ATAC
Rotation Fund
Investor
Class (ATACX )
Institutional
Class (ATCIX )
Prospectus
The
SEC
has not approved or disapproved these securities or passed upon the adequacy of
this Prospectus. Any representation to the contrary is a criminal
offense.
ATAC
Rotation Fund
Series
of Managed Portfolio Series (the “Trust”)
TABLE
OF CONTENTS
| Summary Section | |||||
| Investment Objective, Strategies, Risks and Disclosure of Portfolio Holdings | |||||
| Management of the Fund | |||||
| Shareholder Information | |||||
| Distribution of Fund Shares | |||||
| Financial Highlights | |||||
The
ATAC Rotation Fund (the “Fund”) seeks to achieve absolute positive returns over
time.
This
table describes the fees and expenses that you may pay if you buy, hold, and
sell shares of the Fund. You may pay other fees, such as brokerage commissions
and other fees to financial intermediaries, which are not reflected in the table
and example below.
Shareholder
Fees
(fees
paid directly from your investment) |
Investor Class | Institutional Class | ||||||
|
Maximum
Sales Charge (Load) Imposed on Purchases |
||||||||
|
Maximum
Deferred Sales Charge (Load) |
||||||||
Annual
Fund Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
||||||||
| Management Fees | ||||||||
| Distribution and Service (Rule 12b-1) Fee | ||||||||
| Other Expenses | ||||||||
| Interest Expense | ||||||||
| All Other Expenses | ||||||||
| Total Other Expenses | ||||||||
|
Acquired
Fund Fees and Expenses(1) |
||||||||
| Total Annual Fund Operating Expenses | ||||||||
|
Less:
Fee Waiver
(2) |
- |
- | ||||||
|
Total
Annual Fund Operating Expenses After Fee Waiver
(1)(2) |
||||||||
(1) The Total Annual
Fund Operating Expenses After Fee Waiver does not correlate to the ratios of
expenses to average net assets included in the Financial Highlights section of
the Fund’s Statutory Prospectus, which reflects the operating expenses of the
Fund and does not include acquired fund fees and expenses
(“AFFE”).
(2) Tidal Investments
LLC (the “Adviser”) has contractually agreed to waive a portion or all of its
management fees and reimburse Fund expenses, in order to ensure that Total
Annual Fund Operating Expenses (excluding certain expenses such as taxes,
leverage interest, interest expense, dividends paid on short sales, brokerage
commissions, AFFE, or extraordinary expenses) do not exceed 1.74% of the average
daily net assets of the Fund’s Investor Class shares and do not exceed 1.49% of
the average daily net assets of the Fund’s Institutional Class shares. Fees
waived and expenses paid by the Adviser may be recouped by the Adviser for a
period of 36 months following the month during which such fee waiver and expense
payment was made if such recoupment can be achieved without exceeding the
expense limit in effect at the time the fee waiver and expense payment occurred
and the expense limit in place at the time of recoupment. The Operating Expenses
Limitation Agreement is indefinite, but cannot be terminated through at least
December 29,
2024 . Thereafter, the agreement may be terminated at any time
upon 60 days’ written notice by the Trust’s Board of Trustees (the “Board”) or
the Adviser, with the consent of the Board.
1
| One Year | Three Years | Five Years | Ten Years | |||||||||||
| Investor Class | $ |
$ |
$ |
$ | ||||||||||
| Institutional Class | $ |
$ |
$ |
$ | ||||||||||
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
the annual fund operating expenses or in the Example, affect the Fund’s
performance. During the most recent fiscal year, the Fund’s portfolio turnover
rate was 2,259 % of the average value of its
portfolio.
To
achieve the Fund’s investment objective, the Adviser invests the Fund’s assets
primarily in shares of a diversified portfolio of exchange-traded funds (“ETFs”)
that track various indices or multiples thereof, sometimes referred to in this
Prospectus as “Underlying ETFs.” These indices may track the performance of the
equity and/or fixed income markets, in general, or the performance of specific
sectors (e.g.,
a large grouping of companies operating within the market that share similar
characteristics) or market segments (e.g.,
large, medium, or small capitalization domestic and/or foreign companies,
including those in emerging markets). The Fund may also invest in ETFs that seek
to achieve returns on a daily or monthly basis that are a multiple of the
returns of the target index through the utilization of leveraging techniques.
The Fund may also invest in exchange-traded notes (“ETNs”). ETNs are debt
obligations typically issued by investment banks that are traded on exchanges
and whose returns are linked to the performance of market indices.
The
Adviser intends to invest in Underlying ETFs that correspond to one or more
asset classes. The Underlying ETFs may hold equity securities (e.g.,
common and preferred stock) of small, medium and large capitalization domestic
or foreign companies, which may include companies located in emerging markets.
Underlying ETFs may also hold fixed income securities such as government and
corporate bonds issued by a variety of domestic and foreign entities. These
fixed income securities may have varying maturities (e.g.,
short-term, intermediate or long-term) and credit qualities (e.g.,
high quality, investment grade or below investment grade, also known as “junk
bonds”). The Fund, however, reserves the right to invest all of its assets in
any one asset class depending upon market conditions. When investing in
Underlying ETFs that track multiples of various indices, the Fund limits its
investments in such Underlying ETFs to 25% of total assets at the time of
purchase. Additionally, the Fund may utilize leverage as part of the portfolio
management process through investing in Underlying ETFs that utilize leveraging
techniques. The Fund may invest in underlying funds that utilize futures
contracts, options on futures contracts, securities and indices, forward
contracts, swap agreements and similar instruments. Additionally, the Fund may
utilize leverage (i.e.,
borrow against a line of credit) as part of the portfolio management
process.
The
Adviser’s proprietary investment approach is designed to target various segments
of the investable landscape by allocating primarily between equities and bonds
depending on the potential for near-term stock market volatility as signaled
through inter-market trends and relative prices. When indicators suggest equity
volatility is likely to fall, stocks tend to outperform bonds, and when
indicators suggest equity volatility is likely to rise, bonds tend to outperform
stocks. The Adviser’s approach allocates into equities, or bonds based on these
historical observations and attempts to identify specific areas within each
asset class which have the near-term potential to outperform. The Adviser uses
quantitative signals that help to identify the ETFs in which to position the
Fund’s portfolio. Using ETFs allows for liquid and timely exposure to desired
markets and provides the Fund with the ability to reposition holdings in dynamic
investing environments.
Quantitative
signals include relative momentum as measured by price movement, strength of the
opportunity set defined as equities and bonds, and the firm’s proprietary
combination of historically proven leading indicators of stock market
volatility, as discovered through internal
research.
2
The
Fund can make aggressive moves into or out of any particular asset class on a
short-term basis and, as a result, the Adviser expects that the Fund will have a
high portfolio turnover rate. The Adviser anticipates that the Fund’s portfolio
turnover could exceed 2,000% on an annual basis, depending on market conditions.
Because the Fund pays transaction costs, such as commissions, when it buys and
sells ETFs, a higher portfolio turnover rate may result in higher transaction
costs and, when Fund shares are held in a taxable account, in higher taxes.
These costs, which are not reflected in the Annual Fund Operating Expenses or in
the Example above, affect the Fund’s performance.
The
use of leverage may magnify the effect of any decrease or increase in the value
of the Fund's portfolio securities. The use of leverage may also cause the Fund
to liquidate portfolio positions when it would not be advantageous to do so in
order to satisfy its obligations.
Before
investing in the Fund, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested, and the amount
of risk you are willing to take. An investment in the Fund is not a deposit
of a bank and is not insured or guaranteed by the Federal Deposit Insurance
Corporation ("FDIC") or any other governmental agency.
Remember, in addition to possibly not achieving your
investment goals, you
could lose all or a portion of your investment in the Fund over short or even
long periods of time . Because the Adviser invests Fund assets primarily
in underlying funds, the Fund is subject to the risks associated with the
underlying funds in which it invests. The principal risks of investing in the
Fund and the underlying funds are:
General
Market Risk. The
Fund’s net asset value (“NAV”) and investment return will fluctuate based upon
changes in the value of its portfolio securities. Certain securities selected
for the Fund’s portfolio may be worth less than the price originally paid for
them, or less than they were worth at an earlier
time.
Management
Risk. The
Fund may not meet its investment objective or may underperform the market or
other mutual funds with similar strategies if the Adviser cannot successfully
implement the Fund’s investment
strategies.
Asset
Allocation Risk.
The Fund’s allocation among Underlying ETFs with various asset classes and
investments may not produce the desired
results.
Limited
Holdings Risk. The
Fund may invest in a single or small number of Underlying ETFs, which may result
in increased volatility.
Portfolio
Turnover Risk.
A high portfolio turnover rate (100% or more) has the potential to result in the
realization by the Fund, and the distribution to shareholders, of a greater
amount of capital gains than if the Fund had a low portfolio turnover rate. The
Fund anticipates that its portfolio turnover could exceed 2,000% on an annual
basis depending on market conditions. This may mean that you would likely have a
higher tax liability. Distributions to shareholders of short-term capital gains
are taxed as ordinary income under federal tax laws. When purchasing securities
for the Fund through a broker, high portfolio turnover generally involves
correspondingly greater brokerage commission expenses, which must be borne
directly by the Fund and indirectly by the Fund’s
shareholders.
ETF
Risk.
The market price of the shares of an Underlying ETF will fluctuate based on
changes in the net asset value as well as changes in the supply and demand of
its shares in the secondary market. It is also possible that an active secondary
market for an Underlying ETF’s shares may not develop, and market trading in the
shares of the Underlying ETF may be halted under certain
circumstances.
Underlying
ETFs Expense Risk.
The Underlying ETFs have management and other expenses. The Fund will bear its
pro rata portion of these expenses and therefore the Fund’s expenses may be
higher than if it invested directly in securities.
3
Bond
Market Risk.
These risks apply to the extent the Underlying ETFs hold fixed-income
securities. Interest rate risk is the risk that interest rates may go up
resulting in a decrease in the value of the securities held by the Underlying
ETFs. Prepayment risk is the risk that the issuer of a fixed-income security can
repay principal faster than expected prior to the security’s maturity. Extension
risk is the risk that rising interest rates could cause prepayments of the
obligations to decrease. Maturity risk is the risk that the longer a
fixed-income security’s maturity, the lower its yield and the greater the risk
of volatility. Credit risk is the risk that an issuer will not make timely
payments of principal and interest.
Changes
in market conditions and government policies may lead to periods of heightened
volatility and reduced liquidity in the fixed-income securities market, and
could result in an increase in Fund redemptions. Interest rate changes and their
impact on the Fund and its share price can be sudden and
unpredictable.
Government-Sponsored
Entities Risk.
The Fund invests in Underlying ETFs that hold securities issued or guaranteed by
government-sponsored entities. However, these securities may not be guaranteed
or insured by the U.S. government and may only be supported by the credit of the
issuing agency. No assurance can be given that the U.S. government will provide
financial support to its agencies and authorities if it is not obligated by law
to do so.
High-Yield
Securities Risk.
The fixed-income securities held by Underlying ETFs that are rated below
investment grade (i.e.,
“junk bonds”) are subject to additional risk factors such as increased
possibility of default, illiquidity of the security, and changes in value based
on public perception of the issuer.
Large-Cap,
Mid-Cap and Small-Cap Companies Risk.
An Underlying ETF’s investment in larger companies is subject to the risk that
larger companies are sometimes unable to attain the high growth rates of
successful, smaller companies, especially during extended periods of economic
expansion. Securities of mid-cap and small-cap companies may be more
volatile and less liquid than the securities of large-cap
companies.
Tracking
Risk.
Although an Underlying ETF may seek to match positively or negatively the
returns of an index, the Underlying ETF’s return may not match or achieve a high
degree of correlation with the return of its applicable
index.
Compounding
Risk.
As a result of mathematical compounding and because Underlying ETFs that seek to
achieve returns that are a multiple of the target index often have a single day
investment objective to track the performance of an index or a multiple thereof,
the performance of an Underlying ETF for periods greater than a single day is
likely to be either greater than or less than the index performance, before
accounting for the Underlying ETF’s fees and expenses. Compounding will cause
longer term results to vary from the return of the index, particularly during
periods of higher index volatility.
Aggressive
Investment Technique Risk.
Some of the Underlying ETFs in which the Fund invests may use investment
techniques considered to be aggressive, including using futures contracts,
options on futures contracts, securities and indices, forward contracts, swap
agreements and similar instruments. Because an Underlying ETF’s investment in
financial instruments may involve a small investment relative to the amount of
investment exposure assumed, it may result in losses exceeding the amounts
invested.
4
Emerging
Markets Risk.
Emerging markets are markets of countries in the initial stages of
industrialization and that generally have low per capita income. In addition to
the risks of foreign securities in general, emerging markets are generally more
volatile, have relatively unstable governments, social and legal systems that do
not protect shareholders, economies based on only a few industries and
securities markets that are substantially smaller, less liquid and more volatile
with less government oversight than more developed
countries.
Derivative
Risk.
Some Underlying ETFs may use derivative instruments which derive their value
from the value of an underlying asset, currency or index. The value of
derivatives may rise or fall more rapidly than other investments and it is
possible to lose more than the initial amount
invested.
Leverage
Risk.
Some Underlying ETFs may borrow money for leveraging. Interest expenses may
exceed the income from the assets purchased with such borrowings. While the
interest obligation resulting from borrowing will be fixed (although they may
fluctuate with changing market rates of interest depending on the terms of the
relevant agreement), the NAV per share of the Underlying ETF will tend to
increase more when its portfolio securities increase in value and to decrease
more when its portfolio assets decrease in value than would otherwise be the
case if it did not borrow funds.
Short
Sales Risk.
Underlying ETFs may engage in short sales which could cause an Underlying ETF’s
investment performance to suffer if it is required to close out a short position
earlier than it had intended.
Preferred
Stock Risk. A
preferred stock is a blend of the characteristics of a bond and common stock. It
may offer a higher yield than common stock and has priority over common stock in
equity ownership, but it does not have the seniority of a bond and, unlike
common stock, its participation in the issuer’s growth may be limited. Although
the dividend on a preferred stock may be set at a fixed annual rate, in some
circumstances it may be changed or passed by the issuer. Preferred stock
generally does not confer voting
rights.
ETN
Risk.
The value of an ETN may be influenced by time to maturity, level of supply and
demand for the ETN, volatility and lack of liquidity in the underlying
securities’ markets, changes in the applicable interest rates, changes in the
issuer’s credit rating and economic, legal, political or geographic events that
affect the referenced index. In addition, ETNs are unsecured debt of the issuer
and would lose value if the issuer goes bankrupt.
5
|
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| - | |||||
| One Year | Five Years | Ten
Years |
Since
Inception
( | |||||||||||
| Investor Class Shares | ||||||||||||||
| - |
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| - |
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| - |
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|
Institutional
Class Shares(1) |
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| - |
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- |
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- |
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(1)
Institutional
Class shares commenced operations on March 26, 2018 .
Institutional Class returns shown prior to that date are the returns for the
Investor Class adjusted for the expenses of the Institutional
Class.
6
Management
Investment
Adviser
Tidal
Investments LLC is the Fund’s investment adviser.
Portfolio
Managers
Michael
Gayed, CFA, is Portfolio Manager at Tidal Investments LLC. Mr. Gayed is
responsible for the day-to-day management of the Fund. He has managed the Fund
since its inception in 2012 as an LLC Member and employee of the Predecessor
Adviser prior to May 2020. Michael Venuto, Chief Investment Officer at Tidal, is
the co-Portfolio Manager for the Fund. He has served as co-Portfolio Manager
since May 2020.
Purchase
and Sale of Fund Shares
You
may purchase or redeem Fund shares on any day that the New York Stock Exchange
(“NYSE”) is open for business by written request via mail (ATAC Rotation Fund,
c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, Wisconsin
53201-0701), by contacting the Fund by telephone at 855-ATACFUND (855-282-2386)
or through a financial intermediary. You many also purchase or redeem Fund
shares by wire transfer. The minimum initial and subsequent investment amounts
for each share class are shown below.
| Minimum Initial Investment | Subsequent Minimum Investment | |||||||
| Institutional Class | $25,000 | $100 | ||||||
| Investor Class | $2,500 | $100 | ||||||
Tax
Information
The
Fund’s distributions are generally taxable, and will be taxed as ordinary income
or capital gains, unless you are a tax-exempt organization or are investing
through a tax-advantaged arrangement such as a 401(k) plan or IRA. Distributions
on investments made through tax-advantaged arrangements may be taxed as ordinary
income when withdrawn from those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase Fund shares through a broker-dealer or other financial intermediary
(such as a bank or financial advisor), the Fund and/or its Adviser may pay the
intermediary for the sale of Fund shares and related services. These payments
may create conflicts of interest by influencing the broker-dealer or other
intermediary and your salesperson to recommend the Fund over another investment.
Ask your salesperson or visit your financial intermediary’s website for more
information.
7
| Investment Objectives | ||
The
Fund’s investment objective is absolute positive returns over time. The Fund’s
investment objective is not fundamental and may be changed without the approval
of the Fund’s shareholders upon 60 days’ prior written notice to
shareholders.
To
achieve the Fund’s investment objective, the Adviser invests the Fund’s assets
primarily in shares of ETFs that track various indices
or
multiples thereof, sometimes referred to in this Prospectus as “Underlying
ETFs.”
Section
12(d)(1) of the Investment Company Act of 1940, as amended (the “1940 Act”)
restricts investments by investment companies in the securities of other
investment companies, including Underlying ETFs. In October 2020, the SEC
adopted regulatory changes related to the ability of an investment company to
invest in other investment companies in excess of specified statutory limits.
These changes include, among other things, amendments to Rule 12d1-1, the
rescission of Rule 12d1-2, the adoption of new Rule 12d1-4, and the rescission
of certain exemptive relief issued by the SEC permitting certain fund of funds
arrangements. Rule 12d1-4, which became effective on January 19, 2021, permits
the Fund to invest in other investment companies, including money market funds,
beyond the statutory limits, subject to certain conditions. The rescission of
the applicable exemptive orders and the withdrawal of the applicable no-action
letters was effective on January 19, 2022. Following this effectiveness, an
investment company is no longer able to rely on these exemptive orders and
no-action letters, and is subject instead to Rule 12d1-4 and other applicable
rules under Section 12(d)(1).
The
Fund can make aggressive moves into or out of any particular asset class or
sector on a short-term basis and, as a result, the Adviser expects that the Fund
will have a high portfolio turnover rate. The Adviser also anticipates that the
Fund’s portfolio turnover could exceed 2,000% on an annual basis depending on
market conditions. Because the Fund pays transaction costs, such as commissions,
when it buys and sells ETFs, a higher portfolio turnover rate may result in
higher transaction costs and, when Fund shares are held in a taxable account, in
higher taxes. These costs, which are not reflected in the Annual Fund Operating
Expenses or in the Examples above, affect the Fund’s performance.
The
Fund invests in Underlying ETFs that track various indices, or multiples
thereof, that in turn track the performance of the equity and/or fixed income
markets. The Fund may also invest in ETFs that seek to achieve returns on a
daily or monthly basis that are a multiple of the returns of the target index
through the utilization of leveraging techniques. Additionally, the Fund may
utilize leverage (i.e.,
borrow against a line of credit) as part of the portfolio management
process.
The
Adviser intends to invest in Underlying ETFs that correspond to one or more
asset classes. The Underlying ETFs may hold equity securities (e.g.,
common and preferred stock) of small, medium and large capitalization domestic
or foreign companies, including those in emerging markets. The Fund does not
invest directly in emerging market securities. The Fund considers a company to
be located in an emerging market if it is determined by an Underlying ETF to be
an emerging market company. The criteria for determining whether a company is
located in an emerging market may differ across Underlying ETFs.
8
Underlying
ETFs may also hold fixed income securities such as government and corporate
bonds issued by a variety of domestic and foreign entities. These fixed income
securities may have varying maturities (e.g.,
short-term, intermediate or long-term) and credit qualities (e.g.,
high quality, investment grade or below investment grade, also known as “junk
bonds”). The Fund, however, reserves the right to invest all of its assets in
any one asset class depending upon market conditions. When investing in
Underlying ETFs that track multiples of various indices, the Fund limits its
investments in such Underlying ETFs to 25% of total assets at the time of
purchase. The Fund may rely on Rule 12d1-4 of the 1940 Act, which provides an
exemption from Section 12(d)(1) that allows the Fund to invest all of its assets
in other registered funds, including ETFs, if the Fund satisfies certain
conditions specified in the Rule. Additionally, the Fund may utilize leverage as
part of the portfolio management process by investing in Underlying ETFs that
utilize leveraging techniques. The Fund may invest in underlying funds that
utilize futures contracts, options on futures contracts, securities and indices,
forward contracts, swap agreements and similar instruments.
The
Adviser’s proprietary investment approach is designed to target various segments
of the investable landscape by allocating primarily between equities and bonds
depending on the potential for near-term stock market volatility as signaled
through inter-market trends and relative prices. When indicators suggest equity
volatility is likely to fall, stocks tend to outperform bonds and when
indicators suggest equity volatility is likely to rise, bonds tend to outperform
stocks. The Adviser’s approach allocates into equities, or bonds based on these
historical observations and attempts to identify specific areas within each
asset class which have the near-term potential to outperform.
The
Adviser actively manages the Fund’s portfolio using tactical asset allocation
which is not dependent on a particular market generating performance, but rather
focuses on having the flexibility and ability to allocate money across different
asset classes at different points in the investment cycle. The dynamic nature of
the investment strategy means the Adviser may buy and rotate securities to
accelerate the time of investment and capital expenditure into outperforming
markets. This is done through the use of Underlying ETFs to allow for liquid and
timely exposure and to provide the Fund with the ability to reposition holdings
in dynamic investing environments.
Cash
or Similar Investments and Temporary Strategies of the Fund.
At the Adviser’s discretion, the Fund may invest in high-quality, short-term
debt securities and money market instruments for (i) temporary defensive
purposes in amounts up to 100% of its assets in response to adverse market,
economic or political conditions and (ii) retaining flexibility in meeting
redemptions, paying expenses, and identifying and assessing investment
opportunities. These short-term debt securities and money market instruments
include cash, shares of other mutual funds, commercial paper, certificates of
deposit, bankers’ acceptances, U.S. government securities and repurchase
agreements. To the extent that the Fund invests in money market mutual funds for
its cash position, there will be some duplication of expenses because the Fund
will bear its pro rata portion of such money market funds’ management fees and
operational expenses. When investing for temporary defensive purposes, the
Adviser may invest up to 100% of the Fund’s total assets in such instruments.
Taking a temporary defensive position may result in the Fund not achieving its
investment objective.
Before
investing in the Fund, you should carefully consider your own investment goals,
the amount of time you are willing to leave your money invested, and the amount
of risk you are willing to take. An investment in the Fund is not a deposit of a
bank and is not insured or guaranteed by the FDIC or any other governmental
agency. There can be no assurance that the Fund will achieve its investment
objective. Remember, in addition to possibly not achieving your investment
goals, you
could lose all or a portion of your investment in the Fund.
Because the Adviser invests Fund assets primarily in underlying funds, the Fund
is subject to the risks associated with the underlying funds in which it
invests. The principal risks of investing in the Fund and the underlying funds
are:
9
General
Market Risk.
The NAV and investment return of the Fund will fluctuate based upon changes in
the value of the Fund’s portfolio securities. The market value of a security may
move up or down, sometimes rapidly and unpredictably. These fluctuations may
cause a security to be worth less than the price originally paid for it, or less
than it was worth at an earlier time. Market risk may affect a single issuer,
industry, sector of the economy or the market as a whole. U.S. and international
markets have experienced, and may continue to experience, volatility, which may
increase risks associated with an investment in the Fund. Certain social,
political, economic, environmental and other conditions and events (such as
natural disasters and weather-related phenomena generally, epidemics and
pandemics, terrorism, conflicts and social unrest) may adversely interrupt the
global economy and result in prolonged periods of significant market volatility.
The market value of securities in which the Fund invests is based upon the
market’s perception of value and is not necessarily an objective measure of the
securities’ value. In some cases, for example, the stock prices of individual
companies have been negatively impacted even though there may be little or no
apparent degradation in the financial condition or prospects of the issuers.
Similarly, the debt markets have experienced substantially lower valuations,
reduced liquidity, price volatility, credit downgrades, increased likelihood of
default, and valuation difficulties. As a result of this significant volatility,
many of the following risks associated with an investment in the Fund may be
increased. Continuing market volatility may have adverse effects on the
Fund.
Management
Risk.
The ability of the Fund to meet its investment objective is directly related to
the Adviser’s investment strategies for the Fund. The value of your investment
in the Fund may vary with the effectiveness of the Adviser’s research, analysis
and asset allocation among portfolio securities. If the Adviser’s investment
strategies do not produce the expected results, the value of your investment
could be diminished or even lost entirely and the Fund could underperform the
market or other mutual funds with similar investment objectives.
Asset
Allocation Risk.
The Fund’s investment performance may depend, at least in part, on how its
assets are allocated and reallocated among the Underlying ETFs in which it
invests according to the Fund’s asset allocation targets and ranges. It is
possible that the Adviser will focus on an Underlying ETF that performs poorly
or under performs other Underlying ETFs under various market conditions. You
could lose money on your investment in the Fund as a result of these allocation
decisions. To the extent that the Fund invests a significant portion of its
assets in a single Underlying ETF, it will be particularly sensitive to the
risks associated with that Underlying ETF and any investments in which that
Underlying ETF concentrates.
Limited
Holdings Risk. The
Fund may invest in a single or small number of Underlying ETFs, which may result
in increased volatility.
Portfolio
Turnover Risk.
A high portfolio turnover rate (100% or more) has the potential to result in the
realization by the Fund, and the distribution to shareholders, of a greater
amount of capital gains than if the Fund had a low portfolio turnover rate. This
may mean that you would be likely to have a higher tax liability. Distributions
to shareholders of short-term capital gains are taxed as ordinary income under
federal tax laws. A high portfolio turnover rate also leads to higher
transaction costs, which could negatively affect the Fund ’s
performance.
ETF
Risk.
Because the Fund invests primarily in Underlying ETFs, they are subject to
additional risks that do not apply to conventional mutual funds, including the
risks that the market price of an Underlying ETF’s shares may trade at a
discount to its NAV per share, an active secondary trading market may not
develop or be maintained, and trading may be halted by, or the Underlying ETF
may be delisted from, the exchange in which it trades, which may impact the
Fund’s ability to sell its shares. The lack of liquidity in a particular
Underlying ETF could result in it being more volatile than the Underlying ETF’s
underlying portfolio of securities. Underlying ETFs are also subject to the
risks of the underlying securities or sectors the Underlying ETF is designed to
track. In addition, there are brokerage commissions paid in connection with
buying or selling Underlying ETF shares.
10
Underlying
ETFs Expense Risk.
The Underlying ETFs have management fees and other expenses. The Fund will bear
its pro rata portion of these expenses and therefore the Fund ’s expenses may be
higher than if it invested directly in securities.
Bond
Market Risk.
The Fund may invest in Underlying ETFs that are invested in a broad range of
bonds or other fixed-income securities. To the extent that an Underlying ETF is
so invested, the return on and value of an investment in the Fund will fluctuate
with the Underlying ETF’s fixed-income investments. Changes in market conditions
and government policies may lead to periods of heightened volatility and reduced
liquidity in the fixed-income securities market, and could result in an increase
in Fund redemptions. Interest rate changes and their impact on the Fund and its
share price can be sudden and unpredictable. Fixed-income securities are
generally subject to the following types of risks:
•Interest
Rate Risk. When interest rates rise, a fixed-income security’s market value
typically declines. The Fund may be exposed to heightened interest rate risk as
interest rates rise from historically low levels.
•Maturity
Risk. The longer a fixed-income security’s maturity, the lower its yield and the
greater the risk of volatility.
•Prepayment
and Extension Risk. Many types of fixed-income securities are subject to
prepayment risk. Prepayment occurs when the issuer of a fixed-income security
can repay principal faster than expected prior to the security’s maturity.
Fixed-income securities subject to prepayment risk can offer less potential for
gains during a declining interest rate environment and similar or greater
potential for loss in a rising interest rate environment. In addition, the
potential impact of prepayment features on the price of a fixed-income security
can be difficult to predict and result in greater volatility. On the other hand,
rising interest rates could cause prepayments of the obligations to decrease.
This is known as extension risk and may increase the Fund’s sensitivity to
rising rates and its potential for price declines.
•Credit
Quality Risk. A fixed-income security’s value can also be affected by changes in
the security’s credit quality rating or its issuer’s financial condition. This
means that the underlying issuer may experience financial problems causing it to
be unable to meet its payment obligations.
•Duration
Risk. The underlying funds may invest in securities of any maturity or duration.
Holding long duration and long maturity investments will magnify certain risks,
including interest rate risk and credit risk.
Other
factors may affect the market price and yield of fixed-income securities,
including investor demand, changes in the financial condition of issuers of
securities, government fiscal policy, and domestic or worldwide economic
conditions.
11
Government-Sponsored
Entities Risk.
The Fund invests in Underlying ETFs that hold various types of U.S. government
obligations. U.S. government obligations include securities issued or guaranteed
as to principal and interest by the U.S. government, its agencies or
instrumentalities, such as the U.S. Treasury. Payment of principal and interest
on U.S. government obligations may be backed by the full faith and credit of the
United States or may be backed solely by the issuing or guaranteeing agency or
instrumentality itself. Investments in debt securities issued by U.S. government
sponsored entities such as the Federal National Mortgage Association, the
Federal Home Loan Mortgage Association, and the Federal Home Loan Banks are not
backed by the full faith and credit of the U.S. government. With respect to
these entities, the investor must look principally to the agency or
instrumentality issuing or guaranteeing the obligation for ultimate repayment,
which agency or instrumentality may be privately owned. There can be no
assurance that the U.S. government would provide financial support to its
agencies or instrumentalities (including government-sponsored enterprises) where
it is not obligated to do so.
High-Yield
Securities Risk.
The Fund may invest in Underlying ETFs that are invested in high-yield
securities. Fixed-income securities receiving below investment grade ratings
(i.e.,
“junk bonds”) may have speculative characteristics, and, compared to
higher-grade securities, may have a weakened capacity to make principal and
interest payments in adverse economic conditions or other circumstances.
High-yield, high risk, and lower-rated securities are subject to additional risk
factors, such as increased possibility of default, decreased liquidity, and
fluctuations in value due to public perception of the issuer of such securities.
These bonds are almost always uncollateralized and subordinate to other debt
that an issuer may have outstanding. In addition, both individual high-yield
securities and the entire high-yield bond market can experience sharp price
swings due to a variety of factors, including changes in economic forecasts,
stock market activity, large sustained sales by major investors, or, a higher
profile default.
Large-Cap
Company Risk.
The Underlying ETF’s investments in larger, more established companies are
subject to the risk that larger companies are sometimes unable to attain the
high growth rates of successful, smaller companies, especially during extended
periods of economic expansion. Larger, more established companies may be unable
to respond quickly to new competitive challenges such as changes in consumer
tastes or innovative smaller competitors potentially resulting in lower markets
for their common stock.
Mid-Cap
and Small-Cap Companies Risk. Mid-cap
and small-cap companies may not have the management experience, financial
resources, product diversification and competitive strengths of large-cap
companies. Therefore, their securities may be more volatile and less liquid than
the securities of larger, more established companies. Mid-cap and small-cap
company stocks may also be bought and sold less often and in smaller amounts
than larger company stocks. Because of this, if an Underlying ETF wants to sell
a large quantity of a mid-cap or small-cap company stock, it may have to sell at
a lower price than it might prefer, or it may have to sell in smaller than
desired quantities over a period of time. Analysts and other investors may
follow these companies less actively and therefore information about these
companies may not be as readily available as that for large-cap
companies.
Tracking
Risk.
Although an Underlying ETF may seek to match positively or negatively the
returns of an index, the Underlying ETF’s return may not match or achieve a high
degree of correlation with the return of its applicable index.
Compounding
Risk.
As a result of mathematical compounding and because Underlying ETFs that seek to
achieve returns that are a multiple of the target index often have a single day
investment objective to track the performance of an index or a multiple thereof,
the performance of an Underlying ETF for periods greater than a single day is
likely to be either greater than or less than the index performance, before
accounting for the Underlying ETF’s fees and expenses. Compounding will cause
longer term results to vary from the return of the index, particularly during
periods of higher index volatility.
12
Aggressive
Investment Technique Risk.
The Underlying ETFs in which the Fund invests, particularly some ETFs, may use
investment techniques considered to be aggressive, including using futures
contracts, options on futures contracts, securities and indices, forward
contracts, swap agreements and similar instruments. Because an Underlying ETF’s
investment in financial instruments may involve a small investment relative to
the amount of investment exposure assumed, it may result in losses exceeding the
amounts invested. Such instruments may expose the Fund to potentially dramatic
changes in the value of the instruments and the imperfect correlation between
the value of the instruments and the security or index.
The
Fund may invest in underlying funds that utilize futures contracts, options on
futures contracts, securities and indices, forward contracts, swap agreements
and similar instruments.
Foreign
Securities Risk.
The risks of investing in securities of foreign issuers involves risks not
generally associated with investments in securities of U.S. issuers, including
risks relating to political, social and economic developments abroad and
differences between U.S. and foreign regulatory and tax requirements, and market
practices. Securities that are denominated in foreign currencies are subject to
the further risk that the value of the foreign currency will fall in relation to
the U.S. dollar and/or will be affected by volatile currency markets or actions
of U.S. and foreign governments or central banks. Foreign securities may be
subject to greater fluctuations in price than securities of U.S. companies
because foreign markets may be smaller and less liquid than U.S. markets. These
risks are greater in emerging markets.
Ongoing
concerns regarding the economies of certain European countries and/or their
sovereign debt, as well as the possibility that one or more countries might
leave the European Union (the “EU”), create risks for investing in the EU. In
January 2020, the United Kingdom (the “UK”) withdrew from the EU (known as
“Brexit”). As a result of Brexit, the financial markets experienced high levels
of volatility and there is considerable uncertainty as to the arrangements that
will apply to the UK’s relationship with the EU and other countries going
forward. This prolonged uncertainty may affect other countries in the EU and
elsewhere. The exit by the UK or other member states will likely result in
increased uncertainty, volatility, illiquidity and potentially lower economic
growth in the affected markets.
Unexpected
political, regulatory and diplomatic events within the U.S. and abroad may
affect investor and consumer confidence and may adversely impact global
financial markets and the broader economy. Foreign conflicts have caused, and
could continue to cause, significant market disruptions and volatility within
specific markets and globally. The hostilities and sanctions resulting from
those hostilities have, and could continue to have, a significant impact on
certain Fund investments as well as Fund performance and liquidity. The
economies of the United States and its trading partners, as well as the
financial markets generally, may be adversely impacted by trade disputes and
other matters.
Emerging
Markets Risk. Emerging
markets are markets of countries in the initial stages of industrialization and
that generally have low per capita income. In addition to the risks of foreign
securities in general, emerging markets are generally more volatile and can have
relatively unstable governments, social and legal systems that do not protect
shareholders, economies based on only a few industries and securities markets
that are substantially smaller, less liquid, more volatile and may have a lower
level of government oversight than securities markets in more developed
countries.
Derivative
Risk.
Some Underlying ETFs may use derivative instruments which derive their value
from an underlying asset, currency or index. The term “derivatives” covers a
broad range of investments, including futures, options and swap agreements. For
example, a swap agreement is a commitment to make or receive payments based on
agreed upon terms, and whose value and payments are derived by changes in the
value of an underlying financial instrument. The use of derivatives presents
risks different from, and possibly greater than, the risks associated with
investing directly in traditional securities. Investments in such Underlying
ETFs may involve the risk that the value of derivatives may rise or fall more
rapidly than other investments, and the risk that an Underlying ETF may lose
more than the initial
13
amount
invested in the derivative. Derivative instruments also involve the risk that
other parties to the derivative contract may fail to meet their obligations,
which would result in a loss. These risks are heightened when an Underlying ETF
uses derivatives to enhance returns or as a substitute for a position or
security, rather than solely to hedge (or offset) the risk of a position or
security held by the Underlying ETF. The success of such derivatives strategies
will depend on the ability to assess and predict the impact of market or
economic developments on the underlying asset, index or rate and the derivative
itself, without the benefit of observing the performance of the derivative under
all possible market conditions.
Leverage
Risk.
Some Underlying ETFs may borrow money for leveraging. Additionally, the Fund may
utilize leverage (i.e.,
borrow against a line of credit) as part of the portfolio management process.
Interest expenses may exceed the income from the assets purchased with such
borrowings. While the interest obligation resulting from borrowing will be fixed
(although they may fluctuate with changing market rates of interest depending on
the terms of the relevant agreement), the NAV per share of the Underlying ETF
will tend to increase more when its portfolio securities increase in value and
to decrease more when its portfolio assets decrease in value than would
otherwise be the case if it did not borrow funds.
Short
Sales Risk.
Some of the Underlying ETFs in which the Fund invests will engage in short
sales, which may cause an Underlying ETF’s investment performance to suffer if
it is required to close out a short position earlier than it had intended. This
would occur if the lender required such Underlying ETF to deliver the securities
it borrowed at the commencement of the short sale and it was unable to borrow
the securities from other securities lenders. Furthermore, until an Underlying
ETF replaces a security borrowed, or sold short, it must pay to the lender
amounts equal to any dividends that accrue during the period of the short sale.
This could cause the Fund’s performance to suffer to the extent it invests in
such an Underlying ETF.
Preferred
Stock Risk. A
preferred stock is a blend of the characteristics of a bond and common stock. It
may offer a higher yield than common stock and has priority over common stock in
equity ownership, but it does not have the seniority of a bond and, unlike
common stock, its participation in the issuer’s growth may be limited. Although
the dividend on a preferred stock may be set at a fixed annual rate, in some
circumstances it may be changed or passed by the issuer. Preferred stock
generally does not confer voting rights.
ETN
Risk.
ETNs are subject to the credit risk of the issuer. The value of an ETN will vary
and will be influenced by its time to maturity, level of supply and demand for
the ETN, volatility and lack of liquidity in underlying securities, currency
markets as well as changes in the applicable interest rates, changes in the
issuer’s credit rating, and economic, legal, political, or geographic events
that affect the referenced index. ETNs are unsecured debt of the issuer and
would lose value if the issuer goes bankrupt. The Fund’s decision to sell its
ETN holdings may be limited by the availability of a secondary
market.
A
complete description of the Fund’s policies and procedures with respect to the
disclosure of portfolio holdings is available in the Fund’s Statement of
Additional Information (“SAI”).
14
The
Trust has entered into an investment advisory agreement (“Advisory Agreement”),
on behalf of the Fund, with Tidal Investments LLC, which is located at 234 West
Florida Street, Suite 203, Milwaukee, Wisconsin 53204. The Adviser was founded
in March 2012 and serves as investment adviser primarily to individuals, high
net worth individuals, investment companies, pension and profit sharing plans
and other investment advisers. As of August 31, 2023, the Adviser managed
approximately $6.3 billion of discretionary client assets. Under the Advisory
Agreement, the Adviser manages the Fund’s investments subject to the supervision
of the Board.
Prior
to May 1, 2020, the Fund was managed by the Predecessor Adviser. Michael Gayed,
who served as a portfolio manager of the Fund from 2012 through April 30, 2020
at the Predecessor Adviser, has become an employee of the Adviser and continues
to serve as a portfolio manager to the Fund.
The
Adviser has overall supervisory responsibility for the general management and
investment of the Fund’s securities portfolio. The Adviser also furnishes the
Fund with certain administrative services and provides most of the personnel
needed to fulfill its obligations under its Advisory Agreement. For its
services, the Fund pays the Adviser a monthly management fee that is calculated
at the annual rate of 1.25% of the Fund’s average daily net assets for the first
$500 million, 1.15% on the next $250 million, 1.05% on the next $250 million,
and 0.95% over $1 billion.
Fund
Expenses. The
Fund is responsible for its own operating expenses. Pursuant to an Operating
Expenses Limitation Agreement between the Adviser and the Trust, on behalf of
the Fund, the Adviser has agreed to waive a portion or all of its management
fees, and reimburse the Fund for certain operating expenses in order to ensure
that Total Annual Fund Operating Expenses (excluding AFFE, leverage interest,
interest expense, taxes, brokerage commissions, dividends paid on short sales,
and extraordinary expenses) do not exceed 1.74% of the average daily net assets
of the Fund’s Investor Class shares and do not exceed 1.49% of the average daily
net assets of the Fund’s Institutional Class shares. Fees waived and expenses
paid by the Adviser may be recouped by the Adviser for a period of 36 months
following the month during which such fee waiver and expense payment was made,
if such recoupment can be achieved without exceeding the expense limit in effect
at the time the waiver and expense payment occurred and at the time of the
recoupment. The Operating Expenses Limitation Agreement is indefinite, but
cannot be terminated through at least December 29, 2024. Thereafter, the
agreement may be terminated at any time upon 60 days’ written notice by the
Board or the Adviser, with the consent of the Board.
As
a result of the Operating Expenses Limitation Agreement, the Adviser was
effectively paid a management fee of 0.90% of the Fund's average daily net
assets for the fiscal year ended August 31, 2023.
A
discussion regarding the basis for the Board’s approval of the Fund’s Advisory
Agreement, with respect to the Fund, is available in the Semi-Annual Report to
shareholders for the period ended February 28, 2023.
The
Fund, as a series of the Trust, does not hold itself out as related to any other
series of the Trust for purposes of investment and investor services, nor does
it share the same investment adviser with any other series.
15
Michael
A. Gayed, CFA
Mr.
Gayed joined the Adviser in 2020 as a portfolio manager. Prior to 2020, Mr.
Gayed was an LLC Member and employee of the Predecessor Adviser and served as
its Chief Investment Strategist and a portfolio manager of the Fund since its
inception. As Chief Investment Strategist, Mr. Gayed helped to structure
portfolios to best take advantage of various strategies designed to maximize the
amount of time and capital spent in potentially outperforming investments. Mr.
Gayed earned his B.S. in Finance and Management from New York University and
holds the Chartered Financial Analyst designation.
Michael
Venuto
Mr. Venuto
is a co-founder and has been the Chief Investment Officer of the Adviser since
2012. Mr. Venuto is an ETF industry veteran with over a decade of
experience in the design and implementation of ETF-based investment strategies.
Previously, he was Head of Investments at Global X Funds where he provided
portfolio optimization services to institutional clients. Before that, he was
Senior Vice President at Horizon Kinetics where his responsibilities included
new business development, investment strategy and client and strategic
initiatives.
The
SAI provides additional information about the portfolio managers’ compensation,
other accounts managed, and ownership of Fund shares.
16
The
price of each class of the Fund’s shares is its NAV. The NAV of each class is
calculated by dividing its total assets, less its liabilities, by the number of
its shares outstanding. The NAV of each class is calculated at the close of
regular trading of the NYSE, which is generally 4:00 p.m., Eastern Time.
The NAV of each class will not be calculated nor may investors purchase or
redeem Fund shares on days that the NYSE is closed for trading, even though
certain Fund securities (i.e.,
foreign or debt securities) may trade on days the NYSE is closed and such
trading may materially affect the NAV.
The
Fund’s assets consist primarily, if not exclusively, of shares of Underlying
ETFs valued at the last reported sale price on the exchange on which the
Underlying ETF is principally traded. If, on a particular day, an Underlying ETF
does not trade, then the mean between the most recent quoted bid and asked
prices will be used. When market quotations are not readily available, a
security or other asset is valued at its fair value as determined under fair
value pricing procedures approved by the Board. The Board reviews, no less
frequently than annually, the adequacy of the policies and procedures of the
Fund and the effectiveness of their implementation. These fair value pricing
procedures will also be used to price a security when corporate events, events
in the securities market and/or world events cause the Adviser to believe that a
security’s last sale price may not reflect its actual market value. The intended
effect of using fair value pricing procedures is to ensure that the Fund is
accurately priced. The Board will regularly evaluate whether the Trust’s fair
value pricing procedures continue to be appropriate in light of the specific
circumstances of the Fund and the quality of prices obtained through the
application of such procedures.
When
fair value pricing is employed, the security prices that the Fund uses to
calculate its NAV may differ from quoted or published prices for the same
securities. Due to the subjective and variable nature of fair value pricing, it
is possible that the fair value determined for a particular security may be
materially different (higher or lower) than the price of the security quoted or
published by others, the value when trading resumes, and/or the value realized
upon the security’s sale. Therefore, if a shareholder purchases or redeems Fund
shares when the Fund holds securities priced at a fair value, the number of
shares purchased or redeemed may be higher or lower than it would be if the Fund
were using market value pricing.
Shares
of the Fund are purchased at the NAV per share next calculated after your
purchase order is received in good order by the Fund (as defined below), plus
the imposition of any commission on the sale of Institutional Class shares that
may be charged by a financial intermediary. Shares may be purchased directly
from the Fund or through a financial intermediary, including but not limited to,
certain brokers, financial planners, financial advisors, banks, insurance
companies, retirement, benefit and pension plans or certain packaged investment
products. Institutional Class shares may also be available on certain brokerage
platforms. An investor transacting in Institutional Class shares through a
broker acting as an agent for the investor may be required to pay a commission
and/or other forms of compensation to the broker.
Shares
of the Fund have not been registered and are not offered for sale outside of the
United States. The Fund generally does not sell shares to investors residing
outside the United States, even if they are United States citizens or lawful
permanent residents, except to investors with United States military APO or FPO
addresses or in certain other circumstances where the Chief Compliance Officer
and Anti-Money Laundering Officer for the Trust conclude that such sale is
appropriate and is not in contravention of U.S. law.
17
A
service fee, currently $25, as well as any loss sustained by the Fund, will be
deducted from a shareholder’s account for any purchases that do not clear. The
Fund and U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global
Fund Services, the Fund’s transfer agent (the “Transfer Agent”), will not be
responsible for any losses, liability, cost or expense resulting from rejecting
any purchase order. Your initial order will not be accepted until a completed
account application (an “Account Application”) is received by the Fund or the
Transfer Agent.
Investment
Minimums.
The
minimum initial and subsequent investment amount for each Class of the Fund is
set forth below. The Adviser reserves the right to waive the minimum initial or
subsequent investment amounts at its discretion. Shareholders will be given at
least 30 days' written notice of any increase in the minimum dollar amount of
initial or subsequent investments.
| Minimum
Initial Investment |
Subsequent
Minimum Investment | |||||||
| Investor Class | $2,500 | $100 | ||||||
| Institutional Class | $25,000 | $100 | ||||||
Purchases
through Financial Intermediaries.
For share purchases through a financial intermediary, you must follow the
procedures established by your financial intermediary. Your financial
intermediary is responsible for sending your purchase order and payment to the
Fund’s Transfer Agent. Your financial intermediary holds the shares in your name
and receives all confirmations of purchases and sales from the Fund. Your
financial intermediary may charge for the services that it provides to you in
connection with processing your transaction order or maintaining your
account.
If
you place an order for the Fund’s shares through a financial intermediary that
is authorized by the Fund to receive purchase and redemption orders on its
behalf (an “Authorized Intermediary”), your order will be processed at the NAV
next calculated after receipt by the Authorized Intermediary, consistent with
applicable laws and regulations. Authorized Intermediaries are authorized to
designate other Authorized Intermediaries to receive purchase and redemption
orders on the Fund’s behalf.
If
your financial intermediary is not an Authorized Intermediary, your order will
be processed at the NAV next calculated after the Transfer Agent receives your
order from your financial intermediary. Your financial intermediary must agree
to send immediately available funds to the Transfer Agent in the amount of the
purchase price in accordance with the Transfer Agent’s procedures. If payment is
not received in a timely manner, the Transfer Agent may rescind the transaction
and your financial intermediary will be held liable for any resulting fees or
losses. Financial intermediaries that are not Authorized Intermediaries may set
cut-off times for the receipt of orders that are earlier than the cut-off times
established by the Fund.
Purchase
Requests Must be Received in Good Order
Your
share price will be the next NAV per share calculated after the Transfer Agent
or your Authorized Intermediary receives your purchase request in good order.
“Good order” means that your purchase request includes:
18
•The
name of the Fund to be purchased;
•The
class of shares to be purchased;
•The
dollar amount of shares to be purchased;
•Your
account application or investment stub; and
•A
check payable to the name of the Fund or a wire transfer received by the
Fund.
An
Account Application or subsequent order to purchase Fund shares is subject to
acceptance by the Fund and is not binding until so accepted. The Fund reserves
the right to reject any Account Application or purchase order if, in its
discretion, it is in the Fund’s best interest to do so. For example, a purchase
order may be refused if it appears so large that it would disrupt the management
of the Fund. Purchases may also be rejected from persons believed to be
“market-timers,” as described under “Tools to Combat Frequent Transactions,”
below. Accounts opened by entities, such as credit unions, corporations, limited
liability companies, partnerships or trusts, will require additional
documentation. Please note that if any information listed above is missing, your
Account Application will be returned and your account will not be
opened.
Upon
acceptance by the Fund, all purchase requests received in good order before the
close of the NYSE (generally 4:00 p.m., Eastern Time) will be processed at
the NAV next calculated after receipt. Purchase requests received after the
close of the NYSE will be priced on the next business day.
Purchase
by Mail. To
purchase the Fund’s shares by mail, simply complete and sign the Account
Application and mail it, along with a check made payable to the
Fund:
|
Regular
Mail
ATAC
Rotation Fund
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
or Express Mail
ATAC
Rotation Fund
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202 | |||||||
The
Fund does not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
or receipt at the U.S. Bancorp Fund Services, LLC post office box, of purchase
orders or redemption requests does not constitute receipt by the Transfer Agent.
Receipt of purchase orders or redemption requests is determined as of the time
the order is received at the Transfer Agent’s offices. All purchase checks must
be in U.S. dollars drawn on a domestic financial institution. The Fund will not
accept payment in cash or money orders. To prevent check fraud, the Fund will
not accept third party checks, Treasury checks, credit card checks, traveler’s
checks or starter checks for the purchase of shares. The Fund is unable to
accept post-dated checks, or any conditional order or payment.
Purchase
by Wire. If
you are making your first investment in the Fund, the Transfer Agent must have a
completed Account Application before you wire the funds. You can mail or use an
overnight service to deliver your Account Application to the Transfer Agent at
the above address. Upon receipt of your completed Account Application, the
Transfer Agent will establish an account for you. Once your account has been
established, you may instruct your bank to send the wire. Prior to sending the
wire, please call the Transfer Agent at 855-ATACFUND (855-282-2386) to advise
them of the wire and to ensure proper credit upon receipt. Your bank must
include the name of the Fund, your name and your account number so that your
wire can be correctly applied. Your bank should transmit immediately available
funds by wire to:
19
| Wire to: | U.S. Bank N.A. | ||||
| ABA Number: | 075000022 | ||||
| Credit: | U.S. Bancorp Fund Services, LLC | ||||
| Account: | 112-952-137 | ||||
| Further Credit: | ATAC
Rotation Fund [Shareholder Name/Account Registration] [Shareholder Account Number] [Class of shares to be purchased] | ||||
Wired
funds must be received prior to the close of the NYSE (generally 4:00 p.m.,
Eastern Time) to be eligible for same day pricing. The Fund and U.S. Bank N.A.,
the Fund’s custodian, are not responsible for the consequences of delays
resulting from the banking or Federal Reserve wire system, or from incomplete
wiring instructions.
Investing
by Telephone.
You
may not make initial purchases of Fund shares by telephone.
If
you accepted telephone transactions on your Account Application or have been
authorized to perform telephone transactions by subsequent arrangement in
writing with the Fund and your account has been open for at least seven business
days, you may purchase additional shares by telephoning the Fund toll free at
855-ATACFUND (855-282-2386). This option allows investors to move money from
their bank account to their Fund account upon request. Only bank accounts held
at domestic financial institutions that are Automated Clearing House (“ACH”)
members may be used for telephone transactions. The minimum telephone purchase
amount is $100. If your order is received prior to the close of the NYSE
(generally 4:00 p.m., Eastern Time), shares will be purchased in your account at
the NAV determined on the day your order is placed. Shareholders may encounter
higher than usual call waiting times during periods of high market activity.
Please allow sufficient time to place your telephone transaction. The Fund is
not responsible for delays due to communications or transmission outages or
failure. Once a telephone transaction has been placed, it cannot be canceled or
modified after the close of regular trading on the NYSE (generally 4:00 p.m.,
Eastern Time).
Subsequent
Investments. Subject
to the minimum subsequent investment amount described above, you may add to your
account at any time by purchasing shares by mail, telephone or wire. You must
call to notify the Fund at 855-ATACFUND (855-282-2386) before wiring. All
subsequent purchase requests must include the Fund name, your name, address and
your shareholder account number.
Automatic
Investment Plan.
For your convenience, the Fund offers an Automatic Investment Plan (“AIP”).
Under the AIP, after your initial investment, you may authorize the Fund to
automatically withdraw any amount of at least $100 that you wish to invest in
the Fund, on a monthly, quarterly, semi-annual or annual basis, from your
personal checking or savings account. In order to participate in the AIP, your
bank must be a member of the ACH network. If you wish to enroll in the AIP,
complete the appropriate section in the Account Application. The Fund may
terminate or modify this privilege at any time. You may terminate your
participation in the AIP at any time by notifying the Transfer Agent five days
prior to the next scheduled investment. A fee will be charged if your bank does
not honor the AIP draft for any reason.
20
Anti-Money
Laundering Program. The
Trust has established an Anti-Money Laundering Compliance Program (the
“Program”) as required by the Uniting and Strengthening America by Providing
Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the
“USA PATRIOT Act”) and related anti-money laundering laws and regulations. To
ensure compliance with these laws, the Account Application asks for, among other
things, the following information for all “customers” seeking to open an
“account” (as those terms are defined in rules adopted pursuant to the USA
PATRIOT Act):
•Full
name;
•Date
of birth (individuals only);
•Social
Security or taxpayer identification number; and
•Permanent
street address (a P.O. Box number alone is not acceptable).
In
compliance with the USA PATRIOT Act and other applicable anti-money laundering
laws and regulations, please note that the Transfer Agent will verify certain
information on your Account Application as part of the Program. As requested on
the Account Application, you must supply your full name, date of birth, social
security number and permanent street address. If you are opening the account in
the name of a legal entity (e.g.,
partnership, limited liability company, business trust, corporation, etc.), you
must also supply the identity of the beneficial owners. Mailing addresses
containing only a P. O. Box will not be accepted. The Fund reserves the right to
request additional clarifying information and may close your account if such
clarifying information is not received by the Fund within a reasonable time of
the request or if the Fund cannot form a reasonable belief as to your true
identity. If you require additional assistance when completing your application,
please contact the Transfer Agent at 855-ATACFUND (855-282-2386).
Cancellations
and Modifications.
The Fund will not accept a request to cancel or modify a written transaction
once processing has begun. Please exercise care when placing a transaction
request.
In
general, orders to sell or “redeem” shares may be placed directly with the Fund
or through a financial intermediary. You may redeem all or part of your
investment in the Fund’s shares on any business day that the Fund calculates its
NAV.
However,
if you originally purchased your shares through a financial intermediary, your
redemption order must be placed with the same financial intermediary in
accordance with their established procedures. Your financial intermediary is
responsible for sending your order to the Transfer Agent and for crediting your
account with the proceeds. Your financial intermediary may charge for the
services that it provides to you in connection with processing your transaction
order or maintaining an account with it.
Shareholders
who have an IRA or other retirement plan must indicate on their written
redemption request whether to withhold federal income tax. Redemption requests
failing to indicate an election not to have tax withheld will generally be
subject to 10% withholding. Shares held in IRA or other retirement plan accounts
may be redeemed by telephone at 855-ATACFUND (855-282-2386). Investors will be
asked whether or not to withhold taxes from any distribution.
21
Payment
of Redemption Proceeds.
You may redeem your Fund shares at the NAV per share next determined after the
Transfer Agent or an Authorized Intermediary receives your redemption request in
good order. Your redemption request cannot be processed on days the NYSE is
closed. All requests received by the Fund in good order after the close of the
regular trading session of the NYSE (generally 4:00 p.m., Eastern Time) will
usually be processed on the next business day. Under normal circumstances, the
Fund expects to meet redemption requests through the sale of investments held in
cash or cash equivalents. In situations in which investment holdings in cash or
cash equivalents are not sufficient to meet redemption requests, the Fund will
typically borrow money through the Fund’s bank line-of-credit. The Fund may also
choose to sell portfolio assets for the purpose of meeting such requests. The
Fund further reserves the right to distribute “in-kind” securities from the
Fund’s portfolio in lieu (in whole or in part) of cash under certain
circumstances, including under stressed market conditions. Redemptions-in-kind
are discussed in greater detail below.
A
redemption request will be deemed in “good order” if it includes:
•The
shareholder’s name;
•The
name of the Fund to be redeemed;
•The
class of shares to be redeemed;
•The
account number;
•The
share or dollar amount to be redeemed; and
•Signatures
by all shareholders on the account and signature guarantee(s), if
applicable.
Additional
documents are required for certain types of redemptions, such as redemptions
from accounts held by credit unions, corporations, limited liability companies,
or partnerships, or from accounts with executors, trustees, administrators or
guardians. Please contact the Transfer Agent to confirm the requirements
applicable to your specific redemption request. Redemption requests that do not
have the required documentation will be rejected.
While
redemption proceeds may be paid by check sent to the address of record, the Fund
is not responsible for interest lost on such amounts due to lost or misdirected
mail. Redemption proceeds may be wired to your pre-established bank account or
proceeds may be sent via electronic funds transfer through the ACH network using
the bank instructions previously established for your account. The Fund
typically sends the redemption proceeds on the next business day (a day when the
NYSE is open for normal business) after the redemption request is received in
good order and prior to market close, regardless of whether the redemption
proceeds are sent via check, wire or ACH transfer. Wires are subject to a $15
fee. There is no charge to have proceeds sent via ACH; however, funds are
typically credited to your bank within two to three days after redemption.
Except as set forth below, proceeds will be paid within seven calendar days
after the Fund receives your redemption request. Under unusual circumstances,
the Fund may suspend redemptions, or postpone payment for up to seven days, as
permitted by federal securities law.
22
Please
note that if the Transfer Agent has not yet collected payment for the shares you
are redeeming, it may delay sending the proceeds until the payment is collected,
which may take up to 12 calendar days from the purchase date. This delay will
not apply if you purchased your shares via wire payment. Furthermore, there are
certain times when you may be unable to sell Fund shares or receive proceeds.
Specifically, the Fund may suspend the right to redeem shares or postpone the
date of payment upon redemption for more than seven calendar days: (1) for
any period during which the NYSE is closed (other than customary weekend or
holiday closings) or trading on the NYSE is restricted; (2) for any period
during which an emergency exists as a result of which disposal by the Fund of
its securities is not reasonably practicable or it is not reasonably practicable
for the Fund to fairly determine the value of its net assets; or (3) for
such other periods as the SEC may by order permit for the protection of
shareholders. Your ability to redeem shares by telephone will be restricted for
15 calendar days after you change your address. You may change your address at
any time by telephone or written request, addressed to the Transfer Agent.
Confirmations of an address change will be sent to both your old and new
address.
Signature
Guarantee.
Redemption
proceeds will be sent to the address of record. The Transfer Agent may require a
signature guarantee for certain requests. A signature guarantee assures that
your signature is genuine and protects you from unauthorized transactions.
Signature guarantees will generally be accepted from domestic banks, brokers,
dealers, credit unions, national securities exchanges, registered securities
associations, clearing agencies and savings associations, as well as from
participants in the New York Stock Exchange Medallion Signature Program and the
Securities Transfer Agents Medallion Program (“STAMP”), but
not from a notary public. A
signature guarantee, from either a Medallion program member or a non-Medallion
program member, is required of each owner in the following
situations:
•If
ownership is being changed on your account;
•When
redemption proceeds are payable or sent to any person, address or bank account
not on record;
•When
a redemption is received by the Transfer Agent and the account address has
changed within the last 15 calendar days;
•For
all redemptions in excess of $100,000 from any shareholder account.
Non-financial
transactions, including establishing or modifying the ability to purchase and
redeem Fund shares by telephone and certain other services on an account, may
require a signature guarantee, signature verification from a Signature
Validation Program member, or other acceptable form of authentication from a
financial institution source.
In
addition to the situations described above, the Fund and/or the Transfer Agent
reserve the right to require a signature guarantee or other acceptable signature
verification in other instances based on the circumstances relative to the
particular situation.
Redemption
by Mail.
You may execute most redemptions by furnishing an unconditional written request
to the Fund to redeem your shares at the current NAV per share. Written
redemption requests should be sent to the Transfer Agent at:
|
Regular
Mail
ATAC
Rotation Fund
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
or Express Mail
ATAC
Rotation Fund
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
WI 53202 | |||||||
23
The
Fund does not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
or receipt at the U.S. Bancorp Fund Services, LLC post office box, of purchase
orders or redemption requests does not constitute receipt by the Transfer Agent
of the Fund.
Receipt
of purchase orders or redemption requests is based on when the order is received
at the Transfer Agent’s offices.
Wire
Redemption. Wire
transfers may be arranged to redeem shares. However, the Transfer Agent charges
a fee, currently $15, per wire redemption against your account on dollar
specific trades, and from proceeds on complete redemptions and share-specific
trades.
Telephone
Redemption. If
you accepted telephone transactions on your Account Application or have been
authorized to perform telephone transactions by subsequent arrangement in
writing with the Fund, you may redeem shares, in amounts of $100,000 or less, by
instructing the Fund by telephone at 855-ATACFUND (855-282-2386). Investors in
an IRA or other retirement plan will be asked whether or not to withhold federal
income tax.
In
order to qualify for, or to change, telephone redemption privileges on an
existing account, a signature guarantee, signature verification from a Signature
Validation Program member, or other acceptable form of authentication from a
financial institution source may be required of all shareholders in order to
qualify for, or to change, telephone redemption privileges on an existing
account. Telephone redemptions will not be made if you have notified the
Transfer Agent of a change of address within 15 calendar days before the
redemption request. Shareholders may encounter higher than usual call waiting
times during periods of high market activity. Please allow sufficient time to
place your telephone transaction. The Fund is not responsible for delays due to
communication or transmission outages or failures.
Note:
Neither the Fund nor any of its service providers will 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 Fund will use
reasonable procedures, such as requesting that you correctly state:
•Your
Fund account number;
•The
name in which your account is registered; and/or
•The
Social Security or taxpayer identification number under which the account is
registered.
If
an account has more than one owner or person authorized to perform transactions,
the Fund will accept telephone instructions from any one owner or authorized
person.
Systematic
Withdrawal Program.
The Fund offers a systematic withdrawal plan (“SWP”) whereby shareholders or
their representatives may request a redemption in a specific dollar amount of at
least $100 be sent to them each month, calendar quarter or annually. Investors
may choose to have a check sent to the address of record, or proceeds may be
sent to a pre-designated bank account via the ACH network. To start this
program, your account must have Fund shares with a value of at least $25,000.
This program may be terminated or modified by the Fund at any time. Any request
to change or terminate your SWP should be communicated in writing or by
telephone to the Transfer Agent no later than five days before the next
scheduled withdrawal. A withdrawal under the SWP involves redemption of Fund
shares, and may result in a gain or loss for federal income tax purposes. In
addition, if the amount requested to be withdrawn exceeds the rate of growth of
assets in your account, including any dividends credited to your account, the
account will ultimately be depleted. To establish the SWP, complete the SWP
section of the Account Application. Please call 855-ATACFUND (855-282-2386) for
additional information regarding the SWP.
The
Fund’s Right to Redeem an Account.
The Fund reserves the right to redeem the shares of any shareholder whose
account balance is less than $2,500 other than as a result of a decline in the
NAV of the Fund. The Fund will provide a shareholder with written notice 30 days
prior to redeeming the shareholder’s account.
24
Redemption-in-Kind.
The Fund generally pays redemption proceeds in cash. However, under unusual
conditions that make the payment of cash unwise (and for the protection of the
Fund’s remaining shareholders), the Fund may pay all or part of a shareholder’s
redemption proceeds in portfolio securities with a market value equal to the
redemption price (redemption-in-kind).
Specifically,
if the amount you are redeeming from the Fund during any 90-day period is in
excess of the lesser of $250,000 or 1% of the Fund’s net assets, valued at the
beginning of such period, the Fund has the right to redeem your shares by giving
you the amount that exceeds this threshold in securities instead of cash. If the
Fund pays your redemption proceeds by a distribution of securities, you could
incur brokerage or other charges in converting the securities to cash, and you
may incur a taxable capital gain or loss as a result of the distribution. In
addition, you will bear any market risks associated with such securities until
they are converted into cash.
Cancellations
and Modifications.
The Fund will not accept a request to cancel or modify a written transaction
once processing has begun. Please exercise care when placing a transaction
request.
The
Fund will make distributions of net investment income and net capital gains, if
any, at least annually, typically during the month of December. The Fund may
make additional distributions if deemed to be desirable at other times during
the year.
All
distributions will be reinvested in Fund shares unless you choose one of the
following options: (1) receive distributions of net capital gains in cash,
while reinvesting net investment income distributions in additional Fund shares;
(2) receive all distributions in cash; or (3) reinvest net capital gain
distributions in additional Fund shares, while receiving distributions of net
investment income in cash.
If
you wish to change your distribution option, write or call the Transfer Agent at
855-ATACFUND (855-282-2386) in advance of the payment date of the distribution.
However, any such change will be effective only as to distributions for which
the record date is five or more calendar days after the Transfer Agent has
received your request.
If
you elect to receive distributions in cash and the U.S. Postal Service is unable
to deliver your check, or if a check remains uncashed for six months, the Fund
reserves the right to reinvest the distribution check in your account at the
Fund’s then current NAV per share and to reinvest all subsequent
distributions.
The
Fund is intended for long-term investors. Short-term “market-timers” who engage
in frequent purchases and redemptions may disrupt the Fund’s investment program
and create additional transaction costs that are borne by all of the Fund’s
shareholders. The Board has adopted policies and procedures that are designed to
discourage excessive, short-term trading and other abusive trading practices
that may disrupt portfolio management strategies and harm performance. The Fund
takes steps to reduce the frequency and effect of these activities in the Fund.
These steps include, among other things, monitoring trading activity and using
fair value pricing. Although these efforts are designed to discourage abusive
trading practices, these tools cannot eliminate the possibility that such
activity will occur. The Fund implements these tools to the best of its ability
and in a manner that it believes is consistent with shareholder interests.
Except as noted herein, the Fund applies all restrictions uniformly in all
applicable cases.
25
Monitoring
Trading Practices.
The Fund monitors selected trades in an effort to detect excessive 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 interests
of its shareholders. The Fund uses a variety of techniques to monitor for and
detect abusive trading practices. These techniques may change from time to time
as determined by the Fund in its sole discretion. To minimize harm to the Fund
and its shareholders, the Fund reserves the right to reject any purchase order
(but not a redemption request), in whole or in part, for any reason and without
prior notice. The Fund may decide to restrict purchase and sale activity in its
shares based on various factors, including whether frequent purchase and sale
activity will disrupt portfolio management strategies and adversely affect Fund
performance.
Fair
Value Pricing.
The Fund employs fair value pricing selectively to ensure greater accuracy in
its daily NAV and to prevent dilution by frequent traders or market timers who
seek to take advantage of temporary market anomalies. The Board has developed
procedures that utilize fair value pricing when reliable market quotations are
not readily available or when corporate events, events in the securities market
and/or world events cause the Adviser to believe that a security’s last sale
price may not reflect its actual market value. Valuing securities at fair value
involves reliance on judgment. Fair value determinations are made in good faith
in accordance with procedures adopted by the Board. There can be no assurance
that the Fund will obtain the fair value assigned to a security if it were to
sell the security at approximately the time at which the Fund determines its NAV
per share. More detailed information regarding fair value pricing can be found
in this Prospectus under the heading titled, “Pricing of Fund
Shares.”
Due
to the complexity and subjectivity involved in identifying abusive trading
activity and the volume of shareholder transactions the Fund handles, there can
be no assurance that the Fund’s efforts will identify all trades or trading
practices that may be considered abusive. In particular, since the Fund receives
purchase and sale orders through Authorized Intermediaries that use group or
omnibus accounts, the Fund cannot always detect frequent trading. However, the
Fund will work with Authorized Intermediaries as necessary to discourage
shareholders from engaging in abusive trading practices and to impose
restrictions on excessive trades. In this regard, the Fund has entered into
information sharing agreements with Authorized Intermediaries pursuant to which
these intermediaries are required to provide to the Fund, at the Fund’s request,
certain information relating to their customers investing in the Fund through
non-disclosed or omnibus accounts. The Fund will use this information to attempt
to identify abusive trading practices. Authorized Intermediaries are
contractually required to follow any instructions from the Fund to restrict or
prohibit future purchases from shareholders that are found to have engaged in
abusive trading in violation of the Fund’s policies. However, the Fund cannot
guarantee the accuracy of the information provided to it from Authorized
Intermediaries and cannot ensure that it will always be able to detect abusive
trading practices that occur through non-disclosed and omnibus accounts. As a
result, the Fund’s ability to monitor and discourage abusive trading practices
in non-disclosed and omnibus accounts may be limited.
Distributions
of the Fund’s net investment company taxable income (which includes, but is not
limited to, interest, dividends, net short-term capital gains and net gains from
foreign currency transactions), if any, are generally taxable to the Fund’s
shareholders as ordinary income. To the extent that the Fund’s distributions of
net investment company taxable income are designated as attributable to
“qualified dividend” income, such income may be subject to tax at the reduced
rate of federal income tax applicable to non-corporate shareholders for net
long-term capital gains, if certain holding period requirements have been
satisfied by the shareholder. To the extent the Fund’s distributions of net
investment company taxable income are attributable to net short-term capital
gains, such distributions will be treated as ordinary dividend income for the
purposes of income tax reporting and will not be available to offset a
shareholder’s capital losses from other investments.
26
Distributions
of net capital gains (net long-term capital gains less net short-term capital
losses) are generally taxable as long-term capital gains (currently at a maximum
federal rate of 20% for individual shareholders in the highest income bracket)
regardless of the length of time that a shareholder has owned Fund shares,
unless you are a tax-exempt organization or are investing through a
tax-advantaged arrangement such as a 401(k) plan or IRA.
A
3.8% Medicare tax on net investment income (including capital gains and
dividends) will also be imposed on individuals, estates and trusts, subject to
certain income thresholds.
You
will be taxed in the same manner whether you receive your distributions (whether
of net investment company taxable income or net capital gains) in cash or
reinvest them in additional Fund shares. Distributions are generally taxable
when received. However, distributions declared in October, November or December
to shareholders of record on a date in such a month and paid the following
January are taxable as if received on December 31.
Shareholders
who sell, or redeem, shares generally will have a capital gain or loss from the
sale or redemption. The amount of the gain or loss and the applicable rate of
federal income tax will depend generally upon the amount paid for the shares,
the amount of reinvested taxable distributions, if any, the amount received from
the sale or redemption and how long the shares were held by a shareholder. Any
loss arising from the sale or redemption of shares held for six months or less,
however, is treated as a long-term capital loss to the extent of any amounts
treated as distributions of net capital gain received on such shares. In
determining the holding period of such shares for this purpose, any period
during which your risk of loss is offset by means of options, short sales or
similar transactions is not counted. If you purchase Fund shares within 30 days
before or after redeeming other Fund shares at a loss, all or part of that loss
will not be deductible and will instead increase the basis of the newly
purchased shares.
Shareholders
will be advised annually as to the federal tax status of all distributions made
by the Fund for the preceding year. Distributions by the Fund and gains from the
sale of Fund shares may also be subject to state and local taxes. Additional tax
information may be found in the SAI.
This
section assumes you are a U.S. shareholder and is not intended to be a full
discussion of federal tax laws and the effect of such laws on you. There may be
other federal, state, foreign or local tax considerations applicable to a
particular investor. You are urged to consult your own tax advisor.
Telephone
Transactions. If
you accepted telephone transactions on your Account Application or have been
authorized to perform telephone transactions by subsequent arrangement in
writing with the Fund, you may be responsible for fraudulent telephone orders
made to your account as long as the Fund has taken reasonable precautions to
verify your identity. In addition, once you place a telephone transaction
request, it cannot be canceled or modified after the close of regular trading on
the NYSE (generally, 4:00 p.m. Eastern Time).
During
periods of significant economic or market change, telephone transactions may be
difficult to complete. If you are unable to contact the Fund by telephone, you
may also mail the requests to the Fund at the address listed previously in the
“How to Purchase Shares” section.
Telephone
trades must be received by or prior to the close of the NYSE (generally 4:00
p.m., Eastern Time). Please allow sufficient time to ensure that you will be
able to complete your telephone transaction prior to the close of the
NYSE.
27
Policies
of Other Financial Intermediaries. Financial
intermediaries may establish policies that differ from those of the Fund. For
example, the institution may charge transaction fees, set higher minimum
investments or impose certain limitations on buying or selling shares in
addition to those identified in this Prospectus. Please contact your financial
intermediary for details.
Closing
the Fund. The
Board retains the right to close (or partially close) the Fund to new purchases
if it is determined to be in the best interest of the Fund’s shareholders. Based
on market and Fund conditions, and in consultation with the Adviser, the Board
may decide to close the Fund to new investors, all investors or certain classes
of investors (such as fund supermarkets) at any time. If the Fund is closed to
new purchases, it will continue to honor redemption requests, unless the right
to redeem shares has been temporarily suspended as permitted by federal
law.
Householding.
In an effort to decrease costs, the Fund intends to reduce the number of
duplicate prospectuses and other similar documents you receive by sending only
one copy of each to those addresses shared by two or more accounts and to
shareholders the Fund reasonably believes are from the same family or household.
If you would like to discontinue householding for your accounts, please call
toll-free at 855-ATACFUND (855-282-2386) to request individual copies of these
documents. Once the Fund receives notice to stop householding, the Fund will
begin sending individual copies 30 days after receiving your request. This
Householding policy does not apply to account statements.
Lost
Shareholders, Inactive Accounts and Unclaimed Property. It
is important that the Fund maintain a correct address for each shareholder. An
incorrect address may cause a shareholder’s account statements and other
mailings to be returned to the Fund. Based upon statutory requirements for
returned mail, the Fund will attempt to locate the shareholder or rightful owner
of the account. If the Fund is unable to locate the shareholder, then it will
determine whether the shareholder’s account can legally be considered abandoned.
Your mutual fund account may be transferred to the state government of your
state of residence if no activity occurs within your account during the
“inactivity period” specified in your state’s abandoned property laws. The Fund
is legally obligated to escheat (or transfer) abandoned property to the
appropriate state’s unclaimed property administrator in accordance with
statutory requirements. The shareholder’s last known address of record
determines which state has jurisdiction. Please proactively contact the Transfer
Agent toll-free at 855-824-1355 at least annually to ensure your account remains
in active status.
If
you are a resident of the state of Texas, you may designate a representative to
receive notifications that, due to inactivity, your mutual fund account assets
may be delivered to the Texas Comptroller. Please contact the Transfer Agent if
you wish to complete a Texas Designation of Representative form.
The
Fund currently offers two different classes of shares, Investor Class shares and
Institutional Class shares. The different classes of shares represent
investments in the same portfolio of securities but are subject to different
expenses, which may affect their performance. The classes also differ with
respect to their investment minimums.
Investor
Class shares impose a 0.25% Rule 12b-1 fee that is assessed against the
assets of the Fund attributable to that class. See “Rule 12b-1 Distribution
Fees” below for further information. Institutional Class shares do not pay a
Rule 12b-1 fee. Investor Class shares may be converted to Institutional Class
shares if your account balance exceeds the initial minimum investment for
Institutional Class shares.
The
Institutional Class is generally limited to institutional investors or certain
programs, including the following:
•Investors
making purchases through financial intermediaries that aggregate customer
accounts to accumulate the minimum initial investment;
28
•Clients
of financial intermediaries that have an agreement in place with Quasar
Distributors, LLC, the Fund’s distributor (the “Distributor”) or its affiliates
who charge clients an ongoing fee for advisory, investment, consulting, or
similar services, or who charge clients transaction fees with respect to their
investments in the Fund;
•Financial
intermediaries with clients of a registered investment adviser (“RIA”)
purchasing Fund shares in fee based advisory accounts, through certain
broker-dealers utilizing omnibus accounts;
•Individuals
and institutional investors, such as financial institutions, corporations,
trusts, defined benefit plans, foundations, endowments, estates, and
educational, religious, and charitable organizations;
•Institutions
and individuals that use trust departments or family/multi-family offices that
exercise investment discretion;
•Certain
retirement and benefit plans, including pension plans and employer sponsored
retirement plans established under Section 403(b) or Section 457, or qualified
under Section 401, of the Internal Revenue Code, as amended, (the
“Code”);
•Certain
qualified plans under Section 529 of the Code;
•Certain
insurance related products that have an agreement in place with the Distributor
or its affiliates;
•Certain
advisory accounts of the Adviser or its affiliates;
•Trustees
and officers of the Trust; directors, officers and employees of the Adviser and
its affiliates (including the spouse, life partner, or minor children under 21
of any such person); any trust or individual retirement account or self-employed
retirement plan for the benefit of any such person; or the estate of any such
person; and
•Employee
retirement plans sponsored by the Adviser or its affiliates.
At
the time you purchase shares of the Fund, you must inform your financial
intermediary or the Transfer Agent of your qualifications to invest in
Institutional Class shares. Institutional Class shares may also be offered
through financial intermediaries that charge their customers transaction or
other distribution or service fees with respect to their customers’ investments
in the Funds. As indicated in the table above, the minimum initial investment
for Institutional Class shares may be waived or reduced by the Adviser at any
time. In addition, the Fund may, in its sole discretion, accept investment in
Institutional Class shares from purchasers not listed above.
29
Quasar
Distributors, LLC (the “Distributor”) is located at 111 East Kilbourn Avenue,
Suite 2200, Milwaukee, Wisconsin 53202, and serves as distributor and principal
underwriter to the Fund. The Distributor is a registered broker-dealer and
member of the Financial Industry Regulatory Authority, Inc. Shares of the Fund
are offered on a continuous basis.
The
Trust has adopted a Rule 12b-1 plan under which the Fund is authorized to
pay to the Distributor or such other entities as approved by the Board of
Trustees, as compensation for the distribution-related services provided by such
entities, an aggregate fee of 0.25% of the average daily net assets of the
Fund’s Investor Class shares. The Distributor may pay any or all amounts
received under the Rule 12b-1 Plan to other persons, including the Adviser
or its affiliates, for any distribution service or activity designed to retain
Fund shareholders.
Because
the distribution fee is paid on an ongoing basis, your investment cost over time
may be higher than paying other types of sales charges.
The
Fund may pay service fees to intermediaries, such as banks, broker-dealers,
financial advisors or other financial institutions, including affiliates of the
Adviser, for sub-administration, sub-transfer agency and other shareholder
services associated with shareholders whose shares are held of record in omnibus
accounts, other group accounts or accounts traded through registered securities
clearing agents.
The
Adviser, out of its own resources and without additional cost to the Fund or its
shareholders, may provide additional cash payments to intermediaries who sell
shares of the Fund. These payments and compensation are in addition to service
fees paid by the Fund, if any. Payments are generally made to intermediaries
that provide shareholder servicing, marketing support or access to sales
meetings, sales representatives and management representatives of the
intermediary. Payments may also be paid to intermediaries for inclusion of the
Fund on a sales list, including a preferred or select sales list or in other
sales programs. Compensation may be paid as an expense reimbursement in cases in
which the intermediary provides shareholder services to the Fund. The Adviser
may also pay cash compensation in the form of finder’s fees that vary depending
on the dollar amount of the shares sold.
30
The
financial highlights in the following table are intended to help you understand
the Fund’s financial performance for the fiscal periods indicated. Certain
information reflects financial results for a single Fund share. The total
returns in each table represent the rate that an investor would have earned or
lost on an investment in the Fund (assuming reinvestment of all dividends and
distributions). This information has been derived from the financial statements
audited by Cohen & Company, Ltd., the Fund’s independent registered public
accounting firm, whose report, along with the Fund’s financial statements, are
included in the annual
report,
which is available upon request or on the Fund’s website at
www.atacfunds.com.
31
FINANCIAL
HIGHLIGHTS
For
a Fund share outstanding throughout the years.
| Investor Class | Year Ended August 31, 2023 | Year Ended August 31, 2022 | Year Ended August 31, 2021 | Year Ended August 31, 2020 | Year
Ended August 31, 2019 |
||||||||||||||||||||||||||||||||||||
|
PER
SHARE DATA(1): |
|||||||||||||||||||||||||||||||||||||||||
| Net asset value, beginning of year | $30.14 | $43.13 | $47.60 | $31.20 | $33.01 | ||||||||||||||||||||||||||||||||||||
| INVESTMENT OPERATIONS: | |||||||||||||||||||||||||||||||||||||||||
|
Net
investment income (loss)(2) |
(0.13) | (0.20) | (0.21) | 0.08 | 0.17 | ||||||||||||||||||||||||||||||||||||
|
Net
realized and unrealized gains (losses) on investments(3) |
(2.88) | (12.79) | 1.76 | 16.59 | (1.67) | ||||||||||||||||||||||||||||||||||||
|
Total
from investment operations |
(3.01) | (12.99) | 1.55 | 16.67 | (1.50) | ||||||||||||||||||||||||||||||||||||
| LESS DISTRIBUTIONS: | |||||||||||||||||||||||||||||||||||||||||
|
From
net investment income |
— | — | (0.03) | (0.27) | — | ||||||||||||||||||||||||||||||||||||
|
From
net capital gains |
— | — | (5.99) | — | (0.31) | ||||||||||||||||||||||||||||||||||||
|
Total
distributions |
— | — | (6.02) | (0.27) | (0.31) | ||||||||||||||||||||||||||||||||||||
| Net asset value, end of year | $27.13 | $30.14 | $43.13 | $47.60 | $31.20 | ||||||||||||||||||||||||||||||||||||
| TOTAL RETURN | -9.99% | -30.12% | 2.49% | 53.92% | -4.45% | ||||||||||||||||||||||||||||||||||||
| SUPPLEMENTAL DATA AND RATIOS: | |||||||||||||||||||||||||||||||||||||||||
| Net assets, end of year (in millions) | $18.3 | $26.6 | $84.5 | $128.7 | $31.1 | ||||||||||||||||||||||||||||||||||||
|
Ratio
of expenses to average net assets(4): |
|||||||||||||||||||||||||||||||||||||||||
| Before expense waiver/recoupment | 2.37% | 1.92% | 1.77% | 1.86% | 1.94% | ||||||||||||||||||||||||||||||||||||
| After expense waiver/recoupment | 2.01% | 1.80% | 1.75% | 1.74% | 1.75% | ||||||||||||||||||||||||||||||||||||
|
Ratio
of expenses excluding interest expenses to average net assets(4): |
|||||||||||||||||||||||||||||||||||||||||
| Before expense waiver/recoupment | 2.10% | 1.86% | 1.76% | 1.86% | 1.93% | ||||||||||||||||||||||||||||||||||||
| After expense waiver/recoupment | 1.74% | 1.74% | 1.74% | 1.74% | 1.74% | ||||||||||||||||||||||||||||||||||||
|
Ratio
of net investment income (loss) to average net assets(4): |
|||||||||||||||||||||||||||||||||||||||||
| After expense waiver/recoupment | (0.43)% | (0.51)% | (0.45)% | 0.21% | 0.56% | ||||||||||||||||||||||||||||||||||||
|
Portfolio
turnover rate(5) |
2,259% | 2,610% | 2,030% | 1,785% | 2,053% | ||||||||||||||||||||||||||||||||||||
(1)Per
share data calculated using the average shares outstanding method.
(2)Recognition
of net investment income (loss) by the Fund is affected by the timing of the
declaration of dividends by the underlying investment companies in which the
Fund invests.
(3)Realized
and unrealized gains (losses) per share in this caption are balancing amounts
necessary to reconcile the change in net asset value per share for the year, and
may not reconcile with the aggregate gains on the Statement of Operations due to
share transactions for the year.
(4)Does
not include expenses of investment companies in which the Fund invests.
(5)Portfolio
turnover disclosed is for the Fund as a whole.
32
FINANCIAL
HIGHLIGHTS
For
a Fund share outstanding throughout the years.
| Institutional Class | Year
Ended August 31, 2023 |
Year
Ended August 31, 2022 |
Year
Ended August 31, 2021 |
Year
Ended August 31, 2020 |
Year
Ended August 31, 2019 |
||||||||||||||||||||||||||||||
|
PER
SHARE DATA(1): |
|||||||||||||||||||||||||||||||||||
| Net asset value, beginning of year | $30.42 | $43.41 | $47.81 | $31.32 | $33.05 | ||||||||||||||||||||||||||||||
| INVESTMENT OPERATIONS: | |||||||||||||||||||||||||||||||||||
|
Net
investment income (loss)(2) |
(0.05) | (0.10) | (0.09) | 0.18 | 0.24 | ||||||||||||||||||||||||||||||
|
Net
realized and unrealized gains (losses) on investments(3) |
(2.92) | (12.89) | 1.77 | 16.64 | (1.66) | ||||||||||||||||||||||||||||||
|
Total
from investment operations |
(2.97) | (12.99) | 1.68 | 16.82 | (1.42) | ||||||||||||||||||||||||||||||
| LESS DISTRIBUTIONS: | |||||||||||||||||||||||||||||||||||
|
From
net investment income |
— | — | (0.09) | (0.33) | — | ||||||||||||||||||||||||||||||
|
From
net capital gains |
— | — | (5.99) | — | (0.31) | ||||||||||||||||||||||||||||||
|
Total
distributions |
— | — | (6.08) | (0.33) | (0.31) | ||||||||||||||||||||||||||||||
| Net asset value, end of year | $27.45 | $30.42 | $43.41 | $47.81 | $31.32 | ||||||||||||||||||||||||||||||
| TOTAL RETURN | -9.76% | -29.92% | 2.75% | 54.32% | -4.20% | ||||||||||||||||||||||||||||||
| SUPPLEMENTAL DATA AND RATIOS: | |||||||||||||||||||||||||||||||||||
| Net assets, end of year (in millions) | $39.4 | $62.3 | $136.4 | $142.9 | $39.1 | ||||||||||||||||||||||||||||||
|
Ratio
of expenses to average net assets(4): |
|||||||||||||||||||||||||||||||||||
| Before expense waiver/recoupment | 2.12% | 1.68% | 1.53% | 1.64% | 1.69% | ||||||||||||||||||||||||||||||
| After expense waiver/recoupment | 1.77% | 1.56% | 1.50% | 1.49% | 1.50% | ||||||||||||||||||||||||||||||
|
Ratio
of expenses excluding interest expenses to average net assets(4): |
|||||||||||||||||||||||||||||||||||
| Before expense waiver/recoupment | 1.84% | 1.61% | 1.52% | 1.64% | 1.68% | ||||||||||||||||||||||||||||||
| After expense waiver/recoupment | 1.49% | 1.49% | 1.49% | 1.49% | 1.49% | ||||||||||||||||||||||||||||||
|
Ratio
of net investment income (loss) to average net assets(4): |
|||||||||||||||||||||||||||||||||||
| After expense waiver/recoupment | (0.18)% | (0.27)% | (0.20)% | 0.46% | 0.81% | ||||||||||||||||||||||||||||||
|
Portfolio
turnover rate(5) |
2,259% | 2,610% | 2,030% | 1,785% | 2,053% | ||||||||||||||||||||||||||||||
(1)Per
share data calculated using the average shares outstanding method.
(2)Recognition
of net investment income (loss) by the Fund is affected by the timing of the
declaration of dividends by the underlying investment companies in which the
Fund invests.
(3)Realized
and unrealized gains (losses) per share in this caption are balancing amounts
necessary to reconcile the change in net asset value per share for the year, and
may not reconcile with the aggregate gains on the Statement of Operations due to
share transactions for the year.
(4)Does
not include expenses of investment companies in which the Fund
invests.
(5)Portfolio
turnover disclosed is for the Fund as a whole.
33
Investment
Adviser
Tidal
Investments LLC
234
West Florida Street, Suite 203
Milwaukee,
Wisconsin 53204
Independent
Registered Public Accounting Firm
Cohen
& Company, Ltd.
342
North Water Street, Suite 830
Milwaukee,
Wisconsin 53202
Legal
Counsel
Stradley
Ronon Stevens & Young, LLP
2005
Market Street, Suite 2600
Philadelphia,
Pennsylvania 19103
Custodian
U.S.
Bank N.A.
Custody
Operations
1555
North Rivercenter Drive, Suite 302
Milwaukee,
Wisconsin 53212
Transfer
Agent, Fund Accountant and Fund Administrator
U.S.
Bancorp Fund Services, LLC
615
East Michigan Street
Milwaukee,
Wisconsin 53202
Distributor
Quasar
Distributors, LLC
111
East Kilbourn Avenue, Suite 2200
Milwaukee,
Wisconsin 53202
34
| PRIVACY NOTICE | ||
The
Fund collects only relevant information about you that the law allows or
requires it to have in order to conduct its business and properly service you.
The Fund collects financial and personal information about you (“Personal
Information”) directly (e.g.,
information on account applications and other forms, such as your name, address,
and social security number, and information provided to access account
information or conduct account transactions online, such as password, account
number, e-mail address, and alternate telephone number), and indirectly
(e.g.,
information about your transactions with us, such as transaction amounts,
account balance and account holdings).
The
Fund does not disclose any non-public personal information about its
shareholders or former shareholders other than for everyday business purposes
such as to process a transaction, service an account, respond to court orders
and legal investigations or as otherwise permitted by law. Third parties that
may receive this information include companies that provide transfer agency,
technology and administrative services to the Fund, as well as the Fund’s
investment adviser who is an affiliate of the Fund. If you maintain a
retirement/educational custodial account directly with the Fund, we may also
disclose your Personal Information to the custodian for that account for
shareholder servicing purposes. The Fund limits access to your Personal
Information provided to unaffiliated third parties to information necessary to
carry out their assigned responsibilities to the Fund. All shareholder records
will be disposed of in accordance with applicable law.
The
Fund maintains physical, electronic and procedural safeguards to protect your
Personal Information and requires its third-party service providers with access
to such information to treat your Personal Information with the same high degree
of confidentiality.
In
the event that you hold shares of the Fund through a financial intermediary,
including, but not limited to, a broker-dealer, bank, credit union or trust
company, the privacy policy of your financial intermediary governs how your
non-public personal information is shared with unaffiliated third
parties.
ATAC
Rotation Fund
Series
of Managed Portfolio Series
| FOR MORE INFORMATION | ||
You
can find more information about the Fund in the following
documents:
Statement
of Additional Information
The
SAI provides additional details about the investments and techniques of the Fund
and certain other additional information. A current SAI is on file with the SEC
and is incorporated into this Prospectus by reference. This means that the SAI
is legally considered a part of this Prospectus even though it is not physically
within this Prospectus.
Annual
and Semi-Annual Reports
The
Fund’s annual
and semi-annual
reports provide additional information about the Fund’s investments. The annual
reports contain a discussion of the market conditions and investment strategies
that affected the Fund’s performance during the Fund’s prior fiscal
period.
You
can obtain a free copy of these documents and the SAI, request other
information, or make general inquiries about the Fund by calling the Fund
(toll-free) at 855-ATACFUND (855-282-2386), by visiting the Fund’s website at
www.atacfunds.com or by writing to:
ATAC
Rotation Fund
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
Wisconsin 53201-0701
You
can review and copy information, including the Fund’s reports and
SAI:
•Free
of charge from the SEC’s EDGAR database on the SEC’s Internet website at
http://www.sec.gov; or
•For
a fee, by electronic request at the following e-mail address:
[email protected].
| (The Trust’s SEC Investment Company Act of 1940 file number is 811-22525) | ||