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Share Name | Share Symbol | Market | Type |
---|---|---|---|
JPX Global Inc (CE) | USOTC:JPEX | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.0001 | 0.0001 | 0.0001 | 0.0001 | 19,800 | 01:00:00 |
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
|
[ ]
|
PRE-EFFECTIVE AMENDMENT NO.
|
[ ]
|
POST-EFFECTIVE AMENDMENT
NO. 317
|
[X]
|
AND/OR
|
|
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
|
[ ]
|
AMENDMEN
T
NO. 326
|
[X]
|
|
[ ]
|
immediately upon filing pursuant to paragraph (b) of Rule 485; or
|
|
[X]
|
on
February 28, 2013,
pursuant to paragraph (b) of Rule 485; or
|
|
[ ]
|
60 days after filing pursuant to paragraph (a)(1) of Rule 485;
|
|
[ ]
|
on_______________ pursuant to paragraph (a)(1) of Rule 485; or
|
|
[ ]
|
75 days after filing pursuant to paragraph (a)(2) of Rule 485; or
|
|
[ ]
|
on ______________ pursuant to paragraph (a)(2) of Rule 485; or
|
|
[ ]
|
on ______________ pursuant to paragraph (a)(3) of Rule 485.
|
[ ]
|
This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
|
SUMMARY SECTION
|
1
|
INVESTMENT OBJECTIVE
, STRATEGIES AND RISKS
|
26
|
MANAGEMENT OF THE FUND
|
36
|
YOUR ACCOUNT WITH THE FUND
|
40
|
SERVICE FEES – OTHER PAYMENTS TO THIRD PARTIES
|
47
|
DIVIDENDS AND DISTRIBUTIONS
|
47
|
FEDERAL INCOME TAX CONSEQUENCES
|
48
|
FINANCIAL HIGHLIGHTS
|
49
|
Fees and Expenses of the Fund
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase
(as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fee s
|
None
|
Other expenses
|
0.51 %
|
Acquired fund fees and expenses
|
0.01%
|
Total annual fund operating expenses
1
|
1.5 2 %
|
Fee waiver and/or expense reimbursements
2
|
(0 . 31 %)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1, 2
|
1.21%
|
1
|
The total annual fund operating expenses and net operating expenses do not correlate to the ratio of expense to average net assets appearing in the financial highlights table, which table reflects only the operating expenses of the Fund and does not include acquired fund fees and expenses.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.20% of average daily net assets of the Fund. This agreement is in effect until February 28, 2014 , and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
One Year
|
Three Years
|
Five Years
|
Ten Years
|
$ 123
|
$ 450
|
$ 800
|
$ 1,786
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Small- and Mid-Cap Company Risks:
The securities of small- or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies, including ETFs, to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
One Year
|
Three Years
|
Since
Inception
(11/16/09)
|
|
Return Before Taxes
|
10.37 %
|
9.36%
|
9.63 %
|
Return After Taxes on Distributions*
|
10.22 %
|
8.99%
|
9.28 %
|
Return After Taxes on Distributions and Sale of Fund Shares*
|
6.94 %
|
7.88%
|
8.13 %
|
Russell 3000 Value Index
(reflects no deduction for fees, expenses or taxes)
|
17.55 %
|
10.92%
|
10.71 %
|
*
|
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. Furthermore, the after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase
(as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fee s
|
None
|
Other expenses
|
14.41 %
|
Acquired fund fees and expenses
|
0.01%
|
Total annual fund operating expenses
1
|
15.42 %
|
Fee waiver and/or expense reimbursements
2
|
( 14.06 %)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1, 2
|
1.36%
|
1
|
The total annual fund operating expenses and net operating expenses do not correlate to the ratio of expense to average net assets appearing in the financial highlights table, which table reflects only the operating expenses of the Fund and does not include acquired fund fees and expenses.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.35% of average daily net assets of the Fund. This agreement is in effect until February 28, 2014 , and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
One Year
|
Three Years
|
Five Years
|
Ten Years
|
$138
|
$ 3,010
|
$ 5,315
|
$ 9,276
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Small- and Mid-Cap Company Risk
s
:
The securities of small- and mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies, including ETFs, to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
One Year
|
Since
Inception
(03/31/10)
|
|
Return Before Taxes
|
20.99%
|
-4.26%
|
Return After Taxes on Distributions*
|
20.55%
|
-4.54%
|
Return After Taxes on Distributions and Sale of Fund Shares*
|
14.21%
|
-3.63%
|
MSCI EAFE Value Index (reflects no deduction for fees, expenses or taxes)
|
17.69%
|
-4.40%
|
*
|
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. Furthermore, the after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Fees and Expenses of the Fund
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase
(as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fees
|
None
|
Other expenses
|
0. 61 %
|
Acquired fund fees and expenses
|
0.01%
|
Total annual fund operating expenses
1
|
1. 62 %
|
Fee waiver and/or expense reimbursements
2
|
(0. 26 %)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1, 2
|
1.36%
|
1
|
The total annual fund operating expenses and net operating expenses do not correlate to the ratio of expense to average net assets appearing in the financial highlights table, which table reflects only the operating expenses of the Fund and does not include acquired fund fees and expenses.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend , and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.35% of average daily net assets of the Fund. This agreement is in effect until February 28, 2014 , and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
Example
|
One Year
|
Three Years
|
Five Years
|
Ten Years
|
$138
|
$ 486
|
$ 857
|
$ 1,900
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Small Cap Company Risk
s
:
The securities of small capitalization companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies, including ETFs, to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
One Year
|
Since
Inception
(3/31/10)
|
|
Return Before Taxes
|
22.59 %
|
6.78 %
|
Return After Taxes on Distributions*
|
22.19 %
|
6.11 %
|
Return After Taxes on Distributions and Sale of Fund Shares*
|
15.44 %
|
5.70%
|
MSCI EAFE Index (reflects no deduction for fees, expenses or taxes)
|
17.32 %
|
3.56 %
|
MSCI EAFE Small Cap Index (reflects no deduction for fees, expenses or taxes)
|
20.00 %
|
6.03 %
|
*
|
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s your tax situation and may differ from those shown. Furthermore, the after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase
(as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$20
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fee
|
None
|
Other expenses
|
1. 53 %
|
Acquired fund fees and expenses
|
0.01%
|
Total annual fund operating expenses
1
|
2. 5 4%
|
Fee waiver and/or expense reimbursements
2
|
( 1.18 %)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1,
2
|
1.36%
|
1
|
The total annual fund operating expenses and net operating expenses do not correlate to the ratio of expense to average net assets appearing in the financial highlights table, which table reflects only the operating expenses of the Fund and does not include acquired fund fees and expenses.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.35% of average daily net assets of the Fund. This agreement is in effect until February 28, 2014 , and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
One Year
|
Three Years
|
Five Years
|
Ten Years
|
$138
|
$ 678
|
$1, 244
|
$ 2,787
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Small- and Mid-Cap Company Risks:
The securities of small- or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies, including ETFs, to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
One Year
|
Three Year
|
Since
Inception
(1/1/09)
|
|
Return Before Taxes
|
16.29 %
|
7.72%
|
14.28 %
|
Return After Taxes on Distributions*
|
16.06 %
|
7.49%
|
14.10 %
|
Return After Taxes on Distributions and Sale of Fund Shares*
|
10.90 %
|
6.61%
|
12.45 %
|
MSCI World Value Index (reflects no deduction for fees, expenses or taxes)
|
15.51 %
|
5.92%
|
10.77 %
|
*
|
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on
an
investor’s tax
situation and may differ from those shown. Furthermore, the after-tax returns
shown are
not relevant to
investors
who hold their
fund
shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase
(as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
0.70%
|
Distribution (Rule 12b-1) Fee
|
None
|
Other expenses
1
|
0.25%
|
Acquired fund fees and expenses
1
|
0.04%
|
Total annual fund operating expenses
|
0.99%
|
Fee waiver and/or expense reimbursements
2
|
(0.05%)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
2
|
0.94%
|
1
|
“Other expenses” and “acquired fund fees and expenses” have been estimated for the current fiscal year.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses) do not exceed 0.90% of the average daily net assets of the Fund. This agreement is in effect until February 28, 2014, and may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement.
|
One Year
|
Three Years
|
$96
|
$310
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Preferred Securities Risks
:
Preferred securities represent equity interests in a company that generally entitle the holder to receive, in preference to the holders of other stocks such as common stocks, dividends and a fixed share of the proceeds resulting from a liquidation of the company. Preferred securities are generally subordinated to bonds and other debt instruments in a company’s capital structure in terms of having priority to corporate income, claims to corporate assets and liquidation payments, and therefore will be subject to greater credit risk than more senior debt instruments. Preferred securities are subject to issuer-specific and market risks applicable generally to equity securities and are sensitive to changes in the issuer’s credit worthiness and to changes in interest rates, and may decline in value if interest rise. In addition, preferred securities often have features that can adversely affect their returns, including the following:
|
|
·
|
Convertible Securities Risks
:
The value of a convertible security may be affected by changes in interest rates, with investment value declining as interest rates increase and increasing as interest rates decline. The credit standing of the issuer, the ability of the issuer to repay principal and to make interest payment and other factors also may have an effect on a convertible security’s investment value.
|
|
·
|
Debt Securities Risks
:
Prices of debt securities tend to move inversely with changes in interest rates. Typically, a rise in rates will adversely affect debt security prices and, accordingly, the Fund’s returns and share price (“interest rate risk”). In addition, debt securities may be subject to “call” or “extension” risk. Call risk is the risk that, during a period of falling interest rates, the issuer may redeem a security by repaying it early, which may reduce the Fund’s income if the proceeds are reinvested at lower interest rates. Extension risk occurs during a rising interest rate environment because certain obligations will be paid off by an issuer more slowly than anticipated, causing the value of those securities held by the Fund to fall.
|
|
·
|
Credit Risks:
An issuer of a debt security or a counterparty could suffer an adverse change in financial condition that results in a payment default, security downgrade, or inability to meet a financial obligation.
|
|
·
|
Below Investment Grade Risks:
Debt securities rated below investment grade (often called “junk bonds”) involve greater risk of default; downgrade or price declines are more volatile than investment grade securities. Companies issuing high yield, fixed-income securities are less financially strong, are more likely to encounter financial difficulties and are more vulnerable to changes in the economy than those companies with higher credit ratings.
|
|
·
|
Common Stock Risks:
The value of common stocks held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests. Also, the price of common stock is sensitive to general movements in the stock market. A drop in the stock market may depress the price of common stock held by the Fund.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments or changes in the regulatory environment of foreign countries could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments. In addition, foreign companies are generally subject to different legal and accounting standards than U.S. companies, and foreign financial intermediaries may be subject to less supervision and regulation than U.S. financial firms. The Fund’s investments in ADRs are also subject to these risks.
|
|
·
|
Currency Risks:
Investments in financial instruments related to or denominated in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Covered Call Options Risks:
The Fund may write (sell) covered call options on securities the Fund holds in its portfolio. This strategy is designed to generate additional gains from option premiums, but also results in certain risks. With respect to portfolio holdings on which the Fund has written a covered call option, the Fund will forgo the opportunity to benefit from potential increases in the value of that security, but will continue to bear the risk of declines in the value of the security.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will result in an increase in the value of your investment or in overall performance equal to other investments.
|
|
·
|
Value Stock Risks:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
One
Year
|
Five
Years
|
Since
Inception
(6/30/2003)
|
|
Return Before Taxes
|
8.34%
|
4.41%
|
4.24%
|
Return After Taxes on Distributions*
|
8.34%
|
4.41%
|
4.24%
|
Return After Taxes on Distributions and Sale of Fund Shares*
|
5.42%
|
3.79%
|
3.69%
|
Merrill Lynch US Preferred Fixed Rate Index
(reflects no deduction for fees, expenses or taxes)
|
13.59%
|
3.83%
|
2.44%
|
*
|
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. Furthermore, the after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
|
·
|
Investment Risks:
An investment in the Funds is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity/Common Stocks
Risks:
The value of the securities held by the Funds may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Funds participate, or factors relating to specific companies in which the Fund invests. For example, an adverse event, such as an unfavorable earnings report, may depress the value of equity securities of an issuer held by the Funds; the price of common stock of an issuer may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the common stocks and other equity securities held by the Funds. The stock market has been subject to significant volatility recently which has increased the risk associated with an investment in the Funds. Common stock of an issuer in the Funds' portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. Common stock is subordinated to preferred stocks, bonds and other debt instruments in a company's capital structure, in terms of priority with respect to corporate income, and therefore will be subject to greater dividend risk than preferred stocks or debt instruments of such issuers. In addition, while broad market measures of common stocks have historically generated higher average returns than fixed income securities, common stocks have also experienced significantly more volatility in those returns.
|
|
·
|
Small Cap Company Risks (with respect to International Small Cap Value Fund):
The securities of small capitalization companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. In addition, such companies typically are subject to a greater degree of change in earnings and business prospects than are larger, more established companies.
|
|
·
|
Foreign Investment Risks:
The Funds' investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Funds' investments or prevent the Funds from realizing the full value of its investments. Financial reporting standards and transaction settlement systems for companies based in foreign markets differ from those in the United States. Finally, the value of the currency of the country in which the Funds have invested could decline relative to the value of the U.S. dollar, which may affect the value of the investment to U.S. investors. In addition, the underlying issuers of certain depositary receipts, particularly unsponsored or unregistered depositary receipts, are under no obligation to distribute shareholder communications to the holders of such receipts, or to pass through to them any voting rights with respect to the deposited securities.
|
|
·
|
Currency Risk
s
:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time due to the imposition of currency controls or other political developments in the United States or abroad. As a result, the Funds’ investments in non-U.S. dollar-denominated securities and currencies may reduce the returns of the Funds.
|
|
·
|
Emerging Markets Risks
(with respect to All Cap Value Fund, International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund)
: The Funds’ investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Funds are subject to management risk because they are actively managed portfolios. The Advisor applies investment techniques and risk analyses in making investment decisions for the Funds, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks
(with respect to International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund)
:
The Funds are non-diversified, which means the Funds may focus their investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Funds to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Funds may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade. The finance sector is subject to extensive government regulation, can be significantly affected by the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults, and price competition.
|
|
·
|
Small- and Mid-Cap Company Risks (with respect to All Cap Value Fund, International All Cap Value Fund and Global Value Fund):
The securities of small- or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. In addition, such companies typically are subject to a greater degree of change in earnings and business prospects than are larger, more established companies.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Funds’ focus on value investing may cause the Funds to underperform when growth investing is in favor.
|
|
·
|
ETF Risks
(with respect to All Cap Value Fund, International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund)
:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Funds limit their investment in shares of other investment companies including ETFs to the extent allowed by the 1940 Act. Funds’ assets invested in ETFs and other mutual funds incur a layering of expenses, including operating costs and advisory fees that you indirectly bear as a shareholder in the Funds.
|
·
|
Preferred Securities Risk.
There are various risks associated with investing in preferred securities, including credit risk, interest rate risk, deferral and omission of distributions, subordination to bonds and other debt securities in a company’s capital structure, call, reinvestment and income risk, limited liquidity, limited voting rights and special redemption rights.
|
|
·
|
Deferral and Omission Risk
. Preferred securities may include provisions that permit the issuer, at its discretion, to defer or omit distributions for a stated period without any adverse consequences to the issuer.
|
|
·
|
Credit and Subordination Risk
. Credit risk is the risk that a security in the Fund’s portfolio will decline in price or the issuer of the security will fail to make dividend, interest or principal payments when due because the issuer experiences a decline in its financial status. Preferred securities are generally subordinated to bonds and other debt instruments in a company’s capital structure in terms of having priority to corporate income, claims to corporate assets and liquidation payments, and therefore will be subject to greater credit risk than more senior debt instruments.
|
|
·
|
Interest Rate Risk
. Interest rate risk is the risk that preferred securities will decline in value because of changes in market interest rates. When market interest rates rise, the market value of such securities generally will fall. Preferred securities with longer periods before maturity may be more sensitive to interest rate changes.
|
|
·
|
Call, Reinvestment and Income Risk
.
During periods of declining interest rates, an issuer may be able to exercise an option to redeem its preferred security at par earlier than scheduled which is generally known as call risk. Recent regulatory changes may increase call risk with respect to certain types of preferred securities. If this occurs, the Fund may be forced to reinvest in lower yielding securities. This is known as reinvestment risk. Another risk associated with a declining interest rate environment is that the income from the Fund’s portfolio may decline over time when the Fund invests the proceeds from new share sales at market interest rates that are below the portfolio’s current earnings rate.
|
|
·
|
Liquidity Risk
.
Certain preferred securities may be substantially less liquid than many other securities, such as common stocks or U.S. Government securities. Illiquid securities involve the risk that the securities will not be able to be sold at the time desired by the Fund or at prices approximating the value at which the Fund is carrying the securities on its books.
|
|
·
|
Limited Voting Rights Risk
.
Generally, preferred securities offer no voting rights with respect to the issuer unless preferred dividends have been in arrears for a specified number of periods, at which time the preferred security holders may elect a number of directors to the issuer’s board. Generally, once all the arrearages have been paid, the preferred security holders no longer have voting rights. Hybrid-preferred security holders generally have no voting rights.
|
|
·
|
Special Redemption Rights
.
In certain varying circumstances, an issuer of preferred securities may redeem the securities prior to a specified date. For instance, for certain types of preferred securities, a redemption may be triggered by a change in U.S. federal income tax or securities laws. As with call provisions, a redemption by the issuer may negatively affect the return of the security held by the Fund.
|
|
·
|
Convertible Securities Risk.
The value of a convertible security may be affected by both the yield of non-convertible securities of comparable issuers and by the value of the underlying common stock. The value of a convertible security viewed without regard to its conversion feature (i.e., strictly on the basis of its yield) is sometimes referred to as its “investment value.” A convertible security’s investment value tends to decline as prevailing interest rate levels increase. Conversely, a convertible security’s investment value increases as prevailing interest rate levels decline. However, a convertible security’s market value will also be influenced by its “conversion value,” which is the market value of the underlying common stock that would be obtained if the convertible security were converted. A convertible security’s conversion value tends to increase as the price of the underlying common stock increases, and decrease as the price of the underlying common stock decreases. As the market price of the underlying common stock declines such that the conversion value is substantially below the investment value of the convertible security, the price of the convertible security tends to be influenced more by the yield of the convertible security. Thus, it may not decline in price to the same extent as the underlying common stock. If the market price of the underlying common stock increases to a point where the conversion value approximates or exceeds the investment value, the price of the convertible security tends to be influenced more by the market price of the underlying common stock. In the event of a liquidation of the issuing company, holders of convertible securities would be paid before the company’s common stockholders. Consequently, the issuer’s convertible securities entail less risk than its common stock.
|
|
·
|
Debt Securities Risk.
Prices of debt securities tend to move inversely with changes in interest rates (“interest rate risk”). Typically, a rise in rates will adversely affect fixed income security prices and, accordingly, the Fund’s share price. The longer the effective maturity and duration of the Fund’s portfolio, the more the Fund’s share price is likely to react to interest rates. Some debt securities give the issuer the option to call, or redeem, the securities before their maturity dates. If an issuer calls its security during a time of declining interest rates, the Fund might have to reinvest the proceeds in an investment offering a lower yield, and therefore might not benefit from any increase in value as a result of declining interest rates. During periods of market illiquidity or rising interest rates, prices of callable issues are subject to increased price fluctuation. In addition, the Fund may be subject to extension risk, which occurs during a rising interest rate environment because certain obligations will be paid off by an issuer more slowly than anticipated, causing the value of those securities held by the Fund to fall.
|
|
·
|
Credit Risk.
Credit risk is the risk that an issuer of a counterparty or a preferred security could suffer an adverse change in financial condition that results in a payment default, security downgrade, or inability to meet a financial obligation.
|
|
·
|
Below Investment Grade Risk.
High yield bonds (often called “junk bonds”) involve greater risks of default or downgrade and are more volatile than investment-grade securities. High yield bonds involve a greater risk of price declines than investment-grade securities due to actual or perceived changes in an issuer’s creditworthiness. Companies issuing high yield fixed-income securities are less financially strong, are more likely to encounter financial difficulties, and are more vulnerable to changes in the economy than those companies with higher credit ratings. These factors could affect such companies’ abilities to make interest and principal payments and ultimately could cause such companies to stop making interest and/or principal payments. In such cases, payments on the securities may never resume, which would result in the securities owned by the Fund becoming worthless. The market prices of junk bonds are generally less sensitive to interest rate changes than higher rated investments, but more sensitive to adverse economic or political changes, or individual developments specific to the issuer. There is no lower limit on the ratings of high yield securities that may be purchased or held by the Fund. In addition, the Fund may invest in unrated securities. Lower rated securities and unrated equivalents are speculative and may be in default.
|
|
·
|
Covered Call Options Risk
.
The Fund may write (sell) covered call options on securities the Fund holds in its portfolio. This strategy is designed to generate additional income from the Fund’s portfolio holdings, but also results in certain risks. With respect to portfolio holdings on which the Fund has written a covered call option, the Fund will forgo the opportunity to benefit from potential increases in the value of that security, but will continue to bear the risk of declines in the value of the security.
|
Fund
|
Contractual Advisory Fees As a Percentage of
Average Daily Net Assets
|
All Cap Value Fund
|
1.00%
|
International All Cap Value Fund
|
1.00%
|
International Small Cap Value Fund
|
1.00%
|
Global Value Fund
|
1.00%
|
Strategic Income Fund*
|
0.90%
|
Fund
|
Advisory Fees Received As a Percentage of
Average Daily Net Assets
|
All Cap Value Fund
|
0.69%
|
International All Cap Value Fund
|
0.00%
|
International Small Cap Value Fund
|
0.74%
|
Global Value Fund
|
0.00%
|
Strategic Income Fund*
|
N/A
|
*
|
Fund commenced operations on 12/31/12.
|
One Year
|
Three
Years
|
Since
Inception
(1/1/2006)
|
|
ARI International Value Composite returns
(1)
|
23.6%
|
9.6 %
|
4.5 %
|
MSCI EAFE Small Cap Index
|
21.3 %
|
5.9%
|
3.1 %
|
One Year
|
Three
Years
|
Five
Years
|
Since
Inception
(7/1/2002)
|
|
ARI All Cap Value Composite returns
(2)
|
11.6 %
|
10.5 %
|
2.0 %
|
7.8 %
|
Russell 3000
®
Value Index
|
16.4 %
|
11.2 %
|
2.0%
|
6.2 %
|
(1)
|
The composite performance does not represent the historical performance of the Advisory Research International Small Cap Value Fund and should not be interpreted as being indicative of the future performance of the Advisory Research International Small Cap Value Fund.
|
(2)
|
The composite performance does not represent the historical performance of the Advisory Research All Cap Value Fund and should not be interpreted as being indicative of the future performance of the Advisory Research All Cap Value Fund.
|
Management Fees
|
|
ARI International Value Strategy
|
1.50% of assets under management
|
ARI All Cap Value Strategy
|
1.00% on the first $5 million
0.75% on the next $15 million
0.50% thereafter
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Through a broker-
dealer or other
financial
intermediary
|
The Funds are offered through certain approved financial intermediaries (and their agents). The Funds are also offered directly. An order placed with a financial intermediary or its authorized agent is treated as if such order were placed directly with the Funds, and will be executed at the next NAV calculated by the Funds. Your financial intermediary will hold your shares in a pooled account in its (or its agent’s) name. The Funds may pay your financial intermediary (or its agent) to maintain your individual ownership information, maintain required records, and provide other shareholder services. The financial intermediary which offers shares may require payment of additional fees from its individual clients. If you invest through your financial intermediary, the policies and fees may be different than those described in this Prospectus. For example, the financial intermediary may charge transaction fees or set different minimum investments. Your financial intermediary is responsible for processing your order correctly and promptly, keeping you advised of the status of your account, confirming your transactions and ensuring that you receive copies of the Funds’ Prospectus. Please contact your financial intermediary to determine whether it is an approved financial intermediary of the Funds or for additional information.
|
By mail
|
The Funds will not accept payment in cash, including cashier’s checks. Also, to prevent check fraud, the Funds will not accept third party checks, Treasury checks, credit card checks, traveler’s checks, money orders or starter checks for the purchase of shares. All checks must be made in U.S. dollars and drawn on U.S. financial institutions.
To buy shares of the Funds, complete an account application and send it together with your check for the amount you wish to invest in the Funds to the address indicated below. To make additional investments once you have opened your account, write your account number on the check and send it together with the most recent confirmation statement received from the Transfer Agent. If your check is returned for insufficient funds, your purchase will be canceled and a $20 fee will be assessed against your account by the Transfer Agent.
|
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
The Funds do not consider the U.S. Postal Service or other independent delivery services to be its agents.
|
|
By telephone
|
To make additional investments by telephone, you must authorize telephone purchases on your account application. If you have given authorization for telephone transactions and your account has been open for at least 15 days, call the Transfer Agent toll-free at 1-888-665-1414 and you will be allowed to move money in amounts of at least $500 from your bank account to the Funds account upon request. Only bank accounts held at U.S. institutions that are ACH members may be used for telephone transactions. If your order is placed before 4:00 p.m. (Eastern Time) shares will be purchased in your account at the NAV determined on that day. For security reasons, requests by telephone will be recorded.
|
By wire
|
To open an account by wire, a completed account application is required before your wire can be accepted. You may mail or send by overnight delivery your account application to the Transfer Agent. Upon receipt of your completed account application form, an account will be established for you. The account number assigned will be required as part of the instruction that should be provided to your bank to send the wire. Your bank must include the name of the Fund, the account number, and your name so that monies can be correctly applied. Your bank should transmit funds by wire to:
|
UMB Bank, n.a.
ABA Number 101000695
For credit to Advisory Research Funds
A/C # 98 718 79569
For further credit to:
Advisory Research Funds
Your account number(s)
Name(s) of investor(s)
Social security or tax payer ID number
Before sending your wire, please contact the Transfer Agent at 1-888-665-1414 to notify it of your intention to wire funds. This will ensure prompt and accurate credit upon receipt of your wire. Your bank may charge a fee for its wiring service.
Wired funds must be received prior to 4:00 p.m. (Eastern Time) to be eligible for same day pricing.
The Funds and UMB Bank, n.a. are not responsible for the consequences of delays resulting from the banking or Federal Reserve wire system, or from incomplete wiring instructions.
|
Through a broker-
dealer or other
financial
intermediary
|
If you purchased your shares through an approved financial intermediary, your redemption order must be placed through the same financial intermediary. The financial intermediary must receive and transmit your redemption order to the Transfer Agent prior to 4:00 p.m. (Eastern Time) for the redemption to be processed at the current day’s NAV. Orders received after 4:00 p.m. (Eastern Time) will be transacted at the next business day’s NAV. Please keep in mind that your financial intermediary may charge additional fees for its services.
|
By mail
|
You may redeem shares purchased directly from the Funds by mail. Send your written redemption request to
Advisory Research Funds
at the address indicated below. Your request must be in good order and contain the Fund name, the name(s) on the account, your account number and the dollar amount or the number of shares to be redeemed. The redemption request must be signed by all shareholders listed on the account. Additional documents are required for certain types of shareholders, such as corporations, partnerships, executors, trustees, administrators, or guardians (
i.e
., corporate resolutions dated within 60 days, or trust documents indicating proper authorization).
|
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
A Medallion signature guarantee must be included if any of the following situations apply:
|
·
|
You wish to redeem more than $50,000 worth of shares;
|
|
·
|
When redemption proceeds are sent to any person, address or bank account not on record;
|
|
·
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If a change of address was received by the Transfer Agent within the last 15 days;
|
|
·
|
If ownership is changed on your account; or
|
|
·
|
When establishing or modifying certain services on your account.
|
By telephone
|
To redeem shares by telephone, call the Funds at 1-888-665-1414 and specify the amount of money you wish to redeem. You may have a check sent to the address of record, or, if previously established on your account, you may have proceeds sent by wire or electronic funds transfer through the ACH network directly to your bank account. Wire transfers are subject to a $20 fee paid by the shareholder and your bank may charge a fee to receive wired funds. Checks sent via overnight delivery are also subject to a $15 charge . You do not incur any charge when proceeds are sent via the ACH network; however, credit may not be available for two to three business days.
If you are authorized to perform telephone transactions (either through your account application form or by subsequent arrangement in writing with the Fund), you may redeem shares worth up to $50,000, by instructing the Funds by phone at 1-888-665-1414. Unless noted on the initial account application, a Medallion signature guarantee is required of all shareholders in order to qualify for or to change telephone redemption privileges.
Note: The Funds and all of their service providers will not be liable for any loss or expense in acting upon instructions that are reasonably believed to be genuine. To confirm that all telephone instructions are genuine, the caller must verify the following:
|
·
|
The Fund account number;
|
|
·
|
The name in which his or her account is registered;
|
|
·
|
The social security or tax identification number under which the account is registered; and
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|
·
|
The address of the account holder, as stated in the account application form.
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Redemption Fee
|
You will be charged a redemption fee of 2.00% of the value of the shares being redeemed if you redeem your shares of the Funds within 90 days of purchase. The “first in, first out” (“FIFO”) method is used to determine the holding period; this means that if you bought shares on different days, the shares purchased first will be redeemed first for the purpose of determining whether the redemption fee applies. The redemption fee is deducted from the sale proceeds and is retained by the Funds for the benefit of its remaining shareholders. The fee will not apply to redemptions (i) due to shareholder’s death or disability, (ii) from certain omnibus accounts with systematic or contractual limitations, (iii) of shares acquired through reinvestments of dividends or capital gains distributions, (iv) through certain employer-sponsored retirement plans or employee benefit plans or, with respect to any plan, to comply with minimum distribution requirements, (v) effected pursuant to an automatic non-discretionary rebalancing program, (vi) effected pursuant to asset allocation programs, wrap fee programs, and other investment programs offered by financial institutions where investment decisions are made on a discretionary basis by investment professionals, (vii) effected pursuant to the SWP, (viii) that are part of an exchange between shares of the Funds, or (ix) by the Fund of accounts falling below the minimum initial investment amount. The Funds reserve the right to waive this fee in other circumstances if the Advisor determines that doing so is in the best interests of the Funds.
|
Monitoring Trading Practices
|
The Funds may monitor trades in an effort to detect short-term trading activities. If, as a result of this monitoring, the Funds believe that a shareholder has engaged in excessive short-term trading, it may, in its discretion, ask the shareholder to stop such activities or refuse to process purchases in the shareholder’s accounts. In making such judgments, the Funds seek to act in a manner that it believe s is consistent with the best interest of shareholders. Due to the complexity and subjectivity involved in identifying abusive trading activity, there can be no assurance that the Funds’ efforts will identify all trades or trading practices that may be considered abusive.
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|
·
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vary or waive any minimum investment requirement;
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·
|
refuse, change, discontinue, or temporarily suspend account services, including purchase or telephone redemption privileges, for any reason;
|
|
·
|
reject any purchase request for any reason (generally, the Funds do this if the purchase is disruptive to the efficient management of the Funds due to the timing of the investment or an investor’s history of excessive trading);
|
|
·
|
delay paying redemption proceeds for up to seven calendar days after receiving a request, if an earlier payment could adversely affect the Fund; and
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|
·
|
reject any purchase or redemption request that does not contain all required documentation.
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*
|
Commencement of operations.
|
1
|
Based on average shares method.
|
2
|
Amount represents less than $0.01 per share.
|
3
|
Not annualized.
|
4
|
Annualized.
|
5
|
The Advisor has contractually agreed to limit the operating expenses of the All Cap Value Fund to 1.20%.
|
International All Cap Value Fund
|
|||||||||
Per share operating performance.
|
|||||||||
For a capital share outstanding throughout each period.
|
|||||||||
For the Period
|
|||||||||
For the Year Ended
|
May 2, 2011*
to
|
||||||||
October 31, 2012
|
October 31, 2011
|
||||||||
Net asset value, beginning of period
|
$ | 8.16 | $ | 10.00 | |||||
Income (loss) from investment operations:
|
|||||||||
Net investment income
1
|
0.18 | 0.06 | |||||||
Net realized and unrealized gain (loss) on investments
|
0.55 | (1.90 | ) | ||||||
Total from investment operations
|
0.73 | (1.84 | ) | ||||||
Less distributions:
|
|||||||||
From net investment income
|
(0.07 | ) | - | ||||||
From net realized gain
|
- | - | |||||||
Total distributions
|
(0.07 | ) | - | ||||||
Redemption fee proceeds
|
- | - | |||||||
Net asset value, end of period
|
$ | 8.82 | $ | 8.16 | |||||
Total return
|
9.04 | % | (18.40 | %) | 2 | ||||
Ratios and Supplemental Data:
|
|||||||||
Net assets, end of period (millions)
|
$ | 1.6 | $ | 1.3 | |||||
Ratio of expenses to average net assets:
4
|
|||||||||
Before fees waived and expenses absorbed
|
15.41 | % | 22.47 | % | 3 | ||||
After fees waived and expenses absorbed
|
1.35 | % | 1.35 | % | 3 | ||||
Ratio of net investment income (loss) to average net assets:
|
|||||||||
Before fees waived and expenses absorbed
|
(11.84 | %) | (19.68 | %) | 3 | ||||
After fees waived and expenses absorbed
|
2.22 | % | 1.44 | % | 3 | ||||
Portfolio turnover rate
|
37 | % | 8 | % | 2 |
*
|
Commencement of operations.
|
1
|
Based on average shares method.
|
2
|
Not annualized.
|
3
|
Annualized.
|
4
|
The Advisor has contractually agreed to limit the operating expenses of the International All Cap Value Fund to 1.35%.
|
*
|
Commencement of operations.
|
1
|
Based on average shares method.
|
2
|
Amount represents less than $0.01 per share.
|
3
|
Not annualized.
|
4
|
Annualized.
|
5
|
The Advisor has contractually agreed to limit the operating expenses of the International Small Cap Value Fund to 1.35%
|
Global Value Fund
|
|||||||||||||||
Per share operating performance.
|
|||||||||||||||
For a capital share outstanding throughout each period.
|
|||||||||||||||
For the Period
|
|||||||||||||||
For the Year Ended
|
For the Year Ended
|
July 30,
2010*
to
|
|||||||||||||
October 31, 2012
|
October 31, 2011
|
October 31, 2010
|
|||||||||||||
Net asset value, beginning of period
|
$ | 10.52 | $ | 10.58 | $ | 10.00 | |||||||||
Income from investment operations:
|
|||||||||||||||
Net investment income
|
0.12 | 1 | 0.11 | 1 | 0.01 | ||||||||||
Net realized and unrealized gain on investments
|
0.93 | 0.01 | 0.57 | ||||||||||||
Total from investment operations
|
1.05 | 0.12 | 0.58 | ||||||||||||
Less distributions:
|
|||||||||||||||
From net investment income
|
(0.13 | ) | (0.18 | ) | - | ||||||||||
From net realized gain
|
- | - | - | ||||||||||||
Total distributions
|
(0.13 | ) | (0.18 | ) | - | ||||||||||
Redemption fee proceeds
|
- | 2 | - | 2 | - | ||||||||||
Net asset value, end of period
|
$ | 11.44 | $ | 10.52 | $ | 10.58 | |||||||||
Total return
|
10.10 | % | 1.06 | % | 5.80 | % | 3 | ||||||||
Ratios and Supplemental Data:
|
|||||||||||||||
Net assets, end of period (millions)
|
$ | 11.9 | $ | 9.6 | $ | 7.2 | |||||||||
Ratio of expenses to average net assets:
5
|
|||||||||||||||
Before fees waived and expenses absorbed
|
2.53 | % | 2.93 | % | 5.29 | % | 4 | ||||||||
After fees waived and expenses absorbed
|
1.35 | % | 1.35 | % | 1.35 | % | 4 | ||||||||
Ratio of net investment income (loss) to average net assets:
|
|||||||||||||||
Before fees waived and expenses absorbed
|
(0.05 | %) | (0.62 | %) | (3.43 | %) | 4 | ||||||||
After fees waived and expenses absorbed
|
1.13 | % | 0.96 | % | 0.51 | % | 4 | ||||||||
Portfolio turnover rate
|
37 | % | 76 | % | 18 | % | 3 |
*
|
Commencement of operations.
|
1
|
Based on average shares method.
|
2
|
Amount represents less than $0.01 per share.
|
3
|
Not annualized.
|
4
|
Annualized.
|
5
|
The Advisor has contractually agreed to limit the operating expenses of the Global Value Fund to 1.35%.
|
|
·
|
Free of charge from the SEC’s EDGAR database on the SEC’s Internet website at http://www.sec.gov;
|
|
·
|
For a fee, by writing to the Public Reference Room of the SEC, Washington, DC 20549-1520; or
|
|
·
|
For a fee, by electronic request at the following e-mail address: publicinfo@sec.gov.
|
SUMMARY SECTION
|
1
|
INVESTMENT OBJECTIVE AND PRINCIPAL INVESTMENT STRATEGIES
|
4
|
MANAGEMENT OF THE FUND
|
7
|
YOUR ACCOUNT WITH THE FUND
|
10
|
SERVICE FEES – OTHER PAYMENTS TO THIRD PARTIES
|
18
|
DIVIDENDS AND DISTRIBUTIONS
|
18
|
FINANCIAL HIGHLIGHTS
|
18
|
FEDERAL INCOME TAX CONSEQUENCES
|
19
|
Fees and Expenses of the Fund
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase (as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and full redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fee s
|
None
|
Other expenses
1
|
0.38%
|
Total annual fund operating expenses
|
1.38%
|
Fee waiver and/or expense reimbursements
2
|
(0.03%)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursements
2
|
1.35%
|
1
|
Other expenses have been estimated for the current fiscal year.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend , and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.35% of average daily net assets of the Fund. This agreement is in effect until February 28, 2013, and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
Example
|
One Year
|
Three Years
|
$137
|
$434
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
A principal risk of investing in the Fund is equity risk, which is the risk that the value of securities held by the Fund will fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Small and Micro Cap Company Risk
s
:
The securities of small and micro cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund is subject to management risk because it is an actively managed portfolio. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies including ETFs to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
A principal risk of investing in the Fund is equity risk, which is the risk that the value of securities held by the Fund will fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests. For example, an adverse event, such as an unfavorable earnings report, may depress the value of equity securities of an issuer held by the Fund; the price of common stock of an issuer may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the common stocks and other equity securities held by the Fund. The stock market has been subject to significant volatility recently which has increased the risk associated with an investment in the Fund. Common stock of an issuer in the Fund ’s portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. Common stock is subordinated to preferred stocks, bonds and other debt instruments in a company's capital structure, in terms of priority with respect to corporate income, and therefore will be subject to greater dividend risk than preferred stocks or debt instruments of such issuers. In addition, while broad market measures of common stocks have historically generated higher average returns than fixed income securities, common stocks have also experienced significantly more volatility in those returns.
|
|
·
|
Small and Micro Cap Company Risks:
The securities of small or micro cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. In addition, such companies typically are subject to a greater degree of change in earnings and business prospects than are larger, more established companies.
|
|
·
|
Foreign Investment Risks:
The Fund’s investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund’s investments or prevent the Fund from realizing the full value of its investments. Financial reporting standards and transaction settlement systems for companies based in foreign markets differ from those in the United States. Finally, the value of the currency of the country in which the Fund has invested could decline relative to the value of the U.S. dollar, which may affect the value of the investment to U.S. investors. In addition, the underlying issuers of certain depositary receipts, particularly unsponsored or unregistered depositary receipts, are under no obligation to distribute shareholder communications to the holders of such receipts, or to pass through to them any voting rights with respect to the deposited securities.
|
|
·
|
Currency Risk
s
:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time due to the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in non-U.S. dollar-denominated securities and currencies may reduce the returns of the Fund.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund is subject to management risk because it is an actively managed portfolio. The Advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade. The finance sector is subject to extensive government regulation, can be significantly affected by the availability and cost of capital Fund, changes in interest rates, the rate of corporate and consumer debt defaults, and price competition.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies including ETFs to the extent allowed by the 1940 Act. Fund assets invested in ETFs and other mutual Fund incur a layering of expenses, including operating costs and advisory fees that you indirectly bear as a shareholder in the Fund.
|
Fund
|
Advisory Fee
(as a % of average
daily net assets)
|
Small Micro Cap Value Fund
|
1.00%
|
One Year
|
Since Inception
(10/1/2008)
|
|
ARI Small Micro Cap Value Composite returns
(1)
|
17.6 %
|
8.6 %
|
Russell 2000 Value Index
|
18.1 %
|
5.6 %
|
Russell Microcap
®
Value Index
|
22.8 %
|
4.6 %
|
(1)
|
The composite performance does not represent the historical performance of the Advisory Research Small Micro Cap Value Fund and should not be interpreted as being indicative of the future performance of the Advisory Research Small Micro Cap Value Fund.
|
Management Fees
|
|
ARI Small Micro Cap Value Strategy
|
1.10% on first $20mm
1.00% on next $15mm
0.95% on the balance
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Through a broker-
dealer or other
financial
intermediary
|
The Fund is offered through certain approved financial intermediaries (and their agents). The Fund is also offered directly. An order placed with a financial intermediary or its authorized agent is treated as if such order was placed directly with the Fund, and will be executed at the next NAV calculated by the Fund. Your financial intermediary will hold your shares in a pooled account in its (or its agent’s) name. The Fund may pay your financial intermediary (or its agent) to maintain your individual ownership information, maintain required records, and provide other shareholder services. The financial intermediary which offers shares may require payment of additional fees from its individual clients. If you invest through your financial intermediary, the policies and fees may be different than those described in this Prospectus. For example, the financial intermediary may charge transaction fees or set different minimum investments. Your financial intermediary is responsible for processing your order correctly and promptly, keeping you advised of the status of your account, confirming your transactions and ensuring that you receive copies of the Fund’s Prospectus. Please contact your financial intermediary to determine whether it is an approved financial intermediary of the Fund or for additional information.
|
|
By mail
|
The Fund will not accept payment in cash, including cashier’s checks. Also, to prevent check fraud, the Fund will not accept third party checks, Treasury checks, credit card checks, traveler’s checks, money orders or starter checks for the purchase of shares. All checks must be made in U.S. dollars and drawn on U.S. financial institutions.
To buy shares of the Fund, complete an account application and send it together with your check for the amount you wish to invest in the Fund to the address indicated below. To make additional investments once you have opened your account, write your account number on the check and send it together with the most recent confirmation statement received from the Transfer Agent. If your check is returned for insufficient funds, your purchase will be canceled and a $20 fee will be assessed against your account by the Transfer Agent.
|
|
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
The Fund does not consider the U.S. Postal Service or other independent delivery services to be its agents.
|
|
By telephone
|
To make additional investments by telephone, you must authorize telephone purchases on your account application. If you have given authorization for telephone transactions and your account has been open for at least 15 days, call the Transfer Agent toll-free at 1-888-665-1414 and you will be allowed to move money in amounts of at least $500 from your bank account to the Fund account upon request. Only bank accounts held at U.S. institutions that are ACH members may be used for telephone transactions. If your order is placed before 4:00 p.m. (Eastern Time) shares will be purchased in your account at the NAV determined on that day. For security reasons, requests by telephone will be recorded.
|
By wire
|
To open an account by wire, a completed account application is required before your wire can be accepted. You may mail or send by overnight delivery your account application to the Transfer Agent. Upon receipt of your completed account application form, an account will be established for you. The account number assigned will be required as part of the instruction that should be provided to your bank to send the wire. Your bank must include the name of the Fund, the account number, and your name so that monies can be correctly applied. Your bank should transmit funds by wire to:
UMB Bank, n.a.
ABA Number 101000695
For credit to Advisory Research Funds
A/C # 98 718 79569
For further credit to:
“Advisory Research Small Micro Cap Value Fund”
Your account number(s)
Name(s) of investor(s)
Social security or tax payer ID number
Before sending your wire, please contact the Transfer Agent at 1-888-665-1414 to notify it of your intention to wire funds. This will ensure prompt and accurate credit upon receipt of your wire. Your bank may charge a fee for its wiring service.
Wired funds must be received prior to 4:00 p.m. (Eastern Time) to be eligible for same day pricing.
The Fund and UMB Bank, n.a. are not responsible for the consequences of delays resulting from the banking or Federal Reserve wire system, or from incomplete wiring instructions.
|
Through a broker-
dealer or other
financial
intermediary
|
If you purchased your shares through an approved financial intermediary, your redemption order must be placed through the same financial intermediary. The financial intermediary must receive and transmit your redemption order to the Transfer Agent prior to 4:00 p.m. (Eastern Time) for the redemption to be processed at the current day’s NAV. Orders received after 4:00 p.m. (Eastern Time) will be transacted at the next business day’s NAV. Please keep in mind that your financial intermediary may charge additional fees for its services.
|
||||
By mail
|
You may redeem shares purchased directly from the Fund by mail. Send your written redemption request to
Advisory Research Funds
at the address indicated below. Your request must be in good order and contain the Fund name, the name(s) on the account, your account number and the dollar amount or the number of shares to be redeemed. The redemption request must be signed by all shareholders listed on the account. Additional documents are required for certain types of shareholders, such as corporations, partnerships, executors, trustees, administrators, or guardians (
i.e
., corporate resolutions dated within 60 days, or trust documents indicating proper authorization).
|
||||
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
A Medallion signature guarantee must be included if any of the following situations apply:
|
·
|
You wish to redeem more than $50,000 worth of shares;
|
||||
·
|
When redemption proceeds are sent to any person, address or bank account not on record;
|
||||
·
|
If a change of address was received by the Transfer Agent within the last 15 days;
|
||||
·
|
If ownership is changed on your account; or
|
||||
·
|
When establishing or modifying certain services on your account.
|
||||
By telephone
|
To redeem shares by telephone, call the Fund at 1-888-665-1414 and specify the amount of money you wish to redeem. You may have a check sent to the address of record, or, if previously established on your account, you may have proceeds sent by wire or electronic funds transfer through the ACH network directly to your bank account. Wire transfers are subject to a $20 fee paid by the shareholder and your bank may charge a fee to receive wired funds. Checks sent via overnight delivery are also subject to a $15 charge . You do not incur any charge when proceeds are sent via the ACH network; however, credit may not be available for two to three business days.
If you are authorized to perform telephone transactions (either through your account application form or by subsequent arrangement in writing with the Fund), you may redeem shares worth up to $50,000, by instructing the Fund by phone at 1-888-665-1414. Unless noted on the initial account application, a Medallion signature guarantee is required of all shareholders in order to qualify for or to change telephone redemption privileges.
Note: The Fund and all of its service providers will not be liable for any loss or expense in acting upon instructions that are reasonably believed to be genuine. To confirm that all telephone instructions are genuine, the caller must verify the following:
|
·
|
The Fund account number;
|
||||
·
|
The name in which his or her account is registered;
|
||||
·
|
The social security or tax identification number under which the account is registered; and
|
||||
·
|
The address of the account holder, as stated in the account application form.
|
Redemption Fee
|
You will be charged a redemption fee of 2.00% of the value of the shares being redeemed if you redeem your shares of the Fund within 90 days of purchase. The “first in, first out” (“FIFO”) method is used to determine the holding period; this means that if you bought shares on different days, the shares purchased first will be redeemed first for the purpose of determining whether the redemption fee applies. The redemption fee is deducted from the sale proceeds and is retained by the Fund for the benefit of its remaining shareholders. The fee will not apply to redemptions (i) due to shareholder’s death or disability, (ii) from certain omnibus accounts with systematic or contractual limitations, (iii) of shares acquired through reinvestments of dividends or capital gains distributions, (iv) through certain employer-sponsored retirement plans or employee benefit plans or, with respect to any plan, to comply with minimum distribution requirements, (v) effected pursuant to an automatic non-discretionary rebalancing program, (vi) effected pursuant to asset allocation programs, wrap fee programs, and other investment programs offered by financial institutions where investment decisions are made on a discretionary basis by investment professionals, (vii) effected pursuant to the SWP, (viii) that are part of an exchange into shares of the Advisory Research International Small Cap Value Fund or the Advisory Research All Cap Value Fund, each of which is offered in another prospectus, or (ix) by the Fund of accounts falling below the minimum initial investment amount. The Fund reserves the right to waive this fee in other circumstances if the Advisor determines that doing so is in the best interests of the Fund.
|
Monitoring Trading Practices
|
The Fund may monitor trades in an effort to detect short-term trading activities. If, as a result of this monitoring, the Fund believes that a shareholder has engaged in excessive short-term trading, it may, in its discretion, ask the shareholder to stop such activities or refuse to process purchases in the shareholder’s accounts. In making such judgments, the Fund seeks to act in a manner that it believes is consistent with the best interest of shareholders. Due to the complexity and subjectivity involved in identifying abusive trading activity, there can be no assurance that the Fund’s efforts will identify all trades or trading practices that may be considered abusive.
|
|
·
|
vary or waive any minimum investment requirement;
|
|
·
|
refuse, change, discontinue, or temporarily suspend account services, including purchase or telephone redemption privileges, for any reason;
|
|
·
|
reject any purchase request for any reason (generally, the Fund does this if the purchase is disruptive to the efficient management of the Fund due to the timing of the investment or an investor’s history of excessive trading);
|
|
·
|
delay paying redemption proceeds for up to seven calendar days after receiving a request, if an earlier payment could adversely affect the Fund; and
|
|
·
|
reject any purchase or redemption request that does not contain all required documentation.
|
|
·
|
Free of charge from the SEC’s EDGAR database on the SEC’s Internet website at http://www.sec.gov;
|
|
·
|
For a fee, by writing to the Public Reference Room of the SEC, Washington, DC 20549-1520; or
|
|
·
|
For a fee, by electronic request at the following e-mail address: publicinfo@sec.gov.
|
SUMMARY SECTION
|
3
|
INVESTMENT OBJECTIVE AND PRINCIPAL INVESTMENT STRATEGIES
|
6
|
MANAGEMENT OF THE FUND
|
9
|
YOUR ACCOUNT WITH THE FUND
|
10
|
SERVICE FEES – OTHER PAYMENTS TO THIRD PARTIES
|
18
|
DIVIDENDS AND DISTRIBUTIONS
|
19
|
FINANCIAL HIGHLIGHTS
|
19
|
FEDERAL INCOME TAX CONSEQUENCES
|
19
|
Fees and Expenses of the Fund
|
Shareholder Fees
(fees paid directly from your investment)
|
|
Maximum sales charge (load) imposed on purchases
|
None
|
Maximum deferred sales charge (load)
|
None
|
Redemption fee if redeemed within 90 days of purchase (as a percentage of amount redeemed)
|
2.00%
|
Wire fee
|
$20
|
Overnight check delivery fee
|
$15
|
Retirement account fees (annual maintenance and redemption requests)
|
$15
|
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
|
|
Management fees
|
1.00%
|
Distribution (Rule 12b-1) Fee s
|
None
|
Other expenses
1
|
0.37%
|
Total annual fund operating expenses
|
1.37%
|
Fee waiver and/or expense reimbursements
|
(0.12%)
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement
2
|
1.25%
|
1
|
Other expenses have been estimated for the current fiscal year.
|
2
|
The Fund’s advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that total annual fund operating expenses (excluding taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses as determined in accordance with Form N-1A, expenses incurred in connection with any merger or reorganization, or extraordinary expenses such as litigation expenses ) do not exceed 1.25% of average daily net assets of the Fund. This agreement is in effect until February 28, 2014 , and it may be terminated before that date only by the Trust’s Board of Trustees. The Fund’s advisor is permitted to seek reimbursement from the Fund, subject to limitations, for fees it waived and Fund expenses it reimbursed for three years from the date of any such waiver or reimbursement .
|
Example
|
One Year
|
Three Years
|
$127
|
$422
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests.
|
|
·
|
Small- and Mid-Cap Company Risk
s
:
The securities of small- or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general.
|
|
·
|
Foreign Investment Risks:
The Fund's investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund's investments or prevent the Fund from realizing the full value of its investments.
|
|
·
|
Currency Risks:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund’s portfolio is actively managed. The Fund’s advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies, including ETFs, to the extent allowed by the Investment Company Act of 1940, as amended (the “1940 Act”).
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
|
·
|
Investment Risks:
An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest.
|
|
·
|
Equity Risks:
The value of securities held by the Fund may fall due to general market and economic conditions, perceptions regarding the industries in which the issuers of securities held by the Fund participate, or factors relating to specific companies in which the Fund invests. For example, an adverse event, such as an unfavorable earnings report, may depress the value of equity securities of an issuer held by the Fund; the price of common stock of an issuer may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the common stocks and other equity securities held by the Fund. The stock market has been subject to significant volatility recently which has increased the risk associated with an investment in the Fund. Common stock of an issuer in the Fund’s portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. Common stock is subordinated to preferred stocks, bonds and other debt instruments in a company’s capital structure, in terms of priority with respect to corporate income, and therefore will be subject to greater dividend risk than preferred stocks or debt instruments of such issuers. In addition, while broad market measures of common stocks have historically generated higher average returns than fixed income securities, common stocks have also experienced significantly more volatility in those returns.
|
|
·
|
Small- and Mid-Cap Company Risks:
The securities of small- or mid-cap companies may be subject to more abrupt or erratic market movements and may have lower trading volumes or more erratic trading than securities of larger companies or the market averages in general. In addition, such companies typically are subject to a greater degree of change in earnings and business prospects than are larger, more established companies.
|
|
·
|
Foreign Investment Risks:
The Fund’s investments in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. Adverse political, economic or social developments could undermine the value of the Fund’s investments or prevent the Fund from realizing the full value of its investments. Financial reporting standards and transaction settlement systems for companies based in foreign markets differ from those in the United States. Finally, the value of the currency of the country in which the Fund has invested could decline relative to the value of the U.S. dollar, which may affect the value of the investment to U.S. investors. In addition, the underlying issuers of certain depositary receipts, particularly unsponsored or unregistered depositary receipts, are under no obligation to distribute shareholder communications to the holders of such receipts, or to pass through to them any voting rights with respect to the deposited securities.
|
|
·
|
Currency Risk
s
:
Foreign securities that trade in, and receive revenues in, foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time due to the imposition of currency controls or other political developments in the United States or abroad. As a result, the Fund’s investments in non-U.S. dollar-denominated securities and currencies may reduce the returns of the Fund.
|
|
·
|
Emerging Markets Risks
: The Fund’s investments in foreign issuers in developing or emerging market countries involve exposure to changes in economic and political factors. The economies of most emerging market countries are in the infancy stage of capital market development. As a result, their economic systems are still evolving and their political systems are typically less stable than those in developed economies. Emerging market countries often suffer from currency devaluation and higher rates of inflation.
|
|
·
|
Management Risks:
The Fund is subject to management risk because it is an actively managed portfolio. The Advisor applies investment techniques and risk analyses in making investment decisions for the Fund, but there can be no guarantee that these will produce the desired results.
|
|
·
|
Non-Diversification Risks:
The Fund is non-diversified, which means the Fund may focus its investments in the securities of a comparatively small number of issuers. Investment in securities of a limited number of issuers exposes the Fund to greater market risk and potential losses than if its assets were diversified among the securities of a greater number of issuers.
|
|
·
|
Finance Sector Risks
: From time to time, the Fund may invest a significant amount of its total assets in the finance sector, which may be subject to specific risks. These risks include governmental regulation of the sector and governmental monetary and fiscal policies which impact interest rates and currencies and affect corporate funding and international trade. The finance sector is subject to extensive government regulation, can be significantly affected by the availability and cost of capital funds, changes in interest rates, the rate of corporate and consumer debt defaults, and price competition.
|
|
·
|
Value Stock Risk:
Value stocks involve the risk that the value of the security will not be recognized for an unexpectedly long period of time or that the security is not undervalued but is appropriately priced. The Fund’s focus on value investing may cause the Fund to underperform when growth investing is in favor.
|
|
·
|
ETF Risks:
The risk of ETFs generally reflects the risk of owning shares of the underlying securities held by the ETFs, although the lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio of securities. The Fund limits its investment in shares of other investment companies including ETFs to the extent allowed by the 1940 Act. Fund assets invested in ETFs and other mutual funds incur a layering of expenses, including operating costs and advisory fees that you indirectly bear as a shareholder in the Fund.
|
Minimum Investments
|
To Open
Your Account
|
To Add to
Your Account
|
Direct Regular Accounts
|
$2,500
|
$500
|
Traditional and Roth IRA Accounts
|
$2,500
|
$500
|
Automatic Investment Plan
|
$2,500
|
$100
|
Gift Account For Minors
|
$2,500
|
$500
|
Through a broker-
dealer or other
financial
intermediary
|
The Fund is offered through certain approved financial intermediaries (and their agents). The Fund is also offered directly. An order placed with a financial intermediary or its authorized agent is treated as if such order was placed directly with the Fund, and will be executed at the next NAV calculated by the Fund. Your financial intermediary will hold your shares in a pooled account in its (or its agent’s) name. The Fund may pay your financial intermediary (or its agent) to maintain your individual ownership information, maintain required records, and provide other shareholder services. The financial intermediary which offers shares may require payment of additional fees from its individual clients. If you invest through your financial intermediary, the policies and fees may be different than those described in this Prospectus. For example, the financial intermediary may charge transaction fees or set different minimum investments. Your financial intermediary is responsible for processing your order correctly and promptly, keeping you advised of the status of your account, confirming your transactions and ensuring that you receive copies of the Fund’s Prospectus. Please contact your financial intermediary to determine whether it is an approved financial intermediary of the Fund or for additional information.
|
|
By mail
|
The Fund will not accept payment in cash, including cashier’s checks. Also, to prevent check fraud, the Fund will not accept third party checks, Treasury checks, credit card checks, traveler’s checks, money orders or starter checks for the purchase of shares. All checks must be made in U.S. dollars and drawn on U.S. financial institutions.
To buy shares of the Fund, complete an account application and send it together with your check for the amount you wish to invest in the Fund to the address indicated below. To make additional investments once you have opened your account, write your account number on the check and send it together with the most recent confirmation statement received from the Transfer Agent. If your check is returned for insufficient funds, your purchase will be canceled and a $20 fee will be assessed against your account by the Transfer Agent.
|
|
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
|
The Fund does not consider the U.S. Postal Service or other independent delivery services to be its agents.
|
||
By telephone
|
To make additional investments by telephone, you must authorize telephone purchases on your account application. If you have given authorization for telephone transactions and your account has been open for at least 15 days, call the Transfer Agent toll-free at 1-888-665-1414 and you will be allowed to move money in amounts of at least $500 from your bank account to the Fund account upon request. Only bank accounts held at U.S. institutions that are ACH members may be used for telephone transactions. If your order is placed before 4:00 p.m. (Eastern Time) shares will be purchased in your account at the NAV determined on that day. For security reasons, requests by telephone will be recorded.
|
|
By wire
|
To open an account by wire, a completed account application is required before your wire can be accepted. You may mail or send by overnight delivery your account application to the Transfer Agent. Upon receipt of your completed account application form, an account will be established for you. The account number assigned will be required as part of the instruction that should be provided to your bank to send the wire. Your bank must include the name of the Fund, the account number, and your name so that monies can be correctly applied. Your bank should transmit funds by wire to:
|
UMB Bank, n.a.
ABA Number 101000695
For credit to Advisory Research Funds
A/C # 98 718 79569
For further credit to:
Advisory Research Funds
Your account number(s)
Name(s) of investor(s)
Social security or tax payer ID number
Before sending your wire, please contact the Transfer Agent at 1-888-665-1414 to notify it of your intention to wire funds. This will ensure prompt and accurate credit upon receipt of your wire. Your bank may charge a fee for its wiring service.
Wired funds must be received prior to 4:00 p.m. (Eastern Time) to be eligible for same day pricing.
The Fund and UMB Bank, n.a. are not responsible for the consequences of delays resulting from the banking or Federal Reserve wire system, or from incomplete wiring instructions.
|
Through a broker-
dealer or other
financial
intermediary
|
If you purchased your shares through an approved financial intermediary, your redemption order must be placed through the same financial intermediary. The financial intermediary must receive and transmit your redemption order to the Transfer Agent prior to 4:00 p.m. (Eastern Time) for the redemption to be processed at the current day’s NAV. Orders received after 4:00 p.m. (Eastern Time) will be transacted at the next business day’s NAV. Please keep in mind that your financial intermediary may charge additional fees for its services.
|
|
By mail
|
You may redeem shares purchased directly from the Fund by mail. Send your written redemption request to
Advisory Research Funds
at the address indicated below. Your request must be in good order and contain the Fund name, the name(s) on the account, your account number and the dollar amount or the number of shares to be redeemed. The redemption request must be signed by all shareholders listed on the account. Additional documents are required for certain types of shareholders, such as corporations, partnerships, executors, trustees, administrators, or guardians (
i.e
., corporate resolutions dated within 60 days, or trust documents indicating proper authorization).
|
|
Regular Mail:
Advisory Research Funds
P.O. Box 2175
Milwaukee, Wisconsin 53201
|
Overnight Delivery:
Advisory Research Funds
803 West Michigan Street
Milwaukee, Wisconsin 53233-2301
|
|
A Medallion signature guarantee must be included if any of the following situations apply:
|
·
|
You wish to redeem more than $50,000 worth of shares;
|
|
·
|
When redemption proceeds are sent to any person, address or bank account not on record;
|
|
·
|
If a change of address was received by the Transfer Agent within the last 15 days;
|
|
·
|
If ownership is changed on your account; or
|
|
·
|
When establishing or modifying certain services on your account.
|
By telephone
|
To redeem shares by telephone, call the Fund at 1-888-665-1414 and specify the amount of money you wish to redeem. You may have a check sent to the address of record, or, if previously established on your account, you may have proceeds sent by wire or electronic funds transfer through the ACH network directly to your bank account. Wire transfers are subject to a $20 fee paid by the shareholder and your bank may charge a fee to receive wired funds. Checks sent via overnight delivery are also subject to a $15 charge . You do not incur any charge when proceeds are sent via the ACH network; however, credit may not be available for two to three business days.
If you are authorized to perform telephone transactions (either through your account application form or by subsequent arrangement in writing with the Fund), you may redeem shares worth up to $50,000, by instructing the Fund by phone at 1-888-665-1414. Unless noted on the initial account application, a Medallion signature guarantee is required of all shareholders in order to qualify for or to change telephone redemption privileges.
Note: The Fund and all of its service providers will not be liable for any loss or expense in acting upon instructions that are reasonably believed to be genuine. To confirm that all telephone instructions are genuine, the caller must verify the following:
|
·
|
The Fund account number;
|
|
·
|
The name in which his or her account is registered;
|
|
·
|
The social security or tax identification number under which the account is registered; and
|
|
·
|
The address of the account holder, as stated in the account application form.
|
Redemption Fee
|
You will be charged a redemption fee of 2.00% of the value of the shares being redeemed if you redeem your shares of the Fund within 90 days of purchase. The “first in, first out” (“FIFO”) method is used to determine the holding period; this means that if you bought shares on different days, the shares purchased first will be redeemed first for the purpose of determining whether the redemption fee applies. The redemption fee is deducted from the sale proceeds and is retained by the Fund for the benefit of its remaining shareholders. The fee will not apply to redemptions (i) due to shareholder’s death or disability, (ii) from certain omnibus accounts with systematic or contractual limitations, (iii) of shares acquired through reinvestments of dividends or capital gains distributions, (iv) through certain employer-sponsored retirement plans or employee benefit plans or, with respect to any plan, to comply with minimum distribution requirements, (v) effected pursuant to an automatic non-discretionary rebalancing program, (vi) effected pursuant to asset allocation programs, wrap fee programs, and other investment programs offered by financial institutions where investment decisions are made on a discretionary basis by investment professionals, (vii) effected pursuant to the SWP, (viii) that are part of an exchange between shares of the Fund, or (ix) by the Fund of accounts falling below the minimum initial investment amount. The Fund reserves the right to waive this fee in other circumstances if the Advisor determines that doing so is in the best interests of the Fund.
|
Monitoring Trading Practices
|
The Fund may monitor trades in an effort to detect short-term trading activities. If, as a result of this monitoring, the Fund believes that a shareholder has engaged in excessive short-term trading, it may, in its discretion, ask the shareholder to stop such activities or refuse to process purchases in the shareholder’s accounts. In making such judgments, the Fund seeks to act in a manner that it believe s is consistent with the best interest of shareholders. Due to the complexity and subjectivity involved in identifying abusive trading activity, there can be no assurance that the Fund’s efforts will identify all trades or trading practices that may be considered abusive.
|
|
·
|
vary or waive any minimum investment requirement;
|
|
·
|
refuse, change, discontinue, or temporarily suspend account services, including purchase or telephone redemption privileges, for any reason;
|
|
·
|
reject any purchase request for any reason (generally, the Fund does this if the purchase is disruptive to the efficient management of the Fund due to the timing of the investment or an investor’s history of excessive trading);
|
|
·
|
delay paying redemption proceeds for up to seven calendar days after receiving a request, if an earlier payment could adversely affect the Fund; and
|
|
·
|
reject any purchase or redemption request that does not contain all required documentation.
|
|
·
|
Free of charge from the SEC’s EDGAR database on the SEC’s Internet website at http://www.sec.gov;
|
|
·
|
For a fee, by writing to the Public Reference Room of the SEC, Washington, DC 20549-1520; or
|
|
·
|
For a fee, by electronic request at the following e-mail address: publicinfo@sec.gov.
|
THE TRUST
|
2
|
INVESTMENT RESTRICTIONS
|
23
|
MANAGEMENT OF THE FUNDS
|
25
|
PORTFOLIO TRANSACTIONS AND BROKERAGE
|
39
|
PORTFOLIO TURNOVER
|
40
|
PROXY VOTING POLICY
|
41
|
ANTI-MONEY LAUNDERING PROGRAM
|
41
|
PORTFOLIO HOLDINGS INFORMATION | 42 |
DETERMINATION OF NET ASSET VALUE
|
43
|
PURCHASE AND REDEMPTION OF FUND SHARES
|
45
|
FEDERAL INCOME TAX MATTERS
|
46
|
DIVIDENDS AND DISTRIBUTIONS
|
53
|
FUND PERFORMANCE
|
54
|
GENERAL INFORMATION
|
54
|
FINANCIAL STATEMENTS
|
56
|
APPENDIX A
|
57
|
APPENDIX B
|
64
|
|
·
|
The Fund may own an unlimited amount of the securities of any registered open-end fund or registered unit investment trust that is affiliated with the Fund, so long as any such Underlying Fund has a policy that prohibits it from acquiring any securities of registered open-end funds or registered unit investment trusts in reliance on certain sections of the 1940 Act.
|
|
·
|
The Fund and its “affiliated persons” may own up to 3% of an unaffiliated fund’s voting securities, subject to the following restrictions:
|
|
•
|
the Fund and the Underlying Fund, in the aggregate, may not charge a sales load greater than the limits set forth in Rule 2830(d)(3) of the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”) applicable to funds of funds;
|
|
•
|
the Underlying Fund is not obligated to redeem more than 1% of its total outstanding securities during any period less than 30 days; and
|
|
•
|
the purchase or acquisition of the Underlying Fund is made pursuant to an arrangement with the Underlying Fund or its principal underwriter whereby the Fund is obligated either to (i) seek instructions from its shareholders with regard to the voting of all proxies with respect to the Underlying Fund and to vote in accordance with such instructions, or (ii) to vote the shares of the Underlying Fund held by the Fund in the same proportion as the vote of all other shareholders of the Underlying Fund.
|
|
1.
|
Issue senior securities, borrow money or pledge its assets, except that (i) the Fund may borrow from banks in amounts not exceeding one-third of its net assets (including the amount borrowed); and (ii) this restriction shall not prohibit the Fund from engaging in options transactions or short sales and in investing in financial futures and reverse repurchase agreements.
|
2.
|
Act as underwriter, except to the extent the Fund may be deemed to be an underwriter in connection with the sale of securities in its investment portfolio;
|
3.
|
Invest 25% or more of its total assets, calculated at the time of purchase and taken at market value, in any one industry (other than securities issued by the U.S. Government , its agencies and instrumentalities );
|
4.
|
Purchase or sell real estate or interests in real estate or real estate limited partnerships (although the Fund may purchase and sell securities which are secured by real estate and securities of companies which invest or deal in real estate , such as real estate investment trust s (“REITs”);
|
5.
|
Make loans of money, except (a) for purchases of debt securities consistent with the investment policies of the Fund, (b) by engaging in repurchase agreements or, (c) through the loan of portfolio securities in an amount up to 33 1/3% of the Fund’s net assets; or
|
6.
|
Purchase or sell commodities or commodity futures contracts (although the Fund may invest in financial futures and in companies involved in the production, extraction, or processing of agricultural, energy, base metals, precious metals, and other commodity-related products).
|
Name, Address, Year of Birth and Position(s) held with Trust
|
Term of Office
c
and Length of Time Served
|
Principal Occupation During the Past Five Years and Other Affiliations
|
Number of Portfolios in the Fund Complex
Overseen by Trustee
|
Other Directorships Held by the Trustee During the Past Five Years
|
“Independent” Trustees:
|
||||
Charles H. Miller
a
(Born 1947)
Trustee
|
Since November 2007
|
Executive Vice President, Client Management and Development, Access Data Corporation, a Broadridge company, a provider of technology and services to asset management firms (1997-present)
|
53
|
None
|
Ashley Toomey Rabun
a
(born 1952)
Trustee and Chairperson of the Board
|
Since November 2007
|
President and Founder, InvestorReach, Inc. a financial services consulting firm (1996-present)
|
53
|
None
|
William H. Young
a
(born 1950)
Trustee
|
Since November 2007
|
Independent financial services consultant (1996-present); Interim CEO, Unified Fund Services (now Huntington), a mutual fund service provider (2003-2006); Senior Vice President, Oppenheimer Management Company (1983-1996). Board Member Emeritus-NICSA
|
53
|
None
|
Name, Address, Year of Birth and Position(s) held with Trust
|
Term of Office
c
and Length of Time Served
|
Principal Occupation During the Past Five Years and Other Affiliations
|
Number of Portfolios in the Fund Complex
Overseen by Trustee
|
Other Directorships Held by the Trustee During the Past Five Years
|
Interested Trustees:
|
||||
John P. Zader
a †
(born 1961)
Trustee and President
|
Since November 2007 as Trustee and December 2007 as President
|
CEO, UMB Fund Services, Inc., a mutual and hedge fund service provider, and the transfer agent, fund accountant, co-administrator and custodian for the Fund, (2006-present); Consultant to Jefferson Wells International, a provider of professional services for multiple industries, including financial services organizations (2006); Senior Vice President and Chief Financial Officer, U.S. Bancorp Fund Services, LLC, a mutual and hedge fund service provider (1988-2006)
|
53
|
None
|
Eric M. Banhazl
b†
(born 1957)
Trustee and Vice President
|
Since January 2008 as Trustee and December 2007 as Vice President
|
President, Mutual Fund Administration Corp. (2006 – present)
|
53
|
None
|
Officers of the Trust
|
||||
Rita Dam
b
(born 1966)
Treasurer and Assistant Secretary
|
Since December 2007
|
Vice President, Mutual Fund Administration Corp. (2006 – present)
|
N/A
|
N/A
|
Joy Ausili
b
(born 1966)
Secretary and Assistant Treasurer
|
Since December 2007
|
Vice President, Mutual Fund Administration Corp. (2006 – present)
|
N/A
|
N/A
|
Terrance P. Gallagher, CPA, JD
a
(born 1958)
Vice President
|
Since December 2007
|
Executive Vice President, UMB Fund Services, Inc. (2007 – present); Director of Compliance, Unified Fund Services Inc. (2004 – 2007); Partner, The Academy of Financial Services Studies and Precision Marketing Partners (1998 - 2004); Senior Vice President, Chief Financial Officer and Treasurer of AAL Capital Management and The AAL Mutual Funds (1987 - 1998)
|
N/A
|
N/A
|
Robert Tuszynski
a
(born 1959)
Vice President
|
Since March 2010
|
Senior Vice President, Director of Distribution Services, UMB Fund Services, Inc. (2008 – present); Vice President and CCO, CUNA Mutual Fund Group (2004 – 2008)
|
N/A
|
N/A
|
Name, Address, Year of Birth and Position(s) held with Trust
|
Term of Office
c
and Length of Time Served
|
Principal Occupation During the Past Five Years and Other Affiliations
|
Number of Portfolios in the Fund Complex
Overseen by Trustee
|
Other Directorships Held by the Trustee During the Past Five Years
|
Todd Cipperman
b
(born 1966)
Chief Compliance Officer (“CCO”)
|
Since December 2009
|
Founder and Principal, Cipperman & Company/Cipperman Compliance Services (2004 – present)
|
N/A
|
N/A
|
a
|
Address for certain Trustees and certain officers: 803 West Michigan Street, Milwaukee, WI 53233-2301.
|
b
|
Address for Mr. Banhazl, Ms. Ausili and Ms. Dam: 2220 E. Route 66, Suite 226, Glendora, CA 91740. Address for Mr. Cipperman: 500 Swedesford Road, Suite 104, Wayne, PA 19087.
|
c
|
Trustees and officers serve until their successors have been duly elected.
|
†
|
Mr. Zader is an “interested person” of the Trust by virtue of his position with UMB Fund Services, Inc., the transfer agent, fund accountant and co-administrator of the Funds and the Funds’ custodian, UMB Bank, n.a. Mr. Banhazl is deemed to be an “interested person” of the Trust by virtue of his position with Mutual Fund Administration Corp., the Funds’ co-administrator.
|
Aggregate Compensation From each Fund
1
|
Pension or Retirement Benefits Accrued as | Estimated Annual | Total Compensation from Trust | |||||
Name of Person/
Position
|
All Cap Value Fund
|
International All Cap Value Fund
|
International Small Cap Value Fund
|
Global Value Fund
|
Strategic Income Fund*
|
Part of Fund’s Expenses
|
Benefits Upon Retirement
|
( 42 funds) Paid to Trustees
1
|
Independent Trustees
|
||||||||
Charles H. Miller,
Trustee and Valuation Committee Chair
|
$ 1,842
|
$ 1,763
|
$ 1,855
|
$ 1,785
|
N/A
|
None
|
None
|
$ 74,000
|
Ashley Toomey Rabun, Trustee and Chairperson
|
$ 1,842
|
$ 1,763
|
$ 1,855
|
$ 1,785
|
N/A
|
None
|
None
|
$ 75,000
|
William H. Young,
Trustee and Audit Committee Chair
|
$ 1,842
|
$ 1,763
|
$ 1,855
|
$ 1,785
|
N/A
|
None
|
None
|
$ 75,000
|
1
|
For the fiscal year ending October 31, 2012 .
|
*
|
Strategic Income Fund commenced operations on December 31, 2012.
|
|
·
|
Ms. Rabun has substantial senior executive experience in mutual fund marketing and distribution and serving in senior executive and board positions with mutual funds, including multiple series trusts similar to the Trust.
|
|
·
|
Mr. Miller has significant senior executive experience with respect to marketing and distribution of mutual funds, including multiple series trusts similar to the Trust.
|
|
·
|
Mr. Young has broad senior executive experience with respect to the operations and management of mutual funds and administrative service providers, including multiple series trusts similar to the Trust.
|
|
·
|
Mr. Banhazl has significant experience serving in senior executive and board positions for mutual funds and with respect to the organization and operation of mutual funds and multiple series trusts similar to the Trust.
|
|
·
|
Mr. Zader has substantial experience serving in senior executive positions at mutual fund administrative service providers.
|
|
·
|
The function of the Audit Committee, with respect to each series of the Trust, is to review the scope and results of the Trust’s annual audit and any matters bearing on the audit or the Fund’s financial statements and to assist the Board’s oversight of the integrity of the Fund’s pricing and financial reporting. The Audit Committee is comprised of all of the Independent Trustees and is chaired by Mr. Young. It does not include any Interested Trustees. The Audit Committee met two times during the fiscal year ended October 31, 2012 with respect to the Funds.
|
|
·
|
The Derivatives Committee reviews the types of investments in derivatives made by various series of the Trust. The Derivatives Committee conducts meetings periodically in order to inform the Board of Trustees about various series’ derivatives positions, related valuation issues and such other matters related to derivatives as the Committee determines. The Derivatives Committee is comprised of Messrs. Young and Miller and is chaired by Mr. Young. The Derivatives Committee meets as needed.
|
|
·
|
The Nominating Committee is responsible for seeking and reviewing candidates for consideration as nominees for Trustees as it considers necessary from time to time but at least annually . The Nominating Committee will consider nominees properly recommended by the Trust’s shareholders. Shareholders who wish to recommend a nominee should send nominations that include, among other things, biographical data and the qualifications of the proposed nominee to the Trust’s Secretary. The Independent Trustees comprise the Nominating Committee, and the Committee is chaired by Mr. Miller. The Nominating Committee did not me e t during the fiscal year ended October 31, 201
2.
|
|
·
|
The function of the Valuation Committee is to value securities held by any series of the Trust for which current and reliable market quotations are not readily available. Such securities are valued at their respective fair values as determined in good faith by the Valuation Committee and the actions of the Valuation Committee are subsequently reviewed by the Board. The Valuation Committee meets as needed. The Valuation Committee is comprised of all the Trustees and is chaired by Mr. Miller, but action may be taken by any one of the Trustees. T he Valuation Committee met four time s with respect to the International Small Cap Value Fund and Global Value Fund.
|
Name of Trustee
|
Dollar Range of Equity Securities in the Fund
(None, $1-$10,000, $10,001-$50,000, $50,001-$100,000, Over $100,000)
|
Aggregate Dollar Range of Equity Securities in all Registered Investment Companies Overseen by Trustee in Family of Investment Companies
|
Charles H. Miller, Independent Trustee
|
None
|
$1-$10,000
|
Ashley Toomey Rabun, Independent Trustee
|
None
|
None
|
William H. Young, Independent Trustee
|
None
|
$1-$10,000
|
John P. Zader, Interested Trustee
|
None
|
None
|
Eric M. Banhazl, Interested Trustee
|
None
|
$10,001-$50,000
|
Fund
|
Shareholder
|
Percentage of Total Outstanding
Shares of Fund as of January 31, 2013
|
All Cap Value Fund
|
Eva Valley-MAI LLC
Chicago, IL 60603
|
52.58%
|
Wells Fargo Bank NA
Charlotte, NC 28288
|
8.04%
|
|
International All Cap Value Fund
|
Pershing LLC
Jersey City, NJ 07303
|
33.39%
|
Charles Schwab & Co, Inc.
San Francisco, CA 94104
|
24.90%
|
|
Advisory Research, Inc.
Chicago, IL 60601
|
16.99%
|
|
International Small Cap Value Fund
|
Northern Trust Company
Chicago, IL 60675
|
22.28%
|
Bank of America NA
Dallas, TX 75283
|
18.16%
|
|
Eva Valley-MAI LLC
Chicago, IL 60603
|
15.78%
|
|
Pershing LLC
Jersey City, NJ 07303
|
10.35%
|
|
Global Value Fund
|
Pershing LLC
Jersey City, NJ 07303
|
37.16%
|
Charles Schwab & Co, Inc.
San Francisco, CA 94104
|
13.30%
|
|
Strategic Income Fund
|
Eva Valley-MAI LLC
Chicago, IL 60603
|
38.18%
|
Pershing LLC
Jersey City, NJ 07303
|
15.02%
|
|
Advisory Fees Accrued
|
Advisory Fees Waived
|
Advisory Fee Retained
|
For the Fiscal Year Ended October 31, 2012
|
|||
All Cap Value Fund
|
$350,845
|
$ 109,215
|
$241,630
|
International All Cap Value Fund
|
$13,190
|
$ 13,190
|
$0
|
International Small Cap Value Fund
|
$389,855
|
$ 100,922
|
$288,933
|
Global Value Fund
|
$108,189
|
$ 108,189
|
$0
|
Strategic Income Fund**
|
n/a
|
n/a
|
n/a
|
For the Fiscal Year Ended October 31, 2011
|
|||
All Cap Value Fund
|
$145,706
|
$130,836
|
$14,870
|
International All Cap Value Fund
|
$5,165
|
$5,165
|
$0
|
International Small Cap Value Fund
|
$303,708
|
$148,466
|
$155,242
|
Global Value Fund
|
$102,633
|
$102,633
|
$0
|
For the Fiscal Year Ended October 31, 2010*
|
|||
All Cap Value Fund
|
$53,733
|
$53,733
|
$0
|
International All Cap Value Fund
|
$0
|
$0
|
$0
|
International Small Cap Value Fund
|
$88,673
|
$88,673
|
$0
|
Global Value Fund
|
$15,480
|
$15,480
|
$0
|
*
|
The All Cap Value Fund, International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund commenced operations on November 16, 2009, May 2, 2011, March 31, 2010 and July 30, 2010, respectively.
|
**
|
The Strategic Income Fund commenced operations on December 31, 2012.
|
Brien M. O’Brien
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
James M. Langer
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Jonathan P. Brodsky
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Drew Edwards
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Marco P. Priani
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Matthew K. Swaim
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Bruce M. Zessar
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Matthew W. Dougherty
|
||||
With Advisory Fee Based on Performance
|
||||
Type of Account
|
Number of
Accounts
|
Total Assets in
Accounts Managed
(in millions)
|
Number of
Accounts
|
Total
Assets
(in millions)
|
Registered investment companies
|
3
|
$ 178.0
|
0
|
$ --
|
Other pooled investment vehicles
|
15
|
784.5
|
3
|
196.9
|
Other advisory accounts
|
817
|
5,086.6
|
5
|
263.4
|
Name of Portfolio Manager
|
Dollar Range of Securities in the Funds
(A: None, B: $1-$10,000, C: $10,001-$50,000, D: $50,001-$100,000,
E: $100,001 - $500,000, F: $500,001 - $1,000,000, G: Over $1,000,000
|
||||
All Cap Value Fund
|
International All Cap Value Fund
|
International Small Cap Value Fund
|
Global Value Fund
|
Strategic Income Fund*
|
|
Brien M. O’Brien
|
E
|
C
|
E
|
F
|
B
|
James M. Langer
|
D
|
A
|
A
|
E
|
A
|
Jonathan P. Brodsky
|
A
|
D
|
D
|
C
|
A
|
Drew Edwards
|
A
|
A
|
E
|
E
|
A
|
Marco P. Priani
|
B
|
C
|
E
|
E
|
A
|
Matthew K. Swaim
|
E
|
A
|
C
|
E
|
A
|
Bruce M. Zessar
|
E
|
A
|
A
|
A
|
C
|
Matthew W. Dougherty
|
A
|
A
|
C
|
A
|
A
|
*
|
Strategic Income Fund commenced operations on December 31, 2012.
|
Net Assets
|
Rate
|
First $150 million
|
0.10%
|
Next $100 million
|
0.08%
|
Thereafter
|
0.05%
|
Fiscal Year Ended
|
|||
October 31, 2012
|
October 31, 2011
|
October 31, 2010*
|
|
All Cap Value Fund
|
$39,577
|
$35,000
|
$32,603
|
International All Cap Value Fund
|
$36,824
|
$16,953
|
$0
|
International Small Cap Value Fund
|
$46,065
|
$36,000
|
$19,934
|
Global Value Fund
|
$37,437
|
$35,000
|
$8,477
|
Strategic Income Fund**
|
N/A
|
N/A
|
N/A
|
*
|
The All Cap Value Fund, International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund commenced operations on November 16, 2009, May 2, 2011, March 31, 2010 and July 30, 2010, respectively.
|
**
|
The Strategic Income Fund commenced operations on December 31, 2012.
|
|
Broker Commissions
|
Soft Dollar
|
For the Fiscal Year Ended October 31, 2012
|
||
All Cap Value Fund
|
$14,065
|
$5,920
|
International All Cap Value Fund
|
$2,39 5
|
$383
|
International Small Cap Value Fund
|
$77,17 7
|
$16,520
|
Global Value Fund
|
$14,000
|
$700
|
Strategic Income Fund**
|
N/A
|
N/A
|
For the Fiscal Year Ended October 31, 2011
|
||
All Cap Value Fund
|
$25,512
|
$18,565
|
International All Cap Value Fund
|
$3,305
|
$273
|
International Small Cap Value Fund
|
$53,840
|
$689
|
Global Value Fund
|
$30,604
|
$8,688
|
For the Fiscal Year Ended October 31, 2010*
|
||
All Cap Value Fund
|
$12,992
|
$2,254
|
International All Cap Value Fund
|
$0
|
$0
|
International Small Cap Value Fund
|
$57,468
|
$285
|
Global Value Fund
|
$6,734
|
$1,495
|
*
|
The All Cap Value Fund, International All Cap Value Fund, International Small Cap Value Fund and Global Value Fund commenced operations on November 16, 2009, May 2, 2011, March 31, 2010 and July 30, 2010, respectively.
|
**
|
The Strategic Income Fund commenced operations on December 31, 2012.
|
|
|
|
|
Fiscal Year Ended
|
|
October 31, 2012
|
October 31, 2011
|
|
All Cap Value Fund
|
20%
|
17.77%
|
International All Cap Value Fund
|
37%
|
7.87%
|
International Small Cap Value Fund
|
31%
|
29.57%
|
Global Value Fund
|
37%
|
75.93%
|
Strategic Income Fund*
|
N/A
|
N/A
|
*
|
The Strategic Income Fund commenced operations on December 31, 2012.
|
Net Assets
|
=
|
NAV
|
Shares Outstanding
|
$ 36,752,317
|
=
|
$ 12.84
|
2,861,816
|
$ 1,619,469
|
=
|
$ 8.82
|
183,716
|
$ 48,647,493
|
=
|
$ 10.48
|
4,640,041
|
$ 11,943,182
|
=
|
$ 11.44
|
1,043,584
|
|
1.
|
Likelihood of default-capacity and willingness of the obligor as to the timely payment of interest and repayment of principal in accordance with the terms of the obligation;
|
|
2.
|
Nature of and provisions of the obligation; and
|
|
3.
|
Protection afforded by, and relative position of, the obligation in the event of bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors' rights.
|
AAA
|
Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay interest and repay principal is extremely strong.
|
AA
|
Debt rated "AA" has a very strong capacity to pay interest and repay principal and differs from the highest rated issues only in small degree.
|
A
|
Debt rated "A" has a strong capacity to pay interest and repay principal although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher rated categories.
|
BBB
|
Debt rated "BBB" is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher rated categories.
|
BB
|
Debt rated "BB" has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. The "BB" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "BBB" rating.
|
B
|
Debt rated "B" has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The "B" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "BB" or "BB" rating.
|
CCC
|
Debt rated "CCC" has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. The "CCC" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "B" or "B" rating.
|
CC
|
The rating "CC" typically is applied to debt subordinated to senior debt that is assigned an actual or implied "CCC" debt rating.
|
C
|
The rating "C" typically is applied to debt subordinated to senior debt which is assigned an actual or implied "CCC" debt rating. The "C" rating may be used to cover a situation where a bankruptcy petition has been filed, but debt service payments are continued.
|
D
|
Debt rated "D" is in payment default. The "D" rating category is used when interest payments or principal payments are not made on the date due even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period. The "D" rating also will be used upon the filing of a bankruptcy petition if debt service payments are jeopardized.
|
r
|
The letter "r" is attached to highlight derivative, hybrid, and certain other obligations that S&P believes may experience high volatility or high variability in expected returns due to non-credit risks. Examples of such obligations are: securities who's principal or interest return is indexed to equities, commodities, or currencies; certain swaps and options; and interest only and principal only mortgage securities. The absence of an "r" symbol should not be taken as an indication that an obligation will exhibit no volatility or variability in total return.
|
L
|
The letter "L" indicates that the rating pertains to the principal amount of those bonds to the extent that the underlying deposit collateral is Federally insured by the Federal Savings & Loan Insurance Corporation or the Federal Deposit Insurance Corporation* In the case of certificates of deposit the letter "L" indicates that the deposit, combined with other deposits being held in the same right and capacity will be honored for principal and accrued pre-default interest up to the Federal insurance limits within 30 days after closing of the insured institution or, in the event that the deposit is assumed by a successor insured institution, upon maturity.
|
NR
|
Indicates no rating has been requested, that there is insufficient information on which to base a rating, or that S&P does not rate a particular type of obligation as a matter of policy.
|
A-1
|
This highest category indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.
|
A-2
|
Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated "A-1."
|
A-3
|
Issues carrying this designation have adequate capacity for timely payment. They are, however, somewhat more vulnerable to the adverse effects of changes in circumstances than obligations carrying the higher designations.
|
B
|
Issues rated "B" are regarded as having only speculative capacity for timely payment.
|
C
|
This rating is as signed to short-term debt obligations with a doubtful capacity for payment.
|
D
|
Debt rated "D" is in payment default. The "D" rating category is used when interest payments or principal Payments are not made on the date due, even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period.
|
AAA
|
This is the highest rating that may be assigned to a preferred stock issue and indicates an extremely strong capacity to pay the preferred stock obligations.
|
AA
|
A preferred stock issue rated AA also qualifies as a high quality fixed income security. The capacity to pay preferred stock obligations is very strong, although not as overwhelming as for issues rated AAA.
|
A
|
An issue rated A is backed by a sound capacity to pay the preferred stock obligations, although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions.
|
BBB
|
An issue rated BBB is regarded as backed by an adequate capacity to pay preferred stock obligations. Although it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to make payments for preferred stock in this category for issues in the A category.
|
BB
|
As issue rated BB is regarded, on balance, as predominantly speculative with respect to the issuer's capacity to pay the preferred stock obligation. While such issues will likely have some quality and protective characteristics, they are outweighed by large uncertainties or major risk exposures to adverse conditions.
|
Aaa
|
Bonds are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the Fundamentally strong position of such issuer.
|
Aa
|
Bonds are judged to be of high quality by all standards. Together with the "Aaa" group they comprise what are generally known as high-grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in "Aaa" securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in "Aaa" securities.
|
A
|
Bonds possess many favorable investment attributes and are to be considered as upper medium-grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment sometime in the future.
|
Baa
|
Bonds considered medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.
|
Ba,
|
B, Caa, Ca, and C Bonds that possess one of these ratings provide questionable protection of interest and principal ("Ba" indicates some speculative elements; "B" indicates a general lack of characteristics of desirable investment; "Caa" represents a poor standing; "Ca" represents obligations which are speculative in a high degree; and "C" represents the lowest rated class of bonds). "Caa," "Ca" and "C" bonds may be in default.
|
(P)
|
When applied to forward delivery bonds, indicates that the rating is provisional pending delivery of the bonds. The rating may be revised prior to delivery if changes occur in the legal documents or the underlying credit quality of the bonds.
|
MIG 1/VMIG 1
|
This designation denotes best quality. There is present strong protection by established cash flows, superior liquidity support or demonstrated broad based access to the market for refinancing.
|
MIG 2/VMIG 2
|
This designation denotes high quality. Margins of protection are ample although not so large as in the preceding group.
|
MIG 3/VMIG 3
|
This designation denotes favorable quality. All security elements are accounted for but there is lacking the undeniable strength of the preceding grades. Liquidity and cash flow protection may be narrow and market access for refinancing is likely to be less well-established.
|
MIG 4/VMIG 4
|
This designation denotes adequate quality. Protection commonly regarded as required of an investment security is present and although not distinctly or predominantly speculative, there is specific risk.
|
S.G.
|
This designation denotes speculative quality. Debt instruments in this category lack margins of protection.
|
|
-
|
Leading market positions in well-established industries.
|
|
-
|
High rates of return on Funds employed.
|
|
-
|
Conservative capitalization structures with moderate reliance on debt and ample asset protection.
|
|
-
|
Broad margins in earnings coverage of fixed financial charges and high internal cash generation.
|
|
-
|
Well-established access to a range of financial markets and assured sources of alternate liquidity.
|
aaa
|
Preferred stocks which are rated "aaa" are considered to be top quality. This rating indicates good asset protection and the least risk of dividend impairment within the universe of preferred stocks.
|
aa
|
Preferred stocks which are rated "aa" are considered to be high grade. This rating indicates that there is reasonable assurance that earnings and asset protection will remain relatively well maintained in the foreseeable future.
|
a
|
Preferred stocks which are rated "a" are considered to be upper-medium grade. While risks are judged to be somewhat greater than in the "aaa" and "aa" classifications, earnings and asset protection are, nevertheless, expected to be maintained at adequate levels.
|
baa
|
Preferred stocks which are rated "baa" are judged lover-medium grade, neither highly protected nor poorly secured. Earnings and asset protection appear adequate at present but may be questionable over any great length of time.
|
ba
|
Preferred stocks which are rated "ba" are considered to have speculative elements and their future cannot be considered well assured. Earnings and asset protection may be very moderate and not well safeguarded during adverse periods. Uncertainty of position characterizes preferred stocks in this class.
|
|
·
|
Board Accountability
: Practices that promote accountability include: transparency into a company’s governance practices; annual board elections; and providing shareholders the ability to remove problematic directors and to vote on takeover defenses or other charter/bylaw amendments. These practices help reduce the opportunity for management entrenchment.
|
|
·
|
Board Responsiveness
: Directors should be responsive to shareholders, particularly in regard to shareholder proposals that receive a majority vote and to tender offers where a majority of shares are tendered. Furthermore, shareholders should expect directors to devote sufficient time and resources to oversight of the company.
|
|
·
|
Director Independence
: Without independence from management, the board may be unwilling or unable to effectively set company strategy and scrutinize performance or executive compensation.
|
|
·
|
Director Competence
: Companies should seek directors who can add value to the board through specific skills or expertise and who can devote sufficient time and commitment to serve effectively. While directors should not be constrained by arbitrary limits such as age or term limits, directors who are unable to attend board and committee meetings and/or who are overextended (i.e. serving on too many boards) raise concern on the director’s ability to effectively serve in shareholders’ best interests.
|
|
·
|
reasonableness of valuation;
|
|
·
|
market reaction to the proposed deal;
|
|
·
|
strategic rationale for the proposed transaction including management’s track record of successful integration of historical acquisitions;
|
|
·
|
fairness of the negotiations and process including the comprehensiveness of the sales process (e.g., full auction, partial auction, no auction);
|
|
·
|
conflicts of interest such as whether or not insiders are benefiting from the transaction disproportionately as compared to non-insider shareholders; and
|
|
·
|
governance factors such as whether the combined company will have a better or worse governance profile than the current governance profiles of the respective parties to the transaction.
|
|
·
|
Case by Case
on management proposals on poison pill ratification, focusing on the features of the shareholder rights plan, and FOR shareholder proposals requesting that the company submit its poison pill to a shareholder vote or redeem it unless the company has: (1) a shareholder approved poison pill in place; or (2) the company has adopted a policy concerning the adoption of a pill in the future in certain situations.
|
|
·
|
Against
proposals that increase authorized common stock for the explicit purpose of implementing a non-shareholder-approved shareholder rights plan (poison pill).
|
|
·
|
Against
proposals giving the board exclusive authority to amend the bylaws and
For
proposals giving the board the ability to amend the bylaws in addition to shareholders.
|
|
·
|
Evaluate executive pay and practices, as well as certain aspects of outside director compensation on a
Case-by-Case
basis. Underlying all evaluations are five global principles that most investors expect corporations to adhere to in designing and administering executive and director compensation programs: (1) maintain appropriate pay-for-performance alignment, with emphasis on long-term shareholder value; (2) avoid arrangements that risk “pay for failure”; (3) maintain an independent and effective compensation committee; (4) provide shareholders with clear, comprehensive compensation disclosures; and (5) avoid inappropriate pay to non-executive directors
|
|
·
|
Vote
Against
management say on pay (MSOP) proposals,
Against/Withhold
on compensation committee members (or in rare cases where the full board is deemed responsible, all directors including the CEO), and/or
Against
an equity-based incentive plan proposal if:
|
|
o
|
There is a misalignment between CEO pay and company performance (pay for performance);
|
|
o
|
The company maintains problematic pay practices;
|
|
o
|
The board exhibits poor communication and responsiveness to shareholders.
|
|
·
|
Generally, vote
For
shareholder proposals seeking additional disclosure of executive and director pay information, provided the information requested is relevant to shareholders' needs, would not put the company at a competitive disadvantage relative to its industry, and is not unduly burdensome to the company.
|
|
·
|
Whether adoption of the proposal is likely to enhance or protect shareholder value; whether the information requested concerns business issues that relate to a meaningful percentage of the company's business as measured by sales, assets, and earnings; and the degree to which the company's stated position on the issues raised in the proposal could affect its reputation or sales, or leave it vulnerable to a boycott or selective purchasing;
|
|
·
|
Whether the issues presented are more appropriately/effectively dealt with through governmental or company-specific action; whether the company has already responded in some appropriate manner to the request embodied in the proposal; and whether the company's analysis and voting recommendation to shareholders are persuasive;
|
|
·
|
What other companies have done in response to the issue addressed in the proposal; whether the proposal itself is well framed and the cost of preparing the report is reasonable; and whether implementation of the proposal’s request would achieve the proposal’s objectives;
|
|
·
|
Whether the subject of the proposal is best left to the discretion of the board; whether the requested information is available to shareholders either from the company or from a publicly available source; and whether providing this information would reveal proprietary or confidential information that would place the company at a competitive disadvantage.
|
ITEM 28.
|
EXHIBITS
|
|
(a)
|
(1) Agreement and Declaration of Trust of Registrant
(1)
|
(*)
|
Filed herewith.
|
ITEM 29.
|
PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE FUND
|
ITEM 30
|
INDEMNIFICATION
|
ITEM 31.
|
BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISER
|
ITEM 32.
|
IMST DISTRIBUTORS, LLC –
Effective January 1, 2013
|
|
(a)
|
IMST Distributors, LLC (the “Distributor”) serves as principal underwriter for the following investment company registered under the Investment Company Act of 1940, as amended:
|
|
1.
|
Investment Managers Series Trust
|
|
(b)
|
The following are the Officers and Managers of the Distributor. The Distributor’s main business address is Three Canal Plaza, Suite 100, Portland, Maine 04101.
|
Name
|
Address
|
Position with Underwriter
|
Position with Registrant
|
Mark A. Fairbanks
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
President and Manager
|
None
|
Richard J. Berthy
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
Vice President, Treasurer and Manager
|
None
|
Meredith F. Henning
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
Vice President and Chief Compliance Officer
|
None
|
Lisa S. Clifford
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
Vice President and Managing Director of Compliance
|
None
|
Jennifer E. Hoopes
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
Secretary
|
None
|
Nishant Bhatnagar
|
Three Canal Plaza, Suite 100, Portland, ME 04101
|
Assistant Secretary
|
None
|
|
(c)
|
Not applicable.
|
ITEM 33.
|
LOCATION OF ACCOUNTS AND RECORDS.
|
Records Relating to:
|
Are located at:
|
Registrant’s Transfer Agent, Fund Accountant and Co-Administrator
|
UMB Fund Services, Inc.
803 W. Michigan Street
Milwaukee, WI 53233
|
Registrant’s Co-Administrator
|
Mutual Fund Administration Corporation
2220 E. Route 66, Suite 226
Glendora, California 91740
|
Registrant’s Custodian
|
UMB Bank, n.a.
928 Grand Boulevard, 5
th
Floor
Kansas City, Missouri, 64106
|
Registrant’s Investment Adviser
|
Advisory Research, Inc.
Two Prudential Plaza
180 N. Stetson Ave. Suite 5500
Chicago, IL 60601
|
Registrant’s Distributor
|
IMST Distributors, LLC
Three Canal Plaza, Suite 100
Portland, Maine 04101
|
ITEM 34.
|
MANAGEMENT SERVICES
|
ITEM 35.
|
UNDERTAKINGS
|
INVESTMENT MANAGERS SERIES TRUST
|
|||
By:
|
/s/ John P. Zader
|
||
John P. Zader, President
|
Signature
|
Title
|
|
†
|
||
Ashley Toomey Rabun
|
Trustee
|
|
†
|
||
William H. Young
|
Trustee
|
|
†
|
||
Charles H. Miller
|
Trustee
|
|
/s/ John P. Zader
|
||
John P. Zader
|
Trustee and President
|
|
†
|
||
Eric M. Banhazl
/s/ Rita Dam
|
Trustee and Vice President
|
|
Rita Dam
|
Treasurer and Principal Financial and Accounting Officer
|
†
By
|
/s/Rita Dam
|
Exhibit
|
Exhibit No.
|
Consent of Independent Registered Public Accounting Firm
|
EX99.j
|
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