Form 485BPOS
Prospectus
iMGP DBi Managed Futures Strategy ETF (DBMF)
Listed
on the NYSE Arca under the symbol “DBMF”
iMGP DBi Hedge Strategy ETF (DBEH)
Listed
on the NYSE Arca under the symbol “DBEH”
iMGP RBA Responsible Global Allocation ETF (IRBA)
Listed
on the NYSE Arca under the symbol “IRBA”
April 28,
2023
These
securities have not been approved or disapproved by the U.S. Securities and
Exchange Commission (“SEC”) or the Commodity Futures Trading Commission
(“CFTC”), nor has the SEC or the CFTC judged whether the information in this
Prospectus is accurate or adequate. Any representation to the contrary is a
criminal offense.
Paper
copies of the Funds’ annual and semi-annual shareholder reports will no longer
be sent by mail, unless you specifically request paper copies of the reports.
Instead, the reports will be made available on the Funds’ website
(www.imgpfunds.com), and you will be notified by mail each time a report is
posted and provided with a website link to access the report.
You
may elect to receive all future reports in paper free of charge. If you invest
through a financial intermediary, you can contact your financial intermediary to
request that you receive paper copies of your reports. If you invest directly
with the Trust, you can call 1-800-960-0188. Your election to receive
reports in paper will apply to all Funds in the Trust or held with your
financial intermediary.
Table
of Contents
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iMGP
DBi Managed Futures Strategy ETF
Summary
Section
Investment
Objective
The
iMGP DBi Managed Futures Strategy ETF (the “Fund”) seeks long-term capital
appreciation.
Fees
and Expenses of the Fund
This
table describes the fees and expenses that you may pay if you buy, hold and sell
shares of the Fund. You may pay other fees, such as brokerage commissions and
other fees to financial intermediaries, which are not reflected in the table and
example below.
Annual
Operating Expenses (expenses that you pay each year as a percentage of the value
of your investment)
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Management
Fees |
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0.85% |
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Distribution
and/or Service (12b-1) Fees |
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None |
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Other
Expenses |
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None |
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Total
Annual Fund Operating Expenses |
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0.85% |
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Example
This
example is intended to help you compare the cost 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. Although your actual costs may be higher or lower, based
on these assumptions your costs would be:
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One Year |
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Three Years |
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Five Years |
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Ten Years |
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$87 |
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$ |
271 |
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$ |
471 |
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$ |
1,049 |
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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
shares of the Fund are held in a taxable account as compared to shares of
investment companies that hold investments for a longer period. These
costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance.
Because
amounts relating to derivatives and securities whose maturities or expiration
dates at the time of acquisition were one year or less are excluded from the
portfolio turnover calculation and these are the only types of instruments held
by the Fund, the Fund did not report a portfolio turnover rate during the fiscal
year ended December 31,
2022.
Principal
Strategies
The
Fund is a non-diversified, actively-managed exchange-traded fund (“ETF”) that
seeks to achieve its objective by: (i) investing
its
assets
pursuant to a managed futures strategy (described below); (ii) allocating
up to 20% of its total assets in its wholly-owned subsidiary (the “Subsidiary”),
which is organized under the laws of the Cayman Islands, is advised by the
Sub-Advisor (as defined herein), and will comply with the Fund’s investment
objective and investment policies; and (iii) investing directly in select
debt instruments for cash management and other
purposes.
The
Fund’s managed futures strategy employs long and short positions in derivatives,
primarily futures contracts and forward contracts, across the broad asset
classes of equities, fixed income, currencies and, through the Subsidiary,
commodities. Fund positions in those contracts are determined based on a
proprietary, quantitative model – the Dynamic Beta Engine – that seeks to
identify the main drivers of performance by approximating the current asset
allocation of a selected pool of the largest commodity trading advisor hedge
funds (“CTA hedge funds”), which are hedge funds that use futures or forward
contracts to achieve their investment objectives. The Dynamic Beta Engine
analyzes recent (i.e., trailing 60-day) performance of CTA hedge funds in order
to identify a portfolio of liquid financial instruments that closely reflects
the estimated current asset allocation of the selected pool of CTA hedge funds,
with the goal of simulating the performance, but not the underlying positions,
of those funds.
The
Dynamic Beta Engine uses data sourced from (1) publicly available U.S.
futures market data obtained and cross-checked through multiple common
subscription pricing sources, and (2) public CTA hedge fund indexes
obtained through common subscription services and cross-checked with publicly
available index information. The Sub-Advisor relies exclusively on the Dynamic
Beta Engine and does not have discretion to override the model-determined asset
allocation or portfolio weights. The Sub-Advisor will periodically review
whether instruments should be added to or removed from the model in order to
improve the model’s efficiency. The model’s asset allocation is limited to asset
classes that are traded on U.S.-based exchanges. Based on this analysis, the
Fund will invest in an optimized portfolio of long and short positions in
domestically-traded, liquid derivative contracts selected from a pool of the
most liquid derivative contracts, as determined by the
Sub-Advisor.
Futures
contracts and forward contracts are contractual agreements to buy or sell a
particular currency, commodity or financial instrument at a pre-determined price
in the future. The Fund takes long positions in derivative contracts that
provide exposure to various asset classes, sectors and/or markets that the Fund
expects to rise in value, and takes short positions in asset classes, sectors
and/or markets that the Fund expects to fall in value. The Fund expects to limit
its investments to highly-liquid, domestically-traded contracts that the
Sub-Advisor believes exhibit the highest correlation to what the Sub-Advisor
perceives to be the core positions of the target hedge funds. Such core
positions are generally long and short positions in domestically-traded
derivative contracts viewed as highly liquid by the Sub-Advisor. Agreeing to buy
the underlying instrument is called buying a futures contract or taking a long
position in the contract. Likewise, agreeing to sell the underlying instrument
is called selling a futures contract or taking a short position in the
contract.
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Litman
Gregory Funds Trust |
The
Fund may have gross notional exposure, which is defined as the sum of the
notional exposure of both long and short derivative positions across the Fund,
that approximates the current asset allocation and matches the risk profile of a
diversified pool of the largest CTAs. The Investment Company Act of 1940, as
amended (the “1940 Act”), and the rules and interpretations thereunder, impose
certain limitations on the Fund’s ability to use leverage. Under normal market
conditions, the Sub-Advisor will seek to achieve Fund volatility of 8-10% on an
annual basis, which refers to the approximate maximum amount of expected gains
or losses during a given year expressed as a percentage of
value.
The
Sub-Advisor will, in an effort to reduce certain risks (e.g., volatility of returns), limit the Fund’s
gross notional exposure on certain futures contracts whose returns are expected
to be particularly volatile. In addition to these specific exposure limits, the
Sub-Advisor will use quantitative methods to assess the level of risk for the
Fund.
The
Fund intends to gain exposure to commodities through its investments in the
Subsidiary and may invest up to 20% of its total assets in the Subsidiary.
Generally, the Subsidiary will invest primarily in commodity futures, but it may
also invest in financial futures, fixed income securities, pooled investment
vehicles, including those that are not registered with the SEC under the 1940
Act, and other investments intended to serve as margin or collateral for the
Subsidiary’s derivative positions. Unlike the Fund, the Subsidiary may invest
without limitation in commodity-linked derivative instruments; however, the
Subsidiary complies with the same 1940 Act asset coverage requirements with
respect to its investments in commodity-linked derivatives that are applicable
to the Fund’s transactions in derivatives. In addition, to the extent applicable
to the investment activities of the Subsidiary, the Subsidiary will be subject
to the same fundamental investment restrictions and will follow the same
compliance policies and procedures as the Fund. Unlike the Fund, the Subsidiary
will not seek to qualify as a regulated investment company (“RIC”) under
Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The
Fund is the sole investor in the Subsidiary and does not expect shares of the
Subsidiary to be offered or sold to other
investors.
In
addition to its use of futures and investment in the Subsidiary, the Fund
expects, under normal circumstances, to invest a large portion of the portfolio
in debt securities in order to collateralize its derivative investments, for
liquidity purposes, or to enhance yield. The Fund may hold fixed income
instruments of varying maturities, but that have an average duration of less
than one year. In particular, the Fund may hold government money market
instruments, such as U.S. Treasury securities and U.S. government agency
discount notes and bonds with maturities of two years or
less.
The
Fund will not invest in cryptocurrency or digital assets or cryptocurrency or
digital asset derivatives.
Since
the Fund is non-diversified, it may invest a greater percentage of its assets in
a particular investment or issuer than a diversified
fund.
Principal
Risks
As with any investment, it is possible to lose money on
an investment in the Fund. An investment in the Fund is not a
deposit of any bank and is not guaranteed, endorsed or insured by any financial
institution, government authority or the Federal Deposit Insurance Corporation
(FDIC). The following risks could affect the value of your
investment. Each risk summarized below is considered a “principal risk” of
investing in the Fund, regardless of the order in which it appears. Some or all
of these risks may adversely affect the Fund’s net asset value per share
(“NAV”), total return and/or ability to meet its
objective.
• |
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Managed Futures Strategy Risk. In seeking
to achieve its investment objective, the Fund will utilize various
investment strategies that involve the use of complex investment
techniques, and there is no guarantee that these strategies will succeed.
The use of such strategies and techniques may subject the Fund to greater
volatility and loss. There can be no assurance that utilizing a certain
approach or model will achieve a particular level of return or reduce
volatility and loss. |
• |
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Futures Contracts Risk. Futures contracts
have a high degree of price variability and are subject to occasional
rapid and substantial changes. There is an imperfect correlation between
the change in market value of the futures contracts and the market value
of the underlying instrument or reference assets with respect to such
contracts. Futures contracts pose the risk of a possible lack of a liquid
secondary market, resulting in the potential inability to close a futures
contract when desired. Futures contracts are also subject to risks related
to possible market disruptions or other extraordinary events, including
but not limited to, governmental intervention, and potentially unlimited
losses caused by unanticipated market movements. Futures contracts are
subject to the possibility that the counterparties to the contracts will
default in the performance of their obligations. If the Fund has
insufficient cash, it may either have to sell securities from its
portfolio to meet daily variation margin requirements with respect to its
futures contracts, or close certain positions at a time when it may be
disadvantageous to do so. The successful use of futures contracts draws
upon the Sub-Advisor’s skill and experience with respect to such
instruments and is subject to special risk
considerations. |
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The
use of futures contracts, which are derivative instruments, will have the
economic effect of financial leverage. Financial leverage magnifies
exposure to the swings in prices of an asset class underlying an
investment and results in increased volatility, which means the Fund will
have the potential for greater losses than if the Fund did not employ
leverage in its investment activity. Leveraging tends to magnify,
sometimes significantly, the effect of any increase or decrease in the
Fund’s exposure to an asset class and may cause the value of the Fund’s
securities or related derivatives instruments to be volatile. There is no
assurance that the Fund’s investment in a futures contract with leveraged
exposure to certain investments and markets will enable the Fund to
achieve its investment
objective. |
• |
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Market Risk. The value of the Fund’s
shares will fluctuate based on the performance of the Fund’s investments
and other
factors |
iMGP DBi Managed Futures Strategy ETF — (Continued)
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affecting the securities markets
generally. Certain investments 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. The value of the Fund’s investments may go up or
down, sometimes dramatically and unpredictably, based on current market
conditions, such as real or perceived adverse political or economic
conditions, inflation, changes in interest rates, lack of liquidity in the
fixed income markets or adverse investor
sentiment. |
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Geopolitical Events Risk. The
interconnectivity between global economies and financial markets increases
the likelihood that events or conditions in one region or financial market
may adversely impact issuers in a different country, region or financial
market. Securities in the Fund’s portfolio may underperform due to
inflation (or expectations for inflation), interest rates, global demand
for particular products or resources, natural disasters, climate change
and climate-related events, pandemics, epidemics, terrorism, international
conflicts, regulatory events and governmental or quasi-governmental
actions. The occurrence of global events similar to those in recent years
may result in market volatility and may have long-term effects on both the
U.S. and global financial
markets. |
• |
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Derivatives Risk. Derivatives include
instruments and contracts that are based on, and are valued in relation
to, one or more underlying securities, financial benchmarks or indices,
such as futures swap agreements and forward contracts. Derivatives
typically have economic leverage inherent in their terms. The primary
types of derivatives in which the Fund or the Subsidiary invest are
futures contracts and forward contracts. Futures contracts and forward
contracts can be highly volatile, illiquid and difficult to value, and
changes in the value of such instruments held directly or indirectly by
the Fund may not correlate with the underlying instrument or reference
assets, or the Fund’s other investments. Although the value of futures
contracts and forward contracts depends largely upon price movements in
the underlying instrument or reference asset, there are additional risks
associated with futures contracts and forward contracts that are possibly
greater than the risks associated with investing directly in the
underlying instruments or reference assets, including illiquidity risk,
leveraging risk and counterparty credit risk. A small position in futures
contracts or forward contracts could have a potentially large impact on
the Fund’s performance. Trading restrictions or limitations may be imposed
by an exchange, and government regulations may restrict trading in futures
contracts and forward
contracts. |
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Commodities Risk. Exposure to the
commodities markets (including financial futures markets) may subject the
Fund, through its investment in the Subsidiary, to greater volatility than
investments in traditional securities. Prices of commodities and related
contracts may fluctuate significantly over short periods for a variety of
reasons, including changes in interest rates, supply and demand
relationships and balances of payments and trade; weather and natural
disasters; governmental, agricultural, trade, fiscal, monetary and
exchange control programs and policies, public health crises and trade or
price wars among commodity producers or
buyers. |
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The
commodity markets are subject to temporary distortions and other
disruptions. U.S. futures exchanges and some foreign exchanges have
regulations that limit the amount of fluctuation in futures contract
prices which may occur during a single business day. Limit prices have the
effect of precluding trading in a particular contract or forcing the
liquidation of contracts at disadvantageous times or
prices. |
• |
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Equity Securities Risk. The Fund may have
exposure to equity securities. Equity securities tend to be more volatile
than other investment choices, such as debt and money market instruments.
The value of your investment may decrease in response to overall stock
market movements or the value of individual
securities. |
• |
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Currency Risk. The Fund’s exposure to
foreign currencies subjects the Fund to the risk that those currencies
will decline in value relative to the U.S. Dollar, or, in the case of
short positions, that the U.S. Dollar will decline in value relative
to the currency that the Fund is short. Currency rates in foreign
countries may fluctuate significantly over short periods of time for any
number of reasons, including changes in interest rates and the imposition
of currency controls or other political developments in the U.S. or
abroad. |
• |
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Credit Risk. Credit risk refers to the
possibility that the issuer of the security or a counterparty in respect
of a derivative instrument will not be able to satisfy its payment
obligations to the Fund when due. Changes in an issuer’s credit rating or
the market’s perception of an issuer’s creditworthiness may also affect
the value of the Fund’s investment in that issuer. Securities rated in the
four highest categories by the rating agencies are considered investment
grade but they may also have some speculative characteristics. Investment
grade ratings do not guarantee that bonds will not lose value or default.
In addition, the credit quality of securities may be lowered if an
issuer’s financial condition
changes. |
• |
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ETF Risks. The Fund is an ETF, and, as a
result of an ETF’s structure, it is exposed to the following
risks: |
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Authorized Participants, Market Makers, and
Liquidity Providers Limitation Risk. The Fund has a limited
number of financial institutions that may act as Authorized Participants
(“APs”). In addition, there may be a limited number of market makers
and/or liquidity providers in the marketplace. To the extent either of the
following events occur, shares of the Fund (“Shares”) may trade at a
material discount to NAV and possibly face delisting: (i) APs exit
the business or otherwise become unable to process creation and/or
redemption orders and no other APs step forward to perform these services,
or (ii) market makers and/or liquidity providers exit the business or
significantly reduce their business activities and no other entities step
forward to perform their
functions. |
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Cash Redemption Risk. The Fund’s
investment strategy may require it to redeem Shares for cash or to
otherwise include cash as part of its redemption proceeds. The Fund may be
required to sell or unwind portfolio investments to obtain the cash needed
to distribute redemption proceeds. This may cause the Fund to recognize a
capital gain that it might not have recognized if it had made a redemption
in-kind. As a |
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Litman
Gregory Funds Trust |
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result,
the Fund may pay out higher annual capital gain distributions than if the
in-kind redemption process was
used. |
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Costs of Buying or Selling Shares. Due
to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may
not be advisable for investors who anticipate regularly making small
investments |
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Shares May Trade at Prices Other Than
NAV. As with all ETFs, Shares may be bought and sold in the
secondary market at market prices. Although it is expected that the market
price of Shares will approximate the Fund’s NAV, there may be times when
the market price of Shares is more than the NAV intra-day (premium) or
less than the NAV intra-day (discount) due to supply and demand of Shares
or during periods of market volatility. This risk is heightened in times
of market volatility and volatility in the Fund’s portfolio holdings,
periods of steep market declines, and periods when there is limited
trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares
or sells at a time when the market price is at a discount to the NAV of
the Shares, then the investor may sustain losses that are in addition to
any losses caused by a decrease in
NAV. |
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Trading. Although Shares are listed
for trading on a national securities exchange, and may be traded on other
U.S. exchanges, there can be no assurance that Shares will trade with any
volume, or at all, on any stock exchange. In stressed market conditions,
the liquidity of Shares may begin to mirror the liquidity of the Fund’s
underlying portfolio holdings, which can be significantly less liquid than
Shares. |
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Leverage Risk. Although the Fund will not
borrow funds for trading, the Fund should be considered highly leveraged
and is suitable for investors with high tolerance for investment risk.
Leverage embedded in the various derivative instruments traded may result
in the Fund or its Subsidiary holding positions whose face or notional
value may be many times the Fund’s NAV. As a result of this leveraging,
even a small movement in the price of a commodity can cause a
correspondingly large profit or loss. Losses incurred on leveraged
investments increase in direct proportion to the degree of leverage
employed. Furthermore, derivative instruments and futures contracts are
highly volatile and are subject to occasional rapid and substantial
fluctuations. Volatility is a statistical measurement of the variations of
returns of a security or fund or index over time. Higher volatility
generally indicates high risk. You could lose all or substantially all of
your investment in the Fund should the Fund’s trading positions suddenly
turn unprofitable. |
• |
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Debt Securities and Fixed-Income Risk.
Fixed income securities, such as U.S. Treasuries, or derivatives based on
fixed income securities are subject to credit risk and interest rate risk.
Credit risk, as described more fully above, refers to the possibility that
the issuer of a debt security will be unable to make interest payments or
repay principal when it becomes due. Interest rate risk, as described more
fully below, refers
to |
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fluctuations
in the value of a debt security resulting from changes in the general
level of interest rates. Prices of fixed income securities tend to move
inversely with changes in interest rates. Typically, a rise in rates will
adversely affect fixed income security prices and, accordingly, the Fund’s
returns and share price. In addition, the Fund may be subject to “call”
risk, which is the risk that during a period of falling interest rates the
issuer may redeem a security by repaying it early (which may reduce the
Fund’s income if the proceeds are reinvested at lower interest rates), and
“extension” risk, which occurs during a rising interest rate environment
because certain obligations will be paid off by an issuer more slowly than
anticipated (causing the value of those securities held by the Fund to
fall). |
• |
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Interest Rate Risk. Prices of fixed
income securities generally increase when interest rates decline and
decrease when interest rates increase. The Fund may lose money if
short-term or long-term interest rates rise sharply or otherwise change in
a manner not anticipated by the Sub-Advisor. The Fund may be subject to
heightened interest rate risk due to rising rates as the current period of
historically low interest rates may be ending. Interest rate risk is
generally greater for fixed-income securities with longer maturities or
durations, but increasing interest rates may have an adverse effect on the
value of the Fund’s investment portfolio as a whole, as investors and
markets adjust expected returns relative to such increasing rates. The
negative impact on fixed income securities from the resulting rate
increases for that and other reasons could be swift and
significant. |
• |
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Management Risk. The Fund is actively
managed and may not meet its investment objective based on the portfolio
managers’ success or failure to implement investment strategies for the
Fund. |
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Models and Data Risk. This is the risk
that one or all of the proprietary systematic and quantitative models may
fail to identify profitable opportunities at any time. Furthermore, the
models may incorrectly identify opportunities and these misidentified
opportunities may lead to substantial losses for the Fund. Models may be
predictive in nature and such models may result in an incorrect assessment
of future events. Data used in the construction of models may prove to be
inaccurate or stale, which may result in losses for the
Fund. |
• |
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Non-Diversified Fund Risk. Because the
Fund is “non-diversified,” it may invest a greater percentage of its
assets in the securities of a single issuer. 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. |
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Government Securities and Agency Risk.
Direct obligations of the U.S. Government such as Treasury bills, notes
and bonds are supported by its full faith and credit. Indirect obligations
issued by Federal agencies and government-sponsored entities generally are
not backed by the full faith and credit of the U.S. Treasury. Accordingly,
while U.S. Government agencies and instrumentalities may be chartered or
sponsored by Acts of Congress, their securities are neither issued nor
guaranteed by the U.S. Treasury. Some of these indirect obligations may be
supported by the right of the issuer to borrow from the Treasury; others
are supported by the discretionary authority
of |
iMGP DBi Managed Futures Strategy ETF — (Continued)
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the U.S. Government to purchase the
agency’s obligations; still others are supported only by the credit of the
instrumentality. |
• |
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Liquidity Risk. The Fund is subject to
liquidity risk primarily due to its investments in derivatives.
Investments in derivative instruments involve the risk that the Fund may
be unable to sell the derivative instrument or sell it at a reasonable
price. |
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Short Position Risk. The Fund will incur
a loss as a result of a short position if the price of the short position
instrument increases in value between the date of the short position sale
and the date on which the Fund purchases an offsetting position. Short
positions may be considered speculative transactions and involve special
risks, including greater reliance on the ability to accurately anticipate
the future value of a security or instrument. The Fund’s losses are
potentially unlimited in a short position
transaction. |
• |
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Subsidiary Risk. By investing in the
Subsidiary, the Fund is indirectly exposed to the risks associated with
the Subsidiary’s investments. The derivatives and other investments held
by the Subsidiary are generally similar to those that are permitted to be
held by the Fund and are subject to the same risks that apply to similar
investments if held directly by the Fund. The Subsidiary is not registered
under the 1940 Act, and, unless otherwise noted in this Prospectus, is not
subject to all the investor protections of the 1940 Act. Changes in the
laws of the United States and/or the Cayman Islands could result in the
inability of the Fund and/or the Subsidiary to continue to operate as it
does currently and could adversely affect the
Fund. |
• |
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Forward Contracts Risk. Forward contracts
involve an obligation to purchase or sell a specific currency at a future
date, which may be any fixed number of days from the date of the contract
as agreed by the parties in an amount and at a price set at the time of
the contract. At the maturity of a forward contract, a fund may either
accept or make delivery of the currency specified in the contract or, at
or prior to maturity, enter into a closing transaction involving the
purchase or sale of an offsetting contract. The Fund may invest in
non-deliverable forwards, which are cash-settled, short-term forward
contracts on foreign currencies that are non-convertible and that may be
thinly traded or illiquid. The use of forward contracts involves various
risks, including the risks associated with fluctuations in foreign
currency and the risk that the counterparty will fail to fulfill its
obligations. |
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Tax Risk. The federal income tax
treatment of the Fund’s income from the Subsidiary may be negatively
affected by future legislation, Treasury Regulations (proposed or final),
and/or other Internal Revenue Service (“IRS”) guidance or authorities that
could affect the character, timing of recognition, and/or amount of the
Fund’s investment company taxable income and/or net capital gains and,
therefore, the distributions it makes. If the Fund failed the source of
income test for any taxable year but was eligible to and did cure the
failure, it could incur potentially significant additional federal income
tax expenses. If, on the other hand, the Fund failed to qualify as a RIC
for any taxable year and was ineligible to or otherwise did not cure the
failure, it would be subject to federal income tax at the fund-level on
its taxable income at the
regular |
|
corporate
tax rate (without reduction for distributions to shareholders), with the
consequence that its income available for distribution to shareholders
would be reduced and distributions from its current or accumulated
earnings and profits would generally be taxable to its shareholders as
dividend income. |
|
Changes
in the laws of the United States and/or the Cayman Islands could result in
the inability of the Fund and/or the Subsidiary to operate as described in
this Prospectus and the Statement of Additional Information (“SAI”) and
could adversely affect the Fund. For example, the Cayman Islands does not
currently impose any income, corporate or capital gains tax or withholding
tax on the Subsidiary. If Cayman Islands law changes such that the
Subsidiary must pay Cayman Islands taxes, Fund shareholders would likely
suffer decreased investment
returns. |
• |
|
Inflation Risk. At any time, the Fund may
have significant investments in cash or cash equivalents. When a
substantial portion of a portfolio is held in cash or cash equivalents,
there is the risk that the value of the cash account, including interest,
will not keep pace with inflation, thus reducing purchasing power over
time. |
• |
|
Operational Risk. Operational risks
include human error, changes in personnel, system changes, faults in
communication, and failures in systems, technology, or processes. Various
operational events or circumstances are outside the Advisor’s or
Sub-Advisor’s control, including instances at third parties. The Fund, the
Advisor and the Sub-Advisor seek to reduce these operational risks through
controls and procedures. However, these measures do not address every
possible risk and may be inadequate to address these
risks. |
• |
|
Regulatory Risk. Governments, agencies or
other regulatory bodies may adopt or change laws or regulations that could
adversely affect the issuer, or market value, of an instrument held by the
Fund or its Subsidiary or that could adversely impact the Fund’s
performance. |
Performance
Simultaneous
with the Fund’s commencement of operation on September 20, 2021, the Fund
acquired the assets and assumed the liabilities of the iM DBi Managed Futures
Strategy ETF, a series of Manager Directed Portfolios (the “Predecessor Fund”),
in a reorganization (the “Reorganization”). The Fund assumed the performance and
accounting history of the Predecessor Fund on the date of the Reorganization.
Performance prior to September 20, 2021 is that of the Predecessor
Fund.
The following
performance information provides some indication of the risks of investing in
the Fund. The bar chart shows changes in the performance of the Fund from
year to year. The table below shows how the Fund’s average annual total
returns for the 1-year and since inception periods compare to those of a
broad-based market index. Past performance, before and
after taxes, does not necessarily indicate how the Fund will perform in the
future. Updated performance information is available on the
Fund’s website at www.imgpfunds.com.
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Gregory Funds Trust |
DBi
Managed Futures Strategy ETF
Calendar
Year Total Returns
as
of December 31
During
the period shown above, the highest and lowest quarterly returns earned by the
Fund were:
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Highest: |
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12.55% |
|
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Quarter ended June 30, 2022 |
Lowest: |
|
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-7.47% |
|
|
Quarter ended December 31,
2022 |
|
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Average
Annual Total Returns
(for
the periods ended December 31, 2022) |
|
|
|
1 Year |
|
|
Since Inception
(5/7/2019) |
|
DBi
Managed Futures Strategy ETF |
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| |
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Return
Before Taxes |
|
|
23.07 |
% |
|
|
12.23 |
% |
Return
After Taxes on Distributions |
|
|
19.97 |
% |
|
|
10.02 |
% |
Return
After Taxes on Distributions and Sale of Shares |
|
|
14.14 |
% |
|
|
8.82 |
% |
SG
CTA Index |
|
|
|
| |
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| |
(reflects no deduction for fees, expenses, or
taxes) |
|
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20.13 |
% |
|
|
8.60 |
% |
The Fund’s after-tax returns as
shown in the above table are calculated using the historical highest applicable
individual federal marginal income tax rates for the period and do not reflect
the impact of state and local taxes. Your actual after-tax returns
depend on your tax situation and may differ from those shown. If you own
shares of the Fund in a tax-deferred account, such as a 401(k) plan or an
individual retirement account, after-tax returns shown are not relevant to your
investment. The after-tax returns on
distributions and sale of Fund shares may be higher than returns before taxes
due to the effect of a tax benefit an investor may receive from the realization
of capital losses that would have been incurred on the sale of Fund
shares.
Management
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SUB-ADVISOR |
|
PORTFOLIO MANAGER |
|
MANAGED THE
FUND
SINCE: |
|
| |
Dynamic
Beta investments, LLC |
|
Andrew Beer, Managing Member |
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|
2019 |
|
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Mathias
Mamou-Mani, Managing Member |
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2019 |
|
For
important information about the purchase and sale of fund shares, tax
information and financial intermediary compensation, please turn to the “Summary
of Other Important Information Regarding the Funds” section on page 17 of
this Prospectus.
iMGP
DBi Hedge Strategy ETF
Summary
Section
Investment
Objective
The
iMGP DBi Hedge Strategy ETF (the “Fund”) seeks long-term capital
appreciation.
Fees
and Expenses of the Fund
This
table describes the fees and expenses that you may pay if you buy, hold and sell
shares of the Fund. You may pay other fees, such as brokerage commissions and
other fees to financial intermediaries, which are not reflected in the table and
example below.
Annual
Operating Expenses (expenses that you pay each year as a percentage of the value
of your investment)
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Management
Fees |
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0.85% |
|
Distribution
and/or Service (12b-1) Fees |
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None |
|
Other
Expenses |
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None |
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Total
Annual Fund Operating Expenses |
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0.85% |
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Example
This
example is intended to help you compare the cost 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. Although your actual costs may be higher or lower, based
on these assumptions your costs would be:
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One Year |
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Three Years |
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Five Years |
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Ten Years |
|
$87 |
|
$ |
271 |
|
|
$ |
471 |
|
|
$ |
1,049 |
|
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
shares of the Fund are held in a taxable account as compared to shares of
investment companies that hold investments for a longer period. These
costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance.
Because
amounts relating to derivatives and securities whose maturities or expiration
dates at the time of acquisition were one year or less are excluded from
the portfolio turnover calculation and these are the only types of instruments
held by the Fund, the Fund did not report a portfolio turnover rate during the
fiscal year ended December 31,
2022.
Principal
Strategies
The
Fund is a non-diversified, actively-managed exchange-traded fund (“ETF”) that
seeks to achieve its objective by: (i) investing
its
assets
pursuant to an equity hedge strategy (described below); and (ii) allocating
the remainder of its assets directly in a portfolio of investment grade debt
securities to collateralize its derivatives investments, for liquidity purposes,
or to enhance yield. The Fund seeks to model its investments after long/short
equity hedge fund strategies and does not invest in hedge funds. Because the
Fund is not a hedge fund, the Fund will be limited in its ability to fully
replicate hedge fund strategies due to regulatory requirements, including
limitations on leverage and liquidity of the Fund’s
investments.
The
Fund invests in long and short positions in exchange-traded futures contracts
across the broad asset classes of equities, fixed income, and currencies. The
long and short positions in the futures contracts are determined by the Fund’s
sub-adviser, Dynamic Beta investments (“DBi” or the “Sub-Advisor”), using a
proprietary, quantitative model – the Dynamic Beta Engine. The Dynamic Beta
Engine is designed to identify the main drivers of performance of a diversified
portfolio of the largest long/short equity hedge funds, which are hedge funds
that employ fundamental analysis to buy or sell short individual equity
securities to achieve their respective investment objectives (“Equity Hedge
funds”).
Equity
Hedge funds typically diversify their risks by limiting the hedge fund’s net
exposure to certain industries, regions, or market capitalizations, which allows
them to focus on company-specific characteristics. Equity Hedge funds often
hedge against the returns of the overall market. The Fund will not necessarily
use its long and short positions to reduce risk by taking offsetting positions.
The Fund may take uncorrelated positions (e.g., invest in long and short futures
contracts with values that do not historically exhibit a strong relationship to
each other), which may increase the Fund’s overall market exposure and
risk.
DBi
has conducted extensive research into the drivers of performance of hedge funds
and believes that individual security selection by the target Equity Hedge funds
can deliver market outperformance over time through shifts in asset allocation
among major equity markets. For example, if fundamentally-driven hedge fund
managers collectively determine that stocks in emerging markets are more
attractive than those in developed markets, the Dynamic Beta Engine can identify
this and shift asset allocation exposures
accordingly.
Based
on this model, the Fund will invest in an optimized portfolio of long and short
positions in U.S. exchange-traded futures contracts, as determined by the
Sub-Advisor. This process is repeated monthly, with all positions rebalanced at
that time. The Dynamic Beta Engine analyzes recent historical performance of a
diversified pool of the largest Equity Hedge funds in order to estimate the
current asset allocation of a selected pool of Equity Hedge funds. The
Sub-Advisor relies exclusively on the model and does not have discretion to
override the model-determined asset allocation or portfolio weights. Investing
in a limited number of highly liquid futures contracts and monthly rebalancing
is expected to keep transaction costs low relative to Equity Hedge funds. The
model seeks to replicate Equity Hedge funds by analyzing historical returns of
Equity Hedge funds provided by a third-party data provider and identifying
futures contracts that
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8 |
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Litman
Gregory Funds Trust |
most
closely reflect the Equity Hedge funds’ estimated current exposures across the
various asset classes.
Futures
contracts are contractual agreements to buy or sell a particular equity index,
currency, or financial instrument at a pre-determined price in the
future. The Fund will invest in a limited number of highly-liquid futures
contracts (including futures contracts on underlying instruments such as listed
U.S. equity indices, baskets of currency, and U.S. treasury securities) that the
Sub-Advisor believes exhibit the highest correlation to what the Sub-Advisor
perceives to be the core positions of the target Equity Hedge funds, which are
generally long and short positions of individual equity securities. The Fund
will take long and short positions in U.S. exchange-traded derivative contracts
viewed as highly liquid by the Sub-Advisor. Agreeing to buy the underlying
instrument is called buying a futures contract or taking a long position in the
contract. Likewise, agreeing to sell the underlying instrument is called selling
a futures contract or taking a short position in the
contract.
The
Sub-Advisor will use quantitative methods to assess the level of risk for the
Fund. The Fund may invest in derivative contracts that have an aggregate
notional value that is greater than the Fund’s total assets. The notional value
of a derivatives contract is the market value of the asset underlying the
derivatives contract. Aggregate notional value is the sum of the notional values
of the Fund’s derivatives contracts. The Fund’s aggregate notional value is
intended to approximate the current risk profile of a diversified pool of the
largest Equity Hedge funds. The Investment Company Act of 1940, as amended (the
“1940 Act”), and the rules and interpretations thereunder, impose certain
limitations on the Fund’s ability to use leverage, which is inherent in the
futures positions held by the Fund. Volatility is a statistical measure of the
frequency and level of changes in the Fund’s returns over time without regard to
the direction of those changes. Higher volatility generally indicates higher
risk. Under normal market conditions, the Sub-Advisor will seek to achieve Fund
volatility of 8-10% on an annual basis, which refers to the approximate maximum
amount of expected gains or losses during a given year expressed as a percentage
of value.
The
Fund expects, under normal circumstances, to invest a large portion of the
portfolio in investment grade debt securities in order to collateralize the
Fund’s derivative investments, for liquidity purposes, or to enhance yield. The
Fund may hold fixed income instruments of varying maturities, but that have an
average duration of less than one year. In particular, the Fund may hold
government money market instruments, such as U.S. Treasury securities and U.S.
government agency discount notes and bonds with maturities of two years or
less.
The
Fund will not invest in cryptocurrency or digital assets or cryptocurrency or
digital asset derivatives.
Because
the Fund is non-diversified, it may invest a greater percentage of its assets in
a particular investment or issuer than a diversified
fund.
Principal
Risks
As with any investment, it is possible to lose money on
an investment in the Fund. An investment in the Fund is not a
deposit of any bank and is not guaranteed, endorsed or insured by any financial
institution, government authority or the Federal Deposit Insurance Corporation
(FDIC). The following risks could affect the value of your
investment. Each risk summarized below is considered a “principal risk” of
investing in the Fund, regardless of the order in which it appears. Some or all
of these risks may adversely affect the Fund’s net asset value per share
(“NAV”), total return and/or ability to meet its objective.
• |
|
Equity Hedge Strategy Risk. The Fund uses
various investment strategies that seek to identify the main drivers of
performance of a diversified portfolio of the largest long/short equity
hedge funds. These investment strategies involve the use of complex
derivatives techniques, and there is no guarantee that these strategies
will succeed. The use of such strategies and techniques may subject the
Fund to greater volatility and loss than investing in individual equity
securities. There can be no assurance that utilizing a certain approach or
model will achieve a particular level of return or reduce volatility and
loss. |
• |
|
Futures Contracts Risk. Futures contracts
have a high degree of price variability and are subject to occasional
rapid and substantial changes. There is an imperfect correlation between
the change in market value of the futures contracts and the market value
of the underlying instrument or reference assets with respect to such
contracts. Futures contracts pose the risk of a possible lack of a liquid
secondary market, resulting in the potential inability to close a futures
contract when desired. Futures contracts are also subject to risks related
to possible market disruptions or other extraordinary events, including
but not limited to, governmental intervention, and potentially unlimited
losses caused by unanticipated market movements. Futures contracts are
subject to the possibility that the counterparties to the contracts will
default in the performance of their obligations. If the Fund has
insufficient cash, it may either have to sell securities from its
portfolio to meet daily variation margin requirements with respect to its
futures contracts, or close certain positions at a time when it may be
disadvantageous to do so. The successful use of futures contracts draws
upon the Sub-Advisor’s skill and experience with respect to such
instruments and is subject to special risk
considerations. |
The
use of futures contracts, which are derivative instruments, will have the
economic effect of financial leverage. Financial leverage magnifies exposure to
the swings in prices of an asset class underlying an investment and results in
increased volatility, which means the Fund will have the potential for greater
losses than if the Fund did not employ leverage in its investment activity.
Leveraging tends to magnify, sometimes significantly, the effect of any increase
or decrease in the Fund’s exposure to an asset class and may cause the value of
the Fund’s securities or related derivatives instruments to be volatile. There
is no assurance that the Fund’s investment in a futures contract with leveraged
exposure to certain investments and markets will enable the Fund to achieve its
investment objective.
iMGP DBi Hedge Strategy ETF — (Continued)
• |
|
Market Risk. The value of the Fund’s
shares will fluctuate based on the performance of the Fund’s investments
and other factors affecting the securities markets generally. Certain
investments 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. The value of the Fund’s investments may go up or down, sometimes
dramatically and unpredictably, based on current market conditions, such
as real or perceived adverse political or economic conditions, inflation,
changes in interest rates, lack of liquidity in the fixed income markets
or adverse investor sentiment. |
• |
|
Geopolitical Events Risk. The
interconnectivity between global economies and financial markets increases
the likelihood that events or conditions in one region or financial market
may adversely impact issuers in a different country, region or financial
market. Securities in the Fund’s portfolio may underperform due to
inflation (or expectations for inflation), interest rates, global demand
for particular products or resources, natural disasters, climate change
and climate-related events, pandemics, epidemics, terrorism, international
conflicts, regulatory events and governmental or quasi-governmental
actions. The occurrence of global events similar to those in recent years
may result in market volatility and may have long-term effects on both the
U.S. and global financial
markets. |
• |
|
Long Short Risk. The Fund seeks long
exposure to certain factors and short exposure to certain other factors.
The Fund may or may not take long or short positions in correlated asset
classes. The Fund could lose money if either or both of the Fund’s long
and short positions produce negative returns. The Dynamic Beta Engine may
or may not identify long and short positions in correlated asset classes.
There is no guarantee that the returns of the Fund’s long and short
positions will produce positive
returns. |
• |
|
Short Position Risk.The Fund will incur a
loss as a result of a short position if the price of the short position
instrument increases in value between the date of the short position sale
and the date on which the Fund purchases an offsetting position. Short
positions may be considered speculative transactions and involve special
risks, including greater reliance on the ability to accurately anticipate
the future value of a security or instrument. The Fund’s losses are
potentially unlimited in a short position
transaction. |
• |
|
Derivatives Risk. Derivatives include
instruments and contracts that are based on, and are valued in relation
to, one or more underlying securities, financial benchmarks or indices,
such as futures contracts, swap agreements and forward contracts.
Derivatives typically have economic leverage inherent in their terms. The
primary type of derivatives in which the Fund invests is futures
contracts. As discussed above, futures contracts can be highly volatile,
illiquid and difficult to value, and changes in the value of such
instruments held directly or indirectly by the Fund may not correlate with
the underlying instrument or reference assets, or the Fund’s other
investments. Although the value of futures contracts depends largely upon
price movements in the underlying instrument or reference asset, there are
additional risks associated with futures contracts
that |
|
|
are
possibly greater than the risks associated with investing directly in the
underlying instruments or reference assets, including illiquidity risk,
leveraging risk and counterparty credit risk. A small position in futures
contracts could have a potentially large impact on the Fund’s performance.
Trading restrictions or limitations may be imposed by an exchange, and
government regulations may restrict trading in futures
contracts. |
• |
|
Equity Securities Risk. Through the
Fund’s use of derivatives, the Fund may have exposure to equity securities
and/or broad-based equity indices. Equity securities tend to be more
volatile than other investment choices, such as debt and money market
instruments. The value of your investment may decrease in response to
overall stock market movements or the value of individual
securities. |
• |
|
Credit Risk. Credit risk refers to the
possibility that the issuer of the security or a counterparty in respect
of a derivative instrument will not be able to satisfy its payment
obligations to the Fund when due. Changes in an issuer’s credit rating or
the market’s perception of an issuer’s creditworthiness may also affect
the value of the Fund’s investment in that issuer. Securities rated in the
four highest categories by the rating agencies are considered investment
grade but they may also have some speculative characteristics. Investment
grade ratings do not guarantee that bonds will not lose value or default.
In addition, the credit quality of securities may be lowered if an
issuer’s financial condition
changes. |
• |
|
Currency Risk. The Fund’s exposure to
foreign currencies subjects the Fund to the risk that those currencies
will decline in value relative to the U.S. Dollar, or, in the case of
short positions, that the U.S. Dollar will decline in value relative
to the currency that the Fund is short. Currency rates in foreign
countries may fluctuate significantly over short periods of time for any
number of reasons, including changes in interest rates and the imposition
of currency controls or other political developments in the U.S. or
abroad. |
• |
|
ETF Risks. The Fund is an ETF, and, as a
result of an ETF’s structure, it is exposed to the following
risks: |
|
¡ |
|
Authorized Participants, Market Makers, and
Liquidity Providers Limitation Risk. The Fund has a limited
number of financial institutions that may act as Authorized Participants
(“APs”). In addition, there may be a limited number of market makers
and/or liquidity providers in the marketplace. To the extent either of the
following events occur, Shares may trade at a material discount to NAV and
possibly face delisting: (i) APs exit the business or otherwise
become unable to process creation and/or redemption orders and no other
APs step forward to perform these services, or (ii) market makers
and/or liquidity providers exit the business or significantly reduce their
business activities and no other entities step forward to perform their
functions. |
|
¡ |
|
Cash Redemption Risk. The Fund’s
investment strategy may require it to redeem Shares for cash or to
otherwise include cash as part of its redemption proceeds. The Fund may be
required to sell or unwind portfolio investments to obtain the cash needed
to distribute redemption proceeds. This
may |
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Litman
Gregory Funds Trust |
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cause
the Fund to recognize a capital gain that it might not have recognized if
it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process
was used. |
|
¡ |
|
Costs of Buying or Selling Shares. Due
to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may
not be advisable for investors who anticipate regularly making small
investments. |
|
¡ |
|
Shares May Trade at Prices Other Than
NAV. As with all ETFs, Shares may be bought and sold in the
secondary market at market prices. Although it is expected that the market
price of Shares will approximate the Fund’s NAV, there may be times when
the market price of Shares is more than the NAV intra-day (premium) or
less than the NAV intra-day (discount) due to supply and demand of Shares
or during periods of market volatility. This risk is heightened in times
of market volatility and volatility in the Fund’s portfolio holdings,
periods of steep market declines, and periods when there is limited
trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares
or sells at a time when the market price is at a discount to the NAV of
the Shares, then the investor may sustain losses that are in addition to
any losses caused by a decrease in
NAV. |
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¡ |
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Trading. Although Shares are listed
for trading on a national securities exchange, and may be traded on other
U.S. exchanges, there can be no assurance that Shares will trade with any
volume, or at all, on any stock exchange. In stressed market conditions,
the liquidity of Shares may begin to mirror the liquidity of the Fund’s
underlying portfolio holdings, which can be significantly less liquid than
Shares. |
• |
|
Debt Securities and Fixed-Income Risk.
Fixed income securities, such as U.S. Treasuries, or derivatives based on
fixed income securities are subject to credit risk and interest rate risk.
Credit risk, as described more fully above, refers to the possibility that
the issuer of a debt security will be unable to make interest payments or
repay principal when it becomes due. Interest rate risk, as described more
fully below, refers to fluctuations in the value of a debt security
resulting from changes in the general level of interest rates. Prices of
fixed income securities tend to move inversely with changes in interest
rates. Typically, a rise in rates will adversely affect fixed income
security prices and, accordingly, the Fund’s returns and share price. In
addition, the Fund may be subject to “call” risk, which is the risk that
during a period of falling interest rates the issuer may redeem a security
by repaying it early (which may reduce the Fund’s income if the proceeds
are reinvested at lower interest rates), and “extension” risk, which
occurs during a rising interest rate environment because certain
obligations will be paid off by an issuer more slowly than anticipated
(causing the value of those securities held by the Fund to
fall). |
• |
|
Interest Rate Risk. Prices of fixed
income securities generally increase when interest rates decline and
decrease when interest rates increase. The Fund may lose money if
short-term or |
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|
long‑term
interest rates rise sharply or otherwise change in a manner not
anticipated by the Sub-Advisor. The Fund may be subject to heightened
interest rate risk due to rising rates as the current period of
historically low interest rates may be ending. Interest rate risk is
generally greater for fixed-income securities with longer maturities or
durations, but increasing interest rates may have an adverse effect on the
value of the Fund’s investment portfolio as a whole, as investors and
markets adjust expected returns relative to such increasing rates. The
negative impact on fixed income securities from the resulting rate
increases for that and other reasons could be swift and
significant. |
• |
|
Management Risk. The Fund is
actively-managed and may not meet its investment objective based on the
portfolio managers’ success or failure to implement investment strategies
for the Fund. |
• |
|
Models and Data Risk. This is the risk
that one or all of the proprietary systematic and quantitative models may
fail to identify profitable opportunities at any time. Furthermore, the
models may incorrectly identify opportunities and these misidentified
opportunities may lead to substantial losses for the Fund. Models may be
predictive in nature and such models may result in an incorrect assessment
of future events. Data used in the construction of models may prove to be
inaccurate or stale, which may result in losses for the
Fund. |
• |
|
Non-Diversified Fund Risk. Because the
Fund is “non-diversified,” it may invest a greater percentage of its
assets in the securities of a single issuer. 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. |
• |
|
Government Securities and Agency Risk.
Direct obligations of the U.S. Government such as Treasury bills, notes
and bonds are supported by its full faith and credit. Indirect obligations
issued by Federal agencies and government-sponsored entities generally are
not backed by the full faith and credit of the U.S. Treasury. Accordingly,
while U.S. Government agencies and instrumentalities may be chartered or
sponsored by Acts of Congress, their securities are neither issued nor
guaranteed by the U.S. Treasury. Some of these indirect obligations may be
supported by the right of the issuer to borrow from the Treasury; others
are supported by the discretionary authority of the U.S. Government to
purchase the agency’s obligations; still others are supported only by the
credit of the instrumentality. |
• |
|
Liquidity Risk. The Fund is subject to
liquidity risk primarily due to its investments in derivatives.
Investments in derivative instruments involve the risk that the Fund may
be unable to sell the derivative instrument or sell it at a reasonable
price. |
• |
|
Short Position Risk. The Fund will incur
a loss as a result of a short position if the price of the short position
instrument increases in value between the date of the short position sale
and the date on which the Fund purchases an offsetting position. Short
positions may be considered speculative transactions and involve special
risks, including greater reliance on the ability to accurately anticipate
the future value of a security or instrument. The Fund’s losses are
potentially unlimited in a short position
transaction. |
iMGP DBi Hedge Strategy ETF — (Continued)
• |
|
Inflation Risk. At any time, the Fund may
have significant investments in cash or cash equivalents. When a
substantial portion of a portfolio is held in cash or cash equivalents,
there is the risk that the value of the cash account, including interest,
will not keep pace with inflation, thus reducing purchasing power over
time. |
• |
|
Operational Risk. Operational risks
include human error, changes in personnel, system changes, faults in
communication, and failures in systems, technology, or processes. Various
operational events or circumstances are outside the Advisor’s or
Sub-Advisor’s control, including instances at third parties. The Fund, the
Advisor and the Sub-Advisor seek to reduce these operational risks through
controls and procedures. However, these measures do not address every
possible risk and may be inadequate to address these
risks. |
• |
|
Regulatory Risk. Governments, agencies or
other regulatory bodies may adopt or change laws or regulations that could
adversely affect the issuer, or market value, of an instrument held by the
Fund or that could adversely impact the Fund’s
performance. |
Performance
Simultaneous
with the Fund’s commencement of operation on September 20, 2021, the Fund
acquired the assets and assumed the liabilities of the iM DBi Hedge Strategy
ETF, a series of Manager Directed Portfolios (the “Predecessor Fund”), in a
reorganization (the “Reorganization”). The Fund assumed the performance and
accounting history of the Predecessor Fund on the date of the Reorganization.
Performance prior to September 20, 2021 is that of the Predecessor
Fund.
DBi
Hedge Strategy ETF
Calendar
Year Total Returns
as
of December 31
During
the period shown above, the highest and lowest quarterly returns earned by the
Fund were:
|
|
|
|
|
| |
Highest: |
|
|
15.50% |
|
|
Quarter ended December 31,
2020 |
Lowest: |
|
|
-11.80% |
|
|
Quarter ended March 31,
2020 |
|
|
|
|
|
|
|
| |
Average
Annual Total Returns
(for
the periods ended December 31, 2022) |
|
|
|
1 Year |
|
|
Since Inception
(12/17/2019) |
|
DBi
Hedge Strategy ETF |
|
|
|
| |
|
| |
Return
Before Taxes |
|
|
-6.51% |
|
|
|
6.59% |
|
Return
After Taxes on Distributions |
|
|
-7.10% |
|
|
|
4.82% |
|
Return
After Taxes on Distributions and Sale of Shares |
|
|
-3.86% |
|
|
|
4.78% |
|
Morningstar
US Fund Long-Short Equity Category |
|
|
|
| |
|
| |
(reflects no deduction for fees, expenses, or
taxes) |
|
|
-8.28% |
|
|
|
2.92% |
|
BarclayHedge
Equity Long Short Index |
|
|
|
| |
|
| |
(reflects no deduction for fees, expenses, or
taxes) |
|
|
-0.07% |
|
|
|
6.52% |
|
Effective September 30, 2022,
the iMGP DBi Hedge Strategy ETF’s primary benchmark changed from the
BarclayHedge Equity Long Short Index to the Morningstar US Fund Long-Short
Equity Category. The Adviser believes this benchmark more closely aligns with
the investment objective of the
Fund.
Management
|
|
|
|
|
|
| |
SUB-ADVISOR |
|
PORTFOLIO MANAGER |
|
MANAGED THE PREDECESSOR FUND SINCE: |
|
| |
Dynamic
Beta investments, LLC |
|
Andrew Beer, Managing Member |
|
|
|
2019 |
|
|
| |
|
|
Mathias
Mamou-Mani, Managing Member |
|
|
|
2019 |
|
For
important information about the purchase and sale of Fund shares, tax
information and financial intermediary compensation, please turn to the “Summary
of Other Important Information Regarding the Fund” section on page 17 of
this Prospectus.
|
|
|
|
|
| |
|
| |
|
12 |
|
| |
| |
Litman
Gregory Funds Trust |
iMGP
RBA Responsible Global Allocation ETF
Summary
Section
Investment
Objective
The
iMGP RBA Responsible Global Allocation ETF (the “Fund”) seeks long-term capital
appreciation.
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.
Annual
Operating Expenses (expenses that you pay each year as a percentage of the value
of your investment)
|
|
|
| |
Management
Fees |
|
|
0.55% |
|
Distribution
and/or Service (12b-1) Fees |
|
|
None |
|
Acquired
Fund Fees and Expenses |
|
|
0.25% |
|
Other
Expenses |
|
|
None |
|
| |
|
|
|
Total
Annual Fund Operating Expenses |
|
|
0.80% |
|
Fee
Waiver and/or Expense Reimbursement(1) |
|
|
0.11% |
|
|
|
|
|
|
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement(1) |
|
|
0.69% |
|
| |
|
|
|
(1) |
Pursuant to a contractual operating
expense limitation between iM Global Partner Fund Management, LLC (“iM
Global” or the “Advisor”), the advisor to the Fund, and the Fund, iM
Global has agreed to limit Total Annual Fund Operating Expenses (excluding
interest charges on any borrowings, dividends and other expenses on
securities sold short, taxes, brokerage commissions and other
transactional expenses, accrued deferred tax liability, extraordinary
expenses and any distribution fees and expenses paid by the Fund under a
Rule 12b- Plan) to 0.69% of the Fund’s average daily net assets for at
least one year from the effective date of the Trust’s registration
statement with respect to the Fund. This agreement may be renewed for
additional periods of one (1) year and may be terminated by the Board of
Trustees (the “Board”) of Litman Gregory Funds Trust (the “Trust”) upon
sixty (60) days’ written notice to iM Global. iM Global may also
decline to renew this agreement by written notice to the Trust at least
thirty (30) days before the renewal date. Pursuant to this
agreement, iM Global may recoup reduced fees and expenses only within
three (3) years from the end of the month in which the reimbursement
took place, provided that the recoupment does not cause the Fund’s annual
expense ratio to exceed the lesser of (i) the expense limitation
applicable at the time of that fee waiver and/or expense reimbursement or
(ii) the expense limitation in effect at the time of
recoupment. |
Example
This
example is intended to help you compare the cost 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 reflects the net
operating expenses of the Fund that result from the contractual operating
expense limitation for the period through April 30, 2024. The example also
assumes that your investment has a 5% return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be
higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
|
| |
One Year |
|
Three Years |
|
|
Five Years |
|
|
Ten Years |
|
$70 |
|
$ |
241 |
|
|
$ |
430 |
|
|
$ |
976 |
|
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
shares of the Fund are held in a
taxable
account as compared to shares of investment companies that hold investments for
a longer period. These costs, which are not reflected in annual fund
operating expenses or in the example, affect the Fund’s
performance. . During the most recent fiscal year, the Fund’s
portfolio turnover rate was 58.28% of the average value of its
portfolio.
Principal
Strategies
The
Fund is an actively-managed exchange-traded fund (“ETF”) that seeks to achieve
its objective by investing its assets in a portfolio of exchange-traded vehicles
that provide exposure to asset classes in various regions, countries and sectors
around the globe. Under normal market conditions, the Fund invests at least 80%
of its total assets in affiliated and unaffiliated ETFs and other
exchange-traded products (“ETPs”) (collectively, “Underlying Vehicles”) that
satisfy the ESG characteristics described below and that provide exposure to
various investment asset classes, including equity and fixed income securities,
real estate, commodities, currencies, cash and cash equivalents. The Underlying
Vehicles are identified by the Fund’s investment sub-advisor, Richard Bernstein
Advisors, LLC (“RBA” or the “Sub-Advisor”), using Macro-Economic Research to
demonstrate favorable return potential and/or portfolio risk-management
characteristics, and as being ETFs that consider Environmental, Social and
Governance (“ESG”) factors as part of their investment process. RBA uses
research, analytics and data from recognized third-party data providers, such as
Bloomberg and FactSet, to screen broadly for ETFs and ETPs that follow
ESG-related investment strategies. RBA conducts a further qualitative review of
these ETFs and ETPs to ensure that the investment methodology of each potential
Underlying Vehicle qualifies it to be included in the ESG universe in the
judgment of RBA, and then applies its own fundamental macroeconomic and
financial analysis, described in further detail below, to build the Fund’s
portfolio. RBA selects Underlying Vehicles that use ESG data/rating providers,
such as MSCI and Sustainalytics, or that have their own rigorous ESG screening
process, to identify potential investments. As a result, Underlying Vehicles
selected by RBA will typically consider, as applicable or relevant, the
following positive-screening ESG factors in determining their underlying
investments: environmental assessments (involving issues such as greenhouse gas
emissions, resource efficiency and waste management), social
assessments (involving issues such as labor standards, occupational
health & safety records, data security and product
quality & safety) and/or governance assessments (involving issues
such as board structure & quality, executive
compensation and ownership & shareholder rights). Underlying
Vehicles included in the Fund may also use negative-screening criteria to
exclude certain issuers from investment, such as excluding companies with
material involvement in weapons, tobacco or coal.
Dependent
on the outlook for U.S. and global corporate profits, liquidity conditions,
market sentiment and valuation analysis, RBA makes top-down assessments of the
relative attractiveness of various asset classes, including, among others,
stocks versus bonds, Treasuries versus corporate bonds, growth versus
value
iMGP RBA Responsible Global Allocation ETF — (Continued)
stocks,
large-cap versus small-cap, cyclicals versus defensives, and emerging markets
versus international developed markets versus U.S. stocks. After determining the
target asset allocation mix, RBA selects the asset classes and market exposures
that historically have had the most compelling characteristics given RBA’s
macroeconomic assessment. With respect to its macroeconomic assessment and
determination of “compelling characteristics,” RBA considers factors such as
profits, investor sentiment, and liquidity; for example, a country or asset
class that demonstrates accelerating profits and plentiful liquidity but
negative investor sentiment would be one viewed as having compelling
characteristics by RBA. Those characteristics are likely to differ depending on
RBA’s assessment of the global economic and profit environments. RBA believes
its expertise lies in identifying profit cycles, that is, periods of
acceleration and deceleration in profits, and weighting the Fund’s investment
portfolio towards the particular market segments that have the potential to
outperform, while maintaining a rigorous and disciplined long-term asset
allocation strategy.
The
macroeconomic factors and indicators RBA uses (of which its own proprietary
research represents over 90%) include the following: global market valuations;
global yield curves; asset class, regional, and country correlations; profit
cycle analyses and style and sector rotation; expected beta, a measure of the
volatility of a security as compared to the overall market; estimate revisions
and earnings surprises; investor sentiment; credit spreads; default rates and
other factors. Individual Underlying Vehicle selection will be based on
quantitative screening and risk-analysis, as well as qualitative review, to
achieve desired market exposures. The portfolio is monitored on an ongoing basis
and rebalanced as necessary to ensure that desired market exposures and both
Underlying Vehicle and portfolio level risk controls are
maintained.
In
implementing its investment strategies, the Fund may invest across the globe by
accentuating various global market segments and asset classes at different
times, based on RBA’s assessment of which regions, sectors, styles, or asset
classes provide the most potential for positive return. Under normal market
conditions, the Fund expects to invest 50-80% of its net assets in U.S. and
foreign equity securities, 20-50% in U.S. and foreign fixed-income securities
and other fixed and floating-rate income instruments, 0-20% in commodities
(primarily through the use of ETFs that invest in commodities or
commodities-related investments) and/or currencies, and 0-30% in cash and cash
equivalents. The expected long-term (i.e., over a cycle of at least 10 years)
target allocation of the Fund is 65% in equity securities and 35% in fixed
income securities, although there is no requirement for RBA to manage the Fund
within this target allocation. The Fund’s actual asset allocation may be
materially different depending on market conditions, and the Fund’s asset
allocation over shorter or longer market cycles may differ materially from the
target.
The
Fund defines foreign companies as those domiciled or principally traded outside
of the U.S., or that are economically tied to foreign countries based on company
operations, for example, a company that derives a substantial portion of its
total revenues or earnings from business activities in a foreign country. The
Fund actively manages its exposure to a wide range of
foreign
countries
(under normal market conditions, “wide range” meaning at least three countries
outside the U.S.) relative to their weightings within the Fund’s global
benchmark, the MSCI ACWI Index and Bloomberg US Aggregate Bond Index, by
increasing or decreasing its allocation to Underlying Vehicles that have
exposure to foreign companies in either a single country or across multiple
countries. Countries or regions chosen for emphasis and/or de-emphasis will vary
over time based on RBA’s assessment of a range of proprietary and
non-proprietary quantitative indicators and its macro-economic analysis and
judgment. The Fund may invest without limit in both developed and emerging
markets, including frontier markets, which are a subset of emerging market
countries with newer or even less developed economies and markets. Such
investments may include securities denominated in foreign currencies and
securities trading in the form of depositary receipts. The Fund defines equity
exposures to include Underlying Vehicles that track the performance of stock
indices, closed-end funds, real estate investment trusts (“REITs”),
exchange-traded currency trusts, common stock, preferred stock and convertible
securities of issuers of any market capitalization. The Fund defines fixed
income exposures to include Underlying Vehicles that track the performance of
fixed income indices, exchange-traded notes (“ETNs”), securities issued by the
U.S. Government and its agencies, sovereign debt and domestic and foreign
corporate bonds of any credit quality, including high yield (or “junk”) bonds,
municipal obligations, mortgage-backed and asset-backed securities,
inflation-linked debt securities and zero coupon bonds. The Fund may also invest
in senior loans and variable rate obligations. The Fund defines commodity and
currency exposures to include Underlying Vehicles that track the performance of
commodity and currency indices.
The
Fund is considered a “fund of funds” that seeks to achieve its investment
objective by primarily investing in Underlying Vehicles, including affiliated
ETFs (i.e., ETFs that are managed by an affiliate of the Advisor) and
non-affiliated ETFs, that offer exposure to asset classes in various regions,
countries, and sectors around the globe. The Fund may invest up to 20% of its
net assets in instruments that are not Underlying Vehicles but which the
Sub-Advisor believes will help the Fund achieve its investment objective,
including futures, options, swap contracts, cash and cash equivalents, and money
market funds.
RBA
has discretion to actively manage the Fund’s portfolio in accordance with the
Fund’s investment objective. Securities may be sold if they exhibit performance
that might counteract the desired exposures or to implement a revised allocation
based on a modified view of market conditions. The Fund may also sell a security
when RBA believes that the security is overvalued or better investment
opportunities are available, to invest in cash and cash equivalents, or to meet
redemptions.
Principal
Risks
As with all exchange-traded funds, it is possible to
lose money on an investment in the Fund. An investment in the Fund is not a
deposit of any bank and is not guaranteed, endorsed or insured by any financial
institution, government authority or the Federal Deposit Insurance Corporation
(FDIC). The following risks
could
|
|
|
|
|
| |
|
| |
|
14 |
|
| |
| |
Litman
Gregory Funds Trust |
affect
the value of your investment. Each risk summarized below is considered a
“principal risk” of investing in the Fund, regardless of the order in which it
appears. Some or all of these risks may adversely affect the Fund’s net asset
value per share (“NAV”), total return and/or ability to meet its
objective.
• |
|
Underlying Vehicles Risk. The risks of
investing in securities of ETFs, ETPs and investment companies typically
reflect the risks of the types of instruments in which the underlying
ETFs, ETPs or investment company invests. In addition, with such
investments, the Fund bears its proportionate share of the fees and
expenses of the underlying entity. As a result, the Fund’s operating
expenses may be higher and performance may be lower. Through its
investments in investment companies, the Fund may be indirectly exposed to
derivatives and leverage. Any use of leverage by Underlying Vehicles is
speculative and could magnify losses. Because ETNs are unsecured,
unsubordinated debt securities, an investment in an ETN exposes the Fund
to the risk that an ETN issuer may be unable to pay. In addition, with
investments in ETNs, the Fund bears its proportionate share of the fees
and expenses of the ETN, which may cause the Fund’s operating expenses to
be higher and performance to be
lower. |
• |
|
Responsible Investing Risk: The
consideration of ESG factors by the Fund and the Underlying Vehicles in
making their investment decisions may select or exclude securities of
certain issuers for reasons other than potential performance, and may
affect the Fund’s exposure to certain issuers, industries, sectors,
regions or countries. The Fund’s performance will likely differ,
positively or negatively, as compared to funds that do not utilize an ESG
strategy, depending on whether the Underlying Vehicles’ ESG investments
are in or out of favor in the market. ESG investing is qualitative and
subjective by nature, and there is no guarantee that the criteria used or
judgment exercised by the Sub-Advisor or the Underlying Vehicles will
reflect the opinions of any particular investor. Although the investments
of the Underlying Vehicles may satisfy one or more ESG factors, there is
no guarantee that a company actually promotes positive environmental,
social or economic developments, and that same company may also fail to
satisfy other ESG standards. Funds with ESG investment strategies are
generally suited for long-term rather than short-term
investors. |
• |
|
Equity Securities Risk. Through its
investments in Underlying Vehicles, the Fund is subject to equity
securities risk. An investment in the Fund involves risks similar to those
of investing in any fund holding equity securities, such as market
fluctuations, changes in interest rates and perceived trends in stock
prices. The values of equity securities held by the Underlying Vehicles
could decline generally or could underperform other investments. In
addition, securities may decline in value due to factors affecting a
specific issuer, market or securities market
generally. |
• |
|
Debt Securities and Fixed-Income Risk.
Through its investments in Underlying Vehicles, the Fund is subject
to debt securities and fixed-income risk. Debt securities, along with
derivatives based on debt securities, are subject to credit risk and
interest rate risk. Credit risk, as described more fully below, refers to
the possibility that the issuer of a debt security will
be |
|
|
unable
to make interest payments or repay principal when it becomes due. Interest
rate risk, as described more fully below, refers to fluctuations in the
value of a debt security resulting from changes in the general level of
interest rates. Prices of fixed income securities tend to move inversely
with changes in interest rates. Typically, a rise in rates will adversely
affect fixed income security prices and, accordingly, the returns and
share price of an Underlying Vehicle, and therefore of the Fund. In
addition, the Fund, through its investments in Underlying Vehicles, may be
subject to “call” risk, which is the risk that during a period of falling
interest rates the issuer may redeem a security by repaying it early
(which may reduce the Underlying Vehicle’s income if the proceeds are
reinvested at lower interest rates), and “extension” risk, which occurs
during a rising interest rate environment because certain obligations will
be paid off by an issuer more slowly than anticipated (causing the value
of those securities held by the Underlying Vehicle to
fall). |
• |
|
Foreign Investment Risk. Through its
investments in Underlying Vehicles, the Fund is subject to foreign
investment risk. This is the risk that an investment in foreign (non-U.S.)
securities may cause an Underlying Vehicle, and therefore the Fund, to
experience more rapid and extreme changes in value than a fund that
invests exclusively in securities of U.S. companies, due to factors such
as currency conversion rate fluctuations, and the political and economic
climates and differences in financial reporting, accounting and auditing
standards in the foreign countries where the Underlying Vehicle invests or
has exposure. |
• |
|
Country/Regional Risk. Through its
investments in Underlying Vehicles, the Fund is subject to country and
regional risk. This is the risk that world events – such as political
upheaval, financial troubles, or natural disasters – will adversely affect
the value of securities issued by companies in foreign countries or
regions. Because the Fund may invest a large portion of its assets in
Underlying Vehicles that invest in securities of companies located in any
one country or region, including emerging markets, the Fund’s performance
may be hurt disproportionately by the poor performance of its investments
in that area. Country/regional risk is heightened in emerging
markets. |
|
¡ |
|
Risks Associated with Europe. The Fund
may invest a significant portion of its assets in Underlying Vehicles that
invest in issuers based in Western Europe and the United Kingdom (“UK”).
The economies of countries in Europe are often closely connected and
interdependent, and events in one country in Europe can have an adverse
impact on other European countries. Efforts by the member countries of the
European Union (“EU”) to continue to unify their economic and monetary
policies may increase the potential for similarities in the movements of
European markets and reduce the potential investment benefits of
diversification within the region. However, the substance of these
policies may not address the needs of all European economies. European
financial markets have in recent years experienced increased volatility
due to concerns with some countries’ high levels of sovereign debt, budget
deficits and unemployment. Markets have also been affected by the decision
by the UK to |
iMGP RBA Responsible Global Allocation ETF — (Continued)
|
withdraw from the EU (an event commonly
known as “Brexit”). There is uncertainty surrounding the impact of Brexit
on the UK, the EU and the broader global economy. An exit by any member
countries from the EU or the Economic and Monetary Union of the EU, or
even the prospect of such an exit, could lead to increased volatility in
European markets and negatively affect investments both in issuers in the
exiting country and throughout
Europe. |
|
¡ |
|
Asia-Pacific Risk: The Fund may invest a
significant portion of its assets in Underlying Vehicles that invest in
issuers based in the Asia-Pacific region. Investments in securities of
issuers in Asia-Pacific countries involve risks that are specific to the
Asia-Pacific region, including certain legal, regulatory, political and
economic risks. Certain Asia-Pacific countries have experienced
expropriation and/or nationalization of assets, confiscatory taxation,
political instability, armed conflict and social instability as a result
of religious, ethnic, socio-economic and/or political unrest. Some
economies in this region are dependent on a range of commodities, and are
strongly affected by international commodity prices and particularly
vulnerable to price changes for these
products. |
• |
|
Emerging Markets Risk: This is the risk
that the value of the Fund’s investments in Underlying Vehicles that hold
emerging and frontier markets investments will decline due to the greater
degree of economic, political and social instability of emerging or
developing countries as compared to developed
countries. |
• |
|
Currency Risk. The Fund’s exposure to
foreign currencies through its investments in Underlying Vehicles subjects
the Fund to the risk that those currencies will decline in value relative
to the U.S. Dollar, or, in the case of short positions, that the
U.S. Dollar will decline in value relative to the currency that the
Fund is short. Currency rates in foreign countries may fluctuate
significantly over short periods of time for any number of reasons,
including changes in interest rates and the imposition of currency
controls or other political developments in the U.S. or
abroad. |
• |
|
Market Risk. The value of the Fund’s
shares will fluctuate based on the performance of the Fund’s investments
and other factors affecting the securities markets generally. Certain
investments 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. The value of the Fund’s investments may go up or down, sometimes
dramatically and unpredictably, based on current market conditions, such
as real or perceived adverse political or economic conditions, inflation,
changes in interest rates, lack of liquidity in the fixed income markets
or adverse investor sentiment. |
• |
|
Geopolitical Events Risk. The
interconnectivity between global economies and financial markets increases
the likelihood that events or conditions in one region or financial market
may adversely impact issuers in a different country, region or financial
market. Securities in the Fund’s portfolio may underperform due to
inflation (or expectations for inflation), interest rates, global demand
for particular products or resources, natural disasters, climate change
and climate-related events, pandemics, epidemics, terrorism, international
conflicts, regulatory events and governmental
or |
|
|
quasi‑governmental
actions. The occurrence of global events similar to those in recent years
may result in market volatility and may have long-term effects on both the
U.S. and global financial
markets. |
• |
|
Derivatives Risk. Derivatives include
instruments and contracts that are based on, and are valued in relation
to, one or more underlying securities, financial benchmarks or indices,
such as futures swap agreements and forward contracts. Derivatives
typically have economic leverage inherent in their terms. The primary
types of derivatives in which the Fund and Underlying Vehicles invest are
futures contracts and forward contracts. Futures contracts and forward
contracts can be highly volatile, illiquid and difficult to value, and
changes in the value of such instruments held directly or indirectly by
the Fund and Underlying Vehicles may not correlate with the underlying
instrument or reference assets, or the Fund’s or an Underlying Vehicle’s
other investments. Although the value of futures contracts and forward
contracts depends largely upon price movements in the underlying
instrument or reference asset, there are additional risks associated with
futures contracts and forward contracts that are possibly greater than the
risks associated with investing directly in the underlying instruments or
reference assets, including illiquidity risk, leveraging risk and
counterparty credit risk. A small position in futures contracts or forward
contracts could have a potentially large impact on the Fund’s or
Underlying Vehicle’s performance. Trading restrictions or limitations may
be imposed by an exchange, and government regulations may restrict trading
in futures contracts and forward
contracts. |
• |
|
Commodities Risk. Through its investments
in Underlying Vehicles, the Fund is subject to commodities risk. Exposure
to the commodities markets (including financial futures markets) may
subject the Underlying Vehicles, and therefore the Fund, to greater
volatility than investments in traditional securities. Prices of
commodities and related contracts may fluctuate significantly over short
periods for a variety of reasons, including changes in interest rates,
supply and demand relationships and balances of payments and trade;
weather and natural disasters; governmental, agricultural, trade, fiscal,
monetary and exchange control programs and policies, public health crises
and trade or price wars among commodity producers or buyers. The commodity
markets are subject to temporary distortions and other disruptions. U.S.
futures exchanges and some foreign exchanges have regulations that limit
the amount of fluctuation in futures contract prices which may occur
during a single business day. Limit prices have the effect of precluding
trading in a particular contract or forcing the liquidation of contracts
at disadvantageous times or
prices. |
• |
|
Credit Risk. Credit risk refers to the
possibility that the issuer of the security or a counterparty in respect
of a derivative instrument will not be able to satisfy its payment
obligations to the Fund or the Underlying Vehicle when due. Changes in an
issuer’s credit rating or the market’s perception of an issuer’s
creditworthiness may also affect the value of the Fund’s or the Underlying
Vehicle’s investment in that issuer. Securities rated in the four highest
categories by the rating agencies are considered investment grade but they
may also have
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Litman
Gregory Funds Trust |
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speculative
characteristics. Investment grade ratings do not guarantee that bonds will
not lose value or default. In addition, the credit quality of securities
may be lowered if an issuer’s financial condition
changes. |
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ETF Risks. The Fund is an ETF, and, as a
result of an ETF’s structure, it is exposed to the following
risks: |
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Authorized Participants, Market Makers, and
Liquidity Providers Limitation Risk. The Fund has a limited
number of financial institutions that may act as Authorized Participants
(“APs”). In addition, there may be a limited number of market makers
and/or liquidity providers in the marketplace. To the extent either of the
following events occur, shares of the Fund (“Shares”) may trade at a
material discount to NAV and possibly face delisting: (i) APs exit
the business or otherwise become unable to process creation and/or
redemption orders and no other APs step forward to perform these services,
or (ii) market makers and/or liquidity providers exit the business or
significantly reduce their business activities and no other entities step
forward to perform their
functions. |
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Cash Redemption Risk. The Fund’s
investment strategy may require it to redeem Shares for cash or to
otherwise include cash as part of its redemption proceeds. The Fund may be
required to sell or unwind portfolio investments to obtain the cash needed
to distribute redemption proceeds. This may cause the Fund to recognize a
capital gain that it might not have recognized if it had made a redemption
in-kind. As a result, the Fund may pay out higher annual capital gain
distributions than if the in-kind redemption process was
used. |
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Costs of Buying or Selling Shares. Due
to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may
not be advisable for investors who anticipate regularly making small
investments. |
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Shares May Trade at Prices Other Than
NAV. As with all ETFs, Shares may be bought and sold in the
secondary market at market prices. Although it is expected that the market
price of Shares will approximate the Fund’s NAV, there may be times when
the market price of Shares is more than the NAV intra-day (premium) or
less than the NAV intra-day (discount) due to supply and demand of Shares
or during periods of market volatility. This risk is heightened in times
of market volatility and volatility in the Fund’s portfolio holdings,
periods of steep market declines, and periods when there is limited
trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares
or sells at a time when the market price is at a discount to the NAV of
the Shares, then the investor may sustain losses that are in addition to
any losses caused by a decrease in
NAV. |
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Trading. Although Shares are listed
for trading on a national securities exchange, and may be traded on other
U.S. exchanges, there can be no assurance that Shares will trade with any
volume, or at all, on any stock exchange. In stressed market conditions,
the liquidity of Shares may begin to
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the
liquidity of the Fund’s underlying portfolio holdings, which can be
significantly less liquid than
Shares. |
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Interest Rate Risk. Through its
investments in Underlying Vehicles, the Fund is subject to interest rate
risk. Prices of fixed income securities held by the Underlying Vehicles
generally increase when interest rates decline and decrease when interest
rates increase. The Underling Vehicles, and therefore the Fund, may lose
money if short-term or long-term interest rates rise sharply or otherwise
change in a manner not anticipated by the Sub-Advisor. The Fund, through
the Underlying Vehicles, may be subject to heightened interest rate risk
due to rising rates as the current period of historically low interest
rates may be ending. Interest rate risk is generally greater for
fixed-income securities with longer maturities or durations, but
increasing interest rates may have an adverse effect on the value of an
Underlying Vehicle’s investment portfolio as a whole, as investors and
markets adjust expected returns relative to such increasing rates. The
negative impact on fixed income securities from the resulting rate
increases for that and other reasons could be swift and
significant. |
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Management Risk. The Fund is
actively-managed and may not meet its investment objective based on the
portfolio managers’ success or failure to implement investment strategies
for the Fund. |
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Government Securities and Agency Risk.
Direct obligations of the U.S. Government such as Treasury bills, notes
and bonds are supported by its full faith and credit. Indirect obligations
issued by Federal agencies and government-sponsored entities generally are
not backed by the full faith and credit of the U.S. Treasury. Accordingly,
while U.S. Government agencies and instrumentalities may be chartered or
sponsored by Acts of Congress, their securities are neither issued nor
guaranteed by the U.S. Treasury. Some of these indirect obligations may be
supported by the right of the issuer to borrow from the Treasury; others
are supported by the discretionary authority of the U.S. Government to
purchase the agency’s obligations; still others are supported only by the
credit of the instrumentality. |
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Liquidity Risk. The Fund is subject to
liquidity risk primarily due to its or the Underlying Vehicle’s
investments in derivatives. Investments in derivative instruments involve
the risk that the Fund or the Underlying Vehicle may be unable to sell the
derivative instrument or sell it at a reasonable
price. |
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Small and Medium Capitalization Company
Risk. Through its investments in Underlying Vehicles, the Fund is
subject to small and medium capitalization company risk. Securities of
small and mid-cap companies are generally more volatile and less liquid
than the securities of large-cap companies. This is because smaller
companies may be more reliant on a few products, services or key
personnel, which can make it riskier than investing in larger companies
with more diverse product lines and structured
management. |
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Below Investment-Grade Fixed Income Securities
Risk. Through its investments in Underlying Vehicles, the Fund is
subject to below investment-grade fixed income securities risk. This is
the risk of investing in below investment-grade fixed income securities
(also known as “junk bonds”), which may
be |
iMGP RBA Responsible Global Allocation ETF — (Continued)
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greater than that of higher rated fixed
income securities. These securities are rated Ba1 through C by
Moody’s Investors Service (“Moody’s”) or BB+ through D by
Standard & Poor’s Rating Group (“S&P”) (or comparably rated
by another nationally recognized statistical rating organization), or, if
not rated by Moody’s or S&P, are considered by the sub-advisors to be
of similar quality. These securities have greater risk of default
than higher rated securities. The market value of these securities is
more sensitive to corporate developments and economic conditions and can
be volatile. Market conditions can diminish liquidity and make accurate
valuations difficult to
obtain. |
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Large Shareholder Risk. Certain
shareholders may from time to time own a substantial amount of the shares
of the Fund. In addition, a third party investor, the advisor or an
affiliate of the advisor, an authorized participant, a market maker, or
another entity may invest in the Fund and hold its investment for a
limited period of time solely to facilitate commencement of the Fund or to
facilitate the Fund’s achieving a specified size or scale. There can be no
assurance that any large shareholder would not redeem its investment, that
the size of the Fund would be maintained at such levels or that the Fund
would continue to meet applicable listing requirements. Redemptions by
large shareholders could have a significant negative impact on the Fund.
In addition, transactions by large shareholders may account for a large
percentage of the trading volume on the NYSE Arca and may, therefore, have
a material upward or downward effect on the market price of the Fund’s
shares. |
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Operational Risk. Operational risks
include human error, changes in personnel, system changes, faults in
communication, and failures in systems, technology, or processes. Various
operational events or circumstances are outside the Advisor’s or
Sub-Advisor’s control, including instances at third parties. The Fund, the
Advisor and the Sub-Advisor seek to reduce these operational risks through
controls and procedures. However, these measures do not address every
possible risk and may be inadequate to address these
risks. |
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Regulatory Risk. Governments, agencies or
other regulatory bodies may adopt or change laws or regulations that could
adversely affect the issuer, or market value, of an instrument held by the
Fund or the Underlying Vehicles or that could adversely impact the Fund’s
or an Underlying Vehicle’s
performance. |
Performance
Because the RBA Responsible Global Allocation
ETF commenced operations on January 31, 2022, no performance information is
presented at this time. Once the RBA Responsible Global Allocation ETF has a
performance record of at least one calendar year, a bar chart and performance
table will be included in this Prospectus. Updated performance
information is available on the RBA Responsible Global Allocation ETF’s website
at www.imgpfunds.com.
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SUB-ADVISOR |
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PORTFOLIO MANAGER |
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MANAGED
THE
FUND
SINCE: |
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Richard
Bernstein Advisors, LLC |
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Richard Bernstein, Chief Executive
Officer and Chief Investment Officer |
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2022 |
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Dan Suzuki, CFA, Deputy Chief
Investment Officer & Chairman of the Investment Committee |
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2022 |
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Matthew Griswold, CFA, Director of
Investments & Risk Management |
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2022 |
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Henry
Timmons, CFA, Director of ETFs |
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2022 |
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For
important information about the purchase and sale of fund shares, tax
information and financial intermediary compensation, please turn to the “Summary
of Other Important Information Regarding the Fund” section below.
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Gregory Funds Trust |
Summary
of Other Important Information Regarding the Funds
Purchase
and Sale of Shares
Shares
of each Fund (“Shares”) are listed and trade on the NYSE Arca (the “Exchange”).
Individual Shares may only be bought and sold on the Exchange through a broker
or dealer at market prices, rather than at NAV. Because Shares trade at market
prices rather than at NAV, Shares may trade at a price greater than at NAV
(premium) or less than at NAV (discount). Investors may also incur costs
attributable to the difference between the highest price a buyer is willing to
pay to purchase Shares (bid) and the lowest price a seller is willing to accept
for Shares (ask) when buying or selling Shares in the secondary market (the
“Bid-Ask Spread”).
Each
Fund issues and redeems Shares at NAV only in large blocks known as “Creation
Units,” which only Authorized Participants (“APs”) (typically, broker-dealers)
may purchase or redeem. Each Fund generally issues and redeems Creation Units in
exchange for a designated amount of U.S. cash and/or a portfolio of securities
closely approximating the holdings of the Fund (the “Deposit Securities”).
Information
on each Fund’s NAV, market price, premiums and discounts to NAV, and bid-ask
spreads is available on the Fund’s website www.imgpfunds.com.
Tax
Information
Fund
distributions are generally taxable as ordinary income, qualified dividend
income, or capital gains (or a combination), unless your investment is in an IRA
or other tax-advantaged account. Distributions on investments made through
tax-deferred arrangements may be taxed later upon withdrawal of assets from
those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase Shares through a broker-dealer or other financial intermediary
(such as a bank) (an “Intermediary”), iM Global, the Funds’ investment adviser,
or its affiliates may pay Intermediaries for certain activities related to the
Fund, including participation in activities that are designed to make
Intermediaries more knowledgeable about exchange traded products, including the
Fund, or for other activities, such as marketing, educational training or other
initiatives related to the sale or promotion of Shares. These payments may
create a conflict of interest by influencing the Intermediary and your
salesperson to recommend the Fund over another investment. Any such arrangements
do not result in increased Fund expenses. Ask your salesperson or visit the
Intermediary’s website for more information.
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Summary of Other Important Information Regarding
the Funds |
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19 |
Investment
Objectives and Principal Investment Strategies
Each
Fund’s investment objective has been adopted as a non-fundamental investment
policies and may be changed by the Fund’s Board of Trustees without shareholder
approval upon 60 days’ written notice to shareholders.
iMGP
DBi Managed Futures Strategy ETF
The
Fund is a non-diversified, actively-managed exchange-traded fund (“ETF”) that
seeks to achieve its objective by: (i) investing its assets pursuant to a
managed futures strategy (described below); (ii) allocating up to 20% of
its total assets in its wholly-owned subsidiary (the “Subsidiary”), which is
organized under the laws of the Cayman Islands, is advised by the Fund’s
sub-adviser, Dynamic Beta investments (“DBi” or the “Sub-Advisor”), and will
comply with the Fund’s investment objective and investment policies; and
(iii) investing directly in select debt instruments for cash management and
other purposes.
The
Fund’s managed futures strategy employs long and short positions in derivatives,
primarily futures contracts and forward contracts, across the broad asset
classes of equities, fixed income, currencies and, through the Subsidiary,
commodities. Fund positions in those contracts are determined based on a
proprietary, quantitative model – the Dynamic Beta Engine – that seeks to
identify the main drivers of performance by approximating the current asset
allocation of a selected pool of the largest commodity trading advisor hedge
funds (“CTA hedge funds”), which are hedge funds that use futures or forward
contracts to achieve their investment objectives. The Dynamic Beta Engine
analyzes recent (i.e., trailing 60-day) performance of CTA hedge funds in order
to identify a portfolio of liquid financial instruments that closely reflects
the estimated current asset allocation of the selected pool of CTA hedge funds,
with the goal of simulating the performance, but not the underlying positions,
of those funds.
The
Dynamic Beta Engine uses data sourced from (1) publicly available U.S.
futures market data obtained and cross-checked through multiple common
subscription pricing sources, and (2) public CTA hedge fund indexes
obtained through common subscription services and cross-checked with publicly
available index information. The Sub-Advisor relies exclusively on the Dynamic
Beta Engine and does not have discretion to override the model-determined asset
allocation or portfolio weights. The Sub-Advisor will periodically review
whether instruments should be added to or removed from the model in order to
improve the model’s efficiency. The model’s asset allocation is limited to asset
classes that are traded on U.S.-based exchanges. Based on this analysis, the
Fund invests in an optimized portfolio of long and short positions in
domestically-traded, liquid derivative contracts selected from a pool of the
most liquid derivative contracts, as determined by the Sub-Advisor.
Futures
contracts and forward contracts are contractual agreements to buy or sell a
particular currency, commodity or financial instrument at a pre-determined price
in the future. The Fund takes long positions in derivative contracts that
provide exposure to various asset classes, sectors and/or markets that the Fund
expects to rise in value, and takes short positions in asset
classes,
sectors and/or markets that the Fund expects to fall in value. The Fund expects
to limit its investments to highly-liquid, domestically-traded contracts that
the Sub-Advisor believes exhibit the highest correlation to what the Sub-Advisor
perceives to be the core positions of the target hedge funds. Such core
positions are generally long and short positions in domestically-traded
derivative contracts viewed as highly liquid by the Sub-Advisor. Agreeing to buy
the underlying instrument is called buying a futures contract or taking a long
position in the contract. Likewise, agreeing to sell the underlying instrument
is called selling a futures contract or taking a short position in the
contract.
The
Fund may have gross notional exposure, which is defined as the sum of the
notional exposure of both long and short derivative positions across the Fund,
that approximates the current asset allocation and matches the risk profile of a
diversified pool of the largest CTAs. The Investment Company Act of 1940, as
amended (the “1940 Act”), and the rules and interpretations thereunder, impose
certain limitations on the Fund’s ability to use leverage. Under normal market
conditions, the Sub-Advisor seeks to achieve Fund volatility of 8-10% on an
annual basis, which refers to the approximate maximum amount of expected gains
or losses during a given year expressed as a percentage of value.
In
an effort to reduce certain risks (e.g.,
volatility of returns), the Sub-Advisor limits the Fund’s gross notional
exposure on certain futures contracts whose returns are expected to be
particularly volatile. In addition to these specific exposure limits, the
Sub-Advisor uses quantitative methods to assess the level of risk for the
Fund.
The
Fund intends to gain exposure to commodities through its investments in the
Subsidiary and may invest up to 20% of its total assets in the Subsidiary.
Generally, the Subsidiary will invest primarily in commodity futures, but it may
also invest in financial futures, fixed income securities, pooled investment
vehicles, including those that are not registered with the SEC under the 1940
Act, and other investments intended to serve as margin or collateral for the
Subsidiary’s derivative positions. Unlike the Fund, the Subsidiary may invest
without limitation in commodity-linked derivative instruments; however, the
Subsidiary complies with the same 1940 Act asset coverage requirements with
respect to its investments in commodity-linked derivatives that are applicable
to the Fund’s transactions in derivatives. In addition, to the extent applicable
to the investment activities of the Subsidiary, the Subsidiary is subject to the
same fundamental investment restrictions and follows the same compliance
policies and procedures as the Fund. Unlike the Fund, the Subsidiary will not
seek to qualify as a regulated investment company (“RIC”) under Subchapter M of
the Internal Revenue Code of 1986, as amended (the “Code”). The Fund is the sole
investor in the Subsidiary and does not expect shares of the Subsidiary to be
offered or sold to other investors.
In
addition to its use of futures and investment in the Subsidiary, the Fund
expects, under normal circumstances, to invest a large portion of the portfolio
in debt securities in order to collateralize its derivative investments, for
liquidity purposes, or to enhance yield. The Fund may hold fixed income
instruments of varying maturities, but that have an average duration of less
than
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Litman
Gregory Funds Trust |
one year.
In particular, the Fund may hold government money market instruments, such as
U.S. Treasury securities and U.S. government agency discount notes and bonds
with maturities of two years or less.
The
Fund will not invest in cryptocurrency or digital assets or cryptocurrency or
digital asset derivatives.
Since
the Fund is non-diversified, it may invest a greater percentage of its assets in
a particular investment or issuer than a diversified fund.
iMGP
DBi Hedge Strategy ETF
The
Fund is a non-diversified, actively-managed exchange-traded fund (“ETF”) that
seeks to achieve its objective by: (i) investing its assets pursuant to an
equity hedge strategy (described below); and (ii) allocating the remainder
of its assets directly in a portfolio of investment grade debt securities to
collateralize its derivatives investments, for liquidity purposes, or to enhance
yield. The Fund seeks to model its investments after long/short equity hedge
fund strategies and does not invest in hedge funds. Because the Fund is not a
hedge fund, the Fund is limited in its ability to fully replicate hedge fund
strategies due to regulatory requirements, including limitations on leverage and
liquidity of the Fund’s investments.
The
Fund invests in long and short positions in exchange-traded futures contracts
across the broad asset classes of equities, fixed income, and currencies. The
long and short positions in the futures contracts are determined by the Fund’s
sub-adviser, Dynamic Beta investments (“DBi” or the “Sub-Advisor”), using a
proprietary, quantitative model – the Dynamic Beta Engine. The Dynamic Beta
Engine is designed to identify the main drivers of performance of a diversified
portfolio of the largest long/short equity hedge funds, which are hedge funds
that employ fundamental analysis to buy or sell short individual equity
securities to achieve their respective investment objectives (“Equity Hedge
funds”).
Equity
Hedge funds typically diversify their risks by limiting the hedge fund’s net
exposure to certain industries, regions, or market capitalizations, which allows
them to focus on company-specific characteristics. Equity Hedge funds often
hedge against the returns of the overall market. The Fund will not necessarily
use its long and short positions to reduce risk by taking offsetting positions.
The Fund may take uncorrelated positions (e.g., invest in long and short futures
contracts with values that do not historically exhibit a strong relationship to
each other), which may increase the Fund’s overall market exposure and
risk.
DBi
has conducted extensive research into the drivers of performance of hedge funds
and believes that individual security selection by the target Equity Hedge funds
can deliver market outperformance over time through shifts in asset allocation
among major equity markets. For example, if fundamentally-driven hedge fund
managers collectively determine that stocks in emerging markets are more
attractive than those in developed markets, the Dynamic Beta Engine can identify
this and shift asset allocation exposures accordingly.
Based
on this model, the Fund invests in an optimized portfolio of long and short
positions in U.S. exchange-traded futures contracts, as determined by the
Sub-Advisor. This process is repeated monthly, with all positions rebalanced at
that time. The Dynamic Beta Engine analyzes recent historical performance of a
diversified pool of the largest Equity Hedge funds in order to estimate the
current asset allocation of a selected pool of Equity Hedge funds. The
Sub-Advisor relies exclusively on the model and does not have discretion to
override the model-determined asset allocation or portfolio weights. Investing
in a limited number of highly liquid futures contracts and monthly rebalancing
is expected to keep transaction costs low relative to Equity Hedge funds. The
model seeks to replicate Equity Hedge funds by analyzing historical returns of
Equity Hedge funds provided by a third-party data provider and identifying
futures contracts that most closely reflect the Equity Hedge funds’ estimated
current exposures across the various asset classes.
Futures
contracts are contractual agreements to buy or sell a particular equity index,
currency, or financial instrument at a pre-determined price in the
future. The Fund invests in a limited number of highly-liquid futures
contracts (including futures contracts on underlying instruments such as listed
U.S. equity indices, baskets of currency, and U.S. treasury securities) that the
Sub-Advisor believes exhibit the highest correlation to what the Sub-Advisor
perceives to be the core positions of the target Equity Hedge funds, which are
generally long and short positions of individual equity securities. The Fund
takes long and short positions in U.S. exchange-traded derivative contracts
viewed as highly liquid by the Sub-Advisor. Agreeing to buy the underlying
instrument is called buying a futures contract or taking a long position in the
contract. Likewise, agreeing to sell the underlying instrument is called selling
a futures contract or taking a short position in the contract.
The
Sub-Advisor uses quantitative methods to assess the level of risk for the Fund.
The Fund may invest in derivative contracts that have an aggregate notional
value that is greater than the Fund’s total assets. The notional value of a
derivatives contract is the market value of the asset underlying the derivatives
contract. Aggregate notional value is the sum of the notional values of the
Fund’s derivatives contracts. The Fund’s aggregate notional value is intended to
approximate the current risk profile of a diversified pool of the largest Equity
Hedge funds. The Investment Company Act of 1940, as amended (the “1940 Act”),
and the rules and interpretations thereunder, impose certain limitations on the
Fund’s ability to use leverage, which is inherent in the futures positions held
by the Fund. Volatility is a statistical measure of the frequency and level of
changes in the Fund’s returns over time without regard to the direction of those
changes. Higher volatility generally indicates higher risk. Under normal market
conditions, the Sub-Advisor seeks to achieve Fund volatility of 8-10% on an
annual basis, which refers to the approximate maximum amount of expected gains
or losses during a given year expressed as a percentage of value.
The
Fund expects, under normal circumstances, to invest a large portion of the
portfolio in investment grade debt securities in order to collateralize the
Fund’s derivative investments, for
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Investment Objectives and Principal Investment
Strategies |
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21 |
Investment Objectives and Principal Investment
Strategies — (Continued)
liquidity
purposes, or to enhance yield. The Fund may hold fixed income instruments of
varying maturities, but that have an average duration of less than one year. In
particular, the Fund may hold government money market instruments, such as U.S.
Treasury securities and U.S. government agency discount notes and bonds with
maturities of two years or less.
The
Fund will not invest in cryptocurrency or digital assets or cryptocurrency or
digital asset derivatives.
Because
the Fund is non-diversified, it may invest a greater percentage of its assets in
a particular investment or issuer than a diversified fund.
iMGP
RBA Responsible Global Allocation ETF
The
Fund is an actively-managed exchange-traded fund (“ETF”) that seeks to achieve
its objective by investing its assets in a portfolio of exchange-traded vehicles
that provide exposure to asset classes in various regions, countries and sectors
around the globe. Under normal market conditions, the Fund invests at least 80%
of its total assets in affiliated and unaffiliated ETFs and other
exchange-traded products (“ETPs”) (collectively, “Underlying Vehicles”) that
satisfy the ESG characteristics described below and that provide exposure to
various investment asset classes, including equity and fixed income securities,
real estate, commodities, currencies, cash and cash equivalents. The Underlying
Vehicles are identified by the Fund’s investment sub-advisor, Richard Bernstein
Advisors, LLC (“RBA” or the “Sub-Advisor”), using fundamental research to
demonstrate favorable return potential and/or portfolio risk-management
characteristics, and as being ETFs that consider Environmental, Social and
Governance (“ESG”) factors as part of their investment process. RBA uses
research, analytics and data from recognized third-party data providers, such as
Bloomberg and FactSet, to screen broadly for ETFs and ETPs that follow
ESG-related investment strategies. RBA conducts a further qualitative review of
these ETFs and ETPs to ensure that the investment methodology of each potential
Underlying Vehicle qualifies it to be included in the ESG universe in the
judgment of RBA, and then applies its own fundamental macroeconomic and
financial analysis, described in further detail below, to build the Fund’s
portfolio. RBA selects Underlying Vehicles that use ESG data/rating providers,
such as MSCI and Sustainalytics, or that have their own rigorous ESG screening
process, to identify potential investments. As a result, Underlying Vehicles
selected by RBA typically consider, as applicable or relevant, the following
positive-screening ESG factors in determining their underlying investments:
environmental assessments (involving issues such as greenhouse gas emissions,
resource efficiency and waste management), social assessments
(involving issues such as labor standards, occupational health & safety
records, data security and product quality &
safety) and/or governance assessments (involving issues such as board
structure & quality, executive
compensation and ownership & shareholder rights). Underlying
Vehicles included in the Fund may also use negative-screening criteria to
exclude certain issuers from investment, such as excluding companies with
material involvement in weapons, tobacco or coal.
Dependent
on the outlook for U.S. and global corporate profits, liquidity conditions,
market sentiment and valuation analysis, RBA makes top-down assessments of the
relative attractiveness of various asset classes, including, among others,
stocks versus bonds, Treasuries versus corporate bonds, growth versus value
stocks, large-cap versus small-cap, cyclicals versus defensives, and emerging
markets versus international developed markets versus U.S. stocks. After
determining the target asset allocation mix, RBA selects the asset classes and
market exposures that historically have had the most compelling characteristics
given RBA’s macroeconomic assessment. With respect to its macroeconomic
assessment and determination of “compelling characteristics,” RBA considers
factors such as profits, investor sentiment, and liquidity; for example, a
country or asset class that demonstrates accelerating profits and plentiful
liquidity but negative investor sentiment would be one viewed as having
compelling characteristics by RBA. Those characteristics are likely to differ
depending on RBA’s assessment of the global economic and profit environments.
RBA believes its expertise lies in identifying profit cycles, that is, periods
of acceleration and deceleration in profits, and weighting the Fund’s investment
portfolio towards the particular market segments that have the potential to
outperform, while maintaining a rigorous and disciplined long-term asset
allocation strategy.
The
macroeconomic factors and indicators RBA uses (of which its own proprietary
research represents over 90%) include the following: global market valuations;
global yield curves; asset class, regional, and country correlations; profit
cycle analyses and style and sector rotation; expected beta, a measure of the
volatility of a security as compared to the overall market; estimate revisions
and earnings surprises; investor sentiment; credit spreads; default rates and
other factors. Individual Underlying Vehicle selection is based on quantitative
screening and risk-analysis, as well as qualitative review, to achieve desired
market exposures. The portfolio is monitored on an ongoing basis and rebalanced
as necessary to ensure that desired market exposures and both Underlying Vehicle
and portfolio level risk controls are maintained.
In
implementing its investment strategies, the Fund may invest across the globe by
accentuating various global market segments and asset classes at different
times, based on RBA’s assessment of which regions, sectors, styles, or asset
classes provide the most potential for positive return. Under normal market
conditions, the Fund expects to invest 50-80% of its net assets in U.S. and
foreign equity securities, 20-50% in U.S. and foreign fixed-income securities
and other fixed and floating-rate income instruments, 0-20% in commodities
(primarily through the use of ETFs that invest in commodities or
commodities-related investments) and/or currencies, and 0-30% in cash and cash
equivalents. The expected long-term (i.e., over a cycle of at least 10 years)
target allocation of the Fund is 65% in equity securities and 35% in fixed
income securities, although there is no requirement for RBA to manage the Fund
within this target allocation. The Fund’s actual asset allocation may be
materially different depending on market conditions, and the Fund’s asset
allocation over shorter or longer market cycles may differ materially from the
target.
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22 |
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Litman
Gregory Funds Trust |
The
Fund may invest without limit in both developed and emerging markets, including
frontier markets. Such investments may include securities denominated in foreign
currencies and securities trading in the form of depositary receipts. The Fund
may invest in fixed-income securities of any credit quality including securities
rated below investment grade and comparable unrated securities (commonly
referred to as “high yield” or “junk” bonds), and expects to invest principally
in fixed-income securities that are issued by corporations, issued or guaranteed
by the U.S. government or its agencies or instrumentalities, obligations of
other sovereign nations, municipal obligations, mortgage-backed and asset-backed
securities, inflation-linked debt securities or zero coupon bonds. The Fund may
also invest in senior loans and variable rate obligations.
The
Fund defines foreign companies as those domiciled or principally traded outside
of the U.S., or that are economically tied to foreign countries based on company
operations, for example, a company that derives a substantial portion of its
total revenues or earnings from business activities in a foreign country. The
Fund actively manages its exposure to a wide range of foreign countries (under
normal market conditions, “wide range” meaning at least three countries outside
the U.S.) relative to their weightings within the Fund’s global benchmark, the
MSCI ACWI Index and Bloomberg US Aggregate Bond Index, by increasing or
decreasing its allocation to Underlying Vehicles that have exposure to foreign
companies in either a single country or across multiple countries. Countries or
regions chosen for emphasis and/or de-emphasis will vary over time based on
RBA’s assessment of a range of proprietary and non-proprietary quantitative
indicators and its macro-economic analysis and judgment. The Fund may invest
without limit in both developed and emerging markets, including frontier
markets, which are a subset of emerging market countries with newer or even less
developed economies and markets. Such investments may include securities
denominated in foreign currencies and securities trading in the form of
depositary receipts. The Fund defines equity exposures to include Underlying
Vehicles that track the performance of stock indices, closed-end funds, real
estate investment trusts (“REITs”), exchange-traded currency trusts, common
stock, preferred stock and convertible securities of issuers of any market
capitalization. The Fund defines fixed income exposures to include Underlying
Vehicles that track the performance of fixed income indices, exchange-traded
notes (“ETNs”), securities issued by the U.S. Government and its agencies,
sovereign debt and domestic and foreign corporate bonds of any credit quality,
including high yield (or “junk”) bonds, municipal obligations, mortgage-backed
and asset-backed securities, inflation-linked debt securities and zero coupon
bonds. The Fund may also invest in senior loans and variable rate obligations.
The Fund defines commodity and currency exposures to include Underlying Vehicles
that track the performance of commodity and currency indices.
The
Fund is considered a “fund of funds” that seeks to achieve its investment
objective by primarily investing in Underlying Vehicles, including affiliated
ETFs (i.e., ETFs that are managed by an affiliate of the Advisor) and
non-affiliated ETFs, that offer exposure to asset classes in various regions,
countries, and sectors around the globe. The Fund may invest up to 20% of its
net assets in
instruments
that are not Underlying Vehicles but which the Sub-Advisor believes will help
the Fund achieve its investment objective, including futures, options, swap
contracts, cash and cash equivalents, and money market funds.
RBA
has discretion to actively manage the Fund’s portfolio in accordance with the
Fund’s investment objective. Securities may be sold if they exhibit performance
that might counteract the desired exposures or to implement a revised allocation
based on a modified view of market conditions. The Fund may also sell a security
when RBA believes that the security is overvalued or better investment
opportunities are available, to invest in cash and cash equivalents, or to meet
redemptions.
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Investment Objectives and Principal Investment
Strategies |
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23 |
Evaluation
and Selection of Sub-Advisor by the Advisor
iM
Global, as the Funds’ investment adviser, is responsible for hiring and removing
sub-advisors. Before hiring a sub-advisor, iM Global performs extensive due
diligence. This includes quantitative and qualitative analysis, including (but
not limited to) an evaluation of: the investment process, the consistency of its
execution and discipline; individual holdings; strategies employed, past
mistakes, risk controls, team depth and quality; operations and compliance; and
business focus and vision. iM Global’s evaluation process includes review of
literature and documents, quantitative historical performance evaluation,
extensive discussions with members of the investment team and firm management
and background checks through industry contacts. Each of the sub-advisor’s
management fee is also an important consideration. It is iM Global’s objective
to hire sub-advisors who it believes are skilled and can deliver strong market
cycle returns when taking risk into account. iM Global defines a “market cycle”
as the movement from a period of increasing prices and strong performance, or
bull market, through a period of weak performance and falling prices, or bear
market, and back again to new strength. A full market cycle is usually three
to
five years,
but can vary considerably. The top of a cycle is called a peak and the bottom a
trough. iM Global generally assesses the long-term growth of an investment by
considering the increase in the value of the investment over a period greater
than five years. iM Global is responsible for the general overall supervision of
the sub-advisors along with allocating the portfolio’s assets for their
investment decisions as well as rebalancing the portfolio as necessary from time
to time. Generally, iM Global seeks to make tactical allocations to securities,
markets or strategies at times when it believes such allocations are compelling
from a risk/return perspective and prefers managers who it believes will be able
to add value through security selection.
In
the event a manager ceases to manage a Fund’s portfolio, iM Global will select a
replacement manager. The securities that were held in the departing manager’s
portfolio may be retained by the replacement manager of the Fund or will be
liquidated in an orderly manner, taking into account various factors, which may
include but are not limited to the market for the security and the potential tax
consequences.
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24 |
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Litman
Gregory Funds Trust |
Description
of Principal Investment Risks
All
mutual funds carry a certain amount of risk. The returns of each Fund
(collectively, the “Funds”) will vary, and you could lose money on your
investment in the Funds. An investment in a Fund is not a deposit of a bank and
is not insured, endorsed or guaranteed by any financial institution, the Federal
Deposit Insurance Corporation (FDIC) or any other government agency. The
principal risks for each Fund are identified in the Funds’ Summary Sections and
are described in further detail below. Additional information about the
principal risks is included in the Funds’ Statement of Additional Information
(the “SAI”).
Investors
should be aware that in light of the current uncertainty, volatility and
distress in economies, financial markets, and labor and health conditions around
the world, the risks described below are heightened significantly compared to
normal conditions and therefore subject a Fund’s investments and a shareholder’s
investment in a Fund to sudden and substantial losses.
The
following table summarizes the principal risks of investing in each Fund. Your
investment may be subject (in varying degrees) to these risks as well as other
risks. Each Fund may be more susceptible to some of these risks than others.
Risks not marked for a particular Fund may, however, still apply to some extent
to that Fund at various times.
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iMGP DBi Managed Futures Strategy
ETF |
|
iMGP DBi Hedge Strategy ETF |
|
iMGP
RBA Responsible Global Allocation ETF |
Below
Investment-Grade Fixed Income Securities Risk |
|
|
|
|
|
✓ |
Commodities
Risk |
|
✓ |
|
|
|
✓ |
Country/Regional
Risk |
|
|
|
|
|
✓ |
Credit
Risk |
|
✓ |
|
✓ |
|
✓ |
Currency
Risk |
|
✓ |
|
✓ |
|
✓ |
Debt
Securities and Fixed-Income Risk |
|
✓ |
|
✓ |
|
✓ |
Derivatives
Risk |
|
✓ |
|
✓ |
|
✓ |
Emerging
Markets Risk |
|
|
|
|
|
✓ |
Equity
Hedge Strategy Risk |
|
|
|
✓ |
|
|
Equity
Securities Risk |
|
✓ |
|
✓ |
|
✓ |
ETF
Risks |
|
✓ |
|
✓ |
|
✓ |
Foreign
Investment Risk |
|
|
|
|
|
✓ |
Forward
Contracts Risk |
|
✓ |
|
|
|
✓ |
Futures
Contracts Risk |
|
✓ |
|
✓ |
|
✓ |
Geopolitical
Events Risk |
|
✓ |
|
✓ |
|
✓ |
Government
Securities and Agency Risk |
|
✓ |
|
✓ |
|
✓ |
Inflation
Risk |
|
✓ |
|
✓ |
|
|
Interest
Rate Risk |
|
✓ |
|
✓ |
|
✓ |
Large
Shareholder Risk |
|
|
|
|
|
✓ |
Leverage
Risk |
|
✓ |
|
|
|
|
Liquidity
Risk |
|
✓ |
|
✓ |
|
✓ |
Long
Short Risk |
|
|
|
✓ |
|
|
Managed
Futures Strategy Risk |
|
✓ |
|
|
|
|
Management
Risk |
|
✓ |
|
✓ |
|
✓ |
Market
Risk |
|
✓ |
|
✓ |
|
✓ |
Models
and Data Risk |
|
✓ |
|
✓ |
|
✓ |
Non-Diversified
Fund Risk |
|
✓ |
|
✓ |
|
|
Operational
Risk |
|
✓ |
|
✓ |
|
✓ |
Regulatory
Risk |
|
✓ |
|
✓ |
|
✓ |
Responsible
Investing Risk |
|
|
|
|
|
✓ |
Short
Position Risk |
|
✓ |
|
✓ |
|
✓ |
Small
and Medium Capitalization Company Risk |
|
|
|
|
|
✓ |
Subsidiary
Risk |
|
✓ |
|
|
|
|
Tax
Risk |
|
✓ |
|
|
|
|
Underlying
Vehicles Risk |
|
|
|
|
|
✓ |
|
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Description of Principal Investment Risks |
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25 |
Description of Principal Investment Risks — (Continued)
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Below Investment-Grade Fixed Income Securities
Risk |
|
Through
its investments in Underlying Vehicles, the iMGP RBA Responsible Global
Allocation ETF is subject to below investment-grade fixed income
securities risk. This is the risk of investing in below investment-grade
fixed income securities (also known as “junk bonds”), which may be greater
than that of higher rated fixed income securities. These securities
are rated Ba1 through C by Moody’s Investors Service (“Moody’s”) or BB+
through D by Standard & Poor’s Rating Group (“S&P”) (or
comparably rated by another nationally recognized statistical rating
organization), or, if not rated by Moody’s or S&P, are considered by
the sub-advisors to be of similar quality. These securities have
greater risk of default than higher rated securities. The market
value of these securities is more sensitive to corporate developments and
economic conditions and can be volatile. Market conditions can diminish
liquidity and make accurate valuations difficult to obtain. |
Commodities Risk |
|
Exposure
to the commodities markets (including financial futures markets) may
subject the iMGP DBi Managed Futures Strategy ETF, through its investment
in the Subsidiary, and the iMGP RBA Responsible Global Allocation ETF,
through its investment in the Underlying Vehicles, to greater volatility
than investments in traditional securities. Prices of commodities and
related contracts may fluctuate significantly over short periods for a
variety of reasons, including changes in interest rates, supply and demand
relationships and balances of payments and trade; weather and natural
disasters; governmental, agricultural, trade, fiscal, monetary and
exchange control programs and policies, public health crises and trade or
price wars among commodity producers or buyers. The commodity markets are
subject to temporary distortions and other disruptions. U.S. futures
exchanges and some foreign exchanges have regulations that limit the
amount of fluctuation in futures contract prices which may occur during a
single business day. Limit prices have the effect of precluding trading in
a particular contract or forcing the liquidation of contracts at
disadvantageous times or prices. |
Country/Regional Risk |
|
Through its investments in Underlying
Vehicles, the iMGP RBA Responsible Global Allocation ETF is subject to
country and regional risk. This is the risk that world events – such as
political upheaval, financial troubles, or natural disasters – will
adversely affect the value of securities issued by companies in foreign
countries or regions. Because the Fund may invest a large portion of its
assets in Underlying Vehicles that invest in securities of companies
located in any one country or region, including emerging markets, the
Fund’s performance may be hurt disproportionately by the poor performance
of its investments in that area. Country/regional risk is heightened in
emerging markets. |
|
|
¡ Risks Associated with Europe. The iMGP
RBA Responsible Global Allocation ETF may invest a significant portion of
its assets in Underlying Vehicles that invest in issuers based in Western
Europe and the United Kingdom (“UK”). The economies of countries in Europe
are often closely connected and interdependent, and events in one country
in Europe can have an adverse impact on other European countries. Efforts
by the member countries of the European Union (“EU”) to continue to unify
their economic and monetary policies may increase the potential for
similarities in the movements of European markets and reduce the potential
investment benefits of diversification within the region. However, the
substance of these policies may not address the needs of all European
economies. European financial markets have in recent years experienced
increased volatility due to concerns with some countries’ high levels of
sovereign debt, budget deficits and unemployment. Markets have also been
affected by the decision by the UK to withdraw from the EU (an event
commonly known as “Brexit”). There remains uncertainty surrounding the
long-term impact of Brexit on the UK, the EU and the broader global
economy. An exit by any member countries from the EU or the Economic and
Monetary Union of the EU, or even the prospect of such an exit, could lead
to increased volatility in European markets and negatively affect
investments both in issuers in the exiting country and throughout Europe.
In addition, the ongoing war in Ukraine and the resulting sanctions
against Russia could adversely affect global energy and financial markets
and thus could affect the value of the Fund’s investments, even beyond any
direct exposure the Fund may have to Russian issuers or the adjoining
geographic regions.
¡ Asia-Pacific Risk: The iMGP RBA
Responsible Global Allocation ETF may invest a significant portion of its
assets in Underlying Vehicles that invest in issuers based in the
Asia-Pacific region. Investments in securities of issuers in Asia-Pacific
countries involve risks that are specific to the Asia-Pacific region,
including certain legal, regulatory, political and economic risks. Certain
Asia-Pacific countries have experienced expropriation and/or
nationalization of
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26 |
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Litman
Gregory Funds Trust |
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assets,
confiscatory taxation, political instability, armed conflict and social
instability as a result of religious, ethnic, socio-economic and/or
political unrest. Some economies in this region are dependent on a range
of commodities, and are strongly affected by international commodity
prices and particularly vulnerable to price changes for these products. In
addition, the political reunification of China and Taiwan, over which
China continues to claim sovereignty, is a highly complex issue that has
included threats of invasion by China. Political or economic disturbances
(including an attempted unification of Taiwan by force), as well as any
economic sanctions implemented in response, may have an adverse impact on
the values of investments in either China or Taiwan, or make investments
in China and Taiwan impractical or impossible. Any escalation of hostility
between China and/or Taiwan would likely have a significant adverse impact
on the value of investments in both countries and on economies, markets
and individual securities globally.
|
Credit Risk |
|
Credit
risk refers to the possibility that the issuer of the security or a
counterparty in respect of a derivative instrument will not be able to
satisfy its payment obligations to a Fund when due. Changes in an issuer’s
credit rating or the market’s perception of an issuer’s creditworthiness
may also affect the value of a Fund’s investment in that issuer.
Securities rated in the four highest categories by the rating agencies are
considered investment grade but they may also have some speculative
characteristics. Investment grade ratings do not guarantee that bonds will
not lose value or default. In addition, the credit quality of securities
may be lowered if an issuer’s financial condition changes. |
Currency Risk |
|
A Fund’s exposure to foreign currencies
subjects the Fund to the risk that those currencies will decline in value
relative to the U.S. Dollar, or, in the case of short positions, that the
U.S. Dollar will decline in value relative to the currency that the Fund
is short. Currency rates in foreign countries may fluctuate significantly
over short periods of time for any number of reasons, including changes in
interest rates and the imposition of currency controls or other political
developments in the U.S. or abroad. |
Debt Securities and Fixed-Income Risk |
|
Fixed
income securities, such as U.S. Treasuries, or derivatives based on fixed
income securities are subject to credit risk and interest rate risk.
Credit risk, as described more fully above, refers to the possibility that
the issuer of a debt security will be unable to make interest payments or
repay principal when it becomes due. Interest rate risk, as described more
fully below, refers to fluctuations in the value of a debt security
resulting from changes in the general level of interest rates. Prices of
fixed income securities tend to move inversely with changes in interest
rates. Typically, a rise in rates will adversely affect fixed income
security prices and, accordingly, a Fund’s returns and share price. In
addition, a Fund may be subject to “call” risk, which is the risk that
during a period of falling interest rates the issuer may redeem a security
by repaying it early (which may reduce the Fund’s income if the proceeds
are reinvested at lower interest rates), and “extension” risk, which
occurs during a rising interest rate environment because certain
obligations will be paid off by an issuer more slowly than anticipated
(causing the value of those securities held by the Fund to fall). |
Derivatives Risk |
|
The Funds may invest in derivatives.
Derivatives include instruments and contracts that are based on, and are
valued in relation to, one or more underlying securities, financial
benchmarks or indices, such as futures swap agreements and forward
contracts. Derivatives typically have economic leverage inherent in their
terms. The primary types of derivatives in which the Funds invest are
futures contracts and forward contracts. Futures contracts and forward
contracts can be highly volatile, illiquid and difficult to value, and
changes in the value of such instruments held directly or indirectly by a
Fund may not correlate with the underlying instrument or reference assets,
or the Fund’s other investments. Although the value of futures contracts
and forward contracts depends largely upon price movements in the
underlying instrument or reference asset, there are additional risks
associated with futures contracts and forward contracts that are possibly
greater than the risks associated with investing directly in the
underlying instruments or reference assets, including illiquidity risk,
leveraging risk and counterparty credit risk. A small position in futures
contracts or forward contracts could have a potentially large impact on a
Fund’s performance. Trading restrictions or limitations may be imposed by
an exchange, and government regulations may restrict trading in futures
contracts and forward contracts. |
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Description of Principal Investment Risks |
|
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27 |
Description of Principal Investment Risks — (Continued)
|
| |
Emerging Markets Risk |
|
Emerging
market countries are those with immature economic and political
structures, and investing in emerging markets entails greater risk than in
developed markets. Emerging markets may be under-capitalized, have less
developed legal and financial systems or have less stable currencies than
markets in the developed world. Emerging market securities are securities
that are issued by companies with their principal place of business or
principal office in an emerging market country; or securities issued by
companies for which the principal securities trading market is an emerging
market country. Emerging market securities typically present even greater
exposure to the risks described under “Foreign Investment Risk” and may be
particularly sensitive to certain economic changes. For example, emerging
market countries are more often dependent on international trade and are
therefore often vulnerable to recessions in other countries. Emerging
markets may have obsolete financial systems and volatile currencies, and
may be more sensitive than more mature markets to a variety of economic
factors. Emerging market securities also may be less liquid than
securities of more developed countries and could be difficult to sell,
particularly during a market downturn.
Economies
in emerging market countries may also be more susceptible to natural and
man-made disasters, such as earthquakes, tsunamis, terrorist attacks, or
adverse changes in climate or weather. In addition, many developing
countries with less established health care systems have experienced
outbreaks of pandemic or contagious diseases from time to time, including,
but not limited to, COVID-19, Ebola, Zika, avian flu, severe acute
respiratory syndrome, and Middle East Respiratory Syndrome. The risks of
such phenomena and resulting social, political, economic and environmental
damage cannot be quantified. These events can exacerbate market volatility
as well as impair economic activity, which can have both short- and
immediate-term effects on the valuations of the companies and issuers in
which the Funds invest.
Among
other risks of investing in emerging market countries are the variable
quality and reliability of financial information and related audits of
companies. In some cases, financial information and related audits can be
unreliable and not subject to verification. Auditing firms in some of
these markets are not subject to independent inspection or oversight of
audit quality. This can result in investment decisions being made based on
flawed or misleading information. Additionally, investors may have
substantial difficulties in bringing legal actions to enforce or protect
investors’ rights, which can increase the risks of loss. |
Equity Hedge Strategy Risk |
|
The iMGP
DBi Hedge Strategy ETF uses various investment strategies that seek to
identify the main drivers of performance of a diversified portfolio of the
largest long/short equity hedge funds. These investment strategies involve
the use of complex derivatives techniques, and there is no guarantee that
these strategies will succeed. The use of such strategies and techniques
may subject the Fund to greater volatility and loss than investing in
individual equity securities. There can be no assurance that utilizing a
certain approach or model will achieve a particular level of return or
reduce volatility and loss. |
Equity Securities Risk |
|
The
value of equity securities may fluctuate, sometimes rapidly and
unexpectedly, due to various factors, including factors affecting the
general market, such as adverse changes in economic conditions, the
general outlook for corporate earnings, interest rates or investor
sentiment. Equity securities may also lose value because of factors
affecting an entire industry or sector, such as increases in production
costs, and factors directly related to a specific company, such as
significant decisions made by its management. Certain equity securities
may decline in value even during periods when the prices of equity
securities in general are rising, or may not perform as well as the market
in general. The prices of equity securities may also experience greater
volatility during periods of challenging market conditions such as the one
that the market recently experienced. This risk is greater for small- and
medium-sized companies, which tend to be more vulnerable to adverse
developments than larger companies. |
ETF Risks |
|
Each
Fund is an ETF, and, as a result of an ETF’s structure, it is exposed to
the following risks:
Authorized Participants, Market Makers, and
Liquidity Providers Limitation Risk. Each Fund has a limited
number of financial institutions that may act as Authorized Participants
(“APs”). In addition, there may be a limited number of market makers
and/or liquidity providers in the marketplace. To the extent either of the
following events occur, shares of a Fund (“Shares”) may trade at a
material discount to NAV and possibly face delisting: (i) APs exit
the business or
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28 |
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Litman
Gregory Funds Trust |
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|
otherwise
become unable to process creation and/or redemption orders and no other
APs step forward to perform these services, or (ii) market makers
and/or liquidity providers exit the business or significantly reduce their
business activities and no other entities step forward to perform their
functions.
Cash Redemption Risk. A Fund’s
investment strategy may require it to redeem Shares for cash or to
otherwise include cash as part of its redemption proceeds. A Fund may be
required to sell or unwind portfolio investments to obtain the cash needed
to distribute redemption proceeds. This may cause the Fund to recognize a
capital gain that it might not have recognized if it had made a redemption
in-kind. As a result, the Fund may pay out higher annual capital gain
distributions than if the in-kind redemption process was used.
Costs of Buying or Selling Shares. Due
to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may
not be advisable for investors who anticipate regularly making small
investments.
Shares May Trade at Prices Other Than
NAV. As with all ETFs, Shares may be bought and sold in the
secondary market at market prices. Although it is expected that the market
price of Shares will approximate the Fund’s NAV, there may be times when
the market price of Shares is more than the NAV intra-day (premium) or
less than the NAV intra-day (discount) due to supply and demand of Shares
or during periods of market volatility. This risk is heightened in times
of market volatility and volatility in the Fund’s portfolio holdings,
periods of steep market declines, and periods when there is limited
trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares
or sells at a time when the market price is at a discount to the NAV of
the Shares, then the investor may sustain losses that are in addition to
any losses caused by a decrease in NAV.
Trading. Although Shares are listed
for trading on a national securities exchange, and may be traded on other
U.S. exchanges, there can be no assurance that Shares will trade with any
volume, or at all, on any stock exchange. In stressed market conditions,
the liquidity of Shares may begin to mirror the liquidity of a Fund’s
underlying portfolio holdings, which can be significantly less liquid than
Shares.
|
Foreign Investment Risk |
|
Through
its investments in Underlying Vehicles, the iMGP RBA Responsible Global
Allocation ETF is subject to foreign investment risk. This is the risk
that an investment in foreign (non-U.S.) securities may cause an
Underlying Vehicle, and therefore the Fund, to experience more rapid and
extreme changes in value than a fund that invests exclusively in
securities of U.S. companies, due to factors such as currency conversion
rate fluctuations, and the political and economic climates and differences
in financial reporting, accounting and auditing standards in the foreign
countries where the Underlying Vehicle invests or has exposure. |
Forward Contracts Risk |
|
Forward
contracts involve an obligation to purchase or sell a specific currency at
a future date, which may be any fixed number of days from the date of the
contract as agreed by the parties in an amount and at a price set at the
time of the contract. At the maturity of a forward contract, a fund may
either accept or make delivery of the currency specified in the contract
or, at or prior to maturity, enter into a closing transaction involving
the purchase or sale of an offsetting contract. The Funds may invest in
non-deliverable forwards, which are cash-settled, short-term forward
contracts on foreign currencies that are non-convertible and that may be
thinly traded or illiquid. The use of forward contracts involves various
risks, including the risks associated with fluctuations in foreign
currency and the risk that the counterparty will fail to fulfill its
obligations. |
Futures Contracts Risk |
|
Futures
contracts have a high degree of price variability and are subject to
occasional rapid and substantial changes. There is an imperfect
correlation between the change in market value of the futures contracts
and the market value of the underlying instrument or reference assets with
respect to such contracts. Futures contracts pose the risk of a possible
lack of a liquid secondary market, resulting in the potential inability to
close a futures contract when desired. Futures contracts are also subject
to risks related to possible market disruptions or other extraordinary
events, including but not limited to, governmental intervention, and
potentially unlimited losses caused by unanticipated market movements.
Futures contracts are subject to the possibility that
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Description of Principal Investment Risks |
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29 |
Description of Principal Investment Risks — (Continued)
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the
counterparties to the contracts will default in the performance of their
obligations. If a Fund has insufficient cash, it may either have to sell
securities from its portfolio to meet daily variation margin requirements
with respect to its futures contracts, or close certain positions at a
time when it may be disadvantageous to do so. The successful use of
futures contracts draws upon a Sub-Advisor’s skill and experience with
respect to such instruments and is subject to special risk
considerations.
The
use of futures contracts, which are derivative instruments, will have the
economic effect of financial leverage. Financial leverage magnifies
exposure to the swings in prices of an asset class underlying an
investment and results in increased volatility, which means a Fund will
have the potential for greater losses than if the Fund did not employ
leverage in its investment activity. Leveraging tends to magnify,
sometimes significantly, the effect of any increase or decrease in a
Fund’s exposure to an asset class and may cause the value of a Fund’s
securities or related derivatives instruments to be volatile. There is no
assurance that a Fund’s investment in a futures contract with leveraged
exposure to certain investments and markets will enable the Fund to
achieve its investment objective.
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Geopolitical Events Risk |
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The
increasing interconnectivity between global economies and financial
markets increases the likelihood that events or conditions in one region
or financial market may adversely impact issuers in a different country,
region or financial market. Securities in a Fund’s portfolio may
underperform due to inflation (or expectations for inflation), interest
rates, global demand for particular products or resources, natural
disasters, climate change and climate-related events, pandemics,
epidemics, terrorism, regulatory events and governmental or
quasi-governmental actions. The occurrence of global events similar to
those in recent years, such as terrorist attacks around the world,
territorial invasions and global economic sanctions implemented in
response, natural disasters, social and political discord or debt crises
and downgrades, among others, may result in market volatility and may have
long-term effects on both the U.S. and global financial markets. It is
difficult to predict when similar events affecting the U.S. or global
financial markets may occur, the effects that such events may have and the
duration of those effects. Any such event(s) could have a significant
adverse impact on the value and risk profile of a Fund’s portfolio. The
novel coronavirus (COVID-19) global pandemic and the aggressive responses
taken by many governments, including closing borders, restricting
international and domestic travel, and the imposition of prolonged
quarantines or similar restrictions, as well as the forced or voluntary
closure of, or operational changes to, many retail and other businesses,
had negative impacts, and in many cases severe negative impacts, on
markets worldwide. It is not known how long such impacts, or any future
impacts of other significant events described above, will or would last,
but there could be a prolonged period of global economic slowdown, which
may impact your investment in the Funds, Therefore, the Funds could lose
money over short periods due to short-term market movements and over
longer periods during more prolonged market downturns. During a general
market downturn, multiple asset classes may be negatively affected.
Changes in market conditions and interest rates can have the same impact
on all types of securities and instruments. In times of severe market
disruptions, you could lose your entire investment. |
Government Securities and
Agency Risk |
|
Direct
obligations of the U.S. Government such as Treasury bills, notes and bonds
are supported by its full faith and credit. Indirect obligations issued by
Federal agencies and government-sponsored entities generally are not
backed by the full faith and credit of the U.S. Treasury. Accordingly,
while U.S. Government agencies and instrumentalities may be chartered or
sponsored by Acts of Congress, their securities are neither issued nor
guaranteed by the U.S. Treasury. Some of these indirect obligations may be
supported by the right of the issuer to borrow from the Treasury; others
are supported by the discretionary authority of the U.S. Government to
purchase the agency’s obligations; still others are supported only by the
credit of the instrumentality. |
Inflation Risk |
|
At any
time, the iMGP DBi Managed Futures Strategy ETF and the iMGP DBi Hedge
Strategy ETF may have significant investments in cash or cash equivalents.
When a substantial portion of a portfolio is held in cash or cash
equivalents, there is the risk that the value of the cash account,
including interest, will not keep pace with inflation, thus reducing
purchasing power over time. |
Interest Rate Risk |
|
Prices
of fixed income securities generally increase when interest rates decline
and decrease when interest rates increase. The Funds may lose money if
short-term or long-term interest rates rise sharply or otherwise change in
a manner not anticipated by a Sub-Advisor. The Funds may be
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30 |
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Litman
Gregory Funds Trust |
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subject
to heightened interest rate risk due to rising rates as the current period
of historically low interest rates may be ending. Interest rate risk is
generally greater for fixed-income securities with longer maturities or
durations, but increasing interest rates may have an adverse effect on the
value of a Fund’s investment portfolio as a whole, as investors and
markets adjust expected returns relative to such increasing rates. The
negative impact on fixed income securities from the resulting rate
increases for that and other reasons could be swift and significant. Risks
associated with rising interest rates are heightened given that the U.S.
Federal Reserve Board (the “Fed”) has recently been raising interest rates
sharply from historically low levels and has signaled an intention to
continue doing so until current inflation levels align with the Fed’s
long-term inflation target. Other central banks globally have begun
implementing similar rate increases. A wide variety of factors can cause
interest rates to rise (e.g., central bank monetary policies, inflation
rates, or general economic conditions).
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Large Shareholder Risk |
|
Certain
shareholders may from time to time own a substantial amount of the shares
of the iMGP RBA Responsible Global Allocation ETF. In addition, a third
party investor, the advisor or an affiliate of the advisor, an authorized
participant, a market maker, or another entity may invest in the Fund and
hold its investment for a limited period of time solely to facilitate
commencement of the Fund or to facilitate the Fund’s achieving a specified
size or scale. There can be no assurance that any large shareholder would
not redeem its investment, that the size of the Fund would be maintained
at such levels or that the Fund would continue to meet applicable listing
requirements. Redemptions by large shareholders could have a significant
negative impact on the Fund. In addition, transactions by large
shareholders may account for a large percentage of the trading volume on
the NYSE Arca and may, therefore, have a material upward or downward
effect on the market price of the Fund’s shares. |
Leverage Risk |
|
Leverage
is implicit in the iMGP DBi Managed Futures ETF’s use of long and short
positions in the derivatives instruments it trades. The implicit leverage
may result in the Fund holding positions whose face or notional value may
be greater than the Fund’s NAV. As a result of this leveraging, even a
small movement in the price of an instrument can cause a correspondingly
large profit or loss. Losses incurred on leveraged investments increase in
direct proportion to the degree of leverage employed. Furthermore,
derivative instruments and futures contracts are highly volatile and are
subject to occasional rapid and substantial fluctuations. Volatility is a
statistical measurement of the variation of returns of a security or fund
or index over time. Higher volatility generally indicates higher risk. You
could lose all or substantially all of your investment in the Fund should
the Fund’s trading positions suddenly turn unprofitable. |
Liquidity Risk |
|
The
Funds are subject to liquidity risk primarily due to their investments in
derivatives. Investments in derivative instruments involve the risk that a
Fund may be unable to sell the derivative instrument or sell it at a
reasonable price. |
Long Short Risk |
|
The iMGP
DBi Hedge Strategy ETF seeks long exposure to certain factors and short
exposure to certain other factors. The Fund may or may not take long or
short positions in correlated asset classes. The Fund could lose money if
either or both of the Fund’s long and short positions produce negative
returns. The Dynamic Beta Engine may or may not identify long and short
positions in correlated asset classes. There is no guarantee that the
returns of the Fund’s long and short positions will produce positive
returns. |
Managed Futures Risk |
|
In
seeking to achieve its investment objective, the iMGP DBi Managed Futures
Strategy ETF will utilize various investment strategies that involve the
use of complex investment techniques, and there is no guarantee that these
strategies will succeed. The use of such strategies and techniques may
subject the Fund to greater volatility and loss. There can be no assurance
that utilizing a certain approach or model will achieve a particular level
of return or reduce volatility and loss. |
Management Risk |
|
The
Funds are actively-managed and may not meet their investment objectives
based on the portfolio managers’ success or failure to implement the
Funds’ investment strategies. |
Market Risk |
|
The
market prices of securities owned by a Fund may go up or down, sometimes
rapidly or unpredictably. Securities may decline in value or become
illiquid due to factors affecting securities markets generally or
particular industries represented in the securities markets. The value or
liquidity of a security may decline due to general market conditions that
are not specifically related to a particular company, such as real or
perceived adverse economic conditions, changes in the
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Description of Principal Investment Risks |
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31 |
Description of Principal Investment Risks — (Continued)
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general
outlook for corporate earnings, changes in interest or currency rates or
adverse investor sentiment generally. For instance, recent failures in the
banking sector have caused significant disruption and volatility in U.S.
and global markets. Securities may also decline or become illiquid due to
factors that affect a particular industry or industries, such as labor
shortages or increased production costs and competitive conditions within
an industry. During a general downturn in the securities markets, multiple
asset classes may decline or become illiquid in value simultaneously.
Natural disasters, public health emergencies (including pandemics and
epidemics), terrorism and other global unforeseeable events may lead to
instability in world economies and markets, may lead to increased
volatility, and may have adverse long-term effects. The Funds cannot
predict the effects of such unforeseeable events in the future on the
economy, the markets or the Funds’ investments. |
Models and Data Risk |
|
This is
the risk that one or all of the proprietary systematic and quantitative
models may fail to identify profitable opportunities at any time.
Furthermore, the models may incorrectly identify opportunities and these
misidentified opportunities may lead to substantial losses for a Fund.
Models may be predictive in nature and such models may result in an
incorrect assessment of future events. Data used in the construction of
models may prove to be inaccurate or stale, which may result in losses for
a Fund. |
Non-Diversified Fund Risk |
|
The iMGP
DBi Managed Futures Strategy ETF and iMGP DBi Hedge Strategy ETF are each
“non-diversified,” such that each Fund it may invest a greater percentage
of its assets in the securities of a single issuer. As a result, a decline
in the value of an investment in a single issuer could cause a Fund’s
overall value to decline to a greater degree than if the Fund held a more
diversified portfolio. |
Operational Risk |
|
Operational
risks include human error, changes in personnel, system changes, faults in
communication, and failures in systems, technology, or processes. Various
operational events or circumstances are outside the Advisor’s or
Sub-Advisors’ control, including instances at third parties. The Funds,
the Advisor and the Sub-Advisors seek to reduce these operational risks
through controls and procedures. However, these measures do not address
every possible risk and may be inadequate to address these risks. |
Regulatory Risk |
|
Governments,
agencies or other regulatory bodies may adopt or change laws or
regulations that could adversely affect the issuer, or market value, of an
instrument held by a Fund that could adversely impact a Fund’s
performance. Governmental and regulatory actions, including tax law
changes, may also impair portfolio management and have unexpected or
adverse consequences on particular markets, strategies, or investments.
Policy and legislative changes in the United States and in other countries
are affecting many aspects of financial regulation, and may in some
instances contribute to decreased liquidity and increased volatility in
the financial markets. The impact of these changes on the markets, and the
practical implications for market participants, may not be fully known for
some time. |
Responsible Investing Risk |
|
The
consideration of ESG factors by the iMGP RBA Responsible Global Allocation
ETF and the Underlying Vehicles in making their investment decisions may
select or exclude securities of certain issuers for reasons other than
potential performance, and may affect the Fund’s exposure to certain
issuers, industries, sectors, regions or countries. The Fund’s performance
will likely differ, positively or negatively, as compared to funds that do
not utilize an ESG strategy, depending on whether the Underlying Vehicles’
ESG investments are in or out of favor in the market. ESG investing is
qualitative and subjective by nature, and there is no guarantee that the
criteria used or judgment exercised by the Sub-Advisor or the Underlying
Vehicles will reflect the opinions of any particular investor. Although
the investments of the Underlying Vehicles may satisfy one or more ESG
factors, there is no guarantee that a company actually promotes positive
environmental, social or economic developments, and that same company may
also fail to satisfy other ESG standards. Funds with ESG investment
strategies are generally suited for long-term rather than short-term
investors. |
Short Position Risk |
|
The
Funds will incur a loss as a result of a short position if the price of
the short position instrument increases in value between the date of the
short position sale and the date on which the Fund purchases an offsetting
position. Short positions may be considered speculative transactions and
involve special risks, including greater reliance on the ability to
accurately anticipate the future value of a security or instrument. A
Fund’s losses are potentially unlimited in a short position
transaction. |
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32 |
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Litman
Gregory Funds Trust |
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Small and Medium Capitalization Company
Risk |
|
Through
its investments in Underlying Vehicles, the iMGP RBA Responsible Global
Allocation ETF is subject to small and medium capitalization company risk.
Securities of small and mid-cap companies are generally more volatile and
less liquid than the securities of large-cap companies. This is
because smaller companies may be more reliant on a few products, services
or key personnel, which can make it riskier than investing in larger
companies with more diverse product lines and structured management. |
Subsidiary Risk |
|
By
investing in the Subsidiary, the iMGP DBi Managed Futures Strategy ETF is
indirectly exposed to the risks associated with the Subsidiary’s
investments. The derivatives and other investments held by the Subsidiary
are generally similar to those that are permitted to be held by the Fund
and are subject to the same risks that apply to similar investments if
held directly by the Fund. The Subsidiary is not registered under the 1940
Act, and, unless otherwise noted in this Prospectus, is not subject to all
the investor protections of the 1940 Act. Changes in the laws of the
United States and/or the Cayman Islands could result in the inability of
the Fund and/or the Subsidiary to continue to operate as it does currently
and could adversely affect the Fund. |
Tax Risk |
|
The
federal income tax treatment of the iMGP DBi Managed Futures Strategy
ETF’s income from the Subsidiary may be negatively affected by future
legislation, Treasury Regulations (proposed or final), and/or other
Internal Revenue Service (“IRS”) guidance or authorities that could affect
the character, timing of recognition, and/or amount of the Fund’s
investment company taxable income and/or net capital gains and, therefore,
the distributions it makes. If the Fund failed the source of income test
for any taxable year but was eligible to and did cure the failure, it
could incur potentially significant additional federal income tax
expenses. If, on the other hand, the Fund failed to qualify as a RIC for
any taxable year and was ineligible to or otherwise did not cure the
failure, it would be subject to federal income tax at the fund-level on
its taxable income at the regular corporate tax rate (without reduction
for distributions to shareholders), with the consequence that its income
available for distribution to shareholders would be reduced and
distributions from its current or accumulated earnings and profits would
generally be taxable to its shareholders as dividend income.
Changes
in the laws of the United States and/or the Cayman Islands could result in
the inability of the Fund and/or the Subsidiary to operate as described in
this Prospectus and the SAI and could adversely affect the Fund. For
example, the Cayman Islands does not currently impose any income,
corporate or capital gains tax or withholding tax on the Subsidiary. If
Cayman Islands law changes such that the Subsidiary must pay Cayman
Islands taxes, Fund shareholders would likely suffer decreased investment
returns. |
Underlying Vehicles Risk |
|
The
iMGP RBA Responsible Global Allocation ETF invests in Underlying Vehicles.
The risks of investing in securities of ETFs, ETPs and investment
companies typically reflect the risks of the types of instruments in which
the underlying ETFs, ETPs or investment company invests. In addition, with
such investments, the Fund bears its proportionate share of the fees and
expenses of the underlying entity. As a result, the Fund’s operating
expenses may be higher and performance may be lower. Through its
investments in investment companies, the Fund may be indirectly exposed to
derivatives and leverage. Any use of leverage by Underlying Vehicles is
speculative and could magnify losses. Because ETNs are unsecured,
unsubordinated debt securities, an investment in an ETN exposes the Fund
to the risk that an ETN issuer may be unable to pay. In addition, with
investments in ETNs, the Fund bears its proportionate share of the fees
and expenses of the ETN, which may cause the Fund’s operating expenses to
be higher and performance to be lower.
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Description of Principal Investment Risks |
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33 |
Fund
Management and Investment Styles
The
Advisor, Multi-Manager Issues & Fees
The
Advisor
The
Funds are managed by iM Global Partner Fund Management, LLC (“iM Global”), 1676
N. California Blvd., Suite 500, Walnut Creek, California 94596. iM Global is an
affiliate of iM Global Partner US LLC (“iMGPUS”), an SEC-registered investment
advisory firm. Pursuant to a shared services agreement, advisory personnel of
iMGPUS provide certain services to the Funds. iM Global has overall
responsibility for assets under management, recommends the selection of managers
as sub-advisors of the Fund (each, a “manager” or “sub-advisor”) to the Board of
Trustees (the “Board”) of the Litman Gregory Funds Trust (the “Trust”),
evaluates the performance of the managers, monitors changes at the managers’
organizations that may impact their abilities to deliver superior future
performance, determines when to rebalance the managers’ assets and the amount of
cash equivalents (if any) that may be held in addition to cash in the managers’
portfolios, coordinates with the managers with respect to diversification and
tax issues and oversees the operational aspects of the Fund.
The
SAI provides additional information about the compensation of each portfolio
manager at the sub-advisor, other accounts managed by each portfolio manager,
and each such portfolio manager’s ownership of securities of the Fund.
Temporary Defensive Positions and Related Risks.
To respond to adverse market, economic, political, or other conditions,
each Fund may invest up to 100% of its assets in a temporary defensive manner by
holding all or a substantial portion of its assets in cash, cash equivalents, or
other high quality short-term investments. Temporary defensive investments
generally may include short-term U.S. government securities, commercial paper,
bank obligations, repurchase agreements, money market fund shares, and other
money market instruments. The Sub-Advisors also may invest in these types of
securities or hold cash while looking for suitable investment opportunities or
to maintain liquidity. In these circumstances, the Funds may be unable to
achieve their investment objectives.
Multi-Manager Exemptive Order: The Trust and
iM Global have obtained an exemptive order from the SEC that permits iM Global,
subject to certain conditions, to hire, terminate and replace managers with the
approval of the Board only and without shareholder approval. Within 60 days of
the hiring of any new manager or the implementation of any proposed material
change in a sub-advisory agreement with an existing manager, shareholders will
be furnished information about the new manager or sub-advisory agreement that
would be included in a proxy statement. The order also permits a Fund to
disclose sub-advisory fees only in the aggregate in its registration statement.
Pursuant to the order, shareholder approval is required before iM Global enters
into any sub-advisory agreement with a manager that is affiliated with the Funds
or iM Global.
Portfolio
Holdings Information
A
description of the Funds’ policies and procedures regarding disclosure of the
Funds’ portfolio holdings can be found in the SAI, which can be obtained free of
charge by contacting the Funds’ transfer agent (the “Transfer Agent”) at
1-800-960-0188.
Advisory
Fees
For
the services it provides to the Funds, each Fund pays the Advisor a unified
management fee, which is calculated daily and paid monthly, at an annual rate of
0.85% for each of the iMGP DBi Managed Futures Strategy ETF and iMGP DBi Hedge
Strategy ETF and at an annual rate of 0.55% for the iMGP RBA Responsible Global
Allocation ETF, of each Fund’s average daily net assets. For the fiscal
year ended December 31, 2022, each Fund paid its investment adviser the
full amount of the advisory fee.
iM
Global, not the Funds, is responsible for payment of the sub-advisory fee to the
manager, which is compensated monthly on the basis of each Fund’s net
assets. The Advisor also is responsible for each Fund’s ordinary operating
expenses other than taxes, brokerage commissions and other transactional
expenses, accrued deferred tax liability, and extraordinary expenses.
Pursuant
to a contractual operating expense limitation between the Advisor and the iMGP
RBA Responsible Global Allocation ETF, through April 30, 2024 (unless
otherwise sooner terminated) iM Global has agreed to limit Total Annual Fund
Operating Expenses (excluding interest charges on any borrowings, dividends and
other expenses on securities sold short, taxes, brokerage commissions and other
transactional expenses, accrued deferred tax liability, extraordinary expenses
and any distribution fees and expenses paid by the Fund under a Rule 12b- Plan)
to 0.69% of the Fund’s average daily net assets for at least one year from the
effective date of the Trust’s registration statement with respect to the Fund.
This agreement may be renewed for additional periods of one (1) year and
may be terminated by the Board of Trustees (the “Board”) of Litman Gregory Funds
Trust (the “Trust”) upon sixty (60) days’ written notice to iM Global. iM
Global may also decline to renew this agreement by written notice to the Trust
at least thirty (30) days before the renewal date. Pursuant to this
agreement, iM Global may recoup reduced fees and expenses only within three
(3) years from the end of the month in which the reimbursement took place,
provided that the recoupment does not cause the Fund’s annual expense ratio to
exceed the lesser of (i) the expense limitation applicable at the time of
that fee waiver and/or expense reimbursement or (ii) the expense limitation
in effect at the time of recoupment.
A
discussion regarding the Board’s basis for approving the Funds’ investment
advisory agreements with iM Global and the Sub-Advisor is included in the Funds’
Annual Report to Shareholders for the fiscal year ended December 31,
2022.
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34 |
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Litman
Gregory Funds Trust |
The
Sub-Advisor
The
Sub-Advisor for the iMGP DBi Managed Futures Strategy ETF and iMGP DBi Hedge
Strategy ETF
Andrew
Beer
Mathias
Mamou-Mani
Dynamic
Beta investments, LLC
12
East 49th Street
New
York, NY 10017
Andrew
Beer and Mathias Mamou-Mani are the portfolio managers for the Funds. Beer is a
Managing Member and Co-Portfolio Advisor of Dynamic Beta investments, LLC (“DBi”
or the “Sub-Advisor”). Prior to founding DBi in 2012, Beer co-founded Pinnacle
Asset Management, a commodity investment firm, and was a founder of Apex Capital
Management, a hedge fund focused on the Greater China Region. Beer’s extensive
experience in the hedge business started in 1994, when he joined the Baupost
Group, Inc., a leading hedge fund firm, as a portfolio manager. He holds an MBA
from Harvard Business School and his AB degree from Harvard College. Mamou-Mani
is a Managing Member of the Sub-Advisor and has over 13 years of experience in
asset management at DBi and its predecessors overseeing quantitative research,
including the proprietary replication and liquid solution models, risk systems
and trade implementation. From 2001 to 2006, Mamou-Mani worked as a
consultant/project manager on critical information systems projects for the
French Ministry of Defense, France Telecom and Lafarge. Mamou-Mani holds an MBA
from the NYU Stern School of Business, with a specialization in Quantitative
Finance, and degrees from the University of Paris Dauphine, France.
Founded
in 2012, DBi is an SEC-registered investment advisory firm with over $2 billion
in assets under management as of December 31, 2022, and is engaged in the
business of offering investment trading advice to private funds and other
separately managed accounts, in addition to the Alternative Strategies Fund. iM
Square Holding 4, LLC, an affiliate of the Advisor, owns a minority interest in
the Sub-Advisor. The Sub-Advisor is registered as a CTA.
Management of the Subsidiary (iMGP DBi Managed
Futures Strategy ETF only).
DBi also serves as the investment adviser to the Subsidiary, a wholly-owned and
controlled subsidiary of the iMGP DBi Managed Futures Strategy ETF organized
under the laws of the Cayman Islands as an exempted company, pursuant to an
investment advisory agreement with the Subsidiary (the “Subsidiary Agreement”).
The Sub-Advisor does not receive additional compensation for its services to the
Subsidiary. The investment advisory agreement between the Sub-Advisor and the
Subsidiary was approved by the Board. However, because the Subsidiary is not
registered under the 1940 Act, it is not subject to the regulatory protections
of the 1940 Act and the iMGP DBi Managed Futures Strategy ETF, as an investor in
the Subsidiary, will not have all of the protections offered to investors in
registered investment companies. Because the iMGP DBi Managed Futures Strategy
ETF wholly owns and controls the Subsidiary, and the Sub-Advisor is subject to
the oversight of the Board, it is
unlikely
that the Subsidiary will take action contrary to the interests of the iMGP DBi
Managed Futures Strategy ETF or its shareholders. Additionally, as part of the
Board’s consideration of the sub-advisory agreement between the Advisor and the
Sub-Advisor, the Board also considers the Sub-Advisor’s performance with regard
to the Subsidiary.
The
Subsidiary Agreement continues indefinitely, subject to annual renewal by the
Board. However, the Subsidiary may terminate the Subsidiary Agreement if iM
Global terminates its sub-advisory agreement with the Sub-Advisor, or if the SEC
takes any action that would prohibit the Sub-Advisor from providing its
sub-advisory services to the iMGP DBi Managed Futures Strategy ETF. In addition,
the Subsidiary or the Sub-Advisor may terminate the Subsidiary Agreement by
giving at least 90 days’ written notice to the other party.
In
addition, the iMGP DBi Managed Futures Strategy ETF complies with applicable
requirements of the 1940 Act relating to investment policies, capital structure,
and leverage on an aggregate basis with the Subsidiary, and the Subsidiary will
comply with applicable requirements of the 1940 Act relating to affiliated
transactions and custody of assets.
The
Sub-Advisor for the iMGP RBA Responsible Global Allocation ETF
Richard
Bernstein
Dan
Suzuki, CFA
Matthew
Griswold, CFA
Henry
Timmons, CFA
Richard
Bernstein Advisors, LLC
1251
Avenue of the Americas, Suite 4102
New
York, NY 10020
Richard
Bernstein, Dan Suzuki, CFA, Matthew Griswold, CFA and Henry Timmons, CFA serve
as portfolio managers of the Fund. Bernstein is the Chief Executive Officer and
Chief Investment Officer of Richard Bernstein Advisors, LLC (“RBA”) (since its
founding in 2009). In his role as CIO, Bernstein leads RBA’s Investment
Committee, which manages all of the firm’s investments, and performs executive
management functions as CEO. RBA utilizes a unique top-down approach to
investing, focusing on macro trends rather than individual stock selection.
Bernstein has over 40 years’ experience on Wall Street, most recently as the
Chief Investment Strategist at Merrill Lynch & Co. Prior to joining
Merrill Lynch in 1988, he held positions at E.F. Hutton and Chase
Econometrics/IDC. A much-noted expert on equity, style and asset allocation,
Bernstein was voted to Institutional Investor magazine’s annual “All-America
Research Team” eighteen times, and has been inducted into the Institutional
Investor “Hall of Fame.” Bernstein was formerly chair of the Alfred P. Sloan
Foundation endowment’s Investment Committee (~$2.3 billion) and sits on the
Hamilton College endowment’s Investment Committee (~$1.4 billion) and is a
trustee of Hamilton College. He is also a member of the Journal of Portfolio
Management’s Advisory Committee and former adjunct faculty of the
NYU/Stern Graduate School of Business. Bernstein holds an MBA in finance, with
Beta Gamma Sigma distinction,
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Fund Management and Investment
Styles — (Continued)
from
New York University, and a BA in economics from Hamilton College. He has
lectured on finance and economics at numerous colleges, universities and
professional forums.
Since
2020, Suzuki has served as the Deputy Chief Investment Officer of RBA. In his
role at RBA, Suzuki is a senior member of the RBA Investment Committee and is
responsible for portfolio strategy, asset allocation, investment management and
marketing to major wirehouses and independent registered investment advisers.
Prior to joining RBA, Suzuki was a Senior Equity Strategist at Bank of America –
Merrill Lynch Global Research for over fifteen years, during a portion of which
he worked closely with Bernstein and Lisa Kirschner (RBA’s Director of
Research). Most recently, Suzuki was a senior equity strategist, where in
addition to his in-depth analysis on valuation and sectors, he authored regular
publications on the S&P 500® EPS Outlook and US
Small and Mid-Cap Strategy. Prior to working in strategy, Suzuki was a
fundamental equity research analyst covering the Business Services sector. He is
a frequent guest on CNBC and Bloomberg TV and is often quoted in leading
financial publications including The Wall Street Journal, Financial Times and
Barron’s. Suzuki holds a BS in economics from Duke University, and is a
Chartered Financial Analyst® charterholder.
Griswold
joined RBA in 2010 and is the Director of Investments & Risk Management
at RBA. In his role at RBA, Griswold oversees investment process design and
implementation for all investment products. Before joining RBA, Griswold was a
Vice President and Portfolio Manager at State Street Global Advisors, with
responsibility for the design, execution and evaluation of both new and existing
global investment strategies. His extensive portfolio management experience
spans most major asset classes and includes both quantitative and fundamental
investment disciplines. For almost 20 years, Griswold assumed a wide variety of
leadership positions within State Street in areas of portfolio construction,
research, performance measurement, risk analysis, mutual fund administration and
client service. Griswold holds a BS in industrial management from Carnegie
Mellon University. He is a Chartered Financial Analyst® charterholder and a member
of the Boston Security Analysts Society.
Timmons
joined RBA in 2011 and is the Director of Exchange-Traded Funds at RBA and is
responsible for asset allocation, portfolio construction, risk management and
ETF research. Before joining RBA, Timmons was a Portfolio Manager and
Quantitative Analyst at Grantham, Mayo, Van Otterloo & Co. LLC (GMO).
While at GMO, Timmons evaluated quantitative and fundamental sources of alpha as
potential inputs to the investment process, while assisting in constructing and
managing portfolios. Prior to GMO, Timmons was a management consultant at
PricewaterhouseCoopers LLP, where he designed forecasting models improving
supply-chain management processes for various clients. Mr. Timmons holds a
BS in mechanical engineering and a MEng in systems engineering and engineering
management from Cornell University, and an MBA in finance from Cornell
University’s SC Johnson College of Business. He is a Chartered Financial
Analyst®
charterholder.
RBA
is an SEC-registered investment advisory firm formed in 2009 with over $15.4
billion in assets under management/advisement as of September 30, 2022. The
Sub-Advisor focuses on longer-term investment strategies that combine top-down,
macroeconomic analysis and quantitatively-driven portfolio construction. The
Sub-Advisor offers its advisory services to a variety of clients, across various
different formats and mainly through partnerships
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Gregory Funds Trust |
with
some of the world’s leading financial institutions, where the Sub-Advisor
provides clients sub-advisory services through separately managed accounts and
wrap fee programs; tailored asset-allocation models for discretionary wrap
programs and equity income-oriented portfolios for open-end and/or closed-end
registered investment companies, unit investment trusts; as well as serve as an
index provider to ETFs. iM Global Partner, an affiliate of the Advisor, owns a
minority interest in the Sub‑Advisor.
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Fund Management and Investment Styles |
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Shareholder
Services
How
to Buy and Sell Shares
The
Funds issue and redeem Shares at NAV only in Creation Units. Only Authorized
Participants (“APs”) may acquire Shares directly from the Funds, and only APs
may tender their Shares for redemption directly to the Funds, at NAV. APs must
be a member or participant of a clearing agency registered with the SEC and must
execute a Participant Agreement that has been agreed to by the Distributor, and
that has been accepted by the Transfer Agent, with respect to purchases and
redemptions of Creation Units. Once created, Shares trade in the secondary
market in quantities less than a Creation Unit.
Most
investors buy and sell individual Shares in secondary market transactions
through brokers. Shares are listed for trading on the Exchange and can be bought
and sold throughout the trading day like other publicly traded securities.
When
buying or selling Shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the spread between the
bid and the offer price in the secondary market on each leg of a round trip
(purchase and sale) transaction. In addition, because secondary market
transactions occur at market prices, you may pay more than NAV when you buy
Shares, and receive less than NAV when you sell those Shares.
Book-Entry
Shares
are held in book-entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”) or its nominee is the record owner of all
outstanding Shares.
Investors
owning Shares are beneficial owners as shown on the records of DTC or its
participants. DTC serves as the securities depository for all Shares. DTC’s
participants include securities brokers and dealers, banks, trust companies,
clearing corporations, and other institutions that directly or indirectly
maintain a custodial relationship with DTC. As a beneficial owner of Shares, you
are not entitled to receive physical delivery of stock certificates or to have
Shares registered in your name, and you are not considered a registered owner of
Shares. Therefore, to exercise any right as an owner of Shares, you must rely
upon the procedures of DTC and its participants. These procedures are the same
as those that apply to any other securities that you hold in book-entry or
“street name” through your brokerage account.
Share
Trading Prices on the Exchange
Trading
prices of Shares on the Exchange may differ from a Fund’s daily NAV. Market
forces of supply and demand, economic conditions, and other factors may affect
the trading prices of Shares. To provide additional information regarding the
indicative value of Shares, the Exchange or a market data vendor disseminates
information every 15 seconds through the facilities of the Consolidated Tape
Association or other widely disseminated means an updated “intraday indicative
value” (“IIV”) for Shares as calculated by an information provider or market
data vendor. The Funds are not involved in or responsible for any aspect of the
calculation or dissemination of the IIVs and make no representation or warranty
as to the accuracy of the IIVs. If the calculation of the IIV is based on the
basket of Deposit Securities
and/or
a designated amount of U.S. cash, such IIV may not represent the best possible
valuation of a Fund’s portfolio because the basket of Deposit Securities does
not necessarily reflect the precise composition of a Fund’s current portfolio at
a particular point in time and does not include a reduction for the fees,
operating expenses, or transaction costs incurred by such Fund. The IIV should
not be viewed as a “real-time” update of each Fund’s NAV because the IIV may not
be calculated in the same manner as the NAV, which is computed only once a day,
typically at the end of the business day. The IIV is generally determined by
using both current market quotations and/or price quotations obtained from
broker-dealers that may trade in the Deposit Securities.
Frequent
Purchases and Redemptions of Shares
Each
Fund imposes no restrictions on the frequency of purchases and redemptions of
Shares. In determining not to adopt a policy restricting frequent trading in the
Funds, the Board evaluated the risks of market timing activities by each Fund’s
shareholders. Purchases and redemptions by APs, who are the only parties that
may purchase or redeem Shares directly with the Funds, are an essential part of
the ETF process and help keep Share trading prices in line with NAV. As such,
the Funds accommodate frequent purchases and redemptions by APs. However,
frequent purchases and redemptions for cash may increase tracking error and
portfolio transaction costs and may lead to the realization of capital gains. To
minimize these potential consequences of frequent purchases and redemptions, the
Funds employ fair value pricing and may impose transaction fees on purchases and
redemptions of Creation Units to cover the custodial and other costs incurred by
each Fund in effecting trades. In addition, the Funds and iM Global reserve the
right to reject any purchase order at any time.
Determination
of NAV
Each
Fund’s NAV is calculated as of the scheduled close of regular trading on the New
York Stock Exchange (“NYSE”), generally 4:00 p.m. Eastern Time, each day
the NYSE is open for business. The NAV is calculated by dividing each Fund’s net
assets by its Shares outstanding.
In
calculating its NAV, each Fund generally values its assets on the basis of
market quotations, last sale prices, or estimates of value furnished by a
pricing service or brokers who make markets in such instruments. If such
information is not available for a security held by a Fund or is determined to
be unreliable, the security will be valued at fair value estimates under
guidelines established by the Board (as described below).
Applicable
federal tax requirements generally limit the degree to which the iMGP DBi
Managed Futures Strategy ETF may invest in the Subsidiary to an amount not
exceeding 25% of its total assets. The Subsidiary prices its portfolio
investments pursuant to the same pricing and valuation methodologies and
procedures employed by the iMGP DBi Managed Futures Strategy ETF. The Subsidiary
offers to redeem all or a portion of its shares at the current NAV per share
every day the iMGP DBi Managed Futures Strategy ETF is open for business. The
value of shares of the Subsidiary will fluctuate with the value of the
Subsidiary’s portfolio investments.
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Gregory Funds Trust |
Fair
Value Pricing
The
Board has adopted procedures and methodologies to fair value each Fund’s
securities whose market prices are not “readily available” or are deemed to be
unreliable. For example, such circumstances may arise when: (i) a security
has been de-listed or has had its trading halted or suspended; (ii) a
security’s primary pricing source is unable or unwilling to provide a price;
(iii) a security’s primary trading market is closed during regular market
hours; or (iv) a security’s value is materially affected by events
occurring after the close of the security’s primary trading market. Generally,
when fair valuing a security, each Fund will take into account all reasonably
available information that may be relevant to a particular valuation including,
but not limited to, fundamental analytical data regarding the issuer,
information relating to the issuer’s business, recent trades or offers of the
security, general and/or specific market conditions and the specific facts
giving rise to the need to fair value the security. Fair value determinations
are made in good faith and in accordance with the fair value methodologies
included in the Board-adopted valuation procedures. Due to the subjective and
variable nature of fair value pricing, there can be no assurance that the
Advisor will be able to obtain the fair value assigned to the security upon the
sale of such security.
Delivery
of Shareholder Documents – Householding
Householding
is an option available to certain investors of the Funds. Householding is a
method of delivery, based on the preference of the individual investor, in which
a single copy of certain shareholder documents can be delivered to investors who
share the same address, even if their accounts are registered under different
names. Householding for the Funds is available through certain broker-dealers.
If you are interested in enrolling in householding and receiving a single copy
of prospectuses and other shareholder documents, please contact your
broker-dealer. If you are currently enrolled in householding and wish to change
your householding status, please contact your broker-dealer.
Dividends,
Distributions, and Taxes
Dividends
and Distributions
Each
Fund intends to pay out dividends and interest income, if any, quarterly and
distribute net realized capital gains, if any, to its shareholders at least
annually. Each Fund will declare and pay income and capital gain distributions
in cash. Distributions in cash may be reinvested automatically in additional
whole Shares only if the broker through whom you purchased Shares makes such
option available. Your broker is responsible for distributing the income and
capital gain distributions to you.
Taxes
The
following discussion is a summary of some important U.S. federal income tax
considerations generally applicable to investments in the Funds. Your investment
in a Fund may have other tax implications. Please consult your tax advisor about
the tax consequences of an investment in Shares, including the possible
application of foreign, state, and local tax laws.
The
tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax
Act”) made significant changes to the U.S. federal income tax rules for taxation
of individuals and corporations, generally effective for taxable years beginning
after December 31, 2017. Many of the changes applicable to individuals are
temporary and would apply only to taxable years beginning after
December 31, 2017 and before January 1, 2026. There were only minor
changes with respect to the specific rules only applicable to a RIC, such as the
Funds. The Tax Act, however, made numerous other changes to the tax rules that
may affect shareholders and the Funds. Subsequent legislation has modified
certain changes to the U.S. federal income tax rules made by the Tax Act which
may, in addition, affect shareholders and the Funds. You are urged to consult
with your own tax advisor regarding how this legislation affects your investment
in the Funds.
Each
Fund intends to qualify each year for treatment as a RIC under the Code. As long
as each Fund qualifies for treatment as a RIC and meets certain minimum
distribution requirements, then it generally is not subject to federal income
tax at the fund level on income and gains from investments that are timely
distributed to shareholders. However, a Fund’s failure to qualify as a RIC or to
meet minimum distribution requirements would result (if certain relief
provisions were not available) in fund-level taxation as a regular corporation
and, consequently, a reduction in income available for distribution to
shareholders.
Unless
your investment in Shares is made through a tax-exempt entity or tax-advantaged
account, such as an IRA or 401(k) plan, you need to be aware of the possible tax
consequences when a Fund makes distributions, when you sell your Shares listed
on the Exchange, and when you purchase or redeem Creation Units (institutional
investors only).
Taxes on Distributions. Taxes on distributions
of capital gains (if any) are determined by how long a Fund owned the
investments that generated such capital gains, rather than how long a
shareholder has owned his or her Shares. Sales of assets held by a Fund for more
than one year generally result in long-term capital gains and losses, and sales
of assets held by a Fund for one year or less generally result in short-term
capital gains and losses. Distributions of a Fund’s net capital gain (the excess
of net long-term capital gains over net short-term capital losses) that are
reported by such Fund as capital gain dividends (“Capital Gain Dividends”) will
be taxable as long-term capital gains, which for non-corporate shareholders are
subject to tax at reduced rates of up to 20% (lower rates apply to individuals
in lower tax brackets). Distributions of short-term capital gain will generally
be taxable as ordinary income. Dividends and distributions are generally taxable
to you whether you receive them in cash or reinvest them in additional
Shares.
Distributions
reported by a Fund as “qualified dividend income” are generally taxed to
non-corporate shareholders at rates applicable to long-term capital gains,
provided holding period and other requirements are met. “Qualified dividend
income” generally is income derived from dividends paid by U.S. corporations or
certain foreign corporations that are either incorporated in a U.S. possession
or eligible for tax benefits under certain U.S. income tax treaties. In
addition, dividends that a Fund
Shareholder Services — (Continued)
received
in respect of stock of certain foreign corporations may be qualified dividend
income if that stock is readily tradable on an established U.S. securities
market.
Shortly
after the close of each calendar year, you will be informed of the character of
any distributions received from a Fund.
In
addition to the federal income tax, certain individuals, trusts and estates may
be subject to a net investment income (“NII”) tax of 3.8%. The NII tax is
imposed on the lesser of: (i) the taxpayer’s investment income, net of
deductions properly allocable to such income; or (ii) the amount by which
the taxpayer’s modified adjusted gross income exceeds certain thresholds
($250,000 for married individuals filing jointly, $200,000 for unmarried
individuals and $125,000 for married individuals filing separately). Each Fund’s
distributions are includable in a shareholder’s investment income for purposes
of this NII tax. In addition, any capital gain realized by a shareholder upon a
sale or redemption of Shares is includable in such shareholder’s investment
income for purposes of this NII tax.
In
general, your distributions are subject to federal income tax for the year in
which they are paid. Certain distributions paid in January, however, may be
treated as paid on December 31 of the prior year. Distributions are
generally taxable even if they are paid from income or gains earned by a Fund
before your investment (and thus were included in the Shares’ NAV when you
purchased your Shares).
You
may wish to avoid investing in a Fund shortly before a dividend or other
distribution, because such a distribution will generally be taxable even though
it may economically represent a return of a portion of your investment.
If
you are neither a resident nor a citizen of the United States or if you are a
foreign entity, distributions (other than Capital Gain Dividends) paid to you by
a Fund will generally be subject to a U.S. withholding tax at the rate of 30%
unless a lower treaty rate applies. A Fund may, under certain circumstances,
report all or a portion of a dividend as an “interest-related dividend” or a
“short-term capital gain dividend,” which would generally be exempt from this
30% U.S. withholding tax, provided certain other requirements are met.
The
Funds (or a financial intermediary, such as a broker, through which a
shareholder owns Shares) generally are required to withhold and remit to the
U.S. Treasury a percentage of the taxable distributions and sale or redemption
proceeds paid to any shareholder who fails to properly furnish a correct
taxpayer identification number, who has underreported dividend or interest
income, or who fails to certify that he, she or it is not subject to such
withholding.
Taxes When Shares are Sold on the Exchange. Any
capital gain or loss realized upon a sale of Shares generally is treated as a
long-term capital gain or loss if Shares have been held for more than one year
and as a short-term capital gain or loss if Shares have been held for one year
or less. However, any capital loss on a sale of Shares held for six months or
less is treated as long-term capital loss to the extent of Capital Gain
Dividends paid with respect to such Shares. The ability to deduct capital losses
may be limited.
Taxes on Purchases and Redemptions of Creation
Units. An AP having the U.S. dollar as its functional currency for U.S.
federal income tax purposes who exchanges securities for Creation Units
generally recognizes a gain or a loss. The gain or loss will be equal to the
difference between the value of the Creation Units at the time of the exchange
and the exchanging AP’s aggregate basis in the securities delivered plus the
amount of any cash paid for the Creation Units. An AP who exchanges Creation
Units for securities will generally recognize a gain or loss equal to the
difference between the exchanging AP’s basis in the Creation Units and the
aggregate U.S. dollar market value of the securities received, plus any cash
received for such Creation Units. The IRS may assert, however, that a loss that
is realized upon an exchange of securities for Creation Units may not be
currently deducted under the rules governing “wash sales” (for an AP who does
not mark-to-market their holdings), or on the basis that there has been no
significant change in economic position. Persons exchanging securities should
consult their own tax advisor with respect to whether wash sale rules apply and
when a loss might be deductible.
Any
capital gain or loss realized upon redemption of Creation Units is generally
treated as long-term capital gain or loss if Shares comprising the Creation
Units have been held for more than one year and as a short-term capital
gain or loss if such Shares have been held for one year or less.
Each
Fund may include a payment of cash in addition to, or in place of, the delivery
of a basket of securities upon the redemption of Creation Units. A Fund may sell
portfolio securities to obtain the cash needed to distribute redemption
proceeds. This may cause a Fund to recognize investment income and/or capital
gains or losses that it might not have recognized if it had completely satisfied
the redemption in-kind. As a result, a Fund may be less tax efficient if it
includes such a cash payment in the proceeds paid upon the redemption of
Creation Units.
Tax Risks of Investment in Subsidiary (iMGP DBi Managed
Futures Strategy ETF only).
The investment of up to 25% of a fund’s assets in a CFC, such as the Subsidiary,
is a structure that has been used by a number of RICs as a way of indirectly
making commodities-related investments that would not generate qualifying income
if they were made directly by a RIC (as a further precaution, the iMGP DBi
Managed Futures Strategy ETF intends to invest only up to 20% of its assets in
the Subsidiary). Code Section 851(b) generally provides that income earned
by a CFC, such as the Subsidiary, will be treated as qualifying income for a RIC
provided that the CFC actually distributes those earnings out to the RIC each
year. As noted above, during the time period from 2006 through 2011, the IRS
issued a number of private letter rulings to other funds (which the iMGP DBi
Managed Futures Strategy ETF cannot rely upon or cite as precedent) in which the
IRS ruled that income derived from a fund’s investment in a CFC such as the
Subsidiary would generally constitute qualifying income for the fund, even if
the CFC engaged in transactions that would not generate qualifying income if
they were engaged in by the fund itself and even if the earnings of the CFC were
not distributed to the fund each year. In 2011, however, the IRS suspended the
issuance of such private letter rulings pending further review of the subject.
In September 2016, the IRS issued
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Litman
Gregory Funds Trust |
Proposed
Treasury Regulations which would treat income derived by the Fund from the
Subsidiary as qualifying income only to the extent that such income is currently
distributed to the Fund. However, in 2019, the IRS issued final Treasury
Regulations which treat income derived by the Fund from the Subsidiary as
qualifying income regardless of whether such amounts are distributed.
Taxation of the Subsidiary (iMGP DBi Managed
Futures Strategy ETF only).
There is, at present, no direct taxation in the Cayman Islands and interest,
dividends and gains payable to the Subsidiary will be received free of all
Cayman Islands taxes. The Subsidiary is registered as an “exempted company”
pursuant to the Companies Law (as amended). The Subsidiary has received an
undertaking from the Governor in Cabinet of the Cayman Islands to the effect
that, for a period of twenty years from the date of the undertaking, no law that
thereafter is enacted in the Cayman Islands imposing any tax or duty to be
levied on profits, income or on gains or appreciation, or any tax in the nature
of estate duty or inheritance tax, will apply to any property comprised in or
any income arising under the Subsidiary, or to the shareholders thereof, in
respect of any such property or income.
Taxation of Foreign Shareholders. If you are a
nonresident alien individual or a foreign corporation for U.S. federal income
tax purposes, please see the Funds’ SAI for information on how you will be taxed
as a result of holding Shares.
The foregoing discussion summarizes some of the
possible consequences under current federal tax law of an investment in the
Funds. It is not a substitute for personal tax advice. You also may be subject
to state and local tax on a Fund’s distributions and sales of Shares. Consult
your personal tax advisor about the potential tax consequences of an investment
in Shares under all applicable tax laws. For more information, please see the
section entitled “Taxation” in the SAI.
Distribution
ALPS
Distributors, Inc. is a broker-dealer registered with the U.S. Securities and
Exchange Commission. The Distributor distributes Creation Units for each Fund on
an agency basis and does not maintain a secondary market in Shares. The
Distributor has no role in determining the policies of the Funds or the
securities that are purchased or sold by the Funds. The Distributor’s principal
address is 1290 Broadway, Denver, CO 80203.
The
Board has adopted a Distribution and Service Plan (the “Rule 12b-1 Plan”)
pursuant to Rule 12b-1 under the 1940 Act. In accordance with the Rule 12b-1
Plan, each Fund is authorized to pay an amount up to 0.25% of its average daily
net assets each year to pay distribution fees for the sale and distribution of
its Shares.
No
fees are currently paid by the Funds pursuant to the Rule 12b-1 Plan, and such
fees are not expected to be imposed. However, in the event fees are charged
pursuant to the Rule 12b-1 Plan in the future, because the fees are ongoing,
over time these fees will increase the cost of your investment and may cost you
more than certain other types of sales charges.
The
Advisor, out of its own resources and legitimate profits and without additional
cost to the Funds or their shareholders, may provide cash payments to certain
intermediaries, sometimes referred to as revenue sharing. These payments are in
addition to or in lieu of any amounts payable to financial intermediaries under
the Rule 12b-1 Plan. The Advisor may make revenue sharing payments to
intermediaries for shareholder services or distribution-related services, such
as: marketing support services; access to third party platforms; access to sales
meetings, sales representatives and management representatives of the
intermediary; and inclusion of the Funds on a sales list, including a preferred
or select sales list, and in other sales programs. The Advisor may also pay cash
compensation in the form of finder’s fees that vary depending on the dollar
amount of the Shares sold. From time to time, and in accordance with applicable
rules and regulations, the Advisor may also provide non-cash compensation to
representatives of various intermediaries who sell Shares or provide services to
a Fund’s shareholders.
Premium/Discount
Information
Information
regarding how often Shares traded on the Exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV per Share is
available, free of charge, on the Funds’ website at www.imgpfunds.com.
Additional
Notices
Shares
are not sponsored, endorsed, or promoted by the Exchange. The Exchange is not
responsible for, nor has it participated in the determination of, the timing,
prices, or quantities of Shares to be issued, nor in the determination or
calculation of the equation by which Shares are redeemable. The Exchange has no
obligation or liability to owners of Shares in connection with the
administration, marketing, or trading of Shares.
Without
limiting any of the foregoing, in no event shall the Exchange have any liability
for any lost profits or indirect, punitive, special, or consequential damages
even if notified of the possibility thereof.
The
Advisor and each Fund make no representation or warranty, express or implied, to
the owners of Shares or any member of the public regarding the advisability of
investing in securities generally or in a Fund particularly.
Financial
Highlights
The
financial highlights tables are intended to help you understand the Funds’
financial performance for the fiscal years or 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 a Fund (assuming reinvestment of all dividends and
distributions). Financial information for the fiscal years or periods ended
December 31, 2022 and 2021 have been audited by Cohen & Company,
Ltd., the Funds’ independent registered public accounting firm, whose report,
along with the Funds’ financial statements, is included in the Funds’ Annual
Report to Shareholders, which is available upon request or periods prior to
December 31, 2021 have been audited by the Predecessor Funds’ independent
registered public accounting firm.
iMGP
DBi Managed Futures Strategy ETF
Consolidated
Financial Highlights
For
a capital share outstanding throughout each period
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Year Ended December 31 |
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May 7,
2019** Through December 31, 2019 |
|
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2022 |
|
|
2021 |
|
|
2020 |
|
Net
asset value, beginning of period |
|
$ |
25.42 |
|
|
$ |
25.58 |
|
|
$ |
25.34 |
|
|
$ |
25.00 |
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Income
from investment operations: |
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|
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| |
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Net
investment income (loss)1 |
|
|
0.23 |
|
|
|
(0.26 |
) |
|
|
(0.14 |
) |
|
|
0.15 |
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| |
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Net
realized gain (loss) and net change in unrealized
appreciation/depreciation on investment and futures contracts |
|
|
6.11 |
3 |
|
|
2.78 |
|
|
|
0.60 |
|
|
|
2.55 |
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| |
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Total
income from investment operations |
|
|
5.88 |
|
|
|
2.52 |
|
|
|
0.46 |
|
|
|
2.70 |
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|
|
| |
Less
distributions: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
From
net investment income |
|
|
(1.06 |
) |
|
|
(0.35 |
) |
|
|
(0.02 |
) |
|
|
(0.11 |
) |
From
net realized gains |
|
|
(1.18 |
) |
|
|
(1.18 |
) |
|
|
(0.20 |
) |
|
|
(2.25 |
) |
Return
of capital |
|
|
(0.01 |
) |
|
|
(1.15 |
) |
|
|
— |
|
|
|
— |
|
| |
|
|
|
Total
distributions |
|
|
(2.25 |
) |
|
|
(2.68 |
) |
|
|
(0.22 |
) |
|
|
(2.36 |
) |
| |
|
|
|
Net
asset value end of period |
|
$ |
29.05 |
|
|
$ |
25.42 |
|
|
$ |
25.58 |
|
|
$ |
25.34 |
|
| |
|
|
|
Market
price, end of period |
|
$ |
29.11 |
|
|
$ |
25.80 |
|
|
$ |
25.56 |
|
|
$ |
25.33 |
|
| |
|
|
|
Net
asset value total return |
|
|
23.07 |
% |
|
|
9.80 |
% |
|
|
1.84 |
% |
|
|
10.76 |
%+ |
Market
price total return |
|
|
21.53 |
% |
|
|
11.38 |
% |
|
|
1.79 |
% |
|
|
— |
|
| |
|
|
|
Ratios/supplemental
data: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
assets, end of period (thousands) |
|
$ |
951,319 |
|
|
$ |
60.379 |
|
|
$ |
36,454 |
|
|
$ |
18,369 |
|
| |
|
|
|
Ratios
of total expenses to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Before
fees waived |
|
|
0.85 |
% |
|
|
0.95 |
%2 |
|
|
0.85 |
% |
|
|
0.85 |
* |
| |
|
|
|
After
fees waived |
|
|
0.85 |
% |
|
|
0.95 |
%2 |
|
|
0.85 |
% |
|
|
0.85 |
%2 |
| |
|
|
|
Ratio
of net investment income (loss) to average net assets |
|
|
(0.73 |
)% |
|
|
(0.93 |
)%2 |
|
|
(0.55 |
)% |
|
|
0.84 |
%* |
| |
|
|
|
Portfolio
turnover rate |
|
|
0.00 |
% |
|
|
0.00 |
% |
|
|
0.00 |
% |
|
|
0.00 |
% |
| |
|
|
|
** |
|
Commencement of
operations was May 7, 2019. |
1 |
|
Calculated based on the
average shares outstanding methodology. |
2 |
|
Includes broker interest
expense of 0.10% of average net assets. |
3 |
|
The amount shown for a
share outstanding does not correspond with the aggregate net realized and
unrealized gain (loss) on investments due to the timing of purchases and
redemptions of the Fund shares in relation to fluctuating market values of
the investments of the Fund. |
|
|
|
|
|
| |
|
| |
|
42 |
|
| |
| |
Litman
Gregory Funds Trust |
iMGP
DBi Hedge Strategy ETF
Financial
Highlights
For
a capital share outstanding throughout each period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Year Ended December 31 |
|
|
December 17, 2019** Through December 31, 2019 |
|
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
Net
asset value, beginning of period |
|
$ |
27.62 |
|
|
$ |
30.87 |
|
|
$ |
25.00 |
|
|
$ |
25.00 |
|
| |
|
|
|
|
|
|
| |
Income
from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
investment income (loss)1 |
|
|
(0.21 |
) |
|
|
(0.27 |
) |
|
|
(0.12 |
) |
|
|
0.00 |
^ |
Net
realized gain (loss) and net change in unrealized
appreciation/depreciation on investment and futures contracts |
|
|
(1.60 |
) |
|
|
1.83 |
|
|
|
6.01 |
|
|
|
0.00 |
^ |
| |
|
|
|
Total
income (loss) from investment operations |
|
|
(1.81 |
) |
|
|
1.56 |
|
|
|
5.89 |
|
|
|
0.00 |
|
| |
|
|
|
|
|
|
| |
Less
distributions: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
From
net investment income |
|
|
(0.39 |
) |
|
|
— |
|
|
|
(0.02 |
) |
|
|
(0.00 |
)^ |
From
net realized gains |
|
|
— |
|
|
|
(4.81 |
) |
|
|
— |
|
|
|
— |
|
| |
|
|
|
Total
distributions |
|
|
(0.39 |
) |
|
|
(4.81 |
) |
|
|
(0.02 |
) |
|
|
(0.00 |
) |
| |
|
|
|
Net
asset value end of period |
|
$ |
25.42 |
|
|
$ |
27.62 |
|
|
$ |
30.87 |
|
|
$ |
25.00 |
|
| |
|
|
|
Market
price, end of period |
|
$ |
25.55 |
|
|
$ |
27.61 |
|
|
$ |
30.86 |
|
|
$ |
25.03 |
|
| |
|
|
|
Net
asset value total return |
|
|
(6.51 |
)% |
|
|
5.05 |
% |
|
|
23.58 |
% |
|
|
0.01 |
%+ |
Market
price total return |
|
|
(6.04 |
)% |
|
|
4.92 |
% |
|
|
23.42 |
% |
|
|
— |
|
| |
|
|
|
Ratios/supplemental
data: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
assets, end of period (thousands) |
|
$ |
14,618 |
|
|
$ |
17.261 |
|
|
$ |
18,520 |
|
|
$ |
16,250 |
|
| |
|
|
|
Ratios
of total expenses to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Before
fees waived |
|
|
0.85 |
% |
|
|
0.85 |
% |
|
|
0.85 |
% |
|
|
0.85 |
%* |
| |
|
|
|
After
fees waived |
|
|
0.85 |
% |
|
|
0.85 |
% |
|
|
0.85 |
% |
|
|
0.85 |
%* |
| |
|
|
|
Ratio
of net investment income (loss) to average net assets |
|
|
(0.78 |
)% |
|
|
(0.83 |
)% |
|
|
(0.47 |
)% |
|
|
0.48 |
%* |
| |
|
|
|
Portfolio
turnover rate |
|
|
0.00 |
% |
|
|
0.00 |
% |
|
|
0.00 |
% |
|
|
0.00 |
%+ |
| |
|
|
|
** |
|
Commencement of
operations was December 17, 2019. |
^ |
|
Amount represents less
than $0.01 per share. |
1 |
|
Calculated based on the
average shares outstanding methodology. |
Financial Highlights — (Continued)
iMGP
RBA Responsible Global Allocation ETF
Financial
Highlights
For
a capital share outstanding throughout each period
|
|
|
| |
|
|
Period Ended December 31, 2022** |
|
Net
asset value, beginning of period |
|
$ |
10.12 |
|
| |
|
|
|
| |
Income
from investment operations: |
|
|
| |
Net
investment income1 |
|
|
0.18 |
|
Net
realized gain (loss) and net change in unrealizedappreciation/depreciation
on investments |
|
|
(1.28 |
) |
| |
|
|
|
Total
loss from investment operations |
|
|
(1.10 |
) |
| |
|
|
|
| |
Less
distributions: |
|
|
| |
From
net investment income |
|
|
(0.13 |
) |
From
net realized gains |
|
|
— |
|
| |
|
|
|
Total
distributions |
|
|
(0.13 |
) |
| |
|
|
|
Net
asset value, end of period |
|
$ |
8.89 |
|
| |
|
|
|
Market
price, end of period |
|
$ |
8.87 |
|
| |
|
|
|
Net
asset value total return |
|
|
(10.88 |
)%+ |
Market
price total return |
|
|
(11.13 |
)%+ |
| |
|
|
|
Ratios/supplemental
data: |
|
|
| |
Net
assets, end of period (thousands) |
|
$ |
8,449 |
|
| |
|
|
|
Ratios
of total expenses to average net assets: |
|
|
| |
Before
fees waived2 |
|
|
0.55 |
%* |
| |
|
|
|
After
fees waived2 |
|
|
0.55 |
%* |
| |
|
|
|
Ratio
of net investment income to average net assets |
|
|
2.21 |
%* |
| |
|
|
|
Portfolio
turnover rate |
|
|
58.28 |
%+ |
| |
|
|
|
** |
|
Commenced operations on
January 31, 2022. |
1 |
|
Calculated based on the
average shares outstanding methodology. |
2 |
|
The Fund invests in
other funds and indirectly bears its proportionate shares of fees and
expenses incurred by the underlying funds in which the Fund is invested.
This ratio does not include these indirect fees and
expenses. |
|
|
|
|
|
| |
|
| |
|
44 |
|
| |
| |
Litman
Gregory Funds Trust |
Index
Descriptions
SG
CTA Index calculates the net daily rate of return for a pool of CTAs selected
from the largest managers open to new investment. It is equal-weighted and
reconstituted annually.
BarclayHedge
Equity Long Short Index measures the performance of the hedge fund market.
Equity hedge strategies maintain positions both long and short in primarily
equity and equity derivative securities. A wide variety of investment processes
can be employed to arrive at an investment decision, including both quantitative
and fundamental techniques; strategies can be broadly diversified or narrowly
focused on specific sectors and can range broadly in terms of levels of net
exposure, leverage employed, holding period, concentration of market
capitalizations and valuation ranges of typical portfolios.
The
Bloomberg Barclays U.S. Aggregate Bond Index is a broad-based benchmark that
measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond
market. The index includes Treasuries, government-related and corporate
securities, mortgage-backed securities (agency fixed-rate pass-throughs),
asset-backed securities and commercial mortgage-backed securities (agency and
non-agency).
The
Morningstar US Fund Long-Short Equity Category is a category that includes funds
that hold sizable stakes in both long and short equity positions. Some funds
that fall into the category are market neutral - dividing their exposure equally
between long and short positions in an attempt to earn a modest return that is
not tied to the market’s fortunes. Other portfolios that are not market neutral
will shift their exposure to long and short positions depending upon their macro
outlook or the opportunities they uncover through bottom-up research. As of
March 31, 2023 there are 202 fund and ETFs in the category.
Direct
investment in an index is not possible.
For
More Information
Statement
of Additional Information:
The
SAI contains additional information about the Funds. A current SAI is on file
with the SEC, is incorporated by reference, and is legally considered a part of
this Prospectus.
Annual
and Semi-Annual Reports:
Additional
information about the Funds’ investments is available in the Funds’ Annual and
Semi-Annual Reports to Shareholders, which are available on the Funds’ website
(http://imgpfunds.com). In the Funds’ Annual Report, you will find a discussion
of the market conditions and investment strategies that significantly affected
the Funds’ performance during the last fiscal year.
The
SAI and the Funds’ Annual and Semi-Annual Reports to Shareholders are available,
without charge, upon request. To request an SAI or the Funds’ Annual or
Semi-Annual Reports to Shareholders, or to make shareholder inquiries or to
obtain other information about the Funds, please call 1-800-960-0188. You may
also obtain a copy of the SAI or Funds’ Annual or Semi-Annual Reports, free of
charge, by accessing the Funds’ website (http://www.imgpfunds.com), or by
writing to the Funds.
SEC
Contact Information:
If
you have access to the Internet, you can view the SAI, the Funds’ Annual or
Semi-Annual Reports to Shareholders and other information about the Funds on the
EDGAR Database at the Securities and Exchange Commission’s (“SEC”) internet site
at www.sec.gov. You may request copies of information available on the EDGAR
Database by an electronic request at the following E-mail address: publicinfo@sec.gov. The SEC charges a
duplicating fee for this service.
Fund
Information:
|
|
|
|
|
|
|
|
|
|
|
| |
Fund |
|
Abbreviation |
|
Symbol |
|
CUSIP |
|
|
Fund Number |
|
iMGP
DBi Managed Futures Strategy ETF |
|
Managed Futures Strategy |
|
DBMF |
|
|
53700T827 |
|
|
|
Y7AX |
|
iMGP
DBi Hedge Strategy ETF |
|
Hedge
Strategy |
|
DBEH |
|
|
53700T835 |
|
|
|
Y7AW |
|
iMGP
RBA Responsible Global Allocation ETF |
|
Responsible Global Allocation |
|
IRBA |
|
|
53700T793 |
|
|
|
Y7AZ |
|
Website:
www.imgpfunds.com
|
| |
Litman
Gregory Funds Trust
P.O.
Box 219922
Kansas
City, MO 64121-9922
1-800-960-0188 |
|
ALPS
Distributors, Inc. Denver, Colorado 80203
©2022
iM Global Partner Fund Management, LLC. All rights
reserved. |
Investment
Company Act File No: 811-07763