New
Path Tactical Allocation Fund
Investor
Class Shares — GTAAX
Institutional
Class Shares — GTAIX
Prospectus
February
28, 2014
The
Securities and Exchange Commission (“SEC”) has not approved or disapproved of
these
securities or determined if this Prospectus is truthful or
complete. Any
representation
to the contrary is a criminal offense.
New
Path Tactical Allocation Fund
A series
of Managed Portfolio Series (the “Trust”)
Summary Section
Investment
Objective
The New
Path Tactical Allocation Fund (the “Fund”) seeks total return.
Fees
and Expenses of the Fund
This
table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund. You may qualify for sales charge discounts if you
and your family invest, or agree to invest in the future, at least $50,000 in
the Fund. More information about these and other discounts is
available from your financial professional and in the “Shareholder Information -
Class Descriptions” section on page 19 of the Fund’s statutory
Prospectus.
|
Shareholder
Fees
(fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
|
Maximum
Sales Charge (Load) Imposed on Purchases
(as
a percentage of the offering price) |
5.00% |
None |
|
Maximum
Deferred Sales Charge (Load) |
None |
None |
|
Redemption
Fee (as a percentage of amount redeemed within 30 days of
purchase) |
1.00% |
1.00% |
|
Annual Fund Operating
Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
Investor
Class |
Institutional
Class |
|
Management
Fees |
0.70% |
0.70% |
|
Distribution
and Service (12b-1) Fees |
0.25% |
0.00% |
|
Other
Expenses |
0.52%
|
0.52%
|
|
Acquired
Fund Fees and Expenses |
0.14%
|
0.14%
|
|
Total
Annual Fund Operating Expenses(1)
|
1.61%
|
1.36%
|
|
Expense
(Reimbursement)/Recoupment (2)
|
0.03%
|
0.03%
|
|
Total
Annual Fund Operating Expenses After
Expense
(Reimbursement)/Recoupment (2)
|
1.64%
|
1.39%
|
|
(1) |
The
Total Annual Fund Operating Expenses for the Fund do not correlate to the
ratio of expenses to average net assets included in the “Financial
Highlights” section of the Prospectus, which reflects the operating
expenses of the Fund and does not include indirect expenses such as
acquired fund fees and expenses. |
|
(2) |
New
Path Capital Advisors (the “Adviser”) has contractually agreed to
reimburse the Fund for its operating expenses, and may reduce its
management fees, in order to ensure that Total Annual Fund Operating
Expenses (excluding acquired fund fees and expenses, brokerage
commissions, leverage, interest, taxes and extraordinary expenses) do not
exceed 1.50% of the average daily net assets of the Investor Class shares
and 1.25% of the average daily net assets of the Institutional Class
shares. Expenses reimbursed and/or fees reduced by the Adviser may be
recouped by the Adviser for a period of three fiscal years following the
fiscal year during which such reimbursement or reduction was made if such
recoupment can be achieved without exceeding the expense limit in effect
at the time the waiver and/or reimbursement occurred. The Operating
Expense Limitation Agreement will be in effect and cannot be terminated
through at least May 31, 2015. |
Example
This
Example is intended to help you compare the costs of investing in the Fund with
the cost of investing in other mutual funds. The Example assumes that
you invest $10,000 in the Fund for the time periods indicated and then redeem
all of your shares at the end of those periods. The Example also
assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same (taking into account the expense limitation
for one year). Although your actual costs may be higher or lower,
based on these assumptions, your costs would be:
|
Class |
One Year |
Three Years |
Five Years |
Ten Years |
|
Investor
Class |
$658
|
$985
|
$1,335
|
$2,318
|
|
Institutional
Class |
$142
|
$434
|
$748
|
$1,638
|
Portfolio
Turnover
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. For the fiscal year ended October 31, 2013, the Fund’s
portfolio turnover rate was 291% of the average value of its portfolio.
Principal
Investment Strategies
To
achieve the Fund’s investment objective, the Adviser normally invests the Fund’s
assets primarily in shares of exchange-traded funds that track various indices
(“ETFs”), sometimes referred to in this Prospectus as “Underlying ETFs.”
These indices may track the performance of the equity, fixed income and/or
commodities 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). Underlying ETFs
may include “inverse” or “short” ETFs that are designed to deliver the opposite
return of an index. The Fund may also invest in exchange-traded notes
(“ETNs”). ETNs are debt obligations of investment banks which are
traded on exchanges and whose returns are linked to the performance of market
indices.
The
Underlying ETFs that the Adviser intends to invest in may hold equity securities
(e.g. common and preferred stock) of small, medium and large domestic or foreign
companies and fixed income securities such as government or corporate bonds
issued by a variety of domestic or foreign entities. The Adviser
intends to invest in Underlying ETFs that correspond to one or more asset
classes, which may include equities, fixed income, commodities or cash
equivalents. 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). The
fixed income securities in which an Underlying ETF invests may also include
high-yield securities or “junk bonds.” In addition, the Fund may
invest up to 20% of its net assets in Underlying ETFs that hold commodity-linked
derivative instruments or invest in the securities of issuers involved in
commodity-related businesses. The Fund may also invest in Underlying
ETFs that hold real estate investment trusts (“REITs”).
Over
time, the Fund’s asset mix, through its investment in the Underlying ETFs, is
likely to consist of a combination of equity and fixed-income
securities. The Fund, however, reserves the right to invest all of
its assets in any one asset class depending upon market conditions.
The
Adviser uses a quantitative trending analysis of major market indices to
determine those asset classes that offer the greatest potential for total return
in a given market environment. Therefore, the Fund can make
aggressive moves into or out of any particular asset class on a month to month
basis. As a result, the Adviser expects that the Fund will have an annual
portfolio turnover rate in excess of 100% and could exceed 400% depending on
market conditions.
At the
discretion of the Adviser, the Fund may invest its assets in cash, cash
equivalents, and high-quality, short-term debt securities and money market
instruments for temporary defensive purposes in response to adverse market,
economic or political conditions and to retain flexibility in meeting redemptions and paying
expenses, which may result in the Fund not achieving its investment
objective.
The Fund
is “non-diversified,” meaning that a relatively high percentage of its assets
may be invested in a limited number of issuers of securities.
Principal
Risks
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 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. The principal risks of investing in the Fund
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.
Newer Fund
Risk. The Fund has limited operating history and there can be
no assurance that the Fund will grow to or maintain an economically viable size,
in which case the Trust’s Board of Trustees (“Board of Trustees”) may determine
to liquidate the Fund.
Adviser Risk. The Adviser has
limited experience managing a mutual fund.
Management
Risk. The Fund may not meet its investment objective or may
underperform investment vehicles 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.
Non-Diversified Fund
Risk. Because the Fund is “non-diversified” and may invest a
greater percentage of its assets in the securities of a single issuer, a decline
in the value of an investment in a single issuer could cause the Fund’s overall
value to decline to a greater degree than if the Fund held a more diversified
portfolio.
Concentration
Risk. The Fund may have a relatively high concentration of
assets in a single or small number of Underlying ETFs, which may reduce its
diversification and result in increased volatility.
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, the notes issued by ETNs
are unsecured debt of the issuer.
Portfolio Turnover
Risk. A high portfolio turnover rate (100% or more) has the
potential to result in the realization by the Fund and 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. When purchasing Fund securities through a broker, high
portfolio turnover generally involves correspondingly greater brokerage
commission expenses, which must be borne directly by the Fund.
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 of 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.
The
principal risks resulting from investments in the Underlying ETFs
include:
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. Credit risk is the risk that an issuer will not
make timely payments of principal and interest.
High-Yield Securities
Risk. These risks apply to the extent the Underlying ETFs hold
high-yield securities. 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. These risks apply to the extent the Underlying
ETFs hold large-cap, mid-cap and small-cap companies. 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.
REITs Risk. These
risks apply to the extent the Underlying ETFs hold REITs. The REITs
in which an Underlying ETF may invest exposes the Fund to similar risks
associated with direct investment in real estate. REITs are dependent
upon specialized management skills, have limited diversification and are
generally dependent on their ability to generate cash flow to make distributions
to shareholders.
Industry or Sector Emphasis
Risk. To the extent that an Underlying ETF invests a
substantial portion of its portfolio in a particular industry or sector, such
Underlying ETF’s shares may be more volatile and fluctuate more than shares of
an Underlying ETF investing in a broader range of securities.
Underlying ETFs Non-Diversification
and Concentration Risk. Underlying ETFs in which the Fund
invests may be non-diversified and, as a result, may have a greater exposure to
volatility than other ETFs. Because a non-diversified Underlying ETF
may invest a larger percentage of its assets in securities of a single issuer
than a diversified Underlying ETF, the performance of that issuer can have a
substantial impact on that Underlying ETF and therefore the Fund’s NAV. In
addition, certain of the Underlying ETFs may hold common portfolio positions,
thereby reducing diversification and increasing volatility.
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 most
Underlying ETFs 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.
Inverse or Short Correlation
Risk. If an Underlying ETF is designed to deliver the opposite
return of an index, it should lose money when such index rises — a result that
is the opposite from traditional mutual funds. This risk is
compounded if the Underlying ETF seeks to achieve a return that is a multiple of
the inverse performance of its index.
Foreign Securities
Risk. These risks apply to the extent the Underlying ETFs hold
foreign securities. Foreign companies involve risks not generally
associated with investment in the securities of U.S. companies, including risks
relating to political, social and economic developments abroad and differences
between U.S. and foreign regulatory requirements and market practices, including
fluctuations in foreign currencies.
Emerging Markets
Risk. In addition to the risks of foreign securities in
general, the Fund’s investments in Underlying ETFs that invest in emerging
markets may pose additional risks. Emerging markets are countries that are in
the initial stages of industrialization and generally have low per capita
income. They also are generally more volatile, and have relatively
unstable governments, social and legal systems that do not protect shareholders,
economies dominated by only a few industries, and securities markets that are
substantially smaller, less liquid and more volatile with less government
oversight than more developed countries. Emerging markets (“EM”) are
markets of countries, such as Brazil, Chile, China, Colombia, Czech Republic,
Egypt, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Morocco, Peru,
Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and
Turkey.
Commodities Risk. Investments
by an Underlying ETF in commodity-linked derivative instruments and companies
involved in commodity-related businesses may be subject to greater volatility
than investments in more traditional securities, particularly if the investments
involve leverage. This is because the value of commodity-linked derivative
instruments and companies in commodity-related businesses may be affected by
overall market movements, commodity index volatility, changes in interest rates
or sectors and other factors affecting the value of a particular industry or
commodity, such as weather, disease, embargoes, or political and regulatory
developments. The use of leveraged commodity-linked derivatives
creates an opportunity for increased return, but also creates the possibility
for a greater loss.
Performance
The
accompanying bar chart and table provide some indication of the risks of
investing in the Fund by showing the Fund’s total return from year to year and
by showing how the Fund’s average annual returns for 1 year and since inception
compare with those of a broad measure of market performance and a blend of
market indices that resembles the Fund’s investment strategy. Next to
the bar chart are the Fund’s highest and lowest return for a quarter during the
period shown in the bar chart. Figures shown in the bar chart are for
the Fund’s Institutional Class shares and do not reflect sales charges, which
would lower returns. Fund returns shown in the performance table
reflect the maximum sales charge of 5.00% for the Fund’s Investor Class
shares. Past performance (before and after taxes) will not
necessarily continue in the future. Updated performance is available
on the Fund’s website at www.NewPathGTAAFund.com and by calling (855)
482-2363.
 |
|||
| Best Quarter | Worst Quarter | ||
| Q1 2012 5.80% | Q2 2012 (6.99)% | ||
|
Average
Annual Total Returns for the periods ended December 31, 2013
| ||||
|
One
Year |
Since
Inception
(12/28/2011)
|
|||
|
Institutional
Class Shares |
||||
|
Return
Before Taxes |
12.08%
|
8.01%
|
||
|
Return
After Taxes on Distributions |
8.50%
|
6.17%
|
||
|
Return
After Taxes on Distributions and Sale of Fund Shares |
6.98%
|
5.42%
|
||
|
Investor
Class Shares |
||||
|
Return
Before Taxes |
6.36%
|
4.99%
|
||
|
MSCI
ACWI All Cap Index (60%) & Barclays U.S. Aggregate Bond Index
(40%)1
(reflects no
deduction for fees, expenses or taxes) |
10.66%
|
12.35%
|
||
|
S&P
500®
Index (reflects no
deduction for fees, expenses or taxes) |
32.39%
|
24.21%
|
||
1 This blend of market
indices was added as an additional measure of the Fund's performance because it
resembles the Fund’s investment strategy more closely than the S&P
500.
After tax
returns are calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local
taxes. Actual after-tax returns depend on your situation and may
differ from those shown. The performance of the Investor Class Shares
will vary from the after-tax returns shown above for the Institutional Class
Shares as a result of sales loads, higher Rule 12b-1 fees and
expenses. Furthermore, the after-tax returns shown are not relevant
to those who hold their shares through tax-deferred arrangements such as 401(k)
plans or individual retirement accounts (“IRAs”).
Investment
Adviser
Portfolio
Manager
Ronald G. Bristol, President and Portfolio
Manager of the Adviser, and Kevin P. McDonald, Chief Compliance Officer and
Assistant Portfolio Manager of the Adviser, are the portfolio managers
responsible for the day-to-day management of the Fund. Each has
managed the Fund since its inception in December 2011.
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 (New Path Tactical
Allocation Fund, c/o U.S. Bancorp Fund Services, LLC, P.O. Box 701,
Milwaukee, Wisconsin 53201-0701), by wire transaction, by contacting the Fund by
telephone at (855) 482-2363 or through a financial intermediary. The
minimum initial and subsequent investment amounts for various types of accounts
are shown below.
|
Investor
Class |
Institutional
Class | |
|
Minimum
Initial Investment |
$5,000 |
$1,000,000 |
|
Subsequent
Minimum Investment |
$500 |
$1,000 |
Tax
Information
The
Fund’s distributions are taxable, and will be taxed as ordinary income or
capital gains, unless you are a tax-exempt organization or are investing through
a tax-deferred arrangement such as a 401(k) plan.
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.
Investment
Objective, Strategies, Risks and Disclosure of
Portfolio Holdings
| Investment Objective |
The
Fund’s investment objective is total return. The 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 normally invests the Fund’s
assets primarily in shares of ETFs that track various indices, sometimes
referred to in this Prospectus as “Underlying ETFs.” These indices
may track the performance of the equity, fixed income and/or commodities
markets, in general, or the performance of specific sectors (e.g., a large
grouping of companies operating within the market that shares similar
characteristics) or market segments (e.g., large, medium, or small
capitalization domestic and/or foreign companies). Underlying ETFs
may include “inverse” or “short” ETFs that are designed to deliver the opposite
return of an index. The Fund may also invest in exchange-traded notes
(“ETNs”). ETNs are debt obligations of investment banks which are
traded on exchanges and whose returns are linked to the performance of market
indices.
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. However, registered
investment companies are permitted to invest in other investment companies
(“underlying investment companies”) beyond the limits set forth in Section
12(d)(1) subject to certain terms and conditions, including that such underlying
investment companies enter into an agreement with the Fund if the underlying
investment company has obtained a Section 12(d)(1) exemptive order from the
SEC. Therefore, the Fund may enter into agreements with certain
Underlying ETFs that permit the Fund to invest in the Underlying ETFs to an
unlimited extent.
The
Adviser desires to provide exposure to one or more asset classes through its
asset allocation strategy. The Adviser uses a quantitative trending
analysis of major market indices to determine those asset classes that offer the
greatest potential for total return in a given market
environment. The price levels of a variety of indices are analyzed
over varying time periods to detect positive or negative trends in the
performance of certain asset classes, and the probability of those trends
continuing based on historical back testing. Examples of such indices
include, but are not limited to, the S&P 500®
Index, MSCI US REIT Index and MSCI EAFE Index. A fixed set of
decision parameters is used to generate specific allocation percentages to each
asset class. No qualitative or fundamental analysis is
used. The Adviser then selects Underlying ETFs with investments or
exposure that most closely matches those asset classes. In selecting
specific Underlying ETFs, the Adviser also considers trading volume and the fees
and expenses associated with purchasing and holding shares of an Underlying
ETF. Underlying ETFs are sold when the Adviser’s analysis indicates
that the probability of a trend continuing is no longer
likely. Therefore, the Fund can make aggressive moves into or out of
any particular asset class on a month to month basis. As a result,
the Adviser expects that the Fund will have an annual portfolio turnover rate in
excess of 100% and could exceed 400% depending on market
conditions.
The
Underlying ETFs that the Adviser intends to invest in may hold equity securities
(e.g. common and preferred stock) of small, medium and large domestic or foreign
companies and 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). The fixed income securities in which an Underlying
ETF invests may also include high-yield securities or “junk
bonds.” In addition, the Fund may invest up to 20% of its net assets
in Underlying ETFs that hold commodity-linked derivative instruments or invest
in the securities of issuers involved in commodity-related
businesses. The Fund may also invest in Underlying ETFs that hold
real estate investment trusts.
Over
time, the Fund’s asset mix, through its investment in the Underlying ETFs, is
likely to consist of a combination of equity and fixed-income
securities. The Fund, however, reserves the right to invest all of
its assets in any one asset class depending upon market conditions.
The Fund
is “non-diversified,” meaning that a relatively high percentage of its assets
may be invested in a limited number of issuers of securities.
Temporary Strategies; Cash or
Similar Investments. For temporary defensive purposes, the
Adviser may invest up to 100% of the Fund’s total assets in high-quality,
short-term debt securities and money market instruments. 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. Taking a temporary defensive position may result in the
Fund not achieving its investment objective. Furthermore, 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.
The Fund
may also hold short-term debt securities and money market instruments to retain
flexibility in meeting redemptions and paying expenses.
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. Remember, in addition to possibly
not achieving your investment goals, you could lose all or a portion of
your investment in the Fund. The principal risks of investing
in the Fund are:
General Market
Risk. The NAV of the Fund and investment return will fluctuate
based upon changes in the value of its 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. 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
problems may have adverse effects on the Fund.
Newer Fund
Risk. There can be no assurance that the Fund will grow to or
maintain an economically viable size, in which case the Board of Trustees may
determine to liquidate the Fund. Liquidation of the Fund can be
initiated without shareholder approval by the Board of Trustees if it determines
it is in the best interest of shareholders. As a result, the timing
of any Fund liquidation may not be favorable to certain individual
shareholders.
Adviser Risk. The Adviser has
limited experience managing a mutual 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 under perform 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 underperforms other Underlying ETFs under various market
conditions. You could lose money on your investment in the Fund as a
result of these allocation decisions. Although the Fund will attempt to invest
in a number of different asset classes, 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.
Non-Diversified Fund
Risk. The Fund is “non-diversified” and therefore is not
required to meet certain diversification requirements under federal
laws. The Fund may invest a greater percentage of its assets in the
securities of a single issuer and may have fewer holdings than other mutual
funds. As a result, a decline in the value of an investment in a
single issuer could cause the Fund’s overall value to decline to a greater
degree than if the Fund held a more diversified portfolio.
Concentration
Risk. The Fund may have a relatively high concentration of
assets in a single or small number of Underlying ETFs, which may reduce its
diversification and result in increased volatility.
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 and
commodities 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. There may be restrictions on
the Fund’s right to redeem its investment in an ETN, which is meant to be held
until maturity. The Fund’s decision to sell its ETN holdings may be limited by
the availability of a secondary market.
Portfolio Turnover
Risk. A high portfolio turnover rate (100% or more) has the
potential to result in the realization by the Fund and 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. The Fund’s tax loss carry forwards may help reduce your tax
liability. 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 in ETFs, it is subject to additional risks that do not apply to
conventional mutual funds, including the risks that the market price of an 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
ETF may be delisted from, the exchange on which they trade, which may affect the
Fund’s ability to sell its shares. The lack of liquidity in a
particular ETF could result in it being more volatile than the ETF’s underlying
portfolio of securities. ETFs are also subject to the risks of the
underlying securities or sectors the ETF is designed to
track.
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. In addition, there are brokerage commissions paid in
connection with buying or selling ETF shares.
The
principal risks resulting from investments in the Underlying ETFs
include:
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 ETFs’ fixed-income
investments. Fixed-income securities are generally subject to the
following types of risks. Typically, when interest rates rise, the
fixed-income security’s market value declines (interest rate
risk). Conversely, typically the longer a fixed-income security’s
maturity, the lower its yield and the greater the risk of volatility (maturity
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 (credit quality risk). This means that the underlying
company may experience financial problems causing it to be unable to meet its
payment obligations. 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.
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 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. The Fund may invest in Underlying ETFs that are invested
in mid-cap and small-cap companies. 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.
REITs Risk. The
Fund may invest in Underlying ETFs that are invested in REITs. REITs
are separately managed trusts that make investments in various real estate
businesses. The real estate industry is particularly sensitive to:
(i) economic factors, such as interest rate changes, tight credit markets, or
recessions; (ii) over-building in one particular area, changes in zoning laws,
or changes in neighborhood values; (iii) increases in property taxes; (iv)
casualty and condemnation losses; and (v) regulatory limitations on
rents. The value of real property, and the REITs that invest in it,
may decrease during periods of volatility in the credit
markets. REITs may expose an Underlying ETF to similar risks
associated with direct investment in real estate. REITs are more
dependent upon specialized management skills, have limited diversification and
are, therefore, generally dependent on their ability to generate cash flow to
make distributions to shareholders.
Industry or Sector Emphasis
Risk. The Fund may invest in Underlying ETFs that in turn
concentrate their investments within one industry or sector or among a broad
range of industries or sectors. To the extent that an Underlying ETF
focuses on one or more sectors or industries, it may be subject to the risks
affecting that sector or industry more than would a more broadly diversified
fund. For example, to the extent that an Underlying ETF concentrates
in the technology sector, it will be subject to the risks of that sector,
including competitive pressures of technology companies from new market
entrances and technological obsolescence, as well as increased research and
development costs and potential for greater governmental
regulation. Furthermore, each industry or sector possesses particular
risks that may not affect other industries or sectors. The Adviser’s
judgment about which sectors or industries offer the greatest potential for
long-term financial reward will change over time. Therefore, the
Underlying ETFs in which the Fund invests may be concentrated in any of a number
of different sectors or industries.
Diversification and Concentration
Risk. Underlying ETFs in which the Fund invests may be
non-diversified and, as a result, may have a greater exposure to volatility than
other ETFs. Because a non-diversified Underlying ETF may invest a
larger percentage of its assets in securities of a single issuer than a
diversified Underlying ETF, the performance of that issuer can have a
substantial impact on that Underlying ETF and therefore the Fund’s NAV. In
addition, certain of the Underlying ETFs may hold common portfolio positions,
thereby reducing diversification and increasing volatility.
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 most
Underlying ETFs 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.
Inverse or Short Correlation
Risk. If an Underlying ETF is designed to deliver the opposite
return of an index, it should lose money when such index rises — a result that
is the opposite from traditional mutual funds. This risk is
compounded if the Underlying ETF seeks to achieve a return that is a multiple of
the inverse performance of its index.
Foreign Securities
Risk. The Fund may invest in Underlying ETFs that are invested
in foreign securities. The risks of investing in securities of
foreign companies involves risks not generally associated with investments in
securities of U.S. companies, including risks relating to political, social and
economic developments abroad and differences between U.S. and foreign regulatory
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.
Emerging Markets
Risk. In addition to the risks of foreign securities in
general, the Fund’s investments in Underlying ETFs that invest in emerging
markets may pose additional risks. Emerging markets are countries that are in
the initial stages of industrialization and generally have low per capita
income. They also are generally more volatile, and have relatively
unstable governments, social and legal systems that do not protect shareholders,
economies dominated by only a few industries, and securities markets that are
substantially smaller, less liquid and more volatile with less government
oversight than more developed countries. Emerging markets (“EM”) are
markets of countries, such as Brazil, Chile, China, Colombia, Czech Republic,
Egypt, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Morocco, Peru,
Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and
Turkey.
Commodities
Risk. The Underlying ETFs may invest in commodity-linked
derivative instruments and companies involved in commodity-related
businesses. Such investments may be subject to greater volatility
than investments in more traditional securities, particularly if the investments
involve leverage. This is because the value of commodity-linked derivative
instruments and companies in commodity-related businesses may be affected by
overall market movements, commodity index volatility, changes in interest rates
or sectors and other factors affecting the value of a particular industry or
commodity, such as weather, disease, embargoes, or political and regulatory
developments. The use of leveraged commodity-linked derivatives
creates an opportunity for increased return, but also creates the possibility
for greater loss.
A
description of the Fund’s policies and procedures with respect to the disclosure
of the Fund’s portfolio holdings is available in the SAI.
Management of the Fund
The Fund
has entered into an investment advisory agreement (“Advisory Agreement”) with
New Path Capital Advisors, located at 561 Blue River Parkway, Unit B,
Silverthorne, Colorado 80498. Established in 2007, the Adviser is an
SEC-registered investment adviser that provides investment advisory services to
private clients and institutions. As of December 31, 2013, the
Adviser had approximately $75 million in assets under management. The
Adviser is majority owned by Ronald G. Bristol, President. Under the
Advisory Agreement, the Adviser manages the Fund’s investments subject to the
supervision of the Board of Trustees.
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 office space and 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 0.70% of the
Fund’s average daily net assets.
Fund Expenses. The
Fund is responsible for its own operating expenses. Pursuant to an
Operating Expense Limitation Agreement between the Adviser and the Fund, the
Adviser has agreed to reimburse the Fund for its operating expenses, and may
reduce its management fees, in order to ensure that Total Annual Fund Operating
Expenses (excluding acquired fund fees and expenses, brokerage commissions,
leverage, interest, taxes and extraordinary expenses) do not exceed 1.50% of the
average daily net assets of the Investor Class shares and 1.25% of the average
daily net assets of the Institutional Class shares. The Operating
Expense Limitation Agreement will be in effect and cannot be terminated through
at least May 31, 2015. Expenses reimbursed and/or fees reduced by the Adviser
may be recouped by the Adviser for a period of three fiscal years following the
fiscal year during which such reimbursement or reduction was made if such
recoupment can be achieved without exceeding the expense limit in effect at the
time the waiver and/or reimbursement occurred.
A
discussion regarding the basis of the Board of Trustees’ approval of the
Advisory Agreement is available in the Fund’s semi-annual report to
shareholders for the
period ending April 30, 2013.
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.
Ronald
G. Bristol
Mr.
Bristol founded the Adviser in 2007 and has since served as President and
portfolio manager. Prior to founding the Adviser, Mr. Bristol ran an
independent financial advisory practice in Colorado which he started in
2004. Mr. Bristol holds a B.A. in Economics from Westmont College in
Santa Barbara CA, and an MBA from Cornell University.
Kevin
P. McDonald
Mr.
McDonald joined the Adviser in 2008 and has since served as Chief Compliance
Officer and assistant portfolio manager. Prior to joining the
Adviser, Mr. McDonald was a business partner in Mr. Bristol’s independent
financial advisory practice beginning in 2006. Mr. McDonald has over
20 years of experience in banking, including as President of FirstBank of
Silverthorne for over 10 years. Mr. McDonald holds a B.S. in Business
Administration from Colorado State University in Ft. Collins, CO.
The
Fund’s Statement of Additional Information (“SAI”) provides additional
information about the portfolio manager’s compensation, other accounts managed
by the portfolio manager and the portfolio manager’s ownership of Fund
shares.
As of the
date of this Prospectus, the Fund has a limited performance
history. The table below provides the performance of a composite of
all client accounts managed by the Adviser on a fully discretionary basis with
substantially similar objectives, policies and investment strategies employed by
the Adviser to manage the Fund (the “Composite”). The accounts
comprising the Composite are managed by the Fund’s portfolio
managers. The Adviser does not manage any other registered investment
companies in addition to the Fund.
The
performance of the Fund may not correspond with the performance of the accounts
comprising the Composite.
The
Composite returns were prepared by the Adviser in compliance with the Global
Investment Performance Standards (“GIPS®”). The
returns are unaudited and calculated by the Adviser on a total return basis and
include gains or losses plus income and the reinvestment of all dividends and
interest. All returns reflect the deduction of the Adviser’s maximum
management fee of 1.50%, brokerage commissions and execution costs paid by the
accounts, without provision for Federal or state income
taxes. Custodial fees, if any, were not included in the
calculations.
The
Fund’s performance will be calculated using the standard formula set forth in
rules promulgated by the SEC, which differs in certain respects from the methods
used to compute total return for the Composite. The private accounts
comprising the Composite are not subject to the same types of expenses incurred
by the Fund nor certain investment limitations, diversification requirements and
other restrictions imposed on the Fund by the 1940 Act and the Internal Revenue
Code of 1986, as amended. The performance results of the Composite
would have been lower if the accounts included in the Composite had been subject
to the Fund’s expenses or had been regulated as investment companies under
Federal securities laws. Past performance of the Composite is not
indicative of the future performance results of the Fund.
The
following chart shows the average annual return of the Composite for the period
ended December 31, 2013. This performance data is for the Composite
and is not the performance results of the Fund. This performance data
should not be considered indicative of the Fund’s future performance.
New
Path Actively Managed Allocation Strategy Composite - Total Annualized
Returns
For
the Periods Ended December 31, 2013 | ||||
|
One
Year |
Three
Year |
Five
Year |
Since
Inception
(4/2/2007
) | |
|
New
Path Actively Managed Allocation
Strategy
Composite (net of fees) |
11.70%
|
4.44%
|
10.99%
|
7.86%
|
|
S&P
500®
Index1
(reflects no deduction
for
expenses, or
taxes) |
32.41%
|
16.18%
|
17.94%
|
6.26%
|
|
MSCI
ACWI All Cap Index (60%) &
Barclays U.S. Aggregate Bond Index
(40%)2
(reflects no deduction
for expenses, or taxes) |
12.80%
|
7.16%
|
10.90%
|
4.42%
|
|
|
1 |
The
S&P 500 Index®
is a market-value weighted index representing the performance of 500
widely held, publicly traded large capitalization
stocks. |
|
|
2
|
The
MSCI ACWI All Cap Index is a free float-adjusted market capitalization
weighted index that captures large, mid, small, and micro cap
representation across 23 developed countries and large, mid, small, and
micro cap representation across 21 emerging markets. The Barclays U.S.
Aggregate Bond Index is a broad measure of the U.S. investment-grade
fixed-income securities market. |
Shareholder Information
The price
of each class of the Fund’s shares is based on 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 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
Fund’s 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. The Fund’s direct investments in fixed
income securities with maturities of 60 days or less are valued at amortized
cost. 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 of Trustees. 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 of Trustees
will regularly evaluate whether the Fund’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 by
the Trust’s valuation committee.
When fair
value pricing is employed, the prices of securities used by the Fund 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) from the price of the security
quoted or published by others or the value when trading resumes or realized upon
its 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
was using market value pricing.
Shares of
the Fund are purchased at the next NAV per share calculated plus any applicable
sales charge (or minus any applicable sales charge) after your purchase order is
received in good order by the Fund.
Shares of
the Fund have not been registered 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 both conclude that such sale is
appropriate and is not in contravention of United States law.
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, 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 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 investment amount is $5,000 for
the Investor Class shares and $1,000,000 for Institutional Class
shares. The Fund reserves the right to waive the minimum initial
investment 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.
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 they provide to you in connection
with processing your transaction order or maintaining an account with
them. Financial intermediaries placing orders for themselves or on
behalf of their customers should call the Fund toll free at (855) 482-2363, or
follow the instructions listed in the following sections titled “Investing by
Telephone,” “Purchase by Mail” and “Purchase by Wire.”
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 applicable
price 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 applicable price next calculated after the Transfer Agent
receives your order from your financial intermediary. Your financial
intermediary must agree to send to the Transfer Agent immediately available
funds in the amount of the purchase price in accordance with the Transfer
Agent’s procedures. If payment is not received within the time
specified, the Transfer Agent may rescind the transaction and your financial
intermediary will be held liable for any resulting fees or
losses. Financial 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 plus any applicable sales charge
calculated after the Transfer Agent or your Authorized Intermediary receives
your purchase request in good order. “Good order” generally means
that your purchase request includes:
|
· |
The
name of the Fund; |
|
· |
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. |
An
account application (“Account Application”) 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 to reject any
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 applicable price next calculated after receipt. Purchase requests
received after the close of the NYSE (generally 4:00 p.m., Eastern time)
will be priced on the next business day.
Purchase by
Mail. To purchase Fund shares by mail, simply complete and
sign the Account Application and mail it, along with a check made payable to the
Fund:
| Regular Mail | Overnight or Express Mail |
| New Path Tactical Allocation Fund | New Path Tactical Allocation Fund |
| c/o U.S. Bancorp Fund Services, LLC | c/o U.S. Bancorp Fund Services, LLC |
| P.O. Box 701 | 615 East Michigan Street, 3rd Floor |
| Milwaukee, WI 53201-0701 | 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 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. 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. The Fund also does not accept
cashier’s checks in amounts of less than $10,000. 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, post-dated
on-line bill pay checks, or any conditional order or payment.
Purchase by
Wire. If you are making your first investment in the Fund,
before you wire funds the Transfer Agent must have a completed Account
Application. 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) 482-2363 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:
| Wire to: | U.S. Bank, N.A. | |
| ABA Number: | 075000022 | |
| Credit: | U.S. Bancorp Fund Services, LLC | |
| Account: | 112-952-137 | |
| Further Credit: | New Path Tactical Allocation Fund | |
| (Shareholder Name/Account Registration) | ||
| (Shareholder Account Number) |
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 have 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 15 days, you may purchase
additional shares by telephoning the Fund toll free at (855)
482-2363. 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 $500. 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 price determined on the day your order is
placed. During periods of high market activity, shareholders may
encounter higher than usual call waiting times. Please allow
sufficient time to place your telephone transaction. The Fund is not
responsible for delays due to communications or transmission outages or
failure.
Subsequent
Investments. The minimum
subsequent investment amount is $500 for Investor Class shares and $1,000 for
Institutional Class shares. Shareholders will be given at least 30
days’ written notice of any increase in the minimum dollar amount of subsequent
investments. You may add to your account at any time by
purchasing shares by mail, by telephone or by wire. You must call to
notify the Fund at (855) 482-2363 before wiring. An investment
stub, which is attached to your individual account
statement, should accompany any investments made through the
mail. All subsequent purchase requests must include 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 withdraw automatically from your
personal checking or savings account an amount that you wish to invest, which
must be at least $500 on a monthly or quarterly basis. 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
effective date. A fee will be charged if your bank does not honor the
AIP draft for any reason.
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, the Transfer Agent will
verify the information on your application as part of the
Program. 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 the true identity of a
customer. If you require additional assistance when completing your
application, please contact the Transfer Agent at (855) 482-2363.
Cancellations. The
Fund will not accept a request to cancel a 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 an Authorized 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 broker-dealer or financial institution, your redemption order must be placed
with the same institution in accordance with the procedures established by that
institution. Your financial institution is responsible for sending
your order to the Transfer Agent and for crediting your account with the
proceeds. Your financial institution may charge for the
services that they provide to you in connection with processing your transaction
order or maintaining an account with them.
Shareholders
who have an IRA or other retirement plan must indicate on their 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.
Payment of Redemption
Proceeds. You may redeem your
Fund shares at a price equal to 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.
A redemption request will generally be deemed in “good
order” if it includes:
|
· |
The
shareholder’s name; |
|
· |
The
name of the Fund; |
|
· |
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, administrations 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. Redemption proceeds will typically be sent on the business
day following your redemption. 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. The Fund reserves the right to suspend or postpone
redemptions as permitted pursuant to Section 22(e) of the 1940 Act and as
described below.
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. 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 securities owned
by it 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 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.
Redemption
proceeds will be sent to the address of record. The Transfer Agent
may require a signature guarantee for certain redemption requests. A
signature guarantee assures that your signature is genuine and protects you from
unauthorized account redemptions. Signature guarantees can be
obtained from banks and securities dealers, but not from a notary
public. A signature guarantee of each owner is required 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; |
|
· |
If
a change of address request has been received by the Transfer Agent within
the last 15 calendar days; and |
|
· |
For
all redemptions in excess of $100,000 from any shareholder
account. |
Non-financial
transactions, including establishing or modifying certain services on an
account, may require a signature guarantee, signature validation 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
validation in other instances based on the circumstances relative to the
particular situation. The Fund may waive the signature guarantee
requirement at its discretion.
Redemption by
Mail. You can execute most redemptions by furnishing an
unconditional written request to the Fund to redeem your shares at the current
NAV per share. Redemption requests in writing should be sent to the
Transfer Agent at:
| Regular Mail | Overnight or Express Mail |
| New Path Tactical Allocation Fund | New Path Tactical Allocation Fund |
| c/o U.S. Bancorp Fund Services, LLC | c/o U.S. Bancorp Fund Services, LLC |
| P.O. Box 701 | 615 East Michigan Street, 3rd Floor |
| Milwaukee, WI 53201-0701 | 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 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.
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 have 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) 482-2363. A signature guarantee, signature validation 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 days before the
redemption request. If you have a retirement account, you may not
redeem shares by telephone. During periods of high market activity,
shareholders may encounter higher than usual call waiting
times. 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 authorized person, the Fund will accept
telephone instructions from any one owner or authorized person.
Systematic Withdrawal
Program. The Fund offers a
systematic withdrawal plan (the “SWP”) whereby shareholders or their
representatives may request a redemption in a specific dollar amount 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 $10,000, and the minimum payment
amount is $100. 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 withdrawn
exceeds the amounts credited to your account, the account ultimately may be
depleted. To establish the SWP, complete the SWP section of the
Account Application. Please call (855) 482-2363 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.
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 $250,000 or 1% of the Fund’s net assets 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 will bear any market risks associated
with such securities until they are converted into cash.
Cancellations. The
Fund will not accept a request to cancel a transaction once processing has
begun. Please exercise care when placing a transaction
request.
Redemptions
of short-term holdings may create missed opportunity and trading costs for the
Fund.
For these
reasons, the Fund will assess a 1.00% fee on the redemption of Fund shares held
for 30 days or less. The Fund uses the first-in, first-out (“FIFO”)
method to determine the 30-day holding period. Under this method, the date of
the redemption will be compared to the earliest purchase date of shares held in
the account. If this holding period is 30 days or less, the
redemption fee will be assessed. The redemption fee will be applied
on redemptions of each investment made by a shareholder that does not remain in
the Fund for at least a 30-day period from the date of purchase. This
fee does not apply to Fund shares acquired through reinvested distributions (net
investment income and capital gains), redemptions under the SWP and shares
purchased pursuant to the AIP. The Fund’s redemption fee will also be
waived on sales of Fund shares made in connection with non-discretionary
portfolio rebalancing associated with certain wrap accounts and certain
retirement plans.
Although
the Fund has the goal of applying this redemption fee to most redemptions of
shares held for 30 days or less, the Fund may not always be able to track
short-term trading effected through Authorized Intermediaries in non-disclosed
or omnibus accounts. While the Fund or its distributor has entered
into information sharing agreements with such Authorized Intermediaries as
described below under the section entitled “Tools to Combat Frequent
Transactions,” which contractually require such Authorized intermediaries to
provide the Fund with information relating to their customers investing in the
Fund through non-disclosed or omnibus accounts, the Fund cannot guarantee the
accuracy of the information provided to it from Authorized Intermediaries and
may not always be able to track short-term trading effected through these
Authorized Intermediaries. In addition, while the Fund is required to
rely on information from the Authorized Intermediary as to the applicable
redemption fee, the Fund cannot ensure that the Authorized Intermediary is
always imposing such fee on the underlying shareholder in accordance with the
Fund’s policies. The Fund also reserves the right to waive the
redemption fee, subject to its sole discretion, in instances deemed by the
Adviser not to be disadvantageous to the Fund or its shareholders and which do
not indicate market timing strategies.
The Fund
reserves the right to modify or eliminate the redemption fees or waivers at any
time and will give shareholders 30 days’ prior written notice of any material
changes, unless otherwise provided by law. The redemption fee policy
may be modified or amended in the future to reflect, among other factors,
regulatory requirements mandated by the SEC.
The Fund
offers two different share classes — Investor Class and Institutional Class
Shares. Sales charges and fees vary considerably between the Fund’s
classes. You should carefully consider the differences in the fee and
sales charge structures as well as the length of time you wish to invest in the
Fund before choosing which class to purchase. Please review the Fees
and Expenses of the Fund Summary section of this prospectus and the information
below before investing. You may also want to consult with your
financial intermediary to help you determine which class is most appropriate for
you.
The
following table lists the key features of the Fund’s share classes.
|
Investor
Class |
Institutional
Class | |
|
Minimum
Initial Investment |
$5,000 |
$1,000,000 |
|
Subsequent
Minimum Investment |
$500 |
$1,000 |
|
Waiver/Reduction
of Investment
Minimums |
At
the Fund’s discretion |
Although
not limited to the list below, the Fund may waive or reduce the initial or
subsequent minimum investment amounts in any of following
circumstances:
· Certain
retirement, defined benefit and pension plans;
· Bank
or trust companies investing for their own accounts or
acting in a fiduciary or similar capacity;
· Institutional
clients of the Adviser;
· Trustees
and Officers of the Trust; and
· Employee
retirement plans sponsored by, affiliates of, or
employees (including their immediate families) of, the
Adviser
or its affiliates. |
|
Initial
Sales Charge |
5.00%
or less, with lower sales charges available for larger investments.
Additionally, Investor Class shares may be purchased at NAV by certain
real investors. See “Elimination of Initial Sales Charges — Investor Class
Shares” below for additional information. |
None |
|
Contingent
Deferred Sales
Charge |
None |
None |
|
Ongoing
Distribution/Shareholder
Service
Fees |
12b-1
fee of 0.25%
|
None |
|
Annual
Expenses |
Higher
expense ratio than Institutional Class because distribution and
shareholder servicing fees of Investor Class are higher than that of
Institutional Class. |
Lower
expense ratio than Investor Class shares because distribution and
shareholder servicing fees of Investor Class are higher than that of
Institutional Class. |
|
Conversion
Feature |
If
investors currently holding Investor Class shares meet the eligibility
criteria for Institutional Class shares and would like to convert, such
conversion will be processed at no cost to the investor. To
inquire about converting your Investor Class shares to Institutional Class
shares, please call (855)
482-2363. |
None |
Investor
Class Shares
Sales Charges. The
following sub-sections summarize information you should know regarding sales
charges applicable to purchases of Investor Class shares of the
Fund. Sales charge information is not separately posted on the
Adviser’s website located at www.NewPathGTAAFund.com because a copy of this
Prospectus containing such information is already available for review, free of
charge, on the Adviser’s website.
A
front-end sales charge (load) will be applied to purchases of the Fund’s
Investor Class shares. The term “offering price” includes the
front-end sales load. The front-end sales load will be paid directly
from the shareholder’s investment and will vary based on the amount of the
investment. An initial sales charge is assessed on purchases of
Investor Class shares as follows:
|
Sales Charge (Load) as
% of: | ||||
|
Amount of Purchase |
Public
Offering Price |
Net Asset
Value(1) |
||
|
$0
but less than $50,000 |
5.00% |
5.26% |
||
|
$50,000
but less than $100,000 |
4.00% |
4.17% |
||
|
$100,000
but less than $250,000 |
3.00% |
3.09% |
||
|
$250,000
but less than $500,000 |
2.00% |
2.04% |
||
|
$500,000
but less than $1 million |
1.00% |
1.01% |
||
|
$1
million |
0.00% |
0.00% |
||
|
(1) |
Rounded
to the nearest one-hundredth percent. Because of rounding of the
calculation in determining sales charges, the charges may be more or less
than those shown in the table. |
You may
qualify for a reduced initial sales charge on purchases of Investor Class
shares under rights of accumulation (“ROA”) or a letter of intent
(“LOI”). The transaction processing procedures maintained by certain
financial intermediaries through which you can purchase Fund shares may restrict
the universe of accounts considered for purposes of calculating a reduced sales
charge under ROA or LOI. Please contact your financial institution
before investing to determine the process used to identify accounts for ROA and
LOI purposes.
ROA. To determine
the applicable reduced sales charge under ROA, the Fund or its agent will
combine the value of your current purchase with the collective value of shares
of the Fund (as of the Fund’s current day public offering price) that were
purchased previously for accounts (1) in your name, (2) in the name of
your spouse, (3) in the name of you and your spouse, (4) in the name
of your minor child under the age of 21, and (5) sharing the same mailing
address (“Accounts”).
|
· |
To
be entitled to a reduced sales charge based on shares already owned, you
must ask for the reduction at the time of purchase. You must
also provide the Fund with your account number(s) and, if applicable, the
account numbers for your spouse, children (provide the children’s ages),
or other household members. |
The Fund
may amend or terminate this right of accumulation at any time.
LOI. You may also
enter into an LOI, which expresses your intent to invest $50,000 or more in the
Fund’s Investor Class shares in Accounts within a future period of thirteen
months. Your individual purchases will be made at the applicable
sales charge based on the amount you intend to invest over a thirteen-month
period. Any shares purchased within 90 days prior to the date you
sign the letter of intent may be used as credit toward completion, but the
reduced sales charge will only apply to new purchases made on or after that
date. Purchases resulting from the reinvestment of dividends and
capital gains do not apply toward fulfillment of the LOI. Shares
equal to 5.00% of the amount of the LOI will be held in escrow during the
thirteen-month period. If, at the end of that time the total amount
of purchases made is less than the amount intended, you will be required to pay
the difference between the reduced sales charge and the sales charge applicable
to the individual purchases had the LOI not been in effect. This
amount will be obtained from redemption of the escrow shares. Any
remaining escrow shares will be released to you.
If you
establish an LOI, you can aggregate your accounts as well as the accounts of
your immediate family members. You will need to provide written
instruction with respect to the other accounts whose purchases should be
considered in fulfillment of the LOI.
Elimination of Initial Sales
Charges. Certain persons may also be eligible to purchase or
redeem Investor Class shares without a sales charge. No sales
charge is assessed on the reinvestment of Investor Class shares’
distributions. No sales charge is assessed on purchases made for
investment purposes by:
|
· |
A
qualified retirement plan under Section 401(a) of the Code or a plan
operating consistent with Section 403(b) of the
Code; |
|
· |
Any
bank, trust company, savings institution, registered investment adviser,
financial planner or securities dealer on behalf of an account for which
it provides advisory or fiduciary services pursuant to an account
management fee; |
|
· |
The
Adviser and its affiliates; |
|
· |
Trustees
and officers of the Trust; directors, officers and employees of the
Adviser and its affiliates; 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; |
|
· |
Shareholders
buying through select platforms and fund supermarkets where the
broker/dealers customarily sell mutual funds without sales charges (check
with your broker/dealer for availability and transaction charges and other
fees that may be charged by the broker/dealer sponsoring the fund
supermarket); |
|
· |
Shareholders
buying direct through the distributor without advice of a registered
broker or financial intermediary; |
|
· |
Shareholders
who have sold shares of the Fund and wish to reinvest some or all of the
proceeds of that sale within 60 days into the same Fund and account if the
reinvestment is accompanied by the necessary reinstatement documentation
provided by the Fund or your financial intermediary; and
|
|
· |
Any
person who has, within the preceding 60 days, redeemed Fund shares
through a financial institution and completes a reinstatement form upon
investment with that financial institution (but only on purchases in
amounts not exceeding the redeemed
amounts). |
The Fund
requires appropriate documentation of an investor’s eligibility to purchase or
redeem Investor Class shares without a sales charge. Fund shares so purchased
may not be resold except to the Fund.
Rule 12b-1 Distribution Fees and
Shareholder Service Plan Fees. 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 and/or shareholder services provided
by such entities, an aggregate fee of up to 0.25% of the average daily net
assets of the 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 and shareholder service fee is paid on an ongoing basis, your
investment cost over time may be higher than paying other types of sales
charges.
Sales
Charges. Institutional Class shares are sold at NAV without an
initial sales charge.
Institutional
Class shares are generally limited to institutional investors and/or certain
other designated individuals or programs, including the following:
|
· |
Investors
making purchases through financial intermediaries that aggregate customer
accounts to accumulate the minimum initial
investment; |
|
· |
Clients
of financial intermediaries who charge clients an ongoing fee for
advisory, investment, consulting or similar
services; |
|
· |
Clients
of financial intermediaries that charge their clients transaction fees
with respect to their investment in the
Fund; |
|
· |
Financial
institutions, corporations, trusts, endowments, foundations, estates,
education, religious and charitable
organizations; |
|
· |
Institutions
or high net worth individuals using a trust or custodial
platform; |
|
· |
Certain
retirement and benefit plans, including pension plans and employer
sponsored retirement plans established under Section 403(b) or Section 457
of the Internal Revenue Code, or qualified under Section 401, of the
Internal Revenue Code; |
|
· |
Certain
qualified plans under Section 529 of the Internal Revenue Code, as
amended; |
|
· |
Certain
insurance related products; |
|
· |
Certain
advisory accounts of the Adviser or its
affiliates; |
|
· |
Trustees
and Officers of the Trust; and |
|
· |
Employee
retirement plans sponsored by, affiliates of, or employees (including
their immediate families) of, the Adviser or its
affiliates. |
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’ investment in the Fund.
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 another time
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 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 business 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 of Trustees 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, imposing redemption fees,
if necessary, 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
seeks to exercise judgment in implementing these tools to the best of its
abilities 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.
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 NAVs and to prevent dilution by frequent
traders or market timers who seek to take advantage of temporary market
anomalies. The Board of Trustees has developed procedures which
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 of
Trustees. 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 entitled “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 or its distributor 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 they 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.
|
Tax
Consequences |
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.
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
rate of 20% for shareholders in the highest income tax 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-deferred arrangement such
as a 401(k) plan or individual retirement account.
Pursuant
to provisions of Health Care and Education Reconciliation Act, 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 may
also be subject to state and local taxes. Additional tax information
may be found in the SAI.
This
section 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 have 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 any fraudulent telephone orders 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.
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). During periods of high market activity,
shareholders may encounter higher than usual call waiting
times. Please allow sufficient time to ensure that you will be able
to complete your telephone transaction prior to the close of the
NYSE.
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.
The
Adviser retains the right to close the Fund (or partially close the Fund) to new
purchases if it is determined to be in the best interest of
shareholders. Based on market and Fund conditions, the Adviser 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 annual and semi-annual reports
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) 482-2363 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 policy does not apply to account
statements.
Inactive
Accounts. Your mutual fund
account may be transferred to your state of residence if no activity occurs
within your account during the “inactivity period” specified in your State’s
abandoned property laws.
Distribution of Fund Shares
Quasar
Distributors, LLC (the “Distributor”) is located at 615 East Michigan Street,
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 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.
Financial
Highlights
The financial highlights in the following tables are
intended to help you understand the financial performance of the Fund’s Investor
Share Class and Institutional Share Class for the fiscal periods
indicated. Certain information reflects financial results for a
single Fund share. The total returns in the tables represent the rate
that an investor would have earned or lost on an investment in the Fund
(assuming reinvestment of all dividends and distributions). The
information in the tables below has been derived from the financial statements
audited by Cohen Fund Audit Services, 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,
www.NewPathGTAAFund.com.
|
Investor
Class |
Year
Ended
October 31, 2013 |
For the Period
Inception Through
October 31, 2012 (1)
| ||
|
PER
SHARE DATA: |
||||
|
Net
asset value, beginning of period |
$9.97
|
$10.00
| ||
|
INVESTMENT
OPERATIONS: |
||||
|
Net
investment income |
0.09
|
0.01
| ||
|
Net
realized and unrealized gain(loss) on investments |
1.16
|
(0.04)
| ||
|
Total
from investment operations |
1.25
|
(0.03)
| ||
|
LESS
DISTRIBUTIONS: |
||||
|
Dividends
from net investment income |
(0.09)
|
–
| ||
|
Dividends
from net capital gains |
–
|
–
| ||
|
Total
distributions |
(0.09)
|
–
| ||
|
Net
asset value, end of period |
$11.13
|
$9.97
| ||
|
TOTAL RETURN(2)
|
12.65%
|
(0.30)%
(3)
| ||
|
SUPPLEMENTAL
DATA AND RATIOS: |
||||
|
Net
assets, end of period (in millions) |
$8.3
|
$6.5
| ||
|
Ratio
of expenses to average net assets:
(4) |
||||
|
Before
expense reimbursement/recoupment |
1.47%
|
1.56%
(5)
| ||
|
After
expense reimbursement/recoupment |
1.50%
|
1.50%
(5)
| ||
|
Ratio
of net investment income to average net assets:
(4) |
||||
|
Before
expense reimbursement/recoupment |
0.85%
|
0.07%
(5)
| ||
|
After
expense reimbursement/recoupment |
0.82%
|
0.13%
(5)
| ||
|
Portfolio
turnover rate |
291%
|
432%
(3)
|
|
(1) |
Inception
date of the Fund was December 28,
2011. |
|
(2) |
Total
Return does not reflect sales
charge. |
|
(3) |
Not
annualized. |
|
(4) |
Does
not include expenses of investment companies in which the Fund
invests. |
|
(5) |
Annualized. |
|
Institutional
Class |
Year
Ended
October 31, 2013 |
For the Period
Inception Through
October 31, 2012 (1)
| ||
|
PER
SHARE DATA: |
||||
|
Net
asset value, beginning of period |
$10.00
|
$10.00
| ||
|
INVESTMENT
OPERATIONS: |
||||
|
Net
investment income |
0.12
|
0.03
| ||
|
Net
realized and unrealized gain(loss) on investments |
1.16
|
(0.03)
| ||
|
Total
from investment operations |
1.28
|
–
| ||
|
LESS
DISTRIBUTIONS: |
||||
|
Dividends
from net investment income |
(0.12)
|
–
| ||
|
Dividends
from net capital gains |
–
|
–
| ||
|
Total
distributions |
(0.12)
|
–
| ||
|
Net
asset value, end of period |
$11.16
|
$10.00
| ||
|
TOTAL
RETURN |
12.86%
|
0.00%
(2)
| ||
|
SUPPLEMENTAL
DATA AND RATIOS: |
||||
|
Net
assets, end of period (in millions) |
$39.1
|
$34.8
| ||
|
Ratio
of expenses to average net assets:
(3) |
||||
|
Before
expense reimbursement/recoupment |
1.22%
|
1.31%
(4)
| ||
|
After
expense reimbursement/recoupment |
1.25%
|
1.25%
(4)
| ||
|
Ratio
of net investment income to average net assets:
(3) |
||||
|
Before
expense reimbursement/recoupment |
1.10%
|
0.32%
(4)
| ||
|
After
expense reimbursement/recoupment |
1.07%
|
0.38%
(4)
| ||
|
Portfolio
turnover rate |
291%
|
432%
(2)
|
|
(1) |
Inception
date of the Fund was December 28,
2011. |
|
(2) |
Not
Annualized. |
|
(3) |
Does
not include expenses of investment companies in which the Fund
invests. |
|
(4) |
Annualized. |
Investment
Adviser
New Path
Capital Advisors
P.O. Box
24454
Silverthorne,
Colorado 80497
Independent
Registered Public Accounting Firm
Cohen
Fund Audit Services, Ltd.
1350
Euclid Avenue, Suite 800
Cleveland,
Ohio 44115
Legal
Counsel
Bernstein,
Shur, Sawyer & Nelson, P.A.
100
Middle Street
PO Box
9729
Portland,
Maine 04104-5029
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
615 East
Michigan Street
Milwaukee,
Wisconsin 53202
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.
New
Path Tactical Allocation Fund
A 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 report contains 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 (when they become available) and the SAI,
request other information, or make general inquiries about the Fund by calling
the Fund (toll-free) at (855) 482-2363, by
visiting the Fund section of the Adviser’s website at www.NewPathGTAAFund.com or by writing
to:
New
Path Tactical Allocation Fund
c/o U.S.
Bancorp Fund Services, LLC
P.O. Box
701
Milwaukee,
Wisconsin 53201-0701
You can
review and copy information, including the Fund’s reports and SAI, at the SEC’s
Public Reference Room in Washington, D.C. You can obtain information
on the operation of the Public Reference Room by calling
(202) 551-8090. Reports and other information about the Fund are
also available:
|
· |
Free
of charge from the SEC’s EDGAR database on the SEC’s Internet website at
http://www.sec.gov; |
|
· |
For
a fee, by writing to the SEC’s Public Reference Room, 100 F Street, N.E.,
Washington, D.C. 20549-1520; 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)