Global Real Estate Investing

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THE CASE FOR GLOBAL REAL ESTATE INVESTING Global Real Estate Investing GQRE RISK MANAGEMENT As proof of its growing importance in the investment community, the S&P 500 Index recently split off equity real estate from the financial sector. Real estate is indeed a compelling asset class in that it offers a unique combination of attributes. As its appeal continues to grow, more investors are taking a global approach. WHY REAL ESTATE? Some have called real estate one of the hottest investments of the last decade. As proof of its growing importance in the investment community, the S&P 500 Index recently split off equity real estate from the financial sector. It now stands alone as the S&P s eleventh classification, comprising more than 240 equity REITs. At a market capitalization approaching $600 billion, the new sector accounts for roughly 3% of the total S&P market, and makes it easier for investors to track sector performance. 1 The benefits of real estate investment have been realized well beyond the last decade, however. Traditionally, real estate has been used as a long-term inflation hedge along with common stocks. One reason is that certain types of real estate have been shown to be less resistant to interest rates in a rising rates environment. As the costs of steel, sheetrock and glass rise, the intrinsic value of existing structures increase. Replacement costs also rise, reducing supply. Residential real estate, specifically those with yearly lease renewals, are particularly strong in protecting against inflation. Another reason is that, historically, real estate investments have paid dividend yields greater than many other equity classes, providing a total return component to portfolios. Real estate has also had low correlation to fixed income and other equity asset segments. Though it tends to be sensitive to the same macro-economic factors that affect fixed income and equity markets, its cycle does not tend to coincide with that of other asset classes. This diversification was tested and proven during the recent financial crisis when real estate held up much better than other equity correlations. More recently, investors are realizing that a global approach to real estate offers further diversification opportunities. 1 Lahart, Justin. Why an Obscure Change in Market Indexes Will Add to the Turmoil This Week. The Wall Street Journal. September 11, 2016. flexshares.com The Case for Global Real Estate Investing 1 of 8

Readers should be mindful that we do not include home ownership in this context, since it is financed with leverage (via a mortgage) that distorts capital appreciation both positively and negatively. Home ownership also requires additional capital on an ongoing basis in the form of insurance, real estate taxes and property maintenance, and rarely does it offer the liquidity of many real estate investment vehicles. In contrast, commercial real estate generates income from rental payments. The majority of real estate investments are well diversified across multiple properties and often across multiple locations and jurisdictions. FlexShares has prepared this paper to help advisors and their clients better understand the real estate sector and, hopefully, develop a more informed comfort zone in including this asset class in a well-diversified portfolio. TWO WAYS TO INVEST In general, there are two different types of equity vehicles that are used to gain access to real estate: 1. Real Estate Companies involved with the development or operation of real estate are accessed via common stock purchases. Often included in this category are tangential businesses such as realty and licensing companies, thrifts and mortgage finance companies and real estate websites such as Zillow or Trulia. 2. Real Estate Investment Trust (REITs) were created by Congress in 1960 to democratize real estate investment ownership. The new law gave individuals the ability to invest in large-scale commercial real estate. WHAT EXACTLY IS A REIT? Equity REITs invest in and own properties and derive revenue principally from property rents. As the chart below demonstrates, there are many different types of REITs in today s marketplace. CONSTITUENT SECTORS OF THE FTSE/NAREIT ALL REITS INDEX Home Financing: 4% Commercial Financing: 9% Specialty: 3% Office: 9% Data Centers: 3% Infrastructure: 9% Timber: 3% Industrial: 9% Shopping Centers: 7% Health Care:10% Self Storage:10% Regional Malls: 10% Free Standing Retail: 4% Lodging/Resorts: 4% Apartments: 11% Diversified: 6% Single Family Homes: 1% Manufactured Homes: 1% Source: REIT.com, data as of October 31, 2016 flexshares.com The Case for Global Real Estate Investing 2 of 8

For investors with long time horizons, exchange-traded equity REITs represent important opportunities for total returns and, as history shows, more dependable returns than stocks have delivered. To qualify as an REIT under U.S. tax code, a Real Estate Investment Trust needs to comply with several general and operational requirements. General Rules Must be taxable as a Corporation (not a Partnership) Have a minimum of 100 shareholders Largest five shareholders cannot own more than 50% of the shares Shares must be transferable Operational Rules Must invest at least 75% of total assets in real estate At least 75% of gross income must come from property rents or interest on mortgages financing property No more than 25% of assets can be in taxable REIT subsidies Must pay out 90% of taxable income to shareholders in the form of dividends By complying with these rules, REITs do not pay corporate taxes on income and so, under U.S. tax code, dividends from REITs are generally not considered Qualified Dividend Income (QDI,) but rather ordinary income. AN IMPRESSIVE PERFORMANCE TRACK RECORD For investors with long time horizons, exchange-traded equity REITs represent important opportunities for total returns and, as history shows, more dependable returns than stocks have delivered. Comparing 10-year periods from December 1988 to December 2015, REIT returns usually averaged between +10.0% and +13.3% per year, never fell short of +3.43% per year (including during the liquidity crisis of 2008 to 2009), while stock returns usually averaged between +7.9% and +15.0% per year and actually were negative during the same crisis periods. 2 AVERAGE ANNUALIZED TOTAL RETURNS OVER ROLLING 10-YEAR PERIODS 20% 18% 15% 12% 9% 6% 3% 0% --3% Dec 88 Dec 89 Dec 90 Dec 91 Dec 92 Dec 93 Dec 94 Dec 95 Dec 96 Dec 97 Dec 98 Dec 99 Dec 00 Dec 01 Dec 02 Dec 03 Dec 04 Dec 05 Dec 06 Dec 07 Dec 08 Dec 09 Dec 10 Dec 11 Dec 12 Dec 13 Dec 14 Dec 15 Stock Exchange-Traded Equity REITs Broad Stock Market (Russell 3000 Index) 2 Case, Brad. Comparing Average REIT Returns and Stocks Over Long Time Periods. REIT.com. April 20, 2016. flexshares.com The Case for Global Real Estate Investing 3 of 8

Real Estate on the other hand, presents good breadth of global markets, along with strong depth in many markets. REITS HAVE GONE GLOBAL Though real estate is often grouped under the real assets umbrella, it is actually much more developed and mature as an asset class. The Real Assets classification (e.g., timber, water, infrastructure, natural resources, etc.) is continually evolving, influenced not only by democratization of new asset types, but also regulatory and issuance changes. Asset classes in different segments of the product lifecycle need to be handled differently. For example, infrastructure is in its infancy, though in recent years a true informational edge is finally becoming reality. Commodities and natural resources are undergoing regulatory pressures as well as inflections in the futures curve, and international opportunities outside of a few markets are still sparse. Real Estate on the other hand, presents good breadth of global markets, along with strong depth in many markets. Today, it is a large marketplace with enough history (50+ years) that research and investment theory can be fully tested. It is no surprise then that the REIT structure has expanded beyond the U.S. to countries around the globe. In fact, as of July 31, 2016, the FTSE EPRA/NAREIT Global Real Estate Index included 482 stock exchange-listed real estate companies in 38 countries. 3 Between 2004 and 2014, the growth of the global REIT market has been phenomenal, swelling from 535 companies with a market value of USD $776 billion to 979 companies valued at USD $2,599 billion. 4 Below is a list of countries that have adopted or are considering the U.S. REIT structure and the length of time it has been in effect. COUNTRIES AND REGIONS THAT HAVE ADOPTED THE U.S. REIT APPROACH 3 Global Real Estate Investment. How is the Global Listed Property Market Configured? REIT.com Accessed November 25, 2016. https://www.reit.com/investing/reit-basics/global-real-estate-investment 4 A Case for Global Listed Real Estate Securities in a Mixed Asset Portfolio. CBRE Clarion Securities. May 2015. flexshares.com The Case for Global Real Estate Investing 4 of 8 Q31640 (01/17)

No matter the asset class, FlexShares managers first consider how best to achieve each goal. Which factors we choose and how they are tied to the goal, is critical. While most of the Real Estate Investment Trusts in global markets are listed on the exchange, some remain private investment vehicles. Listed REITS have several benefits, chief among them liquidity and transparency. Also, the variety of listed REITs offers diversification in the forms of geography, type of real estate asset and company structure (operating company or REIT). FLEXSHARES GQRE: OUR MULTIFACTOR APPROACH TO REAL ESTATE INVESTING At FlexShares, we believe that a combination of traditional market-weighted and factor investing, using the right factors of course, works best to avoid risk and gain exposure for broader diversification and return. No matter the asset class, FlexShares managers first consider how best to achieve each goal. Which factors we choose and how they are tied to the goal, is critical. The Northern Trust Global Real Estate Index is the parent index for Northern Trust s Global Quality Real Estate Index and the underlying Index for FlexShares Global Quality Real Estate Fund (GQRE). Its design offers a high-quality universe with broad-based exposure to companies operating in the real estate sector. Stocks eligible for inclusion in the index must meet strict parameters. Companies must be domiciled in a developed market and be ranked in the largest 97.5% of the world s float adjusted market capitalization. Only common stocks, preferred stocks and REITs are eligible. Each company must have free float greater than 10% and have traded 90% of the days in the quarter prior to reconstitution (which occurs in February and August). The methodology also includes several constraints that ensure proper diversification and mitigate systemic risk. These include weighting restrictions on single securities, as well as on industry group, country, region and style factors. FlexShares GQRE incorporates the same Quality approach that drove the development of our growing stable of QDF products. In this smart beta methodology, we enhance our Quality score with a multifactor approach that examines Quality as a stand-alone factor, but adds Value and Momentum scores in a rules-based, quantitative process, to build a targeted index. Our Approach to Quality Quality is a persistent, statistically significant factor. It has a very low correlation to traditional risk-based factors (value, size, yield.) It has shown to smooth out the factor cycle, improving performance and mitigating drawdown when other factors are out of favor. Our disciplined approach to targeting Enhanced Quality exposure, while attempting to mitigate risk and unintended concentrations in securities, countries, regions, etc., is built on Northern Trust s proprietary Quality Score, an empirically-tested quantitative model that assigns each stock a quality ranking based on firm management efficiency, profitability, and cash levels. The rationale: Quality firms have prudent investment management and will manage capital judiciously. Firms with a competitive advantage relative to their peer groups are likely to deliver excess return to their enterprise holders in the form of higher profitability and higher cash flows. Quality companies have more than enough cash on hand to meet their debt obligations and day-to-day liquidity needs. We believe this multi-lens approach to Quality increases investor confidence that the company has a solid financial base. flexshares.com The Case for Global Real Estate Investing 5 of 8

Value works particularly well with Quality due to investors implicitly putting a premium on top quality companies (those we define as top quintile). Our Approach to Value Value works particularly well with Quality due to investors implicitly putting a premium on top quality companies (those we define as top quintile). When determining value exposure, we look at traditional metrics similar to those any financial professional would use. Our methodology is unique, however, thanks to the examination of both contemporaneous and normalized valuation metrics. We examine valuation based on the most recently available data and then adjust values based on historical data. This gives a better understanding of where valuation stands compared to historical norms and helps offset the cyclical nature associated with some traditional metrics. Our Approach to Momentum Momentum avoids value traps and offsets unintended exposures and so we apply the same proprietary process to our examination of the momentum factor. Positive intermediate/long-term momentum has been viewed as an indicator of future positive momentum; short-term momentum is negatively correlated to future positive returns. Our methodology takes into account both traditional momentum and the short-term reversal effect. QUALITY REAL ESTATE INDEX METHODOLOGY: Proprietary Optimization Process Produces Tracking Indices Enhanced Quality Score Diversification Controls Proprietary Optimization Alpha Sources Enhanced Quality Score Diversification Index Specific Risk Estimated Tracking Error Portfolio Guidelines and Restrictions Proprietary Optimization Benchmark Sector, Security, Regional Constraints Volatility Beta Adjustments FlexShares Global Quality Real Estate Fund (GQRE) flexshares.com The Case for Global Real Estate Investing 6 of 8

FOR MORE INFORMATION Thanks to its total return focus on income generation as well as capital gains, Real Estate has been a strong performing asset class over the past 40 years. We believe the FlexShares Global Quality Real Estate ETF, presents a prime opportunity to take advantage of this new stand-alone sector in a way that delivers broad exposure to quality companies rigorously vetted by one of the world s leading asset managers. The FlexShares approach to index-based investing is, first and foremost, investor-centric and goaloriented. We pride ourselves on our commitment to developing products that are designed to meet real-world objectives for both institutional and individual investors. We invite advisors and their investors to consider Global Quality Real Estate as a vehicle for long-term inflation hedge, perhaps combined with TIPS, Natural Resources and Infrastructure, or as a replacement to legacy real estate exposure. We believe it is a unique risk asset that can serve as a possible income diversifier, with the potential to generate enhanced returns through attractive dividends and probable capital gain. If you would like to discuss the attributes of global real estate in greater depth or find out more about the index methodology behind GQRE or any of our other multifactor products please don t hesitate to call us at 1-855-FlexETF (1-855-353-9383) or visit www.flexshares.com. IMPORTANT INFORMATION Before investing, carefully consider the FlexShares investment objectives, risks, charges and expenses. This and other information is in the full prospectus and summary prospectus, a copy of which may be obtained by visiting www.flexshares.com. Read the prospectus carefully before you invest. Foreside Fund Services, LLC, distributor. An investment in FlexShares is subject to numerous risks, including possible loss of principal. Fund returns may not match the return of the respective indexes. The Funds are subject to the following principal risks: asset class; commodity; concentration; counterparty; currency; derivatives; dividend; emerging markets; equity securities; fluctuation of yield; foreign securities; geographic; income; industry concentration; inflation-protected securities; infrastructure-related companies; interest rate / maturity risk; issuer; large cap; management; market; market trading; mid cap stock; MLP; momentum; natural resources; new funds; non-diversification; passive investment; privatization; small cap stock; tracking error; value investing; and volatility risk. A full description of risks is in the prospectus. FlexShares Global Quality Real Estate Index Fund (GQRE) is subject to real estate sector risk in addition to the general risk of the stock market. Investing in securities of real estate companies will make the Fund more susceptible to risks associated with the ownership of real estate and with the real estate industry in general, as well as risks that relate specifically to the way in which real estate companies are organized and operated. Real estate companies may have lower trading volumes and may be subject to more abrupt or erratic price movements than the overall securities markets. The value of real estate securities may underperform other sectors of the economy or broader equity markets. To the extent that the Fund concentrates its investments in the real estate sector, it may be subject to greater risk of loss than if it were diversified across different industry sectors. The Fund is also subject to the risk that its investments will be affected by factors that impact REITs and the real estate sector generally. Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. REITs whose underlying properties are concentrated in a particular industry or geographic region are also subject to risks affecting such industries and regions. By investing in REITs through the Fund, a shareholder will bear proportionate expenses of the REITs in addition to expenses of the Fund. flexshares.com The Case for Global Real Estate Investing 7 of 8

DEFINITIONS Alpha is a measure of performance on a risk adjusted basis. It s often considered the active return on an investment against a market index used as a benchmark, since they are often considered to represent the market s movement as a whole. Alpha is often used with beta. Beta is a statistical measure of the volatility, or sensitivity, of rates of return on a portfolio or security compared to a market index. The beta for an ETF measures the expected change in return of the ETF relative to the return of a designated index. By definition, the beta of the Standard & Poor s (S&P) 500 Index is 1.00. Accordingly, a fund with a 1.10 beta is expected to perform 10% better than the S&P 500 Index in rising marketing and 10% worse in falling markets. Tracking Error The divergence between the price behavior of a position or a portfolio and the price behavior of a benchmark. Tracking error is reported as a standard deviation percentage difference, which reports the difference between the return an investor receives and that of the benchmark that they were attempting to imitate. flexshares.com The Case for Global Real Estate Investing 8 of 8 FS00107 (02/17)