly, the Fund is not exposed to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

The following tables summarize the Fund's total direct exposure to foreign currency risk and the potential impact on the net assets attributable to holders of redeemable units if the Canadian dollar had strengthened or weakened by 5% in relation to each of the other currencies, with all other variables held constant.

The liquidity of the Fund is managed on a day-to-day basis in order to handle redemption of the Fund’s redeemable units. As at June 30, 2017 and December 31, 2016, the Fund did not have a significant amount of financial liabilities with maturities greater than three months.

The accompanying notes are an integral part of these financial statements. 42

Page 46: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Asia Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Portfolio Concentration Risk

Portfolio by Country

Percentage of Net Assets

(%)

Percentage of Net Assets

(%)June 30, 2017 December 31, 2016

Australia 11.3 14.4Bermuda 0.6 1.0Cayman Islands 1.1 0.9Hong Kong 1.7 2.7Japan 58.6 58.9New Zealand 0.9 0.9Singapore 2.3 1.8South Korea 18.6 17.3Other assets and liabilities (net) 4.9 2.1Total 100.0 100.0

Fair Value MeasurementsThe following is a summary of the inputs used as of June 30, 2017 in valuing the Fund's financial assets and liabilities carried at fair value:

June 30, 2017

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 3,660,188 - - 3,660,188Unrealized appreciation of foreign currency contracts - 190,655 - 190,655Total Investments 3,660,188 190,655 - 3,850,843

December 31, 2016

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 2,340,912 - - 2,340,912Unrealized appreciation of foreign currency contracts - 8,934 - 8,934Unrealized depreciation of foreign currency contracts - (5,370) - (5,370)Total Investments 2,340,912 3,564 - 2,344,476

For the period ended June 30, 2017, there were no significant transfers of securities between Level 1 and Level 2.

Offsetting of Financial Instruments

Financial assets and liabilities

Gross amounts of recognized financial

assets/liabilities

Gross amounts of recognized financial liabilities/assets set-off in the statement of financial position

Net amounts of financial

assets/liabilities presented in the

statement of financial position

FinancialInstruments eligible

for offset Net amount

June 30, 2017

Derivative assets 190,655 - 190,655 - 190,655Derivative liabilities - - - - -

The following table presents the gross amount of financial instruments that may be offset, or subject to enforceable master netting agreements or other similar agreements but that are not offset, as at June 30, 2017. The "Net" column shows what the impact on the Fund’s Statement of Financial Position would be if all set-off rights were exercised.

The Fund's significant concentrations by country are as follows:

The accompanying notes are an integral part of these financial statements. 43

Page 47: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Asia Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Financial assets and liabilities

Gross amounts of recognized financial

assets/liabilities

Gross amounts of recognized financial liabilities/assets set-off in the statement of financial position

Net amounts of financial

assets/liabilities presented in the

statement of financial position

FinancialInstruments eligible

for offset Net amount

December 31, 2016

Derivative assets 8,934 - 8,934 (4,247) 4,687Derivative liabilities 5,370 - 5,370 (4,247) 1,123

Unit Transactions (Note 5)

2017 2016Number of units, beginning of period 200,000 -Units issued during the period 100,000 500,000Units redeemed during the period - (300,000)Distributions reinvested by unitholders - -Number of units, end of period 300,000 200,000

Income Taxes (Note 6)

As at December 31, 2016, the Fund had no capital and non-capital loss carryforward balances.

The unitholder transactions for the periods ended June 30 and December 31 are as follows:

The accompanying notes are an integral part of these financial statements. 44

Page 48: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFStatements of Financial PositionAs at June 30, 2017 (unaudited), and December 31, 2016 (audited)(in Canadian dollars, except for number of units)

June 30, December 31,2017 2016

AssetsCurrent assetsInvestments 20,171,045$ 9,019,184$ Cash 132,168 123,261 Receivable for investments sold 23,082 - Amounts receivable from Manager 24,435 8,133 Dividends and interest receivable 104,028 9,859 Unrealized appreciation of foreign currency contracts 976,734 - Total assets 21,431,492 9,160,437

Liabilities Current liabilities Distributions payable 94,620 27,474 Accrued expenses and other liabilities 67,946 10,879 Unrealized depreciation of foreign currency contracts - 148,650 Total liabilities excluding net assets attributable to holders of redeemable units 162,566 187,003

Net assets attributable to holders of redeemable units 21,268,926$ 8,973,434

Number of redeemable units outstanding 2,000,000 900,000

Net assets attributable to holders of redeemable units per unit 10.63$ 9.97$

Approved on behalf of the Board of Directiors of Sphere Investment Management Inc., Manager and Trustee

Lewis Bateman Keith McLeanCEO and Director President and Director

The accompanying notes are an integral part of these financial statements. 45

s Bateman cLeLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLLL an

Page 49: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFStatement of Comprehensive IncomeFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

IncomeNet gain (loss) on investmentsDividend income 332,914$ Interest for distributions purposes 913 Net realized gain (loss) on sale of investments 459,275 Change in unrealized appreciation (depreciation) of investments 643,309 Total net gain (loss) on investments 1,436,411

Net gain (loss) on derivativesNet realized gain (loss) on foreign currency contracts (1,269,376) Change in unrealized appreciation (depreciation) of foreign currency contracts 1,125,384 Total net gain (loss) on derivatives (143,992)

Other income (loss) Other income 52 Net realized gain (loss) on foreign currency transactions (33,520) Change in unrealized appreciation (depreciation) of foreign currency translations (3,984) Total other income (loss) (37,452)

Total income (loss) 1,254,967

ExpensesManagement fees 48,744 Administration fees 58,323 Transfer agent fees 8,747 Audit fees 3,124 Legal fees 1,984 Interest expense 1,240 Independent Review Committee fees 2,480 Foreign withholding taxes 33,393 Transaction costs 39,395 Other expense 364 Total expenses 197,794 Less: expenses absorbed by the Manager (54,589) Net expenses 143,205

Increase (decrease) in net assets attributable to holders of redeemable units 1,111,762$

Weighted average number of redeemable units 1,549,171

Increase (decrease) in net assets attributable to holders of redeemable units per unit 0.72$

The accompanying notes are an integral part of these financial statements. 46

Page 50: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFStatement of Changes in Net Assets Attributable to Holders of Redeemable UnitsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Net assets attributable to holders of redeemable units, beginning of period 8,973,434$

Increase (decrease) in net assets attributable to holders of redeemable units 1,111,762

Distributions to holders of redeemable unitsNet investment income (108,360) Total distributions to holders of redeemable units (108,360)

Redeemable unit transactionsProceeds from sale of redeemable units 13,408,070 Payment for redeemable units redeemed (2,115,980) Net redeemable unit transactions 11,292,090

Net assets attributable to holders of redeemable units, end of period 21,268,926$

The accompanying notes are an integral part of these financial statements. 47

Page 51: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFStatement of Cash FlowsFor the period ended June 30, 2017 (unaudited)(in Canadian dollars, except for number of units)

2017

Cash flows from (used in) operating activities

Increase (decrease) in net assets attributable to holders of redeemable units 1,111,762$

Adjustments for:Net realized (gain) loss on sale of investments (459,275) Change in unrealized (appreciation) depreciation of investments (643,309) Change in unrealized (appreciation) depreciation of foreign currency contracts (1,125,384) Unrealized (appreciation) depreciation of foreign currency translations 779

Purchase of investments (15,812,206) Proceeds from sale of investments 5,762,929

(12,276,466)

Change in non-cash working capital (76,486)

Net cash from (used in) operating activities (11,241,190)

Cash flows from (used in) financing activitiesProceeds from sale of redeemable units 13,408,070 Distributions to holders of redeemable units, net of reinvested distributions (41,214) Payment for redeemable units redeemed (2,115,980) Net cash from (used in) financing activities 11,250,876

Unrealized (appreciation) depreciation of foreign currency translations (779)

Net increase (decrease) in cash during the period 8,907$

Cash, beginning of period 123,261$

Cash, end of period 132,168$

Supplemental cash flow information relating to operating activitiesDividends received, net of foreign withholding taxes 205,352$ Interest received 913$

The accompanying notes are an integral part of these financial statements. 48

Page 52: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Bermuda 37,438 COSCO SHIPPING Ports Limited 52,109 56,960 0.21,434 Credicorp Limited 236,850 333,596 1.6

288,959 390,556 1.8

Brazil 3,195 Braskem SA Series A Preferred 40,557 42,772 0.2

749 Companhia de Transmissao de Energia Eletrica Paulista Preferred 20,050 18,911 0.13,006 Engie Brasil Energia SA 45,079 39,912 0.25,975 Sul America SA Unit 38,980 41,398 0.28,385 Telefonica Brasil SA Preferred 159,195 147,372 0.7

303,861 290,365 1.4

Cayman Islands 25,857 Anta Sports Products Limited 103,068 110,806 0.5

130,076 Belle International Holdings Limited 113,661 133,089 0.657,851 China Resources Land Limited 206,833 218,603 1.046,255 Dali Foods Group Company Ltd. 33,945 34,419 0.230,792 Lee & Man Paper Manufacturing Limited 34,086 37,080 0.231,135 Longfor Properties 64,032 86,777 0.4

555,625 620,774 2.9

Chile54,544 AES Gener SA 26,859 24,928 0.1

148,567 Colbun SA 41,221 41,436 0.2420,225 Enel Chile SA 56,246 59,763 0.371,939 Enel Generacion Chile SA 67,697 70,296 0.3

192,023 196,423 0.9

China30,786 BAIC Motor Corporation Limited Cl. H 41,380 38,709 0.242,752 Beijing Jingneng Clean Energy Co., Limited Cl. H 17,424 16,332 0.178,995 China Galaxy Securities Co., Ltd. 101,912 91,846 0.4

546,039 China Petroleum & Chemical Corporation Cl. H 556,286 552,338 2.619,100 Chongqing Changan Automobile Company Limited Cl. B 37,649 32,677 0.226,882 COSCO SHIPPING Energy Transportation Co., Ltd. Cl. H 20,142 19,468 0.164,211 Datang International Power Generation Co., Ltd. Cl. H 24,294 26,557 0.147,369 Guangzhou Automobile Group Company Limited Cl. H 89,477 107,790 0.533,482 Huadian Power International Corporation Limited Cl. H 19,488 19,409 0.190,538 Huaneng Power International, Inc. Cl. H 80,086 81,507 0.41,800 Jiangling Motors Corporation, Ltd. Cl. B 6,017 4,909 0.0

26,153 Jiangsu Expressway Co., Ltd. Cl. H 47,902 47,870 0.264,650 Metallurgical Corporation of China Ltd. Cl. H 31,278 28,349 0.198,382 PICC Property and Casualty Company Limited Cl. H 209,944 213,087 1.011,275 Red Star Macalline Group Corporation Ltd. Cl. H 15,315 14,982 0.174,800 Sinopec Shanghai Petrochemical Company Limited 54,774 51,933 0.28,816 Xinjiang Goldwind Science & Technology Co., Ltd. Cl. H 18,048 16,693 0.14,300 Yantai Changyu Pioneer Wine Company Limited Cl. B 15,480 14,534 0.1

1,386,896 1,378,990 6.5

Colombia85,903 Grupo Aval Acciones y Valores SA Preferred 46,416 45,876 0.27,397 Interconexion Electrica SA ESP 35,932 41,989 0.2

82,348 87,865 0.4

The accompanying notes are an integral part of these financial statements. 49

Page 53: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Egypt 1,576 El Sewedy Electric Company 10,211 10,594 0.07,095 Telecom Egypt 7,158 5,220 0.0

17,369 15,814 0.0

Greece 1,460 Hellenic Petroleum SA 9,319 17,949 0.12,074 Jumbo SA 42,591 49,150 0.21,249 Motor Oil (Hellas) Corinth Refineries SA 24,089 35,278 0.21,019 Titan Cement Company SA 30,993 37,385 0.2

106,992 139,762 0.7

Hong Kong 18,034 China Everbright Ltd. 51,648 50,922 0.225,850 China Merchants Port Holdings Company Limited 92,940 92,957 0.474,085 China Power International Development Limited 37,291 34,086 0.241,151 China Resources Power Holdings Company Limited 97,053 104,713 0.5

278,932 282,678 1.3

Hungary 8,595 Magyar Telekom Telecommunications PLC 19,662 19,455 0.11,187 MOL Hungarian Oil and Gas Nyrt. 118,701 120,822 0.65,359 OTP Bank Nyrt 217,493 232,585 1.1

355,856 372,862 1.8

India 1,484 Bajaj Auto Limited 83,998 83,102 0.4

14,220 Bharat Petroleum Corporation Limited 186,942 182,415 0.911,466 Bharti Infratel Limited 81,628 86,161 0.42,671 Castrol India Ltd. 23,205 21,687 0.11,654 Divi's Laboratories Limited 24,758 21,523 0.12,092 Hero MotoCorp Limited 139,585 155,350 0.78,704 Hindustan Petroleum Corporation Limited 93,326 88,989 0.4

34,440 Housing Development Finance Corporation, Ltd. 967,409 1,115,862 5.223,873 Indian Oil Corporation Limited 168,251 184,494 0.9

823 InterGlobe Aviation Limited 15,673 19,261 0.18,180 JSW Energy Limited 10,769 10,511 0.14,365 Mangalore Refinery and Petrochemicals Limited 8,700 10,356 0.1

59,851 NHPC Limited 34,696 37,644 0.2477 Oracle Financial Services Software Limited 37,744 34,471 0.2

16,420 Power Grid Corporation of India 62,922 69,361 0.32,789 Reliance Capital Ltd. 31,141 36,012 0.22,904 Reliance Infrastructure Limited 34,697 29,044 0.11,775 Sun TV Network Limited 22,657 29,073 0.1

10,041 Tata Consultancy Services 478,917 475,893 2.21,043 The Great Eastern Shipping Company Limited 8,095 8,502 0.0

21,329 The Tata Power Company Limited 34,345 34,469 0.22,549,458 2,734,180 12.9

Indonesia8,355 PT Astra Agro Lestari Tbk 12,605 11,951 0.1

429,733 PT Astra International Tbk 360,179 373,191 1.770,549 PT Bank Danamon Indonesia Tbk 34,317 35,181 0.2

1,025,318 PT Telekomunikasi Indonesia Tbk Series B 421,875 450,943 2.132,496 PT United Tractors Tbk 76,011 86,795 0.4

904,987 958,061 4.5

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

Page 54: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

Malaysia 33,889 AirAsia Berhad 29,406 33,273 0.1

137,845 CIMB Group Holdings Bhd 240,999 274,009 1.356,182 Maxis Berhad 108,224 94,197 0.425,220 RHB Bank Berhad 40,259 38,552 0.288,038 Tenaga Nasional Berhad 368,987 376,068 1.8

787,875 816,099 3.8

Mexico 7,034 Alpek SAB de CV 12,937 10,942 0.07,352 Grupo Aeroportuario del Pacifico SAB de CV Series B 93,721 107,430 0.54,811 Grupo Aeroportuario del Sureste SAB de CV Series B 111,034 131,604 0.6

72,248 Grupo Mexico, SAB de CV Series B 297,245 263,231 1.211,160 Infraestructura Energetica Nova, SAB de CV 64,787 77,151 0.46,768 Megacable Holdings SAB de CV 32,761 35,467 0.2

111,757 Wal-Mart de Mexico SAB de CV Series V 332,292 336,029 1.6944,777 961,854 4.5

Philippines92,693 DMCI Holdings, Inc. 31,435 33,589 0.2

631 Globe Telecom, Inc. 33,992 33,211 0.24,826 Manila Electric Company 36,914 32,346 0.16,739 Semirara Mining and Power Corporation 24,494 27,797 0.1

126,835 126,943 0.6

Poland 537 Ciech SA 14,685 11,473 0.0

1,642 Eurocash SA 17,530 17,813 0.19,900 Synthos SA 16,235 16,803 0.1

48,450 46,089 0.2

Russia 133 Acron PJSC 9,944 9,168 0.0

53,586 Alrosa PJSC 108,110 101,982 0.5399 Bashneft PJSC 29,975 21,653 0.1

227,320 Gazprom PJSC 696,494 592,276 2.8518,104 Inter RAO UES PJSC 43,209 43,668 0.2

9,772 LUKOIL PJSC 672,933 617,232 2.930,163 Magnitogorsk Iron & Steel Works PJSC 25,587 22,106 0.1

610,561 Rosseti PJSC 13,507 10,781 0.023,113 Rostelecom PJSC 40,992 36,273 0.2

2,147,834 RusHydro PJSC 46,575 37,429 0.23,062 TATNEFT PJSC Preferred Series 3 13,988 18,408 0.1

1,701,314 1,510,976 7.1

South Africa 4,551 Barloworld Limited 58,472 49,081 0.25,800 Investec Limited 57,457 55,480 0.31,199 Kumba Iron Ore Limited 26,567 20,348 0.1

27,380 Standard Bank Group 398,013 390,930 1.86,631 Telkom South Africa Limited 45,946 40,457 0.24,318 The Foschini Group Ltd. 64,671 58,759 0.34,124 The SPAR Group Limited 77,953 62,999 0.33,449 Tiger Brands Limited 148,068 125,778 0.6

The accompanying notes are an integral part of these financial statements. 51

Page 55: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFSchedule of InvestmentsAs at June 30, 2017 (unaudited)

Average Fair % of TotalShares Description Cost ($) Value ($) Net Assets

9,465 Truworths International Limited 74,699 67,082 0.310,826 Vodacom Group Limited 160,795 176,282 0.820,360 Woolworths Holdings Limited 142,885 124,421 0.6

1,255,526 1,171,617 5.5

Taiwan170,030 Cathay Financial Holding Co., Ltd. 337,166 363,143 1.739,556 Cheng Shin Rubber Industry Co., Ltd. 106,701 109,101 0.514,363 China Motor Corporation 16,164 17,481 0.181,379 Chunghwa Telecom Co., Ltd. 367,440 374,671 1.889,085 Compal Electronics Inc. 74,290 77,853 0.434,183 Far EasTone Telecommunications Co., Ltd. 112,884 112,934 0.57,528 Feng Tay Enterprises Co., Ltd. 41,721 43,164 0.2

202,567 First Financial Holding Co., Ltd. 153,161 175,730 0.874,296 Formosa Chemicals & Fibre Corporation 293,726 302,470 1.4

104,938 Formosa Plastic Corporation 393,041 414,693 1.9320,406 Hon Hai Precision Industry Co., Ltd. 1,197,568 1,598,087 7.545,864 Lite-On Technology Corp. 97,052 97,759 0.5

122,250 Nan Ya Plastics Corporation 360,395 393,468 1.840,817 Pegatron Corp 143,605 165,824 0.856,681 Pou Chen Corporation 101,757 101,726 0.547,370 Siliconware Precision Industries Co., Ltd. 97,448 99,252 0.534,092 Taiwan Mobile Co., Ltd. 166,128 166,407 0.8

245,803 Taiwan Semiconductor Manufacturing Company, Ltd. 2,080,440 2,184,777 10.36,140,687 6,798,540 32.0

Thailand 5,724 Electricity Generating Public Company Limited 46,773 46,762 0.29,553 Glow Energy Public Company Limited 29,135 28,719 0.2

43,042 PTT Global Chemical Public Company Limited 109,115 112,554 0.530,416 PTT Public Company Limited 463,660 429,617 2.017,632 Ratchaburi Electricity Generating Holding Public Company Limited 34,771 35,001 0.21,913 Siam City Cement Public Company Limited 20,305 23,734 0.16,420 The Siam Cement Public Company Limited 125,677 123,031 0.6

829,436 799,418 3.8

Turkey 3,962 Arcelik A.S. 33,047 38,055 0.21,490 Aygaz AS 6,783 8,567 0.0

41,329 Emlak Konut Gayrimenkul Yatirim 46,254 44,784 0.229,207 Eregli Demir ve Celik Fabrikalari TAS (Erdemir) 65,961 75,892 0.41,452 Ford Otomotiv Sanayi AS 18,634 22,991 0.12,816 Tofas Turk Otomobil Fabrikasi AS 27,126 29,995 0.1

13,876 Turkiye Sise ve Cam Fabrikalari AS 20,198 23,525 0.1218,003 243,809 1.1

United Arab Emirates 37,225 Emirates Telecommunications Group Company PJSC 241,970 227,370 1.1

Transaction cost (34,343) - - Total portfolio 19,283,836 20,171,045 94.8Net unrealized appreciation on foreign currency exchange contracts 976,734 4.6 Other assets and liabilities 121,147 0.6Total net assets attributable to holders of redeemable units 21,268,926 100.0

The accompanying notes are an integral part of these financial statements. 52

Page 56: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFSchedule of Investment PortfolioAs at June 30, 2017 (unaudited)

Foreign Currency ContractsUnrealized

Appreciation/Settlement Credit (Depreciation)

Date Rating * $

CAD 2,093,032 RUB 89,121,300 7/13/2017 A+ 136,952 CAD 7,806,834 TWD 174,311,000 7/13/2017 A+ 375,329 CAD 1,890,997 ZAR 18,127,100 7/13/2017 A+ 96,911 CAD 1,472,466 MXN 19,953,380 7/13/2017 A+ 48,769 CAD 3,358,361 INR 160,596,800 7/13/2017 A+ 140,293 CAD 4,436,006 HKD 25,630,800 7/13/2017 A+ 178,480 Net unrealized appreciation on foreign currency contracts 976,734

* Source: Stardard & Poor's

Currency Abbreviation:CAD - Canadian DollarHKD - Hong Kong DollarINR - Indian RupeeMXN - Mexican PesoRUB - New Russian RubleTWD - New Taiwan DollarZAR - South African Rand

Currency Purchased Currency Sold

The accompanying notes are an integral part of these financial statements. 53

Page 57: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Investment Objective

Financial Instrument Risks (Note 3)

Market Price Risk

Currency Risk

As at June 30, 2017

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Brazilian Real 6,032 290,364 - 296,396 14,820 Chilean Peso - 196,423 - 196,423 9,821 Colombian Peso 179 87,865 - 88,044 4,402 Euro 1,101 139,762 - 140,863 7,043 Egyptian Pound 2 15,814 - 15,816 791 Hong Kong Dollar 39,375 2,339,402 (4,257,526) (1,878,749) (93,937) Hungarian Forint - 372,862 - 372,862 18,643 Indian Rupee 7,182 2,734,181 (3,218,067) (476,704) (23,835) Indonesian Rupiah 38,012 958,061 - 996,073 49,804 Malaysian Ringgit 2,122 816,099 - 818,221 40,911 Mexican Peso - 961,853 (1,423,697) (461,844) (23,092) New Russian Ruble 1,422 1,510,976 (1,956,080) (443,682) (22,184) New Taiwan Dollar 58,680 6,798,539 (7,431,505) (574,286) (28,714) New Turkish Lira - 243,810 - 243,810 12,191 Philippine Peso - 126,943 - 126,943 6,347 Polish Zloty - 46,089 - 46,089 2,304 South African Rand 2,723 1,171,618 (1,794,087) (619,746) (30,987) Thailand Baht - 799,418 - 799,418 39,971 UAE Dirham - 227,370 - 227,370 11,369 United States Dollar 695 333,596 - 334,291 16,715 Total 157,525 20,171,045 (20,080,962) 247,608 12,383

As at December 31, 2016

Monetary Instruments

($)

Non-Monetary Instruments

($)

Notional Amount of Foreign Currency

Contracts($)

Net Exposure

($) +/-5%Impact

Brazilian Real 1,852 243,507 - 245,359 12,268 Chilean Peso - 183,661 - 183,661 9,183 Colombian Peso 208 37,319 - 37,527 1,876 Euro 137 35,867 - 36,004 1,800 Egyptian Pound 2 8,069 - 8,071 404 Hong Kong Dollar - 1,185,219 (1,480,264) (295,045) (14,752) Indian Rupee - 1,355,108 (1,640,650) (285,542) (14,277) Indonesian Rupiah 966 493,463 - 494,429 24,721 Malaysian Ringgit - 85,447 - 85,447 4,272 Mexican Peso (68) 383,555 (937,937) (554,450) (27,723) New Russian Ruble 7,897 1,091,606 (1,071,890) 27,613 1,381 New Taiwan Dollar - 2,237,775 (2,491,780) (254,005) (12,700) New Turkish Lira - 69,338 - 69,338 3,467 Philippine Peso - 101,929 - 101,929 5,096 Polish Zloty 850 8,607 - 9,457 473 South African Rand - 1,071,106 (1,044,495) 26,611 1,331 Thailand Baht - 220,250 - 220,250 11,013 UAE Dirham - 70,861 - 70,861 3,543 United States Dollar 62 136,496 - 136,558 6,828 Total 11,906 9,019,183 (8,667,016) 364,073 18,204

The Fund’s investment objective seeks to replicate, to the extent reasonably possible and before fees and expenses, the performance of the FTSE Emerging Sustainable Yield 150 10% Capped 100% Hedge CAD Index, or any successor thereto. The Fund invests directly or indirectly in up to 150 equity securities of public issuers from countries within the region classified by FTSE as emerging markets, exhibiting relatively high and sustainable yields, as at the time of reconstitution or balancing.

As at June 30, 2017, had the FTSE Emerging Sustainable Yield 150 10% Capped 100% Hedge CAD Index (the "Benchmark") increased or decreased by 10% with all other variables held constant, net assets attributable to holders of redeemable units would have increased or decreased, respectively, by approximately $2,017,105 (December 31, 2016 - $901,918). In practice, the actual trading results may differ.

The following tables summarize the Fund's total direct exposure to foreign currency risk and the potential impact on the net assets attributable to holders of redeemable units if the Canadian dollar had strengthened or weakened by 5% in relation to each of the other currencies, with all other variables held constant.

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

Page 58: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Interest Rate Risk

Liquidity Risk

Credit Risk

Portfolio Concentration Risk

Portfolio by Country

Percentage of Net Assets

(%)

Percentage of Net Assets

(%)June 30, 2017 December 31, 2016

Bermuda 1.8 1.8 Brazil 1.4 2.7 Cayman Islands 2.9 2.9 Chile 0.9 2.0 China 6.5 8.7 Colombia 0.4 0.4 Egypt - 0.1 Greece 0.7 0.4 Hong Kong 1.3 1.3 Hungary 1.8 - India 12.9 15.1 Indonesia 4.5 5.5 Malaysia 3.8 1.0 Mexico 4.5 4.3 Philippines 0.6 1.1 Poland 0.2 0.1 Russia 7.1 12.2 South Africa 5.5 11.9 Taiwan 32.0 24.9 Thailand 3.8 2.5 Turkey 1.1 0.8 United Arab Emirates 1.1 0.8 Other assets and liabilities (net) 5.2 (0.5) Total 100.0 100.0

Fair Value MeasurementsThe following is a summary of the inputs used as of June 30, 2017 in valuing the Fund's financial assets and liabilities carried at fair value:

June 30, 2017

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 20,171,045 - - 20,171,045 Unrealized appreciation of foreign currency contracts - 976,734 - 976,734 Total Investments 20,171,045 976,734 - 21,147,779

December 31, 2016

Quoted prices in active markets for identical assets

(Level 1)

Significant otherobservable inputs

(Level 2)

Significant unobservable

inputs (Level 3) TotalFair Value Hierarchy Classification ($) ($) ($) ($)Equities 9,019,184 - - 9,019,184 Unrealized depreciation of foreign currency contracts - (148,650) - (148,650) Total Investments 9,019,184 (148,650) - 8,870,534

The Fund's significant concentrations by country are as follows:

As at June 30, 2017 and December 31, 2016, the Fund had no significant investments in fixed-income investments. Refer to the Schedule of Investments for the foreign currency contracts counterparty credit ratings.

The majority of the Fund's financial assets and liabilities are non-interest bearing; accordingly, the Fund is not exposed to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

The liquidity of the Fund is managed on a day-to-day basis in order to handle redemption of the Fund’s redeemable units. As at June 30, 2017 and December 31, 2016, the Fund did not have a significant amount of financial liabilities with maturities greater than three months.

The accompanying notes are an integral part of these financial statements. 55

Page 59: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Sphere FTSE Emerging Markets Sustainable Yield Index ETFFund Specific Notes to Financial StatementsFor the period ended June 30, 2017 (unaudited)

Unit Transactions (Note 5)

2017 2016Number of units, beginning of period 900,000 - Units issued during the period 1,300,000 900,000 Units redeemed during the period (200,000) - Distributions reinvested by unitholders - - Number of units, end of period 2,000,000 900,000

Income Taxes (Note 6)

The Fund had the following capital and non-capital losses available for carry forward as at December 31:

2016Capital Loss Carryforwards 76,478 Non-Capital Loss Carryforwards -

The unitholder transactions for the periods ended June 30 and December 31 are as follows:

The accompanying notes are an integral part of these financial statements. 56

Page 60: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

1. ORGANIZATION

The Sphere ETFs (each a "Fund", collectively, the "Funds") are exchange-traded funds established on the establishment dates noted below as open-ended mutual fund trusts under the laws of the Province of Ontario pursuant to a master declaration of trust dated March 30, 2016. The units of the Funds are listed on the Toronto Stock Exchange ("TSX"). The address of the Funds' registered office is 161 Bay Street, Suite 2820, Toronto, Ontario, M5J 2S1.

Fund Name

TSX Ticker

Symbol Date of

Establishment Date of

Commencement Sphere FTSE Canada Sustainable Yield Index ETF SHC March 30, 2016 April 11, 2016 Sphere FTSE US Sustainable Yield Index ETF SHU March 30, 2016 April 12, 2016 Sphere FTSE Europe Sustainable Yield Index ETF SHE March 30, 2016 April 13, 2016 Sphere FTSE Asia Sustainable Yield Index ETF SHA March 30, 2016 April 13, 2016 Sphere FTSE Emerging Markets Sustainable Yield Index ETF SHZ March 30, 2016 September 29, 2016

Each Fund seeks to track, to the extent reasonably possible and before fees and expenses, the performance of a broad widely quoted market index (the “Index”). Sphere Investment Management Inc. (the “Manager”) is the trustee, manager and investment manager of the Funds. The Manager is an indirect wholly-owned subsidiary of Sphere Exchange Traded Investments Ltd.

The information provided in the financial statements for the Funds is as at and for the periods ended June 30, 2017 and June 30, 2016. The Statements of Financial Position is as at June 30, 2017 and December 31, 2016. The Statement of Comprehensive Income, Statement of Changes in Net Assets Attributable to Holders of Redeemable Units and Statement of Cash Flows are for the six-month period ended June 30, 2017.

These financial statements were authorized for issuance by the Board of Directors of the Manager on August 08, 2017.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These financial statements have been prepared in compliance with International Accounting Standard 34 Interim Financial Reporting (“IAS 34’) as issued by the International Accounting Standards Board (“IASB”). The financial statements are prepared on a going concern basis using historical cost, except for financial assets designated at fair value through profit or loss (“FVTPL”), which are measured at fair value. Derivatives are classified as held for trading which are measured at fair value.

The following is a summary of significant accounting policies followed by the Funds.

Classification of Financial Instruments

Classification and recognition of financial instruments — In accordance with IAS 39 Financial Instruments: Recognition and Measurement, financial assets and financial liabilities are classified at initial recognition into the following categories:

Financial assets and liabilities at fair value through profit or loss

The category of financial assets and liabilities at FVTPL is sub-divided into:

(i) Financial assets and liabilities classified as held-for-trading: Financial assets and liabilities are classified as held for trading if they are acquired for the purpose of selling and/or repurchasing in the near term. Derivatives and securities sold short held by the Funds are classified as held-for-trading and do not meet the definition of effective hedging instruments as defined by IAS 39. These investments are acquired principally for the purpose of generating a profit from short-term fluctuations in price.

(ii) Financial instruments designated as FVTPL: All investments held by the Funds, excluding derivatives and securities sold short, are designated as FVTPL upon initial recognition. Investments in this category include equities, underlying funds, bonds and other interest-bearing investments. These financial assets are designated upon initial recognition on the basis that they are part of a group of financial assets that are managed and have their

57

Page 61: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

performance evaluated on a fair value basis, in accordance with risk management and investment strategies of the Funds, as set out in the Funds’ prospectus.

Loans and receivables

Loans and receivables, other assets and liabilities (other than those classified as FVTPL) are measured at amortized cost and is an approximation of the fair value, including, cash, short term deposits, dividends and accrued interest receivables, amount receivable from unitholders, due from brokers, due from related parties and other assets.

Other financial liabilities

This category includes all financial liabilities, other than those classified as FVTPL. The Funds include in this category amounts relating to payables in respect of amounts payable for portfolio securities purchased, payable to unitholders, due to brokers, due to related parties and other liabilities.

A financial asset or a financial liability is recognized when a Fund becomes a party to the contractual provisions of the instrument. Purchases or sales of financial assets that require delivery of assets within the time frame generally established by regulation or convention in the market place (regular way trades) are recognized on the trade date. (i.e., the date that a Fund commits to purchase or sell the asset)

Measurement of Financial Instruments

Financial assets and financial liabilities at FVTPL are recorded in the Statements of Financial Position at fair value upon initial recognition. All transaction costs such as brokerage commissions, incurred in the purchase and sale of securities for such instruments are recognized directly in profit or loss.

Loans and receivables and other financial liabilities (other than those classified as held-for-trading) are measured initially at their fair value.

After initial measurement, the Funds measure financial instruments which are classified as FVTPL, at fair value. Subsequent changes in the fair value of those financial instruments (i.e. the excess/shortfall of the sum of the fair value of portfolio investments over/below the sum of the average cost of each portfolio investment) are recorded in unrealized appreciation (depreciation) on investments. The applicable period change in unrealized appreciation (depreciation) of investments is included on the Statement of Comprehensive Income.

The average cost of portfolio investments represents the sum of the average cost of each portfolio investments. For the purposes of determining the average cost of each portfolio investment, the purchase price of portfolio investments acquired by a Fund is added to the average cost of the particular portfolio investment immediately prior to the purchase. The average cost of a portfolio investment is reduced by the number of shares sold multiplied by the average cost of the portfolio investment at the time of the sale. The average cost per share of each portfolio investment sold is determined by dividing the average cost of the portfolio investment by the number of shares held immediately prior to the sale transaction. Transaction costs incurred in portfolio transactions are excluded from the average cost of investments and are recognized immediately in net income and are presented as a separate expense item in the financial statements. Realized gains and losses from the sale of portfolio investments are also calculated based on the average costs, excluding transaction costs, of the related investment.

The net asset value ("NAV") per unit of a Fund is calculated each day a Fund is open for business as of regularly scheduled close of regular trading on the TSX. NAV per unit per Fund is calculated by dividing the net assets of the Fund by the number of units outstanding of the Fund. Units of the Funds are being issued and sold on a continuous basis and there is no maximum number of units that may be issued. In calculating each class of the Funds' NAV, investments are valued under policies approved by the Board of Directors of the Manager. Equity securities (including preferred stock) listed or dealt in upon a stock exchange are valued at the last sale price or official closing price on the exchange or system on which they are principally traded when the price falls within the bid-ask spread range. Foreign currency contracts are valued based on the difference between the value of the contract on the valuation date and the value on the date the contract was originated.

58

Page 62: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

Classification of Redeemable Units

IAS 32 Financial Instruments: Presentation, requires that securities of the Funds, which are considered puttable instruments, be classified as either financial liabilities or equity instruments. Under IFRS, the units of the Funds which include contractual obligation for the issuer to repurchase or redeem them for cash or another financial asset are classified as financial liabilities. The Funds’ outstanding units include a contractual obligation to deliver cash or another financial asset on a Fund’s fixed termination date, and therefore the ongoing redemption feature is not a Fund’s only contractual obligation. Also, redemption of units at 95% of the closing price by unitholders gives rise to redemption value that is not substantially based on the NAV of the Funds. Consequently, the Funds’ outstanding redeemable units are classified as financial liabilities in accordance with the requirements.

Fair Value Measurement

IFRS describes fair value as the price that each Fund would receive upon selling an asset or paid to transfer a liability in an orderly transaction between market participants as at the measurement date. It established a three-tier hierarchy of inputs to be used when determining fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk — for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad levels listed below:

Level 1 – Quoted (unadjusted) prices in active markets for identical assets or liabilities at measurement date

Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable (including each Fund’s assumptions in determining the fair value of investments)

The inputs or methodology used for valuation are not necessarily an indication of the risk associated with investing in those investments.

The Funds have included the fair value hierarchy in the Fund Specific Notes to Financial Statements.

Investment Transactions and Investment Income

Investment transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized and unrealized gains and losses are calculated on an average cost basis. The cost of investments represent the amount paid for each security and is determined using the average cost method, excluding commissions and transaction costs. Transaction costs, such as brokerage commissions incurred in the purchase and sale of securities, are shown as a separate line item in the Statement of Comprehensive Income and are not part of the cost of investments. Dividend income is recognized on the ex-dividend date, gross of any foreign taxes withheld. The interest for distribution purposes shown on the Statement of Comprehensive Income represents the coupon interest received by the Funds accounted for on an accrual basis.

Foreign Currency Translation

The Funds’ functional and presentation currency is the Canadian dollar. Canadian dollar is the currency of the primary economic environment in which it operates. The Funds' performance is evaluated and their liquidity is managed in Canadian dollars. Therefore, the Canadian dollar is considered as the currency that most faithfully represents the economic effects of the underlying transactions, events and conditions. Foreign currencies, as well as investment securities and other assets and liabilities denominated in foreign currencies, are translated into Canadian dollars using exchange rates prevailing on the respective dates of such transactions. Realized and unrealized foreign exchange gains and losses on investments are included as a component of net realized gain (loss) on sale of investments and change in unrealized appreciation (depreciation) of investments, respectively, on the Statement of

59

Page 63: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

Comprehensive Income. Net realized and unrealized foreign exchange gains or losses arising from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses recognized between the trade and settlement dates on investment transactions, and the difference between the amounts of dividends and foreign withholding taxes recorded on the Funds’ books and the Canadian dollar equivalent of the amounts actually received or paid are included in net realized gain (loss) on foreign currency contracts and foreign currency transactions and/or change in unrealized appreciation (depreciation) on foreign currency contracts and foreign currency translations in the Statement of Comprehensive Income.

Forward Foreign Currency Contracts

A forward foreign currency contract (“Forward Contract”) involves an obligation to purchase or sell a specific currency at a future date, which may be any fixed number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are principally traded in the inter-bank market conducted directly between currency traders (usually large, commercial banks) and their customers. A Forward Contract generally does not require an initial margin deposit and no commissions are charged at any stage for trades. However, if a Fund is in an unrealized loss position on a Forward Contract, it may be required to pledge collateral (or additional collateral) to the counterparty.

Risks may arise upon entering into a Forward Contract from the potential inability of the counterparties to meet the terms of their contracts and from unanticipated movements in the value of foreign currencies relative to the Canadian dollar.

A Forward Contract is valued at fair value of the gain or loss that would be realized on a valuation date if the positions was to be closed out.

Cash

Cash is comprised of cash on deposit with a Canadian financial institution and is stated at fair value.

Impairment of Financial Assets

At each reporting period, the Funds assess whether there is objective evidence that a financial asset at amortized cost is impaired. If such evidence exists, the Funds recognize an impairment loss as the difference between the amortized cost of the financial asset and the present value of the estimated future cash flows, discounted using the instrument’s original effective interest rate. An impaired asset is written off when collection efforts are no longer expected to yield further benefits. Impairment losses on a financial asset at amortized cost are reversed in subsequent periods if the loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized.

Increase (Decrease) in Net Assets Attributable to Holders of Redeemable Units from Operations per Unit

The increase (decrease) in net assets attributable to holders of redeemable units from operations per unit is calculated by dividing the increase (decrease) in net assets attributable to holders of redeemable units from operations by the weighted average number of units outstanding during the period.

3. FINANCIAL INSTRUMENT RISKS

The Funds’ activities may expose them to a variety of financial risks associated with financial instruments, including market risk (foreign currency risk, interest rate risk and market price risk), concentration risk, credit risk and liquidity risk. The manager seeks to minimize potential adverse effects of these risks on the Funds' performance by employing professional, experienced portfolio managers, by daily monitoring of the Funds' position and market events, by diversifying the investment portfolio within the constraints of the investment objective and periodically, as appropriate, by using forward currency contracts to hedge certain risk exposures.

Details of each of the Fund’s exposure to financial instrument risks are available in the Fund Specific Notes to Financial Statements, as applicable.

60

Page 64: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

Market Price Risk

Market price risk is the risk that the fair values of future cash flows of financial instruments will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or currency risk), whether caused by factors specific to an individual investment or its issuer, or all factors affecting all instruments traded in a market or market segment. All securities present a risk of loss of capital. The Manager mitigates this risk through the use of investment strategies that seek to minimize the Funds’ tracking error versus market indexes within the parameters of the investment strategy. The maximum risk resulting from a financial instrument is equivalent to its fair value. The Funds’ equities and debt are susceptible to other market risk arising from uncertainties about the future prices of the instruments.

Currency Risk

Foreign exchange risk arises from financial instruments that are denominated in foreign currencies. The Funds are exposed to the risk that the value of securities denominated in foreign currencies will fluctuate due to changes in exchange rates. When the value of the Canadian dollar falls in relation to foreign currencies, then the value of foreign investments rises. When the value of the Canadian dollar rises, the value of foreign investments falls.

The Funds held securities, primarily equity instruments, denominated in foreign currencies during the reporting period. Other financial assets (including dividends, interest receivable and receivables for investments sold) and financial liabilities (including payable for investments purchased) that are denominated in foreign currencies do not expose the Funds to significant foreign exchange risk. The Funds may hedge its foreign currency exposure by entering into Forward Contracts to reduce foreign currency risk.

Interest Rate Risk

Interest rate risk is the risk that the market value of the Fund’s interest-bearing financial instruments will fluctuate due to changes in market interest rates. As at June 30, 2017 and December 31, 2016, the majority of the Funds' financial assets and liabilities are non-interest bearing; accordingly, the Funds are not subject to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates.

Liquidity Risk

Liquidity risk is the possibility that investments in a fund cannot be readily converted into cash when required. The Funds will likely maintain sufficient liquidity to meet expenses and redemption of units by investing primarily in liquid securities. However, unexpected heavy demand for redemptions of units could result in the Funds having to dispose of investments at a time when it is not optimal in order to meet such redemption requests. To manage the Funds' overall liquidity and enable the Funds to meet its obligations, the assets of the Fund are invested primarily in securities that are traded on active markets and that the Funds manager believes can be readily disposed of through market facilities under normal circumstances. Additionally, sufficient cash and cash equivalents are maintained to fund anticipated cash redemptions.

Credit Risk

Credit risk is the risk that a counterparty to a financial instrument will fail to discharge an obligation or commitment that it has entered into with the Funds. To help manage the credit risk of the Funds, the manager carefully monitors the creditworthiness and operational robustness of counterparties that conduct transactions on behalf of the Funds.

Offsetting Financial Instruments

Each Fund’s risk of loss from counterparty credit risk on over-the-counter (“OTC”) derivatives is generally limited to the aggregate unrealized gain netted against any collateral held by the Fund. The Fund attempts to mitigate counterparty risk by only entering into agreements with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties.

For financial reporting purposes, financial assets and liabilities are offset when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The Funds enter into various master netting agreements or similar agreements that do not meet the criteria for offsetting in the Statements of Financial Position.

61

Page 65: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

4. RELATED PARTY TRANSACTIONS

Management Fees

Each Fund will pay the Manager a management fee as set forth in the table below based on the average daily NAV of the units of the Funds. The Manager, in its capacity as manager of each Fund, manages the day-to-day business of each Fund, including negotiating contractual agreements with service providers and preparing reports to Unitholders and securities regulatory authorities. The management fee, plus applicable taxes, will be accrued daily and paid monthly in arrears. The Manager may, from time to time in its discretion, waive all or a portion of the management fee charged at any given time. Expense payable to the Manager and receivable on expense waived by the Manager are disclosed in the Statements of Financial Position.

Fund Name Management Fee

(annual rate) Sphere FTSE Canada Sustainable Yield Index ETF 0.54% of NAV Sphere FTSE US Sustainable Yield Index ETF 0.54% of NAV Sphere FTSE Europe Sustainable Yield Index ETF 0.54% of NAV Sphere FTSE Asia Sustainable Yield Index ETF 0.54% of NAV Sphere FTSE Emerging Markets Sustainable Yield Index ETF 0.54% of NAV

Note: The management fee is exclusive of applicable GST/HST.

The Manager may, in its discretion, agree to charge a reduced management fee as compared to the management fee that it otherwise would be entitled to receive from the Fund, provided an amount equal to the difference between the management fee otherwise changeable and the reduced management fee is distributed periodically by the Fund to the applicable unitholders as a management fee distribution.

Unless otherwise waived or reimbursed by the Manager or an affiliate of the Manager, and subject to compliance with NI 81-102, it is expected that the Funds will pay for all of its operating expenses, including but not limited to: the applicable management fee, fees payable to the custodian, the registrar and transfer agent, the fund administrator, the auditors and other service providers retained by the Manager, expenses related to the implementation and on-going operation of the IRC, brokerage expenses and commissions, any costs associated with the printing and distribution of any documents that the securities regulatory authorities require be sent or delivered to purchasers of units of the Fund, the fees under any derivative instrument used by the Fund, the cost of complying with governmental or regulatory requirements introduced after the establishment of the applicable Fund; extraordinary expenses, any GST/HST on those expenses and any income, withholding or other taxes. Such expenses will also include expenses of any action, suit or other proceedings in which or in relation to which the Manager, the custodian, the IRC and/or any of their respective officers, directors, employees, consultants or agents is entitled to indemnity by a Fund.

Costs and expenses payable by the Manager, or an affiliate of the Manager, include the initial organization costs of each of the Funds and the costs of the preparation and filing of the preliminary prospectus and initial prospectus.

5. REDEEMABLE UNITS

Each Fund is authorized to issue an unlimited number of redeemable, transferable units, each of which represents an equal, undivided interest in the net assets of that Fund. The units of the Funds are denominated in Canadian dollars.

All units of a Fund have equal rights and privileges. Each whole unit is entitled to one vote at all meetings of unitholders and is entitled to participate equally with respect to any and all distributions made by a Fund to unitholders, other than management fee distributions, including distributions of net income and net realized capital gains and distributions upon the termination of the Fund. Any special distributions payable in units of a Fund will increase the aggregate adjusted cost base of a unitholder’s units. Immediately following payment of such a special distribution in units, the number of units of that Fund outstanding will be automatically consolidated such that the number of units that each unitholder will hold after such distribution will be equal to the number of units held by such unitholder immediately prior to such distribution, except in the case of a non-resident unitholder to the extent tax is required to be withheld in respect of the distribution. Capital gains distributions are automatically reinvested in additional units of the Fund, which are immediately consolidated so that the NAV per unit remains unchanged. Units are issued only as fully-paid and are non-assessable.

62

Page 66: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December

Notes to Financial Statements For the period ended June 30, 2017 (unaudited) (In Canadian dollars, unless otherwise indicated)

On any trading day, unitholders may exchange the prescribed number of units (or an integral multiple thereof) for baskets of securities and/or cash.

On any trading day, unitholders may redeem units of any Fund for cash at a redemption price per unit equal to 95% of the closing price for the applicable units on the TSX on the effective day of redemption, subject to a maximum redemption price per unit equal to the NAV per unit on the effective day of redemption. A right to redeem units of a Fund may be suspended with the approval of the Canadian Securities Administrators.

Transactions in units for each Fund are disclosed in the Fund Specific Note to Financial Statements. The consideration for the purchase of creation units of a Fund generally consists of the in-kind contribution of a designated portfolio of equity securities constituting a portfolio sampling representation of the securities included in the relevant Fund’s underlying Index and an amount of cash. Investors purchasing and redeeming creation units may be charged a purchase transaction fee and a redemption transaction fee to offset transfer and other transaction costs associated with the issuance and redemption of creation units.

Units issued and outstanding are considered to be capital of the Funds. The Funds are not subject to externally imposed capital requirements and have no legal restrictions on the issue, repurchase or resale of redeemable shares beyond those included in the Funds’ prospectus. The capital received by a Fund is managed to achieve its investment objective of the Fund while maintaining liquidity to satisfy unitholder redemptions.

6. INCOME TAXES

The Funds qualify as mutual fund trusts, under the provisions of the Income Tax Act (Canada). It is the intention of each Fund to distribute all of its net investment income and sufficient net realized capital gains so that the Funds will not be subject to income taxes. As a result, the Funds do not record income taxes, hence the tax benefit of capital and non-capital losses has not been reflected in the Statements of Financial Position as a deferred income tax asset. The taxation year-end for the Funds is December 15, 2017. Capital losses and non-capital losses available in the Funds are presented in the Fund Specific Notes to Financial Statements, as applicable. Capital losses may be carried forward indefinitely and used to reduce future realized capital gains. Non-capital losses may be used to reduce future net income and capital gains for up to twenty years. The Funds may incur withholding taxes imposed by certain countries on investment income and capital gains. Such income and gains are recorded on a gross basis and the related withholding taxes are shown as a separate expense in the Statement of Comprehensive Income.

7. RECENT ACCOUNTING PRONOUNCEMENTS

The final version of IFRS 9 Financial Instruments, was issued by the IASB in July 2014 and will replace IAS 39, Financial Instruments: Recognition and Measurement. IFRS 9 introduces a model for classification and measurement, a single, forward-looking “expected loss” impairment model and a substantially reformed approach to hedge accounting. The new single, principle-based approach for determining the classification of financial assets is driven by cash flow characteristics and the business model in which an asset is held. The new model results in a single impairment model being applied to all financial instruments, which will require more timely recognition of expected credit losses. It also includes changes with respect to own credit risk in measuring liabilities elected to be measured at fair value, so that gains caused by the deterioration of an entity’s own credit risk on such liabilities are no longer recognized in profit or loss. IFRS 9 is effective for annual periods beginning on or after January 1, 2018, but is available for early adoption. In addition, the own credit changes can be applied early in isolation without otherwise changing the accounting for financial instruments. The Funds are in the process of assessing the impact of IFRS 9.

63

Page 67: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December
Page 68: SDH0 Financials Statement - Evolve ETFs - Home Page...Sphere FTSE Canada Sustainable Yield Index ETF Statements of Financial Position As at June 30, 2017 (unaudited), and December