ck0001872253-20220304
CROMWELL CENTERSQUARE REAL ESTATE
FUND
Investor
Class (MRESX)
Institutional
Class (MRASX)
Class
Z (MREZX)
Prospectus
March 7,
2022
The
U.S. Securities and Exchange Commission (the “SEC”) has not approved or
disapproved of these securities or determined if this Prospectus is truthful or
complete. Any representation to the contrary is a criminal offense.
Cromwell
CenterSquare Real Estate Fund
TABLE
OF CONTENTS
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SUMMARY
SECTION |
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INVESTMENT
STRATEGIES, RELATED RISKS AND DISCLOSURE OF PORTFOLIO
HOLDINGS |
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Investment
Objective |
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Other
Important Information About the Fund and its Investment Strategies and
Risks |
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Principal
Investment Strategies |
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Principal
Risks |
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Portfolio
Holdings Information |
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MANAGEMENT
OF THE FUND |
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The
Adviser |
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Manager-of-Managers
Arrangement |
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The
Sub-Adviser |
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Fund
Expenses |
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Portfolio
Managers |
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SHAREHOLDER
INFORMATION |
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Choosing
a Share Class |
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Share
Price |
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How
to Purchase Shares |
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How
to Redeem Shares |
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Converting
Shares |
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Tools
to Combat Frequent Transactions |
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Other
Fund Policies |
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DISTRIBUTION
OF FUND SHARES |
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The
Distributor |
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Payments
to Financial Intermediaries |
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DISTRIBUTIONS
AND TAXES |
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Distributions |
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Federal
Income Tax Consequences |
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FINANCIAL
HIGHLIGHTS |
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INVESTMENT OBJECTIVE
The
Cromwell CenterSquare Real Estate Fund’s (the “Fund”) investment objective is to
achieve a combination of income and 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 examples below.
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Shareholder
Fees (fees
paid directly from your investment) |
Investor
Class |
Institutional
Class |
Class
Z |
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None |
None |
None |
Annual
Fund Operating Expenses (expenses
that you pay each year as a percentage of the value of your
investment) |
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Management
Fees |
0.60% |
0.60% |
0.60% |
Distribution
and Service (12b-1) Fees |
None |
None |
None |
Other
Expenses(1) |
0.42% |
0.30% |
0.17% |
Total
Annual Fund Operating Expenses |
1.02% |
0.90% |
0.77% |
(1) Other Expenses are restated from the
Predecessor Fund’s (as defined below) expenses based on contractual arrangements
with the Fund’s current service providers.
EXAMPLE
This example is
intended to help you compare the costs of investing in the Fund with the cost of
investing in other mutual funds. The example assumes that you invest $10,000 in
the Fund for the time periods indicated and that you 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 |
Three
Years |
Five
Years |
Ten
Years |
Investor
Class |
$104 |
$325 |
$563 |
$1,248 |
Institutional
Class |
$92 |
$287 |
$498 |
$1,108 |
Class
Z |
$79 |
$246 |
$428 |
$954 |
PORTFOLIO TURNOVER
The Fund pays transaction
costs, such as commissions, when it buys and sells securities (or “turns over”
its portfolio). A higher portfolio turnover rate may indicate higher transaction
costs and may result in higher taxes when Fund shares are held in a taxable
account. These costs, which are not reflected in Annual Fund Operating Expenses
or in the Example, affect the Fund’s performance. During the fiscal year ended
December 31, 2021, the portfolio turnover rate of the Predecessor Fund (as
defined below), was 68% of the average value of its
portfolio.
PRINCIPAL INVESTMENT STRATEGIES
Under normal circumstances, the Fund
will invest at least 80% of its net assets, plus the amount of any borrowings
for investment purposes, in stocks of companies principally engaged in the real
estate industry, including Real Estate Investment Trusts
(“REITs”).
For
purposes of the Fund’s investment policies, CenterSquare Investment Management
LLC (“CenterSquare” or the “Sub-Adviser”) considers a company to be principally
engaged in the real estate industry if it (i) derives at least 50% of its
revenues or profits from the ownership, construction, management, financing or
sale of residential, commercial or industrial real estate, or (ii) has at
least 50%
of
its assets invested in residential, commercial or industrial real estate. The
Fund invests primarily in REITs (mainly equity REITs), listed Real Estate
Operating Companies (“REOCs”) and equity securities of companies whose principal
business is the ownership management and/or development of income producing and
for-sale real estate. Investments will primarily be comprised of equity REITs
and REOCs but may also include hybrid and mortgage REITs.
The
Fund may invest in companies representing a broad range of market
capitalizations, which generally may include large-, mid-, and
small-capitalization companies. The Fund also may invest up to 10% of the Fund’s
assets in initial public offerings (“IPOs”) and up to 10% of the Fund’s assets
in exchange-traded funds (“ETFs”). The IPOs and ETFs in which the Fund invests
are primarily comprised of REITs or REOCs traded on U.S. exchanges.
The
Fund is non-diversified and may hold a greater percentage of its assets in
securities of a single issuer or a smaller number of issuers than a diversified
fund. The
Fund’s strategy generates high portfolio
turnover.
PRINCIPAL RISKS
In
addition to possibly not achieving your investment goals,
you could lose money by investing in the
Fund. The
principal risks of investing in the Fund are:
•Real
Estate Industry Risk. Investments
in the Fund may be subject to many of the same risks as a direct investment in
real estate. The stock prices of companies in the real estate industry,
including REITs, are typically sensitive to changes in real estate values,
property taxes, interest rates, cash flow of underlying real estate assets,
occupancy rates, government regulations affecting zoning, land use, and rents,
as well as the management skill and creditworthiness of the issuer. REITs also
depend generally on their ability to generate cash flow to make distributions to
shareholders or unitholders and are subject to the risk of failing to qualify
for favorable tax treatment under the Internal Revenue Code of 1986, as amended
(the “Internal Revenue Code”).
•Non-Diversified
Fund Risk. The Fund is non-diversified and therefore a
greater percentage of holdings may be focused in a small number of issuers or a
single issuer, which can place the Fund at greater risk. Notwithstanding the
Fund’s status as a “non-diversified” investment company under the Investment
Company Act of 1940, as amended (the “1940 Act”), the Fund intends to
qualify as a regulated investment company accorded special tax treatment under
the Internal Revenue Code, which imposes its own diversification requirements
that are less restrictive than the requirements applicable to “diversified”
investment companies under the 1940 Act.
•New
Adviser Risk. The
Fund’s adviser is a newly organized investment adviser and has no operating
history or performance track record.
•IPO
Risk.
The prices of stocks purchased in initial public offerings (“IPOs”) can be very
volatile and tend to fluctuate more widely than stocks of companies that have
been publicly traded for a longer period of time. The effect of IPOs on the
Fund’s performance depends on a variety of factors.
•Market
Risk. Market
prices of investments held by the Fund may fall rapidly or unpredictably due to
a variety of factors, including economic, political, or market conditions, or
other factors including terrorism, war, natural disasters and the spread of
infectious illness or other public health issues, including epidemics or
pandemics such as the COVID-19 outbreak, or in response to events that affect
particular industries or companies.
•Management
Risk.
Because the Fund is an actively managed investment portfolio, security selection
or focus on securities in a particular style, market sector or group of
companies may cause the Fund to incur losses or underperform relative to its
benchmarks or other funds with a similar investment objective. There can be no
guarantee that the Sub-Adviser’s investment techniques and risk analysis will
produce the desired result.
•Changing
Distribution Level Risk. The
Fund will normally receive income which may include interest, dividends and/or
capital gains, depending upon its investments. The distribution amount paid by
the Fund will vary and generally depends on the amount of income the Fund earns
(less expenses) on its portfolio holdings, and capital gains or losses it
recognizes. A decline in the Fund’s income or net capital gains arising from its
investments may reduce its distribution level.
•Large-Capitalization
Stock Risk. The
stocks of large-capitalization companies are generally more mature and may not
be able to reach the same levels of growth as the stocks of small- or
mid-capitalization companies.
•Small-
and Mid-Capitalization Stock Risk. The
stocks of small- and mid-capitalization companies often have greater price
volatility, lower trading volume, and less liquidity than the stocks of larger,
more established companies.
•High
Portfolio Turnover Rate Risk. The
Fund may have a relatively high turnover rate compared to many mutual funds. A
high portfolio turnover rate (100% or more) has the potential to result in
increased brokerage transaction costs and higher taxes which may lower the
Fund’s returns.
•Exchange-Traded
Fund Risk.
The risks of owning an ETF generally reflect the risks of owning the underlying
securities they are designed to track, although lack of liquidity in an ETF
could result in it being more volatile than the underlying portfolio of
securities. Disruptions in the markets for the securities underlying ETFs
purchased or sold by the Fund could result in losses on the Fund’s investment in
ETFs. ETFs also have management fees that increase their costs versus the costs
of owning the underlying securities directly. The Fund may purchase shares of
ETFs at prices that exceed the net asset value of their underlying investments
(i.e., premium)
and may sell shares of ETFs at prices below such net asset value (i.e., discount),
and the Fund will likely incur brokerage costs when it purchases and sells ETFs.
Additionally, supply and demand for shares of an ETF or market disruptions may
cause the market price of the ETF to deviate from the value of the ETF’s
investments, which may be exacerbated in less liquid
markets.
PERFORMANCE
Effective
on March 7, 2022,
AMG
Managers CenterSquare Real Estate Fund, a series of AMG Funds I (the
“Predecessor Fund”), reorganized into the Fund (the “Reorganization”).
Performance information shown prior to March 7, 2022, is that of the
Predecessor Fund. Accordingly, the returns for Investor Class shares in the bar
chart and table are the returns of the Predecessor Fund’s Class N shares.
Returns of the Investor Class, Institutional Class and Class Z shares shown in
the table below reflect the returns of Classes N, I, and Z respectively of
the Predecessor Fund. Additionally, the Fund has adopted the Financial
Statements of the Predecessor Fund.
Prior
to February 27, 2017, outstanding Class S shares of the Predecessor
Fund (formerly the Predecessor Fund’s sole share class, which was reclassified
and redesignated as Class S on October 1, 2016) were renamed
Class N shares.
To
obtain updated performance information, please visit the Fund’s website at
www.thecromwellfunds.com
or call the Fund at 1-855-625-7333
(toll free).
Calendar Year Total Returns as of 12/31/21 (Investor
Class)
Best Quarter:
15.48% (1st
Quarter 2019)
Worst Quarter:
-21.14% (1st
Quarter 2020)
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Average Annual Total Returns (for the
Periods Ended December 31, 2021) |
1
Year |
5
Year |
10
Years |
Since
Inception1 |
Investor
Class |
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Return Before
Taxes |
39.45% |
10.69% |
11.28% |
N/A |
Return After Taxes on
Distributions |
37.97% |
9.18% |
9.33% |
N/A |
Return After Taxes on Distributions and
Sale of Fund Shares |
24.08% |
7.93% |
8.46% |
N/A |
Institutional
Class |
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Return Before
Taxes |
39.53% |
N/A |
N/A |
10.54% |
Class
Z |
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Return Before
Taxes |
39.80% |
N/A |
N/A |
10.68% |
FTSE
Nareit All Equity REITs Total Return Index2
(reflects
no deduction for fees, expenses or taxes) |
41.30% |
12.46% |
12.22% |
12.03% |
Dow
Jones U.S. Select REIT Index3
(reflects
no deduction for fees, expenses or taxes) |
45.91% |
9.65% |
10.70% |
9.39% |
S&P
500®
Index
(reflects no deduction for
fees, expenses or taxes) |
28.71% |
18.47% |
16.55% |
17.68% |
1.Institutional Class and
Class Z performance shown reflects performance since the inception date of the
Predecessor Fund’s Class I and Class Z shares on February 24,
2017.
2.The Fund is utilizing the
FTSE Nareit All Equity REITs Total Return Index as its primary benchmark because
the Adviser (as defined below) believes it better represents the Fund’s
portfolio holdings.
3.The Predecessor Fund
utilized the Dow Jones U.S. Select REIT Index as its primary
benchmark.
After-tax returns are
calculated using the highest historical individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns
depend on your tax situation and may differ from those shown. Furthermore, the
after-tax returns shown are not relevant to shareholders who hold their shares
through tax-deferred or other tax-advantaged arrangements, such as 401(k) plans
or individual retirement accounts (“IRAs”). After-tax returns are shown
for Investor Class shares only and after-tax returns for the other classes will
vary.
PORTFOLIO
MANAGEMENT
Adviser
Cromwell
Investment Advisors, LLC (the “Adviser”) is the Fund’s investment adviser.
Sub-Adviser
CenterSquare
Investment Management LLC is the Fund’s Sub-Adviser
Portfolio
Managers
The
following portfolio managers are jointly and primarily responsible for the
day-to-day management of the Fund:
Dean
Frankel, CFA®
Managing
Director, Head of Real Estate Securities, CenterSquare;
Portfolio
Manager of the Fund and the Predecessor Fund since 03/04.
Eric
Rothman, CFA®
Portfolio
Manager, CenterSquare;
Portfolio
Manager of the Fund and the Predecessor Fund since 11/06.
PURCHASE
AND SALE OF FUND SHARES
Purchase
and Sale of Fund Shares
You
may purchase or redeem shares by mail addressed to Cromwell
CenterSquare Real Estate Fund,
c/o U.S. Bank Global Fund Services, P.O. Box 701, Milwaukee, Wisconsin
53201-0701, by telephone at 1-855-625-7333 (toll free), on any day the New York
Stock Exchange (“NYSE”) is open for trading, or through a broker-dealer or other
financial intermediary (such as a bank) approved by the Fund (an “Authorized
Intermediary”). You may also purchase or redeem Fund shares by wire transfer.
Purchases and redemptions by telephone are permitted if you have previously
established these options for your account. Investors who wish to purchase or
redeem Fund shares through an Authorized Intermediary should contact the
Authorized Intermediary directly.
Minimum
Investment Amounts
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Initial Investment |
Subsequent Investments |
Investor
Class Shares |
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Regular
Accounts |
$2,000 |
$100 |
Individual
Retirement Accounts |
$1,000 |
$100 |
Institutional
Class Shares |
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Regular
Accounts |
$100,000 |
$100 |
Individual
Retirement Accounts |
$25,000 |
$100 |
Class
Z Shares |
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Regular
Accounts |
$5,000,000 |
$1,000 |
Individual
Retirement Accounts |
$50,000 |
$1,000 |
Individual
retirement accounts may only invest in Class Z shares by purchasing shares
directly from the Fund.
TAX
INFORMATION
The
Fund’s distributions may be taxed as ordinary income unless you are investing
through a tax-deferred or other tax-advantaged arrangement, such as a 401(k)
plan or an IRA. A portion of the Fund’s distributions may also be taxable as
long-term capital gain. You may be taxed later upon withdrawal of monies from
such tax-deferred or other tax-advantaged arrangements.
PAYMENTS
TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES
If
you purchase Fund shares through a broker-dealer or other financial intermediary
(such as a bank), the Fund and its related companies may pay the intermediary
for the sale of Fund shares and related services. These payments may create
conflicts of interest by influencing the broker-dealer or other intermediary and
your salesperson to recommend the Fund over another investment. Ask your
financial professional or visit your financial intermediary’s website for more
information.
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Investment
Strategies, Related Risks and Disclosure of Portfolio
Holdings |
The
Fund will invest primarily in the securities and instruments as described in the
summary section of the Fund’s Prospectus. This section contains additional
information about the Fund’s investment strategies and the investment techniques
utilized by the Sub-Adviser in managing the Fund, and also additional
information about the Fund’s expenses and performance.
Investment
Objective
The
Fund’s investment objective is to achieve a combination of income and long-term
capital appreciation.
The
Fund’s investment objective is non-fundamental and may be changed without
shareholder approval upon at least 60-day prior written notice to
shareholders.
Other
Important Information About the Fund and Its Investment Strategies and
Risks
In
addition to the principal investment strategies described in this Prospectus,
the Fund may also make other types of investments, and, therefore, may be
subject to other risks. Some of these risks are described in the Fund’s
Statement of Additional Information, as supplemented from time to time (the
“SAI”).
Temporary
Defensive Measures, Cash or Similar Investments
From
time to time, the Fund may invest a portion of its assets in money market
securities, cash, or cash equivalents as a temporary defensive measure in
response to adverse market, economic, political or other conditions. These
temporary defensive measures may be inconsistent with the Fund’s investment
objective and principal investment strategies. The Fund may not be able to
achieve its stated investment objective while taking these defensive measures.
Furthermore,
to the extent that the Fund invests in money market mutual funds for its cash
position, there will be some duplication of expenses because the Fund would bear
its pro rata portion of such money market funds’ management fees and operational
expenses.
Portfolio
Turnover
The
Fund may sell any security when it believes the sale is consistent with the
Fund’s investment strategies and in the Fund’s best interest to do so. This may
result in active and frequent trading of portfolio securities. A portfolio
turnover rate greater than 100% would indicate that the Fund sold and replaced
the entire value of its securities holdings during the previous one-year period.
Higher portfolio turnover may adversely affect Fund performance by increasing
Fund transaction costs and may increase your tax liability.
Principal
Investment Strategies
CenterSquare
applies fundamental investment research techniques when deciding which
securities to buy or sell. Typically, CenterSquare:
•Monitors
factors such as real estate trends and industry fundamentals of real estate
sectors including office, apartment, retail, hotel, and industrial.
•Selects
stocks by evaluating each company’s real estate value, quality of its assets,
and management record for improving earnings and increasing asset value relative
to other publicly traded real estate companies.
•Sells
all or part of the Fund’s holdings in a particular security if:
—The
security appreciates to a premium relative to other real estate companies;
or
—The
anticipated return is not sufficient compared with the risk of continued
ownership.
Under
normal circumstances, the Fund invests at least 80% of its net assets, plus the
amount of any borrowings for investment purposes, in stocks of companies
principally engaged in the real estate industry, including REITs. The Fund will
provide shareholders with at least 60 days’ prior written notice of any change
in this policy.
The
Fund’s compliance with its investment limitations and requirements described in
the Prospectus is usually determined at the time of investment. If such
percentage limitation is complied with at the time of an investment, any
subsequent change in percentage resulting from a change in values or assets, or
a change in market capitalization of a company, will not constitute a violation
of that limitation.
Principal
Risks
Before
investing in the Fund, you should carefully consider your own investment goals,
the amount of time that you are willing to leave your money invested and the
amount of risk that you are willing to take. In addition to possibly not
achieving your investment goals, you
could lose money by investing in the Fund.
Information about the Fund’s objective, principal investment strategies,
investment practices and principal risks appears at the beginning of this
Prospectus. Additional information about the investment practices of the Fund
and risks pertinent to these practices is included in the Statement of
Additional Information (“SAI”). The information below describes in greater
detail the other risks pertinent to the Fund. Each risk summarized below is
considered a “principal risk” of investing in the Fund, regardless of the order
in which it appears.
Real
Estate Industry Risk.
The stock prices of companies in the real estate industry, including REITs, are
typically sensitive to changes in real estate values, property taxes, interest
rates, cash flow of underlying real estate assets, occupancy rates, government
regulations affecting zoning, land use, and rents, as well as the management
skill and creditworthiness of the issuer. Companies in the real estate industry
may also be subject to liabilities under environmental and hazardous waste laws
that could negatively affect their value. These factors may reduce the value of
the Fund’s investments in REITs and the real estate industry. REITs depend
generally on their ability to generate cash flow to make distributions to
shareholders or unitholders, which may be subject to defaults by borrowers and
self-liquidations, and some REITs may have limited diversification. REITs are
also subject to the risk of failing to qualify for favorable tax treatment under
the Internal Revenue Code.
Non-Diversified
Fund Risk.
Funds that are non-diversified can invest a greater percentage of their assets
in a single issuer or a group of issuers, and, as a result, may be subject to
greater credit, market, and other risks than a diversified fund. The poor
performance by a single issuer may have a greater impact on the performance of a
non-diversified fund than a diversified fund. A non-diversified fund’s shares
tend to be more volatile than shares of a diversified fund and are more
susceptible to the risks of focusing investments in a small number of issuers or
industries, and the risks of a single economic, political or regulatory
occurrence. Notwithstanding the Fund’s status as a “non-diversified” investment
company under the 1940 Act, the Fund intends to qualify as a regulated
investment company accorded special tax treatment under the Internal Revenue
Code, which imposes its own diversification requirements that are less
restrictive than the requirements applicable to “diversified” investment
companies under the 1940 Act. The Fund’s intention to qualify as a regulated
investment company may limit its pursuit of its investment strategy and its
investment strategy could limit its ability to so qualify.
New
Adviser Risk. Given
that the Adviser registered with the SEC in July 2021, it has not previously
managed a mutual fund. Mutual funds and their advisers are subject to
restrictions and limitations
imposed
by the 1940 Act and the Internal Revenue Code. As a result, investors do
not have a long-term track record of managing a mutual fund from which to judge
the newly formed Adviser and the Adviser may not achieve the intended result in
managing the Fund.
IPO
Risk.
The prices of securities purchased in IPOs can be very volatile and tend to
fluctuate more widely than securities of companies that have been publicly
traded for a longer period of time. Securities purchased in IPOs generally do
not have a trading history, and information about the issuers of such securities
may be available for very limited periods. The effect of IPOs on the Fund’s
performance depends on a variety of factors, including the number of IPOs the
Fund invests in relative to the size of the Fund and whether and to what extent
a security purchased in an IPO appreciates or depreciates in value. As the
Fund’s asset base increases, IPOs often have a diminished effect on such Fund’s
performance.
Market
Risk.
Market prices of investments held by the Fund may fall rapidly or unpredictably
and will rise and fall due to economic, political, or market conditions or
perceptions, government actions, geopolitical events, or in response to events
that affect particular industries, geographies, or companies. The value of your
investment could go up or down depending on market conditions and other factors
including terrorism, war, natural disasters and the spread of infectious illness
or other public health issues, including epidemics or pandemics such as the
COVID-19 outbreak. Equity investments generally have greater price volatility
than fixed income investments, although under certain market conditions fixed
income investments may have comparable or greater price volatility. Since
foreign investments trade on different markets, which have different supply and
demand characteristics, their prices are not as closely linked to the U.S.
markets. Foreign securities markets have their own market risks, and they may be
more or less volatile than U.S. markets and may move in different directions.
The Fund’s performance may also be negatively impacted by the commencement,
continuation or ending of government policies and economic stimulus programs,
changes in monetary policy, increases or decreases in interest rates, or other
factors or events that affect the financial markets.
Certain
instruments held by the Fund may pay an interest rate based on the London
Interbank Offered Rate (“LIBOR”), which is the offered rate for short-term loans
between certain major international banks. On March 5, 2021, the United
Kingdom Financial Conduct Authority (FCA) and LIBOR’s administrator, ICE
Benchmark Administration (IBA), announced that most LIBOR settings will no
longer be published after the end of 2021 and a majority of U.S. dollar LIBOR
settings will no longer be published after June 30, 2023. It is possible
that the FCA may compel the IBA to publish a subset of LIBOR settings after
these dates on a “synthetic” basis, but any such publications would be
considered non-representative of the underlying market. The transition away from
LIBOR may result in, among other things, increased volatility or illiquidity in
markets for instruments based on LIBOR and changes in the value of some
LIBOR-based investments or the effectiveness of new hedges existing LIBOR-based
investments, particularly insofar as the documentation governing such
instruments does not include “fall back” provisions addressing the transition
from LIBOR. Uncertainty and volatility arising from the transition may result in
a reduction in the value of certain LIBOR-based instruments held by the Fund or
reduce the effectiveness of related transactions. Any such effects of the
transition away from LIBOR, as well as other unforeseen effects, could result in
losses to the Fund and may adversely affect the Fund’s performance or net asset
value.
Management
Risk.
The Fund is subject to management risk because it is an actively managed
investment portfolio. Management risk is the chance that security selection or
focus on securities in a particular style, market sector or group of companies
will cause the Fund to incur losses or underperform relative to its benchmarks
or other funds with a similar investment objective. The Fund’s Sub-Adviser will
apply its
investment
techniques and risk analyses in making investment decisions for the Fund, but
there can be no guarantee that these will produce the desired
result.
Changing
Distribution Level Risk. The
Fund will normally receive income which may include interest, dividends and/or
capital gains, depending upon its investments. The distribution amount paid by
the Fund will vary and generally depends on the amount of income the Fund earns
(less expenses) on its portfolio holdings, and capital gains or losses it
recognizes. A decline in the Fund’s income or net capital gains arising from its
investments may reduce its distribution level.
Large-Capitalization
Stock Risk.
Large-capitalization companies tend to compete in mature product markets and do
not typically experience the level of sustained growth of smaller companies and
companies competing in less mature product markets. Also, large-capitalization
companies may be unable to respond as quickly as smaller companies to
competitive challenges or changes in business, product, financial, or other
market conditions. For these and other reasons, a fund that invests in
large-capitalization companies may underperform other stock funds (such as funds
that focus on the stocks of small- and medium- capitalization companies) when
stocks of large-capitalization companies are out of favor.
Small-
and Mid-Capitalization Stock Risk. The
stocks
of
small-
and
mid-capitalization
companies
may
involve
more risk than the stocks of larger, more established companies because they
often have greater price volatility, lower trading volume, and less liquidity.
These companies tend to have smaller revenues, narrower product lines, less
management depth and experience,
smaller
shares
of
their
product
or
service
markets,
fewer
financial resources, less proven track records, and less competitive strength
than larger companies. A fund that invests in small- and mid-capitalization
companies may underperform other stock funds (such
as
large-company
stock
funds)
when
stocks
of
small-
and
mid-capitalization companies are out of favor.
High
Portfolio Turnover Rate Risk. The
Fund may have a relatively high turnover rate compared to many mutual funds. A
high portfolio turnover rate (100% or more) has the potential to result in
increased brokerage transaction costs which may lower the Fund’s returns.
Furthermore, a high portfolio turnover rate may result in the realization by the
Fund, and distribution to shareholders, of a greater amount of capital gains,
including short-term capital gains, than if the Fund had a low portfolio
turnover rate. Distributions to shareholders of short-term capital gains are
taxed as ordinary income under federal income tax laws. This could result in a
higher tax liability and may lower an investor’s after-tax return.
Exchange-Traded
Fund Risk.
To the extent the Fund may invest in securities of other investment companies,
the Fund may invest in shares of ETFs. ETFs are investment companies that trade
like stocks. The price of an ETF is derived from and based upon the securities
held by the ETF. However, like stocks, shares of ETFs are not traded at NAV, but
may trade at prices above or below the value of their underlying portfolios. The
level of risk involved in the purchase or sale of an ETF is similar to the risk
involved in the purchase or sale of a traditional common stock, except that the
pricing mechanism for an ETF is based on a basket of securities. Thus, the risks
of owning an ETF generally reflect the risks of owning the underlying securities
they are designed to track, although lack of liquidity in an ETF could result in
it being more volatile than the underlying portfolio of securities. Disruptions
in the markets for the securities underlying ETFs purchased or sold by the Fund
could result in losses on the Fund’s investment in ETFs. ETFs are subject to
management fees and other fees that may increase their costs versus the costs of
owning the underlying securities directly. The Fund may from time to time invest
in ETFs, primarily as a means of gaining exposure for its portfolio to the
market without investing in individual securities, particularly in the context
of managing cash flows into the Fund.
The
Fund may rely on Rule 12d1-4 of the 1940 Act, which allows a fund to invest in
other funds, including ETFs, in excess of the limits imposed by Section 12(d)(1)
of the 1940 Act, subject to certain conditions specified in the
Rule.
Portfolio
Holdings Information
A
description of the Fund’s policies and procedures with respect to the disclosure
of the Fund’s portfolio holdings is available in the Fund’s SAI and on the
Fund’s website at
www.thecromwellfunds.com.
The
Adviser
The
Fund has entered into an Investment Advisory Agreement (the “Advisory
Agreement”) with the Adviser, Cromwell Investment Advisors, LLC, located at
810 Gleneagles Court, Suite 106, Baltimore, Maryland 21286. Cromwell
registered as an investment adviser with the SEC in July 2021 and is dedicated
to managing mutual funds.
The
Adviser has overall supervisory responsibility for the general management and
investment of the Fund. For its services, the Fund will pay the Adviser a
management fee that is calculated at an annual rate of 0.60% of its average
daily net assets, to be paid monthly.
The
Adviser is authorized to delegate certain of its duties with respect to the Fund
to one or more sub-advisers. The Adviser has engaged CenterSquare Investment
Management LLC (“CenterSquare” or the “Sub-Adviser”) pursuant to this authority
and has delegated day-to-day management of the Fund in accordance with its
investment objective and policies to the Sub-Adviser. The Adviser is also
responsible for determining the portion of the Fund’s assets to be managed by
any given sub-adviser and reallocating those assets as necessary from time to
time.
The
Adviser retains overall responsibility for the management and investment of the
assets of the Fund. In this capacity, the Adviser develops the overall
investment strategy for the Fund and plays an active role in overseeing,
monitoring and reviewing the Sub-Adviser in the performance of its duties. The
Adviser monitors the investment performance of the Sub-Adviser and also
evaluates the portfolio management teams to determine whether its investment
activities remain consistent with the Fund’s investment objectives, strategies
and policies. The Adviser supervises all compliance functions related to the
operation of the Fund and the Sub-Adviser’s management of the Fund’s
portfolio.
The
Adviser also monitors changes that may impact the Sub-Adviser’s overall business
and regularly performs due diligence reviews of the Sub-Adviser. In addition,
the Adviser obtains detailed, comprehensive information concerning the
Sub-Adviser’s performance and Fund operations and provides regular reports on
these matters to the Board of Trustees (the “Board” or the “Board of Trustees”).
Discussions
regarding the basis of the Board’s approval of the Investment Advisory and
Sub-Advisory Agreements for the Fund will be available in the Fund’s first
semi-annual report to shareholders for the period ending June 30,
2022.
Manager-of-Managers
Arrangement
Section
15(a) of the 1940 Act requires that all contracts pursuant to which persons
serve as investment advisers to investment companies be approved by
shareholders. This requirement also applies to the appointment of sub-advisers
to the Fund. The Trust and the Adviser have applied for exemptive relief
from
the SEC (the “Order”), which will permit the Adviser, on behalf of the Fund and
subject to the approval of the Board, including a majority of the independent
members of the Board, to hire, and to modify any existing or future sub-advisory
agreement with, unaffiliated sub-advisers and affiliated sub-advisers, including
sub-advisers that are wholly-owned subsidiaries (as defined in the 1940 Act) of
the Adviser or its parent company and sub-advisers that are partially-owned by,
or otherwise affiliated with, the Adviser or its parent company (the
“Manager-of-Managers Structure”). The Adviser has the ultimate responsibility
for overseeing a Fund’s sub-advisers and recommending their hiring, termination
and replacement, subject to oversight by the Board. Assuming the Order is
granted, it will also provide relief from certain disclosure obligations with
regard to sub-advisory fees. With this relief, the Fund may elect to disclose
the aggregate fees payable to the Adviser and wholly-owned sub-advisers and the
aggregate fees payable to unaffiliated sub-advisers and sub-advisers affiliated
with Adviser or its parent company, other than wholly-owned sub-advisers. The
Order will be subject to various conditions, including that the Fund will notify
shareholders and provide them with certain information required by the exemptive
order within 90 days of hiring a new sub-adviser. The Fund may also rely on any
other current or future laws, rules or regulatory guidance from the SEC or its
staff applicable to the Manager-of-Managers Structure. The sole initial
shareholder of the Fund has approved the operation of the Fund under a
Manager-of-Managers Structure with respect to any affiliated or unaffiliated
sub-adviser, including in the manner that is permitted by the
Order.
The
Manager-of-Managers Structure will enable the Trust to operate with greater
efficiency by not incurring the expense and delays associated with obtaining
shareholder approvals for matters relating to sub-advisers or sub-advisory
agreements. Operation of the Fund under the Manager-of-Managers Structure will
not permit management fees paid by the Fund to the Adviser to be increased
without shareholder approval. Shareholders will be notified of any changes made
to the Sub-Adviser or material changes to sub-advisory agreements within 90 days
of the change. There is no assurance the Order will be granted.
The
Adviser and its affiliates may have other relationships, including significant
financial relationships, with current or potential sub-advisers or their
affiliates, which may create a conflict of interest. However, in making
recommendations to the Board to appoint or to change a sub-adviser, or to change
the terms of a sub-advisory agreement, the Adviser considers the sub-adviser’s
investment process, risk management, and historical performance with the goal of
retaining sub-advisers for the Fund that the Adviser believes are skilled and
can deliver appropriate risk-adjusted returns over a full market cycle. The
Adviser does not consider any other relationship it or its affiliates may have
with a sub-adviser or its affiliates, and the Adviser discloses to the Board the
nature of any material relationships it has with a sub-adviser or its affiliates
when making recommendations to the Board to appoint or to change a sub-adviser,
or to change the terms of a sub-advisory agreement.
The
Sub-Adviser
The
Fund’s Sub-Adviser is CenterSquare Investment Management LLC. CenterSquare is
located at 630 West Germantown Pike, Suite 300, Plymouth Meeting,
Pennsylvania 19462. CenterSquare (and its predecessor) was formed in 1987 and
focuses on actively managed real estate strategies. The majority partners of
CSIM Holdings include a private equity fund sponsored and managed by Lovell
Minnick Partners LLC along with a limited liability company holding the
investments of over 30 employees of CenterSquare. As of December 31, 2021,
CenterSquare had assets under management of approximately $15 billion.
Subject
to the general supervision of the Board of Trustees, the Sub-Adviser is
responsible for managing the Fund in accordance with its investment objective
and policies and for making decisions with respect
to
and placing orders for all purchases and sales of portfolio securities. The
Sub-Adviser also maintains related records for the Fund. For its services, the
Adviser will pay the Sub-Adviser a management fee. The management fee paid to
the Sub-Adviser is paid by the Adviser and not the Fund.
For
the fiscal year ended December 31, 2021, the Predecessor Fund paid to the
previous investment adviser management fees of 0.60% of the Fund’s average daily
net assets.
Portfolio
Managers
Dean
Frankel, CFA®
and Eric Rothman, CFA®
are the portfolio managers jointly and primarily responsible for the day-to-day
management of the Fund.
Mr. Frankel
has served as co-manager of the Fund and the Predecessor Fund since March 2004.
Mr. Frankel is Managing Director and Head of Real Estate Securities of
CenterSquare. He is responsible for management of the firm’s proprietary
research process. In addition, Mr. Frankel analyzes and interprets
implications of major events and economic trends while managing the daily
operations of the real estate securities portfolios. Prior to joining
CenterSquare in 1997, Mr. Frankel ran a retail distribution business. Mr.
Frankel received a B.S. in Economics from the University of Pennsylvania’s
Wharton School of Business. He is a CFA charterholder and member of the CFA
Institute.
Mr. Rothman
joined the firm in 2006 and is a Portfolio Manager for CenterSquare’s real
estate securities group. He is responsible for market research, sector
allocations, and financial modeling across the U.S. real estate securities
universe. Mr. Rothman also manages a REIT preferred stock separate account
mandate. He has over twenty years of REIT and real estate investment experience.
Prior to joining CenterSquare, Mr. Rothman spent more than six years as a
sell-side REIT analyst at Wachovia Securities and three years as an analyst at
AEW Capital Management, LP. Mr. Rothman graduated cum laude from Boston
University with a B.A. in Economics, International Relations and French. He is a
CFA charterholder and member of the CFA Institute.
The
SAI provides additional information about the portfolio managers’ compensation,
other accounts managed and ownership of securities in the Fund.
Fund
Expenses
The
Fund is responsible for its own operating expenses. Pursuant to an operating
expense limitation agreement, the Adviser has agreed to waive its management
fees and/or reimburse Fund expenses to limit Total Annual Fund Operating
Expenses (exclusive of contingent deferred loads, taxes, leverage, interest,
brokerage commissions, expenses incurred in connection with any merger or
reorganization, dividends or interest expenses on short positions, acquired fund
fees and expenses, extraordinary expenses, shareholder servicing fees and any
other class-specific expenses) to 1.12%, 1.02% and 0.87% of average daily net
assets for the Investor Class, Institutional Class and Class Z shares,
respectively, through at least March 7, 2024. The operating expense
limitation agreement can be terminated only by, or with the consent of, the
Board of Trustees. The Adviser may request recoupment of previously waived fees
and paid expenses from the Fund for up to 36 months from the date such fees and
expenses were waived or paid, subject to the operating expense limitation
agreement, if such reimbursement will not cause the Fund’s expense ratio, after
recoupment has been taken into account, to exceed the lesser of: (1) the
expense limitation in place at the time of the waiver and/or expense payment; or
(2) the expense limitation in place at the time of the
recoupment.
CHOOSING
A SHARE CLASS
Investors
can choose among three classes of shares: Investor Class, Institutional Class
and Class Z.
The
classes differ in expense structure and eligibility requirements. When choosing
a share class, it is important to consider these three factors:
•The
amount you plan to invest;
•Your
investment objectives; and
•The
expenses and charges for the class.
We
recommend that you discuss your investment goals and choices with your financial
professional to determine which share class is right for you.
Investor
Class Shares
Investor
Class shares have no up-front sales charges or deferred sales charges. Your
entire amount invested purchases Fund shares at the Investor Class’s NAV.
Shareholders may bear shareholder servicing fees of up to 0.25% for shareholder
servicing provided by financial intermediaries, such as broker-dealers
(including fund supermarket platforms), banks, and trust companies. The Investor
Class shares do not pay distribution (12b-1) fees at this time.
Institutional
Class Shares
Institutional
Class shares have no up-front sales charges or deferred sales charges. Your
entire amount invested purchases Fund shares at the Institutional Class’s NAV.
Shareholders may bear shareholder servicing fees of up to 0.15% for shareholder
servicing provided by financial intermediaries, such as broker-dealers
(including fund supermarket platforms), banks, and trust companies. The
Institutional Class shares do not pay distribution (12b-1) fees. Shareholders
who transact in Institutional Class shares through a financial intermediary may
be required to pay a commission to the financial intermediary for effecting such
transactions.
Class Z
Shares*
Class Z
shares have no up-front sales charges or deferred sales charges. Your entire
amount invested purchases Fund shares at the Class Z’s NAV. Shareholders do
not bear shareholder servicing fees for shareholder servicing provided by
financial intermediaries, such as broker-dealers (including fund supermarket
platforms), banks, and trust companies. The Class Z shares do not pay
distribution (12b-1) fees.
*Individual
retirement accounts may only invest in Class Z shares if the account is
held directly on the books of the Fund (e.g., not
through an omnibus or NSCC networked account established by a financial
intermediary).
Share
Price
The
price of a Fund’s shares is the Fund’s NAV. The Fund’s NAV is calculated by
dividing the value of the Fund’s total assets, less its liabilities, by the
number of its shares outstanding. In calculating the NAV, portfolio securities
are valued using current market values or official closing prices, if available.
The NAV for the Fund is calculated at the close of regular trading on the NYSE
which is generally 4:00 p.m., Eastern time. The NAV will not be calculated
on days on which the NYSE is closed for trading. If the
NYSE
closes early, the Fund will calculate its NAV as of the close of trading on the
NYSE on that day. If an emergency exists as permitted by the SEC, the NAV may be
calculated at a different time.
Each
equity security owned by the Fund, including shares of closed-end funds, that is
listed on a national securities exchange, except portfolio securities listed on
the NASDAQ Stock Market LLC (“NASDAQ”), is valued at its last sale price on that
exchange at the close of that exchange on the date as of which assets are
valued. If a security is listed on more than one exchange, the Fund will use the
price on the exchange that the Fund generally considers to be the principal
exchange on which the security is traded. Portfolio securities listed on NASDAQ
will be valued at the NASDAQ Official Closing Price (“NOCP”), which may not
necessarily represent the last sale price. If there has been no sale on such
exchange or on NASDAQ on such day, the security is valued at the mean between
the most recent quoted bid and asked prices at the close of the exchange on such
day the latest sales price on the “composite market” for the day such security
is being valued. The composite market is defined as the consolidation of the
trade information provided by national securities and foreign exchanges and
over-the-counter (“OTC”) markets as published by an approved independent pricing
service (“Pricing Service”).
Exchange
traded options are valued at the composite price, using the National Best Bid
and Offer quotes. If there are no trades for the option on a given business day
composite option pricing calculates the mean of the highest bid price and lowest
ask price across the exchanges where the option is traded. Option contracts on
securities, currencies and other financial instruments traded in the OTC market
with less than 180 days remaining until their expiration are valued at the
evaluated price provided by the broker-dealer with which the option was traded.
Option contracts on securities, currencies and other financial instruments
traded in the OTC market with 180 days or more remaining until their expiration
are valued at the prices provided by a recognized independent
broker-dealer.
Debt
securities, including short-term instruments having a maturity of 60 days or
less, are valued at the mean in accordance with prices supplied by a Pricing
Service. Pricing Services may use various valuation methodologies such as the
mean between the bid and ask prices, matrix pricing method or other analytical
pricing models as well as market transactions and dealer quotations. When the
price of a debt security is not available from a Pricing Service, the most
recent quotation obtained from one or more broker-dealers known to follow the
issue will be obtained. Quotations will be valued at the mean between the bid
and the offer. Fixed income securities purchased on a delayed-delivery basis are
typically marked to market daily until settlement at the forward settlement
date. Any discount or premium is accreted or amortized using the constant yield
method until maturity.
Money
market funds, demand notes and repurchase agreements are valued at cost. If cost
does not represent current market value the securities will be priced at fair
value.
If
market quotations are not readily available, any security or other asset will be
valued at its fair value as determined under fair value pricing procedures
approved by the Board of Trustees. These fair value pricing procedures will also
be used to price a security when corporate events, events in the securities
market or world events cause the Sub-Adviser to believe that the security’s last
sale price may not reflect its actual market value. The intended effect of using
fair value pricing procedures is to ensure that Fund shares are accurately
priced. The Board of Trustees will regularly evaluate whether the fair value
pricing procedures continue to be appropriate in light of the specific
circumstances and the quality of prices obtained through their application by
the Trust’s Valuation Committee.
When
fair value pricing is employed, the prices of securities used by the Fund to
calculate its NAV may differ from quoted or published prices for the same
securities. Due to the subjective and variable nature of
fair
value pricing, it is possible that the fair value determined for a particular
security may be materially different (higher or lower) from the price of the
security quoted or published by others or the value when trading resumes or is
realized upon its sale. Therefore, if a shareholder purchases or redeems Fund
shares when it holds securities priced at a fair value, the number of shares
purchased or redeemed may be higher or lower than it would be if the Fund were
using market value pricing. The Sub-Adviser anticipates that the Fund’s
portfolio holdings will be fair valued only if market quotations for those
holdings are unavailable or considered unreliable.
In
the case of foreign securities, the occurrence of certain events after the close
of foreign markets, but prior to the time the Fund’s NAV is calculated (such as
a significant surge or decline in the U.S. or other markets) often will result
in an adjustment to the trading prices of foreign securities when foreign
markets open on the following business day. If such events occur, the Fund will
value foreign securities at fair value, taking into account such events, in
calculating the NAV. In such cases, use of fair valuation can reduce an
investor’s ability to seek to profit by estimating the Fund’s NAV in advance of
the time the NAV is calculated. In the event the Fund holds portfolio securities
that trade in foreign markets or that are primarily listed on foreign exchanges
that trade on weekends or other days when the Fund does not price its shares,
the Fund’s NAV may change on days when shareholders will not be able to purchase
or redeem the Fund’s shares.
How
to Purchase Shares
All
purchase requests received in good order by the Transfer Agent, or by an
Authorized Intermediary before the close of the NYSE (generally 4:00 p.m.,
Eastern time) will be processed at that day’s NAV per share, plus any applicable
sales charges. Purchase requests received by the Transfer Agent or an Authorized
Intermediary after the close of the NYSE (generally 4:00 p.m., Eastern
time) will receive the next business day’s NAV per share, plus any applicable
sales charges. An “Authorized Intermediary” is a financial intermediary that has
made arrangements with the Fund to receive purchase and redemption orders on its
behalf. For additional information about purchasing shares through financial
intermediaries, see “Purchasing Shares Through a Financial Intermediary”
below.
Each
account application (an “Account Application”) to purchase Fund shares is
subject to acceptance by the Fund and is not binding until so accepted. The Fund
reserves the right to reject any purchase order if, in its discretion, it is in
the Fund’s best interest to do so. For example, a purchase order may be refused
if it appears to be so large that it would disrupt the management of the Fund.
Purchases may also be rejected from persons believed to be “market timers.” See
“Tools to Combat Frequent Transactions” below. A service fee, currently $25, as
well as any loss sustained by the Fund, will be deducted from a shareholder’s
account for any payment that is returned to the Transfer Agent unpaid. Written
notice of a rejected purchase order will be provided to the investor within one
or two business days under normal circumstances. The Fund and the Transfer Agent
are not responsible for any losses, liability, cost or expense resulting from
rejecting any purchase order. Your order will not be accepted until a completed
Account Application is received by the Fund or the Transfer Agent.
Minimum
Investment Amounts
|
|
|
|
|
|
|
|
|
|
Initial Investment |
Subsequent Investments |
Investor
Class Shares |
|
|
Regular
Accounts |
$2,000 |
$100 |
Individual
Retirement Accounts |
$1,000 |
$100 |
Institutional
Class Shares |
|
|
Regular
Accounts |
$100,000 |
$100 |
Individual
Retirement Accounts |
$25,000 |
$100 |
Class
Z Shares |
|
|
Regular
Accounts |
$5,000,000 |
$1000 |
Individual
Retirement Accounts |
$50,000 |
$1000 |
A
Fund reserves the right to waive the minimum initial investment or minimum
subsequent investment amounts in its sole discretion. Shareholders will be given
at least 30 days’ written notice of any increase in the minimum dollar amount of
initial or subsequent investments. The minimum investment may be modified for
certain financial intermediaries that submit trades on behalf of underlying
investors. Certain intermediaries also may have investment minimums which may
differ from a Fund’s minimums, and may be waived at the intermediaries’
discretion. Investment minimums may be waived for wrap fee programs. For
accounts sold through financial intermediaries, it is the primary responsibility
of the financial intermediary to ensure compliance with investment
minimums.
Purchase
Requests Must Be Received in Good Order.
Your share price will be the next calculated NAV per share, after the Transfer
Agent or your Authorized Intermediary receives your purchase request in good
order. “Good order” means that your purchase request includes:
•the
name of the Fund and share class;
•the
dollar amount of shares to be purchased;
•your
account application or, for subsequent investments, an investment stub;
and
•a
check payable to Cromwell CenterSquare Real Estate Fund
The
Fund reserves the right to change the requirements of “good order.” Shareholders
will be given advance notice if the requirements of “good order”
change.
The
offering and sale of shares of the Fund have not been registered outside of the
United States. The Fund generally does not sell shares to investors residing
outside the United States, even if they are United States citizens or lawful
permanent residents, except to investors with United States military APO or FPO
addresses.
Investing
by Telephone. If
you accepted telephone options (on the Account Application or by subsequent
arrangement in writing), and your account has been open for at least 7 business
days, you may purchase additional shares by telephoning the Fund at
1-855-625-7333 (toll free). You must also have submitted a voided check or a
savings deposit slip to have banking information established on your account.
This option allows shareholders to move money from their bank accounts to their
Fund accounts upon request. Only bank accounts held at U.S. financial
institutions that are Automated Clearing House (“ACH”) members may be used for
telephone transactions. The minimum telephone purchase amount is $100 once an
initial investment has been made. If your order is received prior to the close
of regular trading on the
NYSE
(generally 4:00 p.m., Eastern time), shares will be purchased in your account at
the NAV, plus any applicable sales charges, determined on the day that your
order is placed. During periods of high market activity, shareholders may
encounter higher than usual call waiting times. Please allow sufficient time to
place your telephone transaction.
Purchase
by Mail.
To purchase Fund shares by mail, complete and sign the Account Application and
mail it, together with your check made payable to Cromwell CenterSquare Real
Estate Fund to one of the addresses below. To make additional investments once
you have opened your account, write your account number on the check and send it
together with the Invest by Mail form from your most recent confirmation
statement received from the Transfer Agent. If you do not have the Invest by
Mail form, include the Fund name and your name, address, and account number on a
separate piece of paper and mail it with your check made payable to the Fund
to:
|
|
|
|
|
|
Regular
Mail |
Overnight
or Express Mail |
Cromwell
CenterSquare Real Estate Fund |
Cromwell
CenterSquare Real Estate Fund |
c/o
U.S. Bank Global Fund Services |
c/o
U.S. Bank Global Fund Services |
P.O.
Box 701 |
615
East Michigan Street, 3rd Floor |
Milwaukee,
WI 53201-0701 |
Milwaukee,
WI 53202 |
The
Fund does not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
of purchase orders or redemption requests does not constitute receipt by the
Transfer Agent. Receipt of purchase orders or redemption requests is based on
when the order is received at the Transfer Agent’s offices. All purchases by
check must be in U.S. dollars drawn on a U.S. financial institution. The Fund
will not accept payment in cash or money orders. To prevent check fraud, the
Fund will not accept third-party checks, Treasury checks, credit-card checks,
traveler’s checks or starter checks for the purchase of shares. The Fund is
unable to accept post-dated checks or any conditional order or
payment.
The
Transfer Agent will charge a $25 fee against a shareholder’s account, in
addition to any loss sustained by the Fund, for any payment that is returned. It
is the policy of the Fund not to accept applications under certain circumstances
or in amounts considered disadvantageous to other shareholders. The Fund
reserves the right to reject any application.
Purchase
by Wire Transfer.
If you are making your first investment in the Fund through a wire purchase, the
Transfer Agent must have received a completed Account Application before you
wire funds. You may mail or use an overnight service to deliver your Account
Application to the Transfer Agent at one of the above addresses. Upon receipt of
your completed Account Application, the Transfer Agent will establish an account
for you. Once your account has been established, you may instruct your financial
institution to send the wire transfer. Prior to sending the wire transfer,
please call the Transfer Agent at 1-855-625-7333 (toll-free) to advise it of the
wire transfer and to ensure proper credit upon receipt. Your financial
institution must include the name of the Fund, your name and your account number
so that monies may be correctly applied. Your financial institution should
transmit immediately available funds by wire to:
|
|
|
|
|
|
|
|
|
Wire
to: |
U.S.
Bank National Association |
|
777
East Wisconsin Avenue |
|
Milwaukee,
Wisconsin 53202 |
ABA
Number: |
075000022 |
Credit: |
U.S.
Bancorp Fund Services, LLC |
|
|
|
|
|
|
|
|
|
Account: |
112-952-137 |
Further
Credit: |
Cromwell
CenterSquare Real Estate Fund |
|
(Shareholder
Name/Account Registration) |
|
(Shareholder
Account Number) |
Wired
funds must be received prior to the close of regular trading on the NYSE
(generally 4:00 p.m., Eastern time) to be eligible for same day pricing. The
Fund and U.S. Bank National Association are not responsible for the consequences
of delays from the banking or Federal Reserve wire systems or from incomplete
wiring instructions.
Subsequent
Investments. The
minimum subsequent investment for Investor Class shares and Institutional Class
shares is $100. The minimum subsequent investment for Class Z shares is $1,000.
Shareholders will be given at least 30 days’ notice of any increase in the
minimum dollar amount of subsequent investments. You may add to your account at
any time by purchasing shares by mail, by telephone or by wire transfer. You
must call to notify the Fund at 1-855-625-7333 (toll-free) before wiring. An
Invest by Mail form, which is attached to your confirmation statement, should
accompany any subsequent investments made through the mail. All purchase
requests must include your shareholder account number.
Automatic
Investment Plan.
For your convenience, the Fund offers an Automatic Investment Plan (the “AIP”).
Under the AIP, after your initial investment, you may authorize the Fund to
withdraw automatically from your personal checking or savings account an amount
that you wish to invest, which must be at least $100, on a monthly basis. In
order to participate in the AIP, your financial institution must be a member of
the ACH network. If you wish to enroll in the AIP, complete the appropriate
section in the Account Application. The Fund may terminate or modify this
privilege at any time. You may terminate your participation in the AIP at any
time by notifying the Transfer Agent five days prior to the effective date of
the request. A fee (currently $25) will be charged if your bank does not honor
an AIP draft for any reason.
Purchasing
Shares Through a Financial Intermediary.
Investors may be charged a fee if they effect transactions through a financial
intermediary. If you are purchasing shares through a financial intermediary, you
must follow the procedures established by your financial intermediary. Your
financial intermediary is responsible for sending your purchase order and wiring
payment to the Transfer Agent. Your financial intermediary holds the shares in
your name and receives all confirmations of purchases and sales. Financial
intermediaries placing orders for themselves or on behalf of their customers
should call the Fund at 1-855-625-7333 (toll-free) or follow the instructions
listed in the sections above entitled “Investing by Telephone,” “Purchase by
Mail” and “Purchase by Wire.”
If
you place an order for the Fund’s shares through a financial intermediary that
is not an Authorized Intermediary in accordance with such financial
intermediary’s procedures, and the financial intermediary then transmits your
order to the Transfer Agent in accordance with the Transfer Agent’s
instructions, your purchase will be processed at the NAV, plus any applicable
sales charges, next calculated after the Transfer Agent receives your order. The
financial intermediary must promise to send to the Transfer Agent immediately
available funds in the amount of the purchase price in accordance with the
Transfer Agent’s procedures. If payment is not received within the time
specified, the Transfer Agent may rescind the transaction and the financial
intermediary will be held liable for any resulting fees or losses.
In
the case of Authorized Intermediaries that have made satisfactory payment or
redemption arrangements with the Fund, orders will be processed at the NAV, plus
any applicable sales charges, next calculated
after
receipt in good order by the Authorized Intermediary, consistent with applicable
laws and regulations. An order is deemed to be received when the Fund or an
Authorized Intermediary accepts the order.
For
more information about your financial intermediary’s rules and procedures,
whether your financial intermediary is an Authorized Intermediary, and whether
your financial intermediary imposes cut-off times for the receipt of orders that
are earlier than the cut-off times established by the Fund, you should contact
your financial intermediary directly.
Brokerage
Platforms.
Institutional Class shares may be available on certain brokerage platforms. An
investor transacting in Institutional Class shares through a broker that is
acting as an agent for the investor may be required by such broker to pay a
separate commission and/or other forms of compensation to their broker. Such
broker commissions are not reflected in the Fund’s fee table or expense
examples.
Anti-Money
Laundering Program.
The Trust has established an Anti-Money Laundering Compliance Program (the “AML
Program”) as required by the Uniting and Strengthening America by Providing
Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the
“USA PATRIOT Act”) and related anti-money laundering laws and regulations. To
ensure compliance with this law, the Account Application asks for, among other
things, the following information for all “customers” seeking to open an
“account” (as those terms are defined in rules adopted pursuant to the USA
PATRIOT Act):
•full
name;
•date
of birth (individuals only);
•Social
Security or taxpayer identification number; and
•permanent
street address (a post office box number alone is not acceptable).
If
you are opening an account in the name of a legal entity (e.g.,
a partnership, limited liability company, business trust, corporation, etc.),
you must also supply the identity of the beneficial owners of the legal entity.
Accounts opened by entities, such as corporations, limited liability companies,
partnerships or trusts, will require additional documentation.
If
any information listed above is missing, your Account Application will be
returned, and your account will not be opened. In compliance with the USA
PATRIOT Act and other applicable anti-money laundering laws and regulations, the
Transfer Agent will verify the information on your application as part of the
AML Program. The Fund reserves the right to request additional clarifying
information and may close your account if clarifying information is not received
by the Fund within a reasonable time of the request or if the Fund cannot form a
reasonable belief as to the true identity of a customer. In the rare event that
we are unable to verify your identity, the Fund reserves the right to redeem
your account at the current day’s NAV. If you require additional assistance when
completing your application, please contact the Transfer Agent at 1-855-625-7333
(toll-free).
How
to Redeem Shares
In
general, orders to sell or “redeem” shares may be placed either directly with
the Fund or through an Authorized Intermediary. However, if you originally
purchased your shares through an Authorized Intermediary, your redemption order
must be placed with an Authorized Intermediary. Your Authorized Intermediary is
responsible for sending your order to the Transfer Agent and for crediting your
account with the proceeds. You may redeem all or part of your Fund shares on any
business day that the Fund calculates its NAV. To redeem shares directly through
the Fund, you must contact the Fund either by mail or by telephone to place a
redemption request. Shares of the Fund are redeemed at the next calculated
NAV
after the Fund has received your redemption request in good order. Your
redemption request must be received in good order (as discussed under “Payment
of Redemption Proceeds,” below) prior to the close of regular trading on the
NYSE (generally 4:00 p.m., Eastern time) by the Transfer Agent or your
Authorized Intermediary. Redemption requests received by the Transfer Agent or
an Authorized Intermediary after the close of regular trading on the NYSE will
be treated as though received on the next business day.
Shareholders
who hold their shares in an IRA or other tax-advantaged account must indicate on
their written redemption request whether to withhold federal income tax.
Redemption requests failing to indicate an election not to have tax withheld
will generally be subject to 10% withholding. Shares held in IRA or other
retirement plan accounts may be redeemed by telephone at 1-855-625-7333
(toll-free). Investors will be asked whether or not to withhold taxes from any
distribution.
Payment
of Redemption Proceeds.
You may redeem your Fund shares at the NAV per share next determined after the
Transfer Agent or your Authorized Intermediary receives your redemption request
in good order. Your redemption request will not be processed on days on which
the NYSE is closed. All requests received by the Fund in good order before the
close of regular trading on the NYSE (generally 4:00 p.m., Eastern time)
will usually be sent one to three business days following the receipt of your
redemption request.
A
redemption request will be deemed in “good order” if it includes:
•the
shareholder’s name;
•the
name of the Fund and share class you are redeeming from;
•the
account number;
•the
share or dollar amount to be redeemed; and
•the
signatures of all shareholders on the account (for written redemption requests,
with signature(s) guaranteed if applicable).
The
Fund reserves the right to change the requirements of “good order.” Shareholders
will be given advance notice if the requirements of “good order” change. For
more information about your financial intermediary’s requirements for redemption
requests in “good order”, please contact your financial
intermediary.
You
may receive proceeds of your sale by a check sent to the address of record,
electronically via the ACH network using the bank instructions previously
established for your account, or federal wire transfer to your pre-established
bank account. The Fund typically expects that it will take one to three business
days following the receipt of your redemption request to pay out redemption
proceeds, regardless of whether the redemption proceeds are paid by check, ACH
transfer or wire. Please note that wires are subject to a $15 fee. There is no
charge to have proceeds sent via ACH; however, funds are typically credited to
your bank within two to three business days after redemption. Proceeds will be
sent within seven calendar days after the Fund receives your redemption request,
unless the Fund has suspended your right of redemption or postponed the payment
date as permitted under the federal securities laws.
The
Fund typically expects it will hold cash or cash equivalents to meet redemption
requests. The Fund may also use the proceeds from the sale of portfolio
securities to meet redemption requests if consistent with the management of the
Fund. These redemption methods will be used regularly and may also be used in
stressed market conditions.
If
the Transfer Agent has not yet collected payment for recently purchased shares
that you are selling, it may delay sending the proceeds until the payment is
collected, which may take up to 12 calendar days from the purchase date.
Shareholders can avoid this delay by utilizing the wire purchase option.
Furthermore, there are certain times when you may be unable to sell Fund shares
or receive proceeds. Specifically, the Fund may suspend the right to redeem
shares or postpone the date of payment upon redemption for more than seven
calendar days as determined by the SEC: (1) during any period in which the
NYSE is closed (other than customary weekend or holiday closings) or trading on
the NYSE is restricted, (2) during any period in which an emergency exists
as a result of which disposal by the Fund of securities owned by it is not
reasonably practicable or it is not reasonably practicable for the Fund to
fairly determine the value of its net assets or (3) during such other
periods as the SEC prescribes for the protection of shareholders. Your ability
to redeem shares by telephone may be delayed or restricted after you change your
address online or by telephone. You may change your address at any time by a
written request, addressed to the Transfer Agent. Confirmation of an address
change will be sent to both your old and new address. Redemption proceeds will
be sent to the address of record. The Fund is not responsible for interest lost
on redemption amounts due to lost or misdirected mail.
The
Fund may delay paying redemption proceeds for up to 7 calendar days after
receiving a request if an earlier payment could adversely affect the
Fund.
Redemption
in-Kind.
The Fund generally pays redemption proceeds in cash. However, the Trust, on
behalf of the Fund, has filed a notice of election pursuant to Rule 18f-1 under
the 1940 Act, under which the Trust, on behalf of the Fund, has reserved the
right for the Fund to redeem in-kind under certain circumstances, meaning that
redemption proceeds are paid in liquid securities with a market value equal to
the redemption price. If the Fund pays your redemption proceeds by a
distribution of securities, you could incur brokerage or other charges when
converting the securities to cash. These securities received in-kind remain
subject to general market risks until sold. For federal income tax purposes,
redemptions in-kind are taxed in the same manner to a redeeming shareholder as
redemptions made in cash. In addition, sales of such in-kind securities may
generate taxable gains.
Redemptions
in-kind are typically used to meet redemption requests that represent a large
percentage of the Fund’s net assets in order to minimize the effect of large
redemptions on the Fund and its remaining shareholders. Redemptions in-kind may
be used in circumstances as described above, and may also be used in stressed
market conditions. The Fund has in place a line of credit that may be used to
meet redemption requests during stressed market conditions.
Redemption
in-kind proceeds are limited to securities that are traded on a public
securities market or for which quoted bid prices are available. In the unlikely
event that the Fund redeems shares in-kind, the procedures utilized by the Fund
to determine the securities to be distributed to redeeming shareholders will
generally be representative of a shareholder’s interest in the Fund’s portfolio
securities. However, the Fund may also redeem in-kind using individual
securities as circumstances dictate.
Signature
Guarantees.
The Transfer Agent may require a signature guarantee for some redemption
requests. Signature guarantees can be obtained from domestic banks, brokers,
dealers, credit unions, national securities exchanges, registered securities
associations, clearing agencies and savings associations, as well as from
participants in the New York Stock Exchange Medallion Signature Program and the
Securities Transfer Agents Medallion Program (“STAMP”), but not from a notary
public. A signature guarantee, from either a Medallion program member or a
non-Medallion program member, of each owner is required in the following
situations:
•if
ownership is being changed on your account;
•when
redemption proceeds are payable or sent to any person, address or bank account
not on record;
•when
a redemption request is received by the Transfer Agent and the account address
has changed within the last 15 calendar days; or
•for
all redemptions in excess of $100,000 from any shareholder account.
Non-financial
transactions, including establishing or modifying certain services on an
account, may require a signature guarantee, signature verification from a
Signature Validation Program member or other acceptable form of authentication
from a financial intermediary source.
In
addition to the situations described above, the Fund and/or the Transfer Agent
reserve the right to require a signature guarantee or other acceptable signature
verification in other instances based on the circumstances relative to the
particular situation.
Redemption
by Mail.
You may execute most redemption requests by furnishing an unconditional written
request to the Fund to redeem your shares at the current NAV per share.
Redemption requests in writing should be sent to the Transfer Agent
at:
|
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|
|
|
|
Regular
Mail |
Overnight
or Express Mail |
Cromwell
CenterSquare Real Estate Fund |
Cromwell
CenterSquare Real Estate Fund |
c/o
U.S. Bank Global Fund Services |
c/o
U.S. Bank Global Fund Services |
P.O.
Box 701 |
615
East Michigan Street, 3rd Floor |
Milwaukee,
WI 53201-0701 |
Milwaukee,
WI 53202 |
The
Fund does not consider the U.S. Postal Service or other independent delivery
services to be its agents. Therefore, deposit in the mail or with such services,
of purchase orders or redemption requests does not constitute receipt by the
Transfer Agent. Receipt of purchase orders or redemption requests is based on
when the order is received at the Transfer Agent’s offices.
Telephone
Redemption.
If you accepted telephone options (on the Account Application or by subsequent
arrangement in writing), you may redeem shares in amounts of $100,000 or less by
instructing the Fund by telephone at 1-855-625-7333 (toll-free). A signature
verification from a Signature Validation Program member or other acceptable form
of authentication from a financial intermediary source may be required of all
shareholders in order to qualify for or to change telephone redemption
privileges on an existing account. Telephone redemptions cannot be made if you
have notified the Transfer Agent of a change of address within 15 days before
the redemption request. Once a telephone transaction has been placed, it may not
be cancelled or modified after the close of regular trading on the NYSE
(generally 4:00 p.m., Eastern time). If an account has more than one owner
or authorized person, the Fund will accept telephone instructions from any one
owner or authorized person.
Wire
Redemption.
Wire transfers may be arranged to redeem shares. The Transfer Agent charges a
fee, currently $15, per wire redemption against your account on dollar-specific
trades and from proceeds on complete redemptions and share-specific trades.
There is no such charge to have proceeds sent via ACH.
Systematic
Withdrawal Plan (“SWP”).
The Fund offers a SWP through which you or your representatives may request that
a redemption in a specific dollar amount be sent to you each month, calendar
quarter or year. You may choose to have a check sent to the address of record,
or proceeds may be sent to a pre-designated bank account via the ACH network. To
start this program, your account must have a value of at least $2,000. The
minimum amount that may be withdrawn each month, quarter or year is $100. The
SWP may be terminated or modified by a shareholder or the Fund at any time. You
may terminate your participation in the SWP at any time in writing or by
telephoning the Transfer Agent no
later
than five days before the next scheduled withdrawal. A withdrawal under the SWP
involves a redemption of Fund shares and may result in a taxable capital gain or
loss for federal income tax purposes. In addition, if the amount withdrawn
exceeds the amounts credited to your account, the account ultimately may be
depleted. To establish the SWP, complete the SWP section of the Account
Application. Please call 1-855-625-7333 (toll-free) for additional information
regarding the SWP.
The
Fund’s Right to Redeem an Account.
The Fund reserves the right to redeem the shares of any shareholder whose
account balance is less than $1,000, other than as a result of a decline in the
NAV. The Fund will provide you with written notice at least 30 days prior to
redeeming your account. Redemption of a shareholder’s account by the Fund may
result in a taxable capital gain or loss for federal income tax
purposes.
Converting
Shares
Share
class conversions are based on the relevant NAVs of the applicable share classes
at the time of the conversion and no sales load or other charge is imposed. The
Fund expects all share class conversions to be made on a tax-free basis. The
Fund reserves the right to modify or eliminate the share class conversion
feature. When a conversion occurs, reinvested dividends and capital gains
convert with the shares that are converting.
Investors
who hold Institutional Class shares of the Fund through a fee-based program, but
who subsequently become ineligible to participate in the program or withdraw
from the program, may be subject to conversion of their Institutional Class
shares by their program provider to Investor Class shares of the Fund, which
have expenses that may be higher than the expenses of the Institutional Class
shares. Investors should contact their program provider to obtain information
about their eligibility for the provider’s program and the class of shares they
would receive upon such a conversion.
Tools
to Combat Frequent Transactions
The
Fund is intended for long-term investors. Short-term market timers who engage in
frequent purchases and redemptions may disrupt the Fund’s investment program and
create additional transaction costs that are borne by all of the Fund’s
shareholders. The Board of Trustees has adopted policies and procedures that are
designed to discourage excessive short-term trading and other abusive trading
practices that may disrupt portfolio management strategies and harm performance.
The Fund takes steps to reduce the frequency and effect of these activities in
the Fund. These steps may include, among other things, monitoring trading
activity and using fair value pricing, as determined by the Board of Trustees,
when the Sub-Adviser determines that current market prices are not readily
available. Although these efforts are designed to discourage abusive trading
practices, they cannot eliminate the possibility that such activity will occur.
The Fund seeks to exercise its judgment in implementing these tools to the best
of its abilities and in a manner that it believes is consistent with shareholder
interests. Except as noted herein, the Fund applies all restrictions uniformly
in all applicable cases.
Monitoring
Trading Practices.
The Fund monitors selected trades in an effort to detect excessive short-term
trading activities. If, as a result of this monitoring, the Fund believes that
you have engaged in excessive short-term trading, it may, in its discretion, ask
you to stop such activities or refuse to process purchases in your accounts. In
making such judgments, the Fund seeks to act in a manner that it believes is
consistent with the best interests of its shareholders. The Fund uses a variety
of techniques to monitor for and detect abusive trading practices. These
techniques may change from time to time as determined by the Fund in its sole
discretion. To minimize harm to the Fund and its shareholders, the Fund reserves
the right to reject any purchase order (but not a redemption request), in whole
or in part, for any reason (including, without limitation, purchases by persons
whose trading activity in Fund shares is believed by
the
Adviser to be harmful to the Fund) and without prior notice. The Fund may decide
to restrict purchase and sale activity in its shares based on various factors,
including whether frequent purchase and sale activity will disrupt portfolio
management strategies and adversely affect Fund performance or whether the
shareholder has conducted four round trip transactions within a 12-month
period.
Due
to the complexity and subjectivity involved in identifying abusive trading
activity and the volume of shareholder transactions that the Fund handles, there
can be no assurance that the Fund’s efforts will identify all trades or trading
practices that may be considered abusive. In particular, since the Fund receives
purchase and sale orders through Authorized Intermediaries that use
non-disclosed or omnibus accounts, the Fund may not always detect frequent
trading. However, the Fund will work with Authorized Intermediaries as necessary
to discourage shareholders from engaging in abusive trading practices and to
impose restrictions on excessive trades. In this regard, the Fund has entered
into information-sharing agreements with its Authorized Intermediaries pursuant
to which the Authorized Intermediaries are required to provide to the Fund, at
the Fund’s request, certain information relating to their customers investing in
the Fund through non-disclosed or omnibus accounts. The Fund will use this
information to attempt to identify abusive trading practices. Authorized
Intermediaries are contractually required to follow any instructions from the
Fund to restrict or prohibit future purchases from shareholders who are found to
have engaged in abusive trading in violation of the Fund’s policies. However,
the Fund cannot guarantee the accuracy of the information provided to it from
Authorized Intermediaries and cannot ensure that it will always be able to
detect abusive trading practices that occur through non-disclosed and omnibus
accounts. As a result, the Fund’s ability to monitor and discourage abusive
trading practices in non-disclosed and omnibus accounts may be
limited.
Fair
Value Pricing.
The Fund employs fair value pricing selectively to ensure greater accuracy in
its daily NAV and to prevent dilution by frequent traders or market timers who
seek to take advantage of temporary market anomalies. The Board of Trustees has
developed procedures which utilize fair value pricing when reliable market
quotations are not readily available or the Fund’s Pricing Service does not
provide a valuation (or provides a valuation that, in the judgment of the
Sub-Adviser, does not represent the security’s fair value), or when, in the
judgment of the Sub-Adviser, events have rendered the market value unreliable.
Valuing securities at fair value involves reliance on judgment. Fair value
determinations are made in good faith in accordance with procedures adopted by
the Board of Trustees. There can be no assurance that the Fund will obtain the
fair value assigned to a security if it were to sell the security at
approximately the time at which a Fund determines its NAV per share. More
detailed information regarding fair value pricing can be found in this
Prospectus under the heading “Share Price.”
Other
Fund Policies
Telephone
Transactions.
If you accepted telephone privileges on the Account Application or in a letter
to the Fund, you may be responsible for any fraudulent telephone orders as long
as the Fund has taken reasonable precautions to verify your identity. In
addition, once you place a telephone transaction request, it may not be canceled
or modified after the close of regular trading on the NYSE (generally 4:00 p.m.,
Eastern time).
During
periods of significant economic or market change, telephone transactions may be
difficult to complete. If you are unable to contact the Fund by telephone, you
may also mail your requests to the Fund at one of the addresses previously
listed in “How to Purchase Shares – Purchase by Mail” or “How to Redeem Shares –
Redemption by Mail” above. Neither the Fund nor the Transfer Agent are liable
for any loss incurred due to failure to complete a telephone transaction prior
to the close of the NYSE (generally 4:00 p.m., Eastern time).
Telephone
transactions must be received by or prior to the close of regular trading on the
NYSE (generally 4:00 p.m., Eastern time). During periods of high market
activity, shareholders may encounter higher than usual call-waiting times.
Please allow sufficient time to ensure that you will be able to complete your
telephone transaction prior to the close of regular trading on the NYSE. The
Fund is not responsible for delays due to communications or transmission
outages, subject to applicable law.
Neither
the Fund nor any of its service providers is liable for any loss or expense in
acting upon instructions that are reasonably believed to be genuine, subject to
applicable law. To confirm that all telephone instructions are genuine, the Fund
uses reasonable procedures, such as requesting:
•that
you correctly state your Fund account number;
•the
name in which your account is registered; or
•the
Social Security or taxpayer identification number under which the account is
registered.
Policies
of Authorized Intermediaries.
An Authorized Intermediary or its designee may establish policies that differ
from those of the Fund. For example, an Authorized Intermediary may charge
transaction fees, set higher or lower minimum investments or impose certain
limitations on buying or selling shares in addition to those identified in this
Prospectus. Please contact your Authorized Intermediary for
details.
Closure
of the Fund.
The Adviser retains the right to close the Fund (or partially close the Fund) to
new purchases if it is determined to be in the best interest of shareholders.
Based on market and Fund conditions, the Adviser may decide to close the Fund to
new investors, all investors or certain classes of investors (such as fund
supermarkets) at any time. If the Fund is closed to new purchases it will
continue to honor redemption requests, unless the right to redeem shares has
been temporarily suspended as permitted by federal law.
Householding.
In an effort to decrease costs, the Fund intends to reduce the number of
duplicate prospectuses, supplements and certain other shareholder documents you
receive by sending only one copy of each to those addresses shared by two or
more accounts and to shareholders the Fund reasonably believes are from the same
family or household. If you would like to discontinue householding for your
accounts, please call toll-free at 1-855-625-7333 (toll-free) to request
individual copies of documents; if your shares are held through a Financial
Intermediary, please contact them directly. Once the Fund receives notice to
stop householding, the Fund will begin sending individual copies within 30 days
after receiving your request. This policy does not apply to account
statements.
Lost
Shareholders, Inactive Accounts and Unclaimed Property.
It is important that the Fund maintains a correct address for each shareholder.
An incorrect address may cause a shareholder’s account statements and other
mailings to be returned to the Fund. Based upon statutory requirements for
returned mail, the Fund will attempt to locate the shareholder or rightful owner
of the account. If the Fund is unable to locate the shareholder, then it will
determine whether the shareholder’s account can legally be considered abandoned.
Your mutual fund account may be transferred to the state government of your
state of residence if no activity occurs within your account during the
“inactivity period” specified in your state’s abandoned property laws. The Fund
is legally obligated to escheat (or transfer) abandoned property to the
appropriate state’s unclaimed property administrator in accordance with
statutory requirements. The shareholder’s last known address of record
determines which state has jurisdiction. Please proactively contact the Transfer
Agent toll-free at 1-855-625-7333 at least annually to ensure your account
remains in active status.
If
you are a resident of the state of Texas, you may designate a representative to
receive notifications that, due to inactivity, your mutual fund account assets
may be delivered to the Texas Comptroller. Please contact the Transfer Agent if
you wish to complete a Texas Designation of Representative form.
IRA
Accounts.
IRA accounts held by the Transfer Agent will be charged a $15 annual maintenance
fee.
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DISTRIBUTION
OF FUND SHARES |
The
Distributor
The
Trust has entered into a Distribution Agreement (the “Distribution Agreement”)
with Foreside Fund Services, LLC (the “Distributor”), located at Three Canal
Plaza, Suite 100, Portland, Maine 04101, pursuant to which the Distributor acts
as the Fund’s principal underwriter, provides certain administration services
and promotes and arranges for the sale of Fund shares. The offering of the Fund
shares is continuous, and the Distributor distributes shares on a best efforts
basis. The Distributor is not obligated to sell any certain number of shares.
The Distributor is a registered broker-dealer and member of the Financial
Industry Regulatory Authority, Inc.
Payments
to Financial Intermediaries
The
Fund may pay fees to intermediaries such as banks, broker-dealers, financial
advisers or other financial institutions, including affiliates of the Adviser,
for recordkeeping, sub-administration, sub-accounting, sub-transfer agency and
other shareholder services (collectively, “sub-TA services”) associated with
shareholders whose shares are held of record in omnibus and networked accounts,
retirement plans, other group accounts or accounts traded through registered
securities clearing agents in lieu of the transfer agent providing such
services.
The
Adviser, out of its own resources and legitimate profits and without additional
cost to the Fund or its shareholders, may provide additional cash payments to
certain intermediaries. These payments, sometimes referred to as revenue
sharing, are in addition to sub-TA fees paid by the Fund, if any. Revenue
sharing payments may be made to intermediaries for sub-TA services or
distribution-related services, such as marketing support; access to third party
platforms; access to sales meetings, sales representatives and management
representatives of the intermediary; inclusion of the Fund on a sales list,
including a preferred or select sales list, and in other sales programs. The
Adviser may also pay cash compensation in the form of finder’s fees that vary
depending on the dollar amount of the shares sold. From time to time, and in
accordance with applicable rules and regulations, the Adviser may also provide
non-cash compensation to representatives of various intermediaries who sell Fund
shares or provide services to Fund shareholders.
Distributions
The
Fund will make distributions of net investment income dividends at least
quarterly, typically during the months of March, June, September and December.
These payments could be treated as returns of capital for U.S. federal
income tax purposes. The Fund normally declares and pays out net realized
capital gain distributions, if any, annually in December. The Fund may make
additional distributions if it deems a distribution to be desirable at other
times during the year. You may also change your elections any time by giving the
Fund written notice at least 10 days before the scheduled payment
date.
All
distributions will be reinvested in additional Fund shares unless you choose one
of the following options: (1) to receive distributions of net capital gain
in cash, while reinvesting net investment income distributions in additional
Fund shares; (2) to receive all distributions in cash; or (3) to reinvest
net capital gain distributions in additional Fund shares while receiving
distributions of net investment income in cash. Most investors have their
dividends and distributions reinvested in additional shares, and the Fund will
do this automatically unless you request otherwise. If you wish to change your
distribution option, write to or call the Transfer Agent or Financial
Professional in advance of the payment date of the distribution. However, any
such change will be effective only as to distributions for which the record date
is five or more calendar days after the Transfer Agent receives the
request.
If
you elect to receive distributions in cash and the U.S. Postal Service is unable
to deliver your check, or if the check remains uncashed for six months, the Fund
reserves the right to reinvest the distribution check in your account at the
Fund’s then current NAV per share and to reinvest all subsequent
distributions.
Federal
Income Tax Consequences
Changes
in income tax laws, potentially with retroactive effect, could impact the Fund’s
investments or the tax consequences to you of investing in the Fund. Some of the
changes could affect the timing, amount and tax treatment of the Fund’s
distributions made to shareholders. Please consult your tax advisor before
investing.
The
Fund intends to qualify and elect to be treated as a RIC under Subchapter M of
the Code, provided that it complies with all applicable requirements regarding
the source of its income, diversification of its assets and the timing and
amount of its distributions. However, there can be no assurance that the Fund
will satisfy all requirements to be taxed as a RIC.
Distributions
of the Fund’s investment company taxable income (which includes, but is not
limited to, interest, dividends, net short-term capital gain and net gain from
foreign currency transactions), if any, are generally taxable to the Fund’s
shareholders as ordinary income. For a non-corporate shareholder, to the extent
that the Fund’s distributions of investment company taxable income are
attributable to and reported as “qualified dividend” income, such income may be
subject to tax at the reduced federal income tax rates applicable to long-term
capital gain, if certain holding period requirements have been satisfied by the
shareholder. For a corporate shareholder, a portion of the Fund’s distributions
of investment company taxable income may qualify for the intercorporate
dividends-received deduction to the extent the Fund receives dividends directly
or indirectly from U.S. corporations, reports the amount distributed as eligible
for the deduction and the corporate shareholder meets certain holding period
requirements with respect to its shares. To the extent that the Fund’s
distributions of investment company taxable income are attributable to net
short-term capital gain, such distributions will be treated as ordinary income
and generally cannot be offset by a shareholder’s capital losses from other
investments.
Distributions
of the Fund’s net capital gain (net long-term capital gain less net short-term
capital loss) are generally taxable as a long-term capital gain regardless of
the length of time that a shareholder has owned Fund shares. Distributions of
net capital gain are not eligible for qualified dividend income treatment or the
dividends-received deduction referred to in the previous paragraph.
You
will be taxed in the same manner whether you receive your distributions (of
investment company taxable income or net capital gain) in cash or reinvest them
in additional Fund shares. Distributions are
generally
taxable when received. However, distributions declared in October, November or
December to shareholders of record and paid the following January are taxable as
if received on December 31.
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) a taxpayer’s investment income, net of deductions
properly allocable to such income, or (ii) the amount by which such 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). The 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 Fund
shares is includable in such shareholder’s investment income for purposes of
this NII tax.
Shareholders
who sell or redeem shares generally will have a capital gain or loss from the
sale or redemption. The amount of the gain or loss and the applicable rate of
federal income tax will depend generally upon the amount paid for the shares,
the amount received from the sale or redemption (including in-kind redemptions)
and how long the shares were held by a shareholder. Gain or loss realized upon a
sale or redemption of Fund shares will generally be treated as a long-term
capital gain or loss if the shares have been held for more than one year and, if
held for one year or less, as a short-term capital gain or loss. Any loss
arising from the sale or redemption of shares held for six months or less,
however, is treated as a long-term capital loss to the extent of any
distributions of net capital gain received or deemed to be received with respect
to such shares. In determining the holding period of such shares for this
purpose, any period during which your risk of loss is offset by means of
options, short sales or similar transactions is not counted. If you purchase
Fund shares (through reinvestment of distributions or otherwise) within 30 days
before or after selling or redeeming other Fund shares at a loss, all or part of
that loss will not be deductible and will instead increase the basis of the new
shares.
The
Fund may elect to pass through to you your pro rata share of foreign income
taxes paid by the Fund if more than 50% of the value of the Fund’s total assets
at the close of its taxable year consists of foreign stocks and securities. The
Fund will notify you if it is eligible to and makes such an
election.
The
Fund is required to report to certain shareholders and the IRS the cost basis of
Fund shares acquired on or after January 1, 2012, when those shareholders
subsequently sell or redeem those shares. The Fund will determine cost basis
using the average cost method unless you elect in writing any alternate
IRS-approved cost basis method. Please see the SAI for more information
regarding cost basis reporting.
The
federal income tax status of all distributions made by the Fund for the
preceding year will be annually reported to shareholders. Distributions made by
the Fund may also be subject to state and local taxes. Additional tax
information may be found in the SAI.
This
section is not intended to be a full discussion of federal income tax laws and
the effect of such laws on you. There may be other federal, state, foreign or
local tax considerations applicable to a particular investor. You are urged to
consult your own tax adviser.
Pursuant
to the Trust’s Amended and Restated Declaration of Trust (the “Declaration of
Trust”), and subject to the limitations disclosed in the Declaration of Trust, a
Fund shareholder may only bring a derivative action if (i) the complaining
shareholder was a shareholder of the Trust or the affected series or class, as
applicable, at the time of the action; (ii) the shareholder was a shareholder of
the Trust or the
affected
series or class, as applicable, as of the time of the demand; and (iii) prior to
the commencement of such derivative action, the complaining shareholders have
made a written demand to the Board of Trustees requesting that they cause the
Trust or affected series or class, as applicable, to file the action itself. The
Declaration of Trust details information, certifications, undertakings, and
acknowledgments that must be included in the demand. The Declaration of Trust
also requires that, in order to bring a derivative action, the complaining
shareholders must be joined in the action by shareholders representing no less
than a majority of the then outstanding shares of the affected series or class
to which such action relates if it does not relate to all series and classes.
The Trustees shall be entitled to retain counsel or other advisors in
considering the merits of the request and may require an undertaking by the
shareholders making such request to reimburse the Trust for the expense of any
such advisors in the event that the Trustees determine not to bring such action.
The provision requiring at least a majority of the outstanding voting securities
of the Trust, applicable series or class to join in the request to bring the
derivative action and the provision requiring an undertaking by the requesting
shareholders to reimburse the Trust for the expense of any advisors retained by
the Board in the event that the Trustees determine not to bring such action, do
not apply to claims brought under federal securities laws.
If
the demand for derivative action has been considered by the Trustees, and after
considering the merits of the claim, the Trustees have determined that
maintaining a suit would not be in the best interests of the Trust or the
affected series or class, as applicable, the complaining shareholders will be
barred from commencing the derivative action (this provision does not apply to
claims arising under the federal securities laws). The Trust will inform the
complaining shareholders of any decision reached within five business days of
reaching its decision.
The
following Financial Highlights are intended to help you understand the Fund’s
financial performance for the fiscal year ended October 31, 2017, the
fiscal period ended December 31, 2017 (as a result of the Fund’s change in
fiscal year end), and the fiscal years ended December 31, 2018, 2019, 2020
and 2021. Certain information reflects financial results for a single Fund
share. The total returns in the tables represent the rate that an investor would
have earned or lost on an investment in the Fund assuming reinvestment of all
dividends and distributions. The information below is derived from the
Predecessor Fund’s Financial Statements and has been audited by
PricewaterhouseCoopers LLP, the independent registered public accounting firm
for the Predecessor
Fund (the
“Predecessor
Accounting
Firm”).
The
report
of
the
Predecessor
Accounting
Firm,
along with the Predecessor Fund’s financial statements (which have been adopted
by the Fund), are included in the annual
report
of the Predecessor Fund for the year ended December 31, 2021, which is
available upon
request.
|
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|
|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
the fiscal years ended December 31, |
|
For
the fiscal period ended December 31, |
For
the fiscal year ended October 31, |
Investor
Class (formerly
Class N) |
2021 |
|
2020 |
|
2019 |
|
2018 |
|
20171 |
20172 |
Net
Asset Value, Beginning of Period |
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
$11.68 |
|
|
Income
(loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income3,4 |
0.10 |
|
|
0.11 |
|
|
0.18 |
|
|
0.15 |
|
|
0.09 |
|
5 |
0.10 |
|
|
Net
realized and unrealized gain (loss) on investments |
4.00 |
|
|
(0.42) |
|
|
1.99 |
|
|
(0.73) |
|
|
0.34 |
|
|
0.42 |
|
|
Total
income (loss) from investment operations |
4.10 |
|
|
(0.31) |
|
|
2.17 |
|
|
(0.58) |
|
|
0.43 |
|
|
0.52 |
|
|
Less
Distributions to Shareholders from: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
(0.21) |
|
|
(0.13) |
|
|
(0.21) |
|
|
(0.19) |
|
|
(0.06) |
|
|
(0.21) |
|
|
Net
realized gain on investments |
(0.34) |
|
|
— |
|
|
(0.48) |
|
|
(0.07) |
|
|
(0.96) |
|
|
(0.97) |
|
|
Paid
in capital |
— |
|
|
(0.09) |
|
|
— |
|
|
(0.03) |
|
|
— |
|
|
— |
|
|
Total
distributions to shareholders |
(0.55) |
|
|
(0.22) |
|
|
(0.69) |
|
|
(0.29) |
|
|
(1.02) |
|
|
(1.18) |
|
|
Net
Asset Value, End of Period |
$14.06 |
|
|
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
Total
Return4,6 |
39.45 |
% |
|
(2.61 |
%) |
|
22.90 |
% |
|
(5.55 |
%) |
|
3.95 |
% |
7 |
4.75 |
% |
|
Ratio
of net expenses to average net assets8 |
1.12 |
% |
9 |
1.11 |
% |
|
1.10 |
% |
|
1.11 |
% |
|
1.04 |
% |
10 |
1.08 |
% |
|
Ratio
of gross expenses to average net assets11 |
1.12 |
% |
9 |
1.15 |
% |
|
1.10 |
% |
|
1.12 |
% |
|
1.06 |
% |
10,12 |
1.09 |
% |
|
Ratio
of net investment income to average net assets4 |
0.84 |
% |
|
1.07 |
% |
|
1.62 |
% |
|
1.50 |
% |
|
3.61 |
% |
10 |
0.91 |
% |
|
Portfolio
turnover |
68 |
% |
|
131 |
% |
|
76 |
% |
|
57 |
% |
|
13 |
% |
7 |
71 |
% |
|
Net
assets end of period (000’s) omitted |
$ |
104,438 |
|
|
$ |
90,167 |
|
|
$ |
166,047 |
|
|
$ |
169,546 |
|
|
$ |
235,690 |
|
|
$ |
243,684 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
the fiscal years ended December 31, |
|
For
the fiscal period ended December 31, |
For
the fiscal period ended October 31, |
Institutional
Class (formerly
Class I) |
2021 |
|
2020 |
|
2019 |
|
2018 |
|
20171 |
201713 |
Net
Asset Value, Beginning of Period |
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
$11.22 |
|
|
Income
(loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income3,4 |
0.12 |
|
|
0.12 |
|
|
0.19 |
|
|
0.17 |
|
|
0.09 |
|
5 |
0.11 |
|
|
Net
realized and unrealized gain (loss) on investments |
3.98 |
|
|
(0.42) |
|
|
1.99 |
|
|
(0.73) |
|
|
0.34 |
|
|
(0.26) |
|
|
Total
income (loss) from investment operations |
4.10 |
|
|
(0.30) |
|
|
2.18 |
|
|
(0.56) |
|
|
0.43 |
|
|
(0.15) |
|
|
Less
Distributions to Shareholders from: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
(0.22) |
|
|
(0.13) |
|
|
(0.22) |
|
|
(0.21) |
|
|
(0.06) |
|
|
(0.05) |
|
|
Net
realized gain on investments |
(0.34) |
|
|
— |
|
|
(0.48) |
|
|
(0.07) |
|
|
(0.96) |
|
|
— |
|
|
Paid
in capital |
— |
|
|
(0.10) |
|
|
— |
|
|
(0.03) |
|
|
— |
|
|
— |
|
|
Total
distributions to shareholders |
(0.56) |
|
|
(0.23) |
|
|
(0.70) |
|
|
(0.31) |
|
|
(1.02) |
|
|
(0.05) |
|
|
Net
Asset Value, End of Period |
$14.05 |
|
|
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
Total
Return4,6 |
39.53 |
% |
|
(2.47 |
%) |
|
23.06 |
% |
|
(5.40 |
%) |
|
3.97 |
% |
7 |
(1.30 |
%) |
7 |
Ratio
of net expenses to average net assets14 |
1.00 |
% |
9 |
0.98 |
% |
|
0.97 |
% |
|
0.98 |
% |
|
0.90 |
% |
10 |
0.94 |
% |
10 |
Ratio
of gross expenses to average net assets11 |
1.00 |
% |
9 |
1.02 |
% |
|
0.97 |
% |
|
0.99 |
% |
|
0.92 |
% |
10,12 |
0.95 |
% |
10 |
Ratio
of net investment income to average net assets4 |
0.96 |
% |
|
1.19 |
% |
|
1.75 |
% |
|
1.64 |
% |
|
3.75 |
% |
10 |
1.46 |
% |
10 |
Portfolio
turnover |
68 |
% |
|
131 |
% |
|
76 |
% |
|
57 |
% |
|
13 |
% |
7 |
71 |
% |
7 |
Net
assets end of period (000’s) omitted |
$ |
102,347 |
|
|
$ |
50,587 |
|
|
$ |
56,324 |
|
|
$ |
54,734 |
|
|
$ |
58,716 |
|
|
$ |
57,902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
the fiscal years ended December 31, |
|
For
the fiscal period ended December 31, |
For
the fiscal period ended October 31, |
Class
Z |
2021 |
|
2020 |
|
2019 |
|
2018 |
|
20171 |
201713 |
Net
Asset Value, Beginning of Period |
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
$11.22 |
|
|
Income
(loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income3,4 |
0.14 |
|
|
0.13 |
|
|
0.21 |
|
|
0.18 |
|
|
0.09 |
|
5 |
0.12 |
|
|
Net
realized and unrealized gain (loss) on investments |
3.99 |
|
|
(0.42) |
|
|
1.99 |
|
|
(0.73) |
|
|
0.34 |
|
|
(0.26) |
|
|
Total
income (loss) from investment operations |
4.13 |
|
|
(0.29) |
|
|
2.20 |
|
|
(0.55) |
|
|
0.43 |
|
|
(0.14) |
|
|
Less
Distributions to Shareholders from: |
|
|
|
|
|
|
|
|
|
|
|
|
Net
investment income |
(0.24) |
|
|
(0.14) |
|
|
(0.24) |
|
|
(0.22) |
|
|
(0.06) |
|
|
(0.06) |
|
|
Net
realized gain on investments |
(0.34) |
|
|
— |
|
|
(0.48) |
|
|
(0.07) |
|
|
(0.96) |
|
|
— |
|
|
Paid
in capital |
— |
|
|
(0.10) |
|
|
— |
|
|
(0.03) |
|
|
— |
|
|
— |
|
|
Total
distributions to shareholders |
(0.58) |
|
|
(0.24) |
|
|
(0.72) |
|
|
(0.32) |
|
|
(1.02) |
|
|
(0.06) |
|
|
Net
Asset Value, End of Period |
$14.06 |
|
|
$10.51 |
|
|
$11.04 |
|
|
$9.56 |
|
|
$10.43 |
|
|
$11.02 |
|
|
Total
Return4,6 |
39.80 |
% |
|
(2.34 |
%) |
|
23.21 |
% |
|
(5.30 |
%) |
|
4.00 |
% |
7 |
(1.27 |
%) |
7 |
Ratio
of net expenses to average net assets14 |
0.87 |
% |
9 |
0.86 |
% |
|
0.85 |
% |
|
0.86 |
% |
|
0.79 |
% |
10 |
0.83 |
% |
10 |
Ratio
of gross expenses to average net assets11 |
0.87 |
% |
9 |
0.90 |
% |
|
0.85 |
% |
|
0.87 |
% |
|
0.81 |
% |
10,12 |
0.84 |
% |
10 |
Ratio
of net investment income to average net assets4 |
1.09 |
% |
|
1.32 |
% |
|
1.87 |
% |
|
1.75 |
% |
|
3.86 |
% |
10 |
1.57 |
% |
10 |
Portfolio
turnover |
68 |
% |
|
131 |
% |
|
76 |
% |
|
57 |
% |
|
13 |
% |
7 |
71 |
% |
7 |
Net
assets end of period (000’s) omitted |
$ |
37,063 |
|
|
$ |
300 |
|
|
$ |
6,441 |
|
|
$ |
278 |
|
|
$ |
149 |
|
|
$ |
143 |
|
|
1The
Fund changed its fiscal year end from October 31 to December 31.
2Effective
February 27, 2017, Class S was renamed Class N.
3Per
share numbers have been calculated using average shares.
4Total
returns and net investment income would have been lower had certain expenses not
been offset.
5Includes
non-recurring dividends. Without these dividends, net investment income per
share would have been $0.08, $0.08 and $0.08 for Class N, Class I, and Class Z,
respectively.
6The
total return is calculated using the published Net Asset Value as of fiscal year
end.
7Not
annualized.
8Includes
reduction from broker recapture amounting to less than 0.01% for the fiscal year
ended December 31, 2021, 0.01% for the fiscal year ended December 31, 2020, less
than 0.01% for the fiscal year ended December 31, 2019, 0.01% for the fiscal
year ended December 31, 2018, less than 0.01% for the period ended December 31,
2017, and 0.01% for the fiscal year ended October 31, 2017.
9Such
ratio includes recapture of waived/reimbursed fees from prior periods amounting
to less than 0.01%.
10Annualized.
11Excludes
the impact of expense reimbursement or fee waivers and expense reductions such
as brokerage credits, but includes expense repayments and non-reimbursable
expenses, if any, such as interest, taxes, and extraordinary expenses. (See Note
1(c) and 2 in the Notes to Financial Statements.)
12Ratio
does not reflect the annualization of audit, excise tax and organization
expenses.
13Commencement
of operations was on February 27, 2017.
14Includes
reduction from broker recapture amounting to less than 0.01% for the fiscal year
ended December 31, 2021, 0.01% for the fiscal year ended December 31, 2020, less
than 0.01% for the fiscal year ended December 31, 2019, 0.01% for the fiscal
year ended December 31, 2018, less than 0.01% for the period ended December 31,
2017, and 0.01% for the period ended October 31, 2017.
Investment
Adviser
Cromwell
Investment Advisors, LLC
810 Gleneagles
Court, Suite 106
Baltimore,
Maryland 21286
Sub-Adviser
CenterSquare
Investment Management LLC
630
West Germantown Pike, Suite 300,
Plymouth
Meeting, Pennsylvania 19462
Independent
Registered Public Accounting Firm
BBD,
LLP
1835
Market Street, 3rd Floor
Philadelphia,
PA 19103
Legal
Counsel
Stradley
Ronon Stevens & Young LLP
2005
Market Street, Suite 2600
Philadelphia,
Pennsylvania 19103
Custodian
U.S.
Bank National Association
Custody
Operations
1555
North River Center Drive, Suite 302
Milwaukee,
Wisconsin 53212
Transfer
Agent, Fund Accountant and Fund Administrator
U.S.
Bank Global Fund Services
615
East Michigan Street
Milwaukee,
Wisconsin 53202
Distributor
Foreside
Fund Services, LLC
Three
Canal Plaza, Suite 100
Portland,
Maine 04101
CROMWELL
CENTERSQUARE REAL ESTATE FUND
You
may find more information about the Fund in the following
documents:
Statement
of Additional Information
The
Fund’s SAI provides additional details about the investments and techniques of
the Fund and certain other additional information. The current SAI on file with
the SEC is incorporated into this Prospectus by reference. This means that the
Fund’s SAI is legally considered a part of this Prospectus even though it is not
physically within this Prospectus.
Annual
and Semi-Annual Reports
The
Fund’s annual and semi-annual reports provide the most recent financial reports
and portfolio holdings. The Fund’s annual report contains a discussion of the
market conditions and investment strategies that significantly affected the
Fund’s performance during the Fund’s prior fiscal year.
You
may obtain a free copy of these documents, request other information or make
general inquiries about the Fund by calling the Fund at 1-855-625-7333
(toll-free), by visiting www.thecromwellfunds.com
or
by writing to:
CROMWELL
CENTERSQUARE REAL ESTATE FUND
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701
Shareholder
reports and other information about the Fund are also available:
•free
of charge from the SEC’s EDGAR database on the SEC’s website at
http://www.sec.gov; or
•for
a fee, by electronic request at the following e-mail address:
publicinfo@sec.gov.
_______________________________________________
(The
Trust’s SEC Investment Company Act of 1940 file number is
811-23724.)