Legg Mason Partners Institutional Trust
Prospectus December 29, 2023
Share class
(Symbol): Investor Shares
(LLRXX)
WESTERN ASSET
INSTITUTIONAL
LIQUID RESERVES
The
Securities and Exchange Commission has not approved or disapproved these
securities or determined whether this Prospectus is accurate or complete. Any
statement to the contrary is a crime.
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INVESTMENT
PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE
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The
fund’s investment objective is to provide shareholders with liquidity and as
high a level of current income as is consistent with preservation of
capital.
Fees and expenses of the
fund
The
accompanying table describes the fees and expenses that you may pay if you buy,
hold and sell Investor 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 tables and examples below.
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Shareholder fees
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(fees paid directly from
your investment) |
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Maximum
sales charge (load) imposed on purchases |
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None |
Maximum
deferred sales charge (load) |
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None |
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Annual fund operating expenses
(%)1
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(expenses that you pay each
year as a percentage of the value of your
investment) |
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Management
fees1 |
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0.20 |
Distribution
and/or service (12b‑1) fees2 |
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0.05 |
Other
expenses |
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4.74 |
Total
annual fund operating expenses1 |
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4.99 |
Fees
waived and/or expenses reimbursed3 |
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(4.76) |
Total
annual fund operating expenses after waiving fees and/or reimbursing
expenses |
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0.23 |
1 |
The fund is a feeder fund
that invests in securities through an underlying mutual fund, Liquid
Reserves Portfolio. The information in this table and in the Example below
reflects the direct fees and expenses of the fund and its allocated share
of fees and expenses of Liquid Reserves Portfolio. Since
the fund invests all of its investable assets in Liquid Reserves
Portfolio, the fund’s management agreement provides that the investment
management fee of the fund will be reduced by the investment management
fee allocated to the fund by Liquid Reserves Portfolio. The gross expenses
in the financial highlights do not reflect the reduction in the fund’s
management fee by the amount paid by the fund for its allocable share of
the management fee paid to Liquid Reserves
Portfolio. |
2 |
Investor
Shares may pay a fee of up to 0.10% of average daily net assets pursuant
to the Fund’s Rule 12b‑1 plan. The Board has determined that, until
December 31, 2024, such payments shall not exceed 0.05% of the class’
average daily net assets. This arrangement cannot be terminated prior to
December 31, 2024 without the Board of Trustees’
consent. |
3 |
The
manager has agreed to waive fees and/or reimburse operating expenses
(other than interest, brokerage, taxes, extraordinary expenses and
acquired fund fees and expenses) so that the ratio of total annual fund
operating expenses will not exceed 0.23% for Investor Shares, subject to
recapture as described below. This arrangement cannot be terminated prior
to December 31,
2024 without the Board of Trustees’ consent. Additional
amounts may be voluntarily waived and/or reimbursed from time to time. The
manager is permitted to recapture amounts waived and/or reimbursed to the
class during the same fiscal year if the class’ total annual fund
operating expenses have fallen to a level below the limit described above.
In no case will the manager recapture any amount that would result, on any
particular business day of the fund, in the class’ total annual fund
operating expenses exceeding the limit described above or any other lower
limit then in
effect. |
Example
This
example is intended to help you compare the cost of investing in the fund with
the cost of investing in other mutual funds. The example
assumes:
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You
invest $10,000 in the fund for the time periods
indicated |
• |
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Your
investment has a 5% return each year and the fund’s operating expenses
remain the same (except that any applicable fee waiver or expense
reimbursement is reflected only through its expiration
date) |
• |
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You
reinvest all distributions and dividends without a sales
charge |
Although
your actual costs may be higher or lower, based on these assumptions your costs
would be:
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2 |
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Western
Asset Institutional Liquid Reserves |
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Number of years you own
your shares ($) |
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1 year |
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3 years |
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5 years |
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10 years |
Investor
Shares (with or without redemption at end of period) |
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24 |
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1,080 |
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2,135 |
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4,768 |
The
fund is a feeder fund that invests in securities through an underlying mutual
fund, Liquid Reserves Portfolio, which has the same investment objective and
strategies as the fund. This structure is sometimes known as a “master/feeder”
structure.
Principal investment
strategies
The
fund is a money market fund that invests in high quality, U.S.
dollar-denominated short-term debt securities that, at the time of purchase, are
rated by one or more rating agencies in the highest short-term rating category
or, if not rated, are determined by the subadviser to be of equivalent
quality.
The
fund may invest in all types of money market instruments, including bank
obligations, commercial paper and asset-backed securities, structured
investments, repurchase agreements and other short-term debt securities. These
instruments may be issued or guaranteed by all types of issuers, including U.S.
and foreign banks and other private issuers, the U.S. government or any of its
agencies or instrumentalities, U.S. states and municipalities, or foreign
governments. These securities may pay interest at fixed, floating or adjustable
rates, or may be issued at a discount. The fund may invest without limit in bank
obligations, such as certificates of deposit, fixed time deposits and bankers’
acceptances. The fund may invest up to 25% of its assets in U.S.
dollar-denominated obligations of non‑U.S. banks. The fund generally limits its
investments in foreign securities to U.S. dollar denominated obligations of
issuers, including banks and foreign governments, located in the major
industrialized countries, although with respect to bank obligations, the
branches of the banks issuing the obligations may be located in The Bahamas or
the Cayman Islands.
Pursuant
to Rule 2a‑7 under the Investment Company Act of 1940, as amended (the “1940
Act”), the fund must follow strict rules as to the quality, liquidity,
diversification and maturity of its
investments.
The
fund sells and redeems its shares at prices based on the current market value of
the securities it holds. Therefore, the share price of the fund will fluctuate
along with changes in the market-based value of fund assets. Because the share
price of the fund fluctuates, it has what is called a “floating net asset value”
or “floating NAV”.
Principal risks
You could lose money by investing in the
fund. Because the share price of the fund will
fluctuate, when you sell your shares they may be worth more or less than what
you originally paid for them. An investment in the fund is not a bank
account and is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency. The fund’s sponsor is not required to
reimburse the fund for losses, and you should not expect that the sponsor will
provide financial support to the fund at any time, including during periods of
market stress.
During
periods of market stress, there could be significant redemptions from money
market funds in general, potentially driving the market prices of money market
instruments down and adversely affecting market liquidity.
Liquid
Reserves Portfolio may be required to impose a liquidity fee upon the sale of
its shares if net redemptions from the portfolio exceed certain levels or under
certain circumstances. In the event that a liquidity fee is imposed, the fund
would be required to pass the fee through to you on the same terms and
conditions as imposed by Liquid Reserves Portfolio.
The
fund could underperform other short-term debt instruments or money market funds,
or you could lose money, as a result of risks such as:
Market and interest
rate risk. The market prices of
securities held by the fund may go up or down, sometimes rapidly or
unpredictably. If the market prices of the fund’s securities fall, the value of
your investment in the fund will decline. The market price of a security may
fall due to general market conditions, such as real or perceived adverse
economic or political conditions or trends, tariffs and trade disruptions,
inflation, substantial economic downturn or recession, changes in interest
rates, lack of liquidity in the bond markets or adverse investor sentiment.
Changes in market conditions will not typically have the same impact on all
types of securities.
The
value of your investment will generally go down when interest rates rise. A rise
in rates tends to have a greater impact on the prices of longer term securities.
A general rise in interest rates may cause investors to move out of fixed income
securities on a large scale, which could adversely affect the price and
liquidity of fixed income securities and could also result in increased
redemptions from the fund. The fund may face a heightened level of interest rate
risk due to changes in monetary policy. When interest rates go down, the fund’s
yield will decline. Also, when interest rates decline, investments made by the
fund may pay a lower interest rate, which would reduce the income received by
the fund. Recently, there have been inflationary price movements, which have
caused the fixed income securities markets to experience heightened levels of
interest rate volatility and liquidity risk. The U.S. Federal Reserve has been
raising interest rates from historically low levels. It may continue to raise
interest rates. In addition, changes in monetary policy may exacerbate the risks
associated with changing interest rates. Any additional interest rate increases
in the future could cause the value of the fund’s holdings to decrease. It
cannot be predicted when inflation will return to more normalized levels or how
long financial authorities will counter inflationary pressures with monetary
tightening.
Market events
risk. The market values of securities or
other assets will fluctuate, sometimes sharply and unpredictably, due to factors
such as economic events, governmental actions or intervention, actions taken by
the U.S. Federal Reserve or foreign central banks, market disruptions caused by
trade disputes, labor strikes or other factors, political developments, armed
conflicts, economic sanctions and countermeasures in response to sanctions,
major cybersecurity events, the global and domestic effects of widespread or
local health, weather or climate events, and other factors
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Western Asset Institutional Liquid
Reserves |
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3 |
that
may or may not be related to the issuer of the security or other asset.
Economies and financial markets throughout the world are increasingly
interconnected. Economic, financial or political events, trading and tariff
arrangements, public health events, terrorism, wars, natural disasters and other
circumstances in one country or region could have profound impacts on global
economies or markets. As a result, whether or not the fund invests in securities
of issuers located in or with significant exposure to the countries or markets
directly affected, the value and liquidity of the fund’s investments may be
negatively affected. Following Russia’s invasion of Ukraine in 2022, Russian
stocks lost all, or nearly all, of their market value. Other securities or
markets could be similarly affected by past or future geopolitical or other
events or conditions. Furthermore, events involving limited liquidity, defaults,
non‑performance or other adverse developments that affect one industry, such as
the financial services industry, or concerns or rumors about any events of these
kinds, have in the past and may in the future lead to market-wide liquidity
problems, may spread to other industries, and could negatively affect the value
and liquidity of the fund’s investments.
The
long-term impact of the COVID‑19 pandemic and its subsequent variants on
economies, markets, industries and individual issuers is not known. Some sectors
of the economy and individual issuers have experienced or may experience
particularly large losses. Periods of extreme volatility in the financial
markets, reduced liquidity of many instruments, increased government debt,
inflation, and disruptions to supply chains, consumer demand and employee
availability, may continue for some
time.
Raising
the ceiling on U.S. government debt has become increasingly politicized. Any
failure to increase the total amount that the U.S. government is authorized to
borrow could lead to a default on U.S. government obligations, with
unpredictable consequences for economies and markets in the U.S. and elsewhere.
Recently, inflation and interest rates have increased and may rise further.
These circumstances could adversely affect the value and liquidity of the fund’s
investments, impair the fund’s ability to satisfy redemption requests, and
negatively impact the fund’s performance.
Credit
risk. An issuer or other obligor (such
as a party providing insurance or other credit enhancement) of a security held
by the fund or a counterparty to a financial contract with the fund may default
or its credit may be downgraded or perceived to be less creditworthy, or the
value of assets underlying a security may decline, causing the value of your
investment to decline. Changes in actual or perceived creditworthiness may occur
quickly. The fund could be delayed or hindered in its enforcement of rights
against an issuer, guarantor or counterparty.
Yield
risk. The amount of income received by
the fund will go up or down depending on variations in short-term interest
rates, and when interest rates are very low or negative the fund’s expenses
could absorb all or a significant portion of the fund’s income. If interest
rates increase, the fund’s yield may not increase proportionately, if for
example, the fund’s manager discontinued any temporary voluntary fee limitation
or recouped amounts previously waived and/or reimbursed.
Structured
securities risk. The payment and credit
qualities of structured securities derive from their underlying assets, and they
may behave in ways not anticipated by the fund, or they may not receive tax,
accounting or regulatory treatment anticipated by the fund.
Risks associated with concentration in
the banking industry. The fund may invest a
significant portion of its assets in obligations that are issued or backed by
U.S. and non‑U.S. banks and thus will be more susceptible to negative events
affecting banks and the financial services sector worldwide.
Changes in money market and general economic conditions, governmental policies
and applicable regulations may adversely affect banks’ ability to obtain funds
at reasonable costs and to finance their lending and other operations, including
by limiting the loans they may make and the interest rates and fees they charge.
Banking losses also result from defaults by borrowers, data breaches, certain
bank activities such as mortgage banking and foreign exchange practices,
proprietary investing and investments in derivatives.
Foreign investments
risk. The fund’s investments in
securities of foreign issuers or issuers with significant exposure to foreign
markets involve additional risk as compared to investments in U.S. securities or
issuers with predominantly U.S. exposure, such as less liquid, less transparent,
less regulated and more volatile markets. The value of the fund’s investments
may decline because of factors affecting the particular issuer as well as
foreign markets and issuers generally, such as unfavorable or unsuccessful
government actions, reduction of government or central bank support, inadequate
accounting standards and auditing and financial recordkeeping requirements, lack
of information, political, economic, financial or social instability, terrorism,
armed conflicts and other geopolitical events, and the impact of tariffs and
other restrictions on trade or economic sanctions. Geopolitical or other events
such as nationalization or expropriation could even cause the loss of the fund’s
entire investment in one or more countries. In addition, there may be
significant obstacles to obtaining information necessary for investigations into
or litigation against issuers located in or operating in certain foreign
markets, particularly emerging market countries, and shareholders may have
limited legal remedies.
Repurchase
agreements risk. Repurchase agreements
could involve certain risks in the event of default or insolvency of the seller,
including losses and possible delays or restrictions upon the fund’s ability to
dispose of the underlying securities. To the extent that, in the meantime, the
value of the securities that the fund has purchased has decreased, the fund
could experience a loss.
Portfolio management
risk. The value of your investment may
decrease if the subadviser’s judgment about the quality, relative yield, value
or market trends affecting a particular security, industry, sector or region, or
about interest rates or other market factors, is incorrect or does not produce
the desired results, or if there are imperfections, errors or limitations in the
tools and data used by the subadviser. In addition, the fund’s investment
strategies or policies may change from time to time. Those changes may not lead
to the results intended by the subadviser and could have an adverse effect on
the value or performance of the fund.
Illiquidity
risk. The fund may make investments that
are illiquid or that become illiquid after purchase. The liquidity and value of
investments can deteriorate rapidly, and they may become difficult or impossible
to sell, particularly during times of market turmoil. Illiquid investments may
also be volatile and difficult to value. Markets may become illiquid quickly.
Markets may become illiquid when, for instance, there are few, if any,
interested
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Western
Asset Institutional Liquid Reserves |
buyers
or sellers or when dealers are unwilling or unable to make a market for certain
securities, including U.S. Treasury securities. During times of market turmoil,
there may be few or no buyers or sellers for securities in entire asset classes.
If the fund is forced to sell an illiquid investment to meet redemption requests
or other cash needs, or to try to limit losses, the fund may be forced to sell
at a substantial loss or may not be able to sell at
all.
Valuation
risk. The sales price the fund could
receive for any particular portfolio investment may differ from the fund’s
valuation of the investment, particularly for securities that trade in thin or
volatile markets or that are valued using a fair value methodology. These
differences may increase significantly and affect fund investments more broadly
during periods of market volatility. Investors who purchase or redeem fund
shares on days when the fund is holding fair-valued securities may receive fewer
or more shares or lower or higher redemption proceeds than they would have
received if the fund had not fair-valued securities or had used a different
valuation methodology. The fund’s ability to value its investments may be
impacted by technological issues and/or errors by pricing services or other
third party service providers. The valuation of the fund’s investments involves
subjective judgment, which may prove to be incorrect.
Cybersecurity
risk. Like other funds and business
enterprises, the fund, the manager, the subadviser and their service providers
are subject to the risk of cyber incidents occurring from time to time.
Cybersecurity incidents, whether intentionally caused by third parties or
otherwise, may allow an unauthorized party to gain access to fund assets, fund
or customer data (including private shareholder information) or proprietary
information, cause the fund, the manager, the subadviser and/or their service
providers (including, but not limited to, fund accountants, custodians,
sub‑custodians, transfer agents and financial intermediaries) to suffer data
breaches, data corruption or loss of operational functionality, or prevent fund
investors from purchasing, redeeming or exchanging shares, receiving
distributions or receiving timely information regarding the fund or their
investment in the fund. The fund, the manager, and the subadviser have limited
ability to prevent or mitigate cybersecurity incidents affecting third party
service providers, and such third party service providers may have limited
indemnification obligations to the fund, the manager, and/or the subadviser.
Cybersecurity incidents may result in financial losses to the fund and its
shareholders, and substantial costs may be incurred in order to prevent or
mitigate any future cybersecurity incidents. Issuers of securities in which the
fund invests are also subject to cybersecurity risks, and the value of these
securities could decline if the issuers experience cybersecurity incidents.
New
ways to carry out cyber attacks continue to develop. There is a chance that some
risks have not been identified or prepared for, or that an attack may not be
detected, which puts limitations on the fund’s ability to plan for or respond to
a cyber attack.
These
and other risks are discussed in more detail in the Prospectus or in the
Statement of Additional Information.
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Western Asset Institutional Liquid
Reserves |
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Performance
The
accompanying bar chart and table provide some indication of the risks of
investing in the fund. The bar chart
shows changes in the fund’s performance from year to year for Investor Shares.
The table shows the average annual total returns of Investor
Shares. Performance for classes other than those shown may vary
from the performance shown to the extent the expenses for those classes differ.
The fund makes updated performance information available at www.franklintempleton.com/moneymarketfunds
(select fund and share class), or by calling the fund at
1‑877‑721‑1926 or
1‑203‑703‑6002.
The fund’s past performance is not necessarily an
indication of how the fund will perform in the future.
Best Quarter
(12/31/2022): 0.95 Worst Quarter
(03/31/2022): (0.02)
The
year‑to‑date return as of the
most recent calendar quarter, which ended 09/30/2023, was 3.77
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Average annual
total returns (%) |
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(for periods ended
December 31, 2022) |
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1 year |
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5 years |
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Since inception |
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Inception date |
Investor
Shares |
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1.63 |
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1.25 |
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0.84 |
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09/03/2013 |
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6 |
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Western
Asset Institutional Liquid Reserves |
Management
Investment
manager: Franklin Templeton Fund
Adviser, LLC (“FTFA”) (formerly known as Legg Mason Partners Fund Advisor, LLC)
Subadviser: Western Asset Management Company, LLC (“Western
Asset”)
Purchase and sale of fund
shares
In
general, you may purchase or redeem shares of the fund during fund business
hours on any day on which both the New York Stock Exchange and the Federal
Reserve Bank of New York are open for business, subject to certain exceptions.
The
fund’s initial and subsequent investment minimums for Investor Shares generally
are set forth in the accompanying table:
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Investment minimum initial/additional investments
($) |
Institutional
investors purchasing through financial intermediaries |
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1 million/50 |
Investor
Shares are available only through Service Agents. Your Service Agent may impose
higher or lower investment minimums, or may impose no minimum investment
requirement. “Service Agents” are banks, brokers, dealers, insurance companies,
investment advisers, financial consultants or advisers, mutual fund supermarkets
and other financial intermediaries that have entered into an agreement with the
distributor to sell shares of the fund.
The
fund normally calculates its net asset value as of 8:00 a.m., 12:00 p.m. and
3:00 p.m. (Eastern time) on each fund business day. The fund may close early
under certain circumstances. For more information, please contact your financial
intermediary, or contact the fund by phone (1‑877‑721‑1926 or 1‑203‑703‑6002).
Liquid
Reserves Portfolio may be required to impose a liquidity fee upon the sale of
its shares if net redemptions from the portfolio exceed certain levels or under
certain circumstances. In the event that a liquidity fee is imposed, the fund
would be required to pass the fee through to you on the same terms and
conditions as imposed by Liquid Reserves Portfolio. Any announcement regarding
the imposition or termination of a liquidity fee will be available at the fund’s
website, www.franklintempleton.com/moneymarketfunds, by clicking on the name of
the fund, and will be filed with the Securities and Exchange Commission.
Tax information
The
fund’s distributions are generally taxable as ordinary income or capital gains.
Payments to
broker/dealers and other financial intermediaries
The
fund’s related companies pay Service Agents for the sale of fund shares,
shareholder services and other purposes. These payments create a conflict of
interest by influencing your Service Agent or its employees or associated
persons to recommend the fund over another investment. Ask your financial
adviser or salesperson or visit your Service Agent’s or salesperson’s website
for more information.
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Western Asset Institutional Liquid
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7 |
More on the fund’s
investment strategies, investments and risks
Important information
The
fund sells and redeems its shares at prices based on the current market value of
the securities it holds. Because the share price of the fund will fluctuate
along with changes in the market-based value of fund assets, it has what is
called a “floating net asset value” or “floating NAV”. Money market funds must
follow strict rules about the quality, liquidity, diversification, maturity and
other features of securities they purchase.
The
investment objective of the fund is to provide shareholders with liquidity and
as high a level of current income as is consistent with preservation of capital.
The fund’s investment objective may be changed by the Board of Trustees (the
“Board”) without shareholder approval and on notice to shareholders.
There
is no assurance that the fund will meet its investment objective.
The
fund’s investment strategies and policies may be changed from time to time
without shareholder approval, unless specifically stated otherwise in this
Prospectus or in the Statement of Additional Information (“SAI”).
Credit quality
The
fund invests in securities that, at the time of purchase, are rated by one or
more rating agencies in the highest short-term rating category or, if not rated,
are determined by the subadviser to be of equivalent quality. In addition, each
security, at the time of purchase by the fund, has been determined by the
subadviser to present minimal credit risk. Where required by applicable rules,
the fund’s subadviser or Board will decide whether a security should be held or
sold in the event of certain credit events occurring after purchase.
Maturity
The
fund invests in securities that, at the time of purchase, are treated under
applicable regulations as having remaining maturities of 397 days or less. For
example, in determining the remaining maturity of a security for the purposes of
these regulations, features such as a floating or variable rate of interest or a
demand feature may be taken into account under some circumstances. The fund
maintains a dollar weighted average maturity of not more than 60 days. In
addition, the fund maintains a dollar weighted average life of not more than 120
days. Where required by applicable rules, if, after purchase, payment upon
maturity does not occur or the maturity on a security is extended, the fund’s
subadviser or Board will decide whether the security should be held or sold.
Liquidity
The
fund must follow strict rules with respect to the liquidity of its portfolio
securities including daily and weekly liquidity requirements. In addition, the
fund may not purchase illiquid securities if, immediately after the acquisition,
more than 5% of the fund’s total assets would be invested in illiquid
securities. Illiquid securities are those that, as determined by the subadviser,
may not be disposed of in the ordinary course of business within seven days at
approximately the value ascribed to them by the fund. Securities that are deemed
liquid at the time of purchase by the fund may become illiquid following
purchase.
Money market instruments
Money
market instruments are short-term IOUs issued by banks or other non‑governmental
issuers, the U.S. or non‑U.S. governments, or state or local governments. Money
market instruments generally have maturity dates of 13 months or less, and may
pay interest at fixed, floating or adjustable rates, or may be issued at a
discount. Money market instruments may include certificates of deposit, bankers’
acceptances, variable rate demand securities (where the interest rate is reset
periodically and the holder may demand payment from the issuer or another
obligor at any time), preferred shares, fixed-term obligations, commercial paper
(short-term unsecured debt), asset-backed commercial paper, other asset-backed
securities and repurchase agreements. Asset-backed commercial paper refers to a
debt security with an original term to maturity of up to 270 days that may
be backed by consumer loans or other types of receivables. Payments due on
asset-backed commercial paper are supported by cash flows from underlying
assets, or one or more liquidity or credit support providers, or both.
U.S. Treasury obligations
U.S.
Treasury obligations are direct debt obligations issued by the U.S. government.
Treasury bills, with maturities normally from 4 weeks to 52 weeks, are
typically issued at a discount as they pay interest only upon maturity. Treasury
bills are non‑callable. Treasury notes have a maturity between two and ten years
and typically pay interest semi-annually, while Treasury bonds have a maturity
of over ten years and pay interest semi-annually. Treasuries also include
STRIPS, TIPS and FRNs. STRIPS are Treasury obligations with separately traded
principal and interest component parts that are transferable through the federal
book-entry system. Because payments on STRIPS are made only at maturity, during
periods of changing interest rates, STRIPS may be more volatile than unstripped
U.S. Treasury obligations with comparable maturities. TIPS are Treasury
Inflation-Protected Securities, the principal of which increases with inflation
and decreases with deflation, as measured by the U.S. Consumer Price Index. At
maturity, a TIPS holder is entitled to the adjusted principal or original
principal, whichever is greater. TIPS pay interest twice a year, at a fixed
rate. The rate is applied to the adjusted principal; so, like the principal,
interest payments rise with inflation and fall with deflation. However, because
the interest rate is fixed, TIPS may lose value when market interest rates
increase, particularly during periods of low inflation. FRNs are
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Western
Asset Institutional Liquid Reserves |
floating
rate notes that are indexed to the most recent 13‑week Treasury bill auction
High Rate, and which pay interest quarterly. U.S. Treasury obligations typically
offer lower interest rates than other obligations.
U.S. government
obligations
U.S.
government obligations include U.S. Treasury obligations and other obligations
of, or guaranteed by, the U.S. government, its agencies or government-sponsored
entities. Although the U.S. government guarantees principal and interest
payments on securities issued by the U.S. government and some of its agencies,
such as securities issued by the U.S. Government National Mortgage Association
(“Ginnie Mae”), this guarantee does not apply to losses resulting from declines
in the market value of these securities. U.S. government obligations include
zero coupon securities that make payments of interest and principal only upon
maturity and which therefore tend to be subject to greater volatility than
interest bearing securities with comparable maturities.
Some
of the U.S. government securities that the fund may hold are not guaranteed or
backed by the full faith and credit of the U.S. government, such as those issued
by Fannie Mae (formally known as the Federal National Mortgage Association) and
Freddie Mac (formally known as the Federal Home Loan Mortgage Corporation). The
maximum potential liability of the issuers of some U.S. government obligations
may greatly exceed their current resources, including any legal right to support
from the U.S. government.
Structured instruments
Structured
instruments in which the fund invests are specifically structured so that they
are eligible for purchase by money market funds, including securities that have
demand, tender or put features, or interest rate reset features. Structured
instruments may take the form of participation interests or receipts in
underlying securities or other assets, and in some cases are backed by a
financial institution serving as a liquidity provider. Some of these instruments
may have a feature which substitutes a floating or variable interest rate for
the fixed interest rate on an underlying security. The payment and credit
qualities of these instruments derive from the underlying assets embedded in the
structure.
Structured
securities include variable rate demand instruments and participation interests
that are backed by underlying municipal or other securities. Variable rate
demand instruments require the issuer or a third party, such as a bank, insurer
or broker/dealer, to repurchase the security for its face value upon demand and
typically have interest rates that reset on a daily or weekly basis. In a
participation interest, a bank or other financial institution sells undivided
interests in a municipal or other security it owns. Participation interests may
be supported by a bank letter of credit or guarantee. The interest rate
generally is adjusted periodically, and the holder can sell the interests back
to the issuer after a specified notice period.
Asset-backed securities
Asset-backed
securities represent participations in, or are secured by and payable from,
assets such as installment sales or loan contracts, leases, credit card
receivables and other categories of receivables.
Municipal securities
Municipal
securities include debt obligations issued by any of the 50 U.S. states and the
District of Columbia or their political subdivisions, agencies and public
authorities, certain other U.S. governmental issuers (such as Puerto Rico, the
U.S. Virgin Islands and Guam) and other qualifying issuers, participation or
other interests in these securities and other structured securities. Although
municipal securities are issued by qualifying issuers, payments of principal and
interest on municipal securities may be derived solely from revenues from
certain facilities, mortgages or private industries, and may not be backed by
the issuers themselves. These securities include participation or other
interests in municipal securities issued or backed by banks, insurance companies
and other financial institutions.
Municipal
securities include general obligation bonds, revenue bonds, housing authority
bonds, private activity bonds, industrial development bonds, residual interest
bonds, tender option bonds, tax and revenue anticipation notes, bond
anticipation notes, tax‑exempt commercial paper, municipal leases, participation
certificates and custodial receipts. General obligation bonds are backed by the
full faith and credit of the issuing entity. Revenue bonds are typically used to
fund public works projects, such as toll roads, airports and transportation
facilities, that are expected to produce income sufficient to make the payments
on the bonds, since they are not backed by the full taxing power of the
municipality. Housing authority bonds are used primarily to fund low to middle
income residential projects and may be backed by the payments made on the
underlying mortgages. Tax and revenue anticipation notes are generally issued in
order to finance short-term cash needs or, occasionally, to finance
construction. Tax and revenue anticipation notes are expected to be repaid from
taxes or designated revenues in the related fiscal period, and they may or may
not be general obligations of the issuing entity. Bond anticipation notes
are issued with the expectation that their principal and interest will be paid
out of proceeds from renewal notes or bonds and may be issued to finance such
items as land acquisition, facility acquisition and/or construction and capital
improvement projects. Some of these securities may have stated final maturities
of more than 397 days but have demand features that entitle the fund to receive
the principal amount of the securities either at any time or at specified
intervals.
Municipal
securities include municipal lease obligations, which are undivided interests
issued by a state or municipality in a lease or installment purchase contract
which generally relates to equipment or facilities. In some cases, payments
under municipal leases do not have to be made unless money is specifically
approved for that purpose by an appropriate legislative body.
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Banking industry
concentration
The
fund may invest without limit in obligations of U.S. banks and up to 25% of its
assets in U.S. dollar-denominated obligations of non‑U.S. banks. Obligations of
non‑U.S. branches of U.S. banks and U.S. branches of non‑U.S. banks may be
considered obligations of U.S. banks if they meet certain requirements. Bank
obligations include bank notes, certificates of deposit, time deposits, banker’s
acceptances, commercial paper and other similar obligations. They also include
Eurodollar and Yankee obligations, such as certificates of deposit issued in
U.S. dollars by non‑U.S. banks and non‑U.S. branches of U.S. banks. Bank
obligations also include participation interests in municipal securities issued
and/or backed by banks, variable rate demand notes, and other obligations that
have credit support or liquidity features provided by banks.
When-issued securities,
delayed delivery, to be announced and forward commitment transactions
Securities
purchased in when-issued, delayed delivery, to be announced or forward
commitment transactions will not be delivered or paid for immediately. Such
transactions involve a risk of loss, for example, if the value of the securities
declines prior to the settlement date. Therefore, these transactions may have a
leveraging effect on the fund, making the value of an investment in the fund
more volatile and increasing the fund’s overall investment exposure. Typically,
no income accrues on securities the fund has committed to purchase prior to the
time delivery of the securities is made. Financial Industry Regulatory Authority
(“FINRA”) rules may impose mandatory margin requirements for certain types of
when-issued, to be announced or forward commitment transactions, with limited
exceptions.
Repurchase agreements
In
a repurchase agreement, the fund purchases securities from a counterparty, upon
the agreement of the counterparty to repurchase the securities from the fund at
a later date, and at a specified price, which is typically higher than the
purchase price paid by the fund. The securities purchased serve as the fund’s
collateral for the obligation of the counterparty to repurchase the securities.
If the counterparty does not repurchase the securities, the fund is entitled to
sell the securities, but the fund may not be able to sell them for the price at
which they were purchased, thus causing a loss. Additionally, if the
counterparty becomes insolvent, there is some risk that the fund will not have a
right to the securities, or the immediate right to sell the securities.
Reverse repurchase
agreements and other borrowings
The
fund may borrow money as a means of raising money to satisfy redemption requests
or for other temporary or emergency purposes by entering into reverse repurchase
agreements or other borrowing transactions. In a reverse repurchase agreement,
the fund sells securities to a counterparty, in return for cash, and the fund
agrees to repurchase the securities at a later date and for a higher price,
representing the cost to the fund for the money borrowed. Although the fund does
not intend to use these transactions for leveraging purposes, reverse repurchase
agreements and other borrowing transactions may make the value of an investment
in the fund more volatile and increase the fund’s overall investment exposure.
Variable rate demand
notes
Variable
rate demand notes (VRDNs) and other similar obligations are typically long term
instruments issued with a floating rate of interest by municipalities or other
issuers. The interest rate usually resets every one to seven days, based on a
published interest rate index. Investors typically may resell a VRDN to a
third-party financial intermediary serving as a remarketing agent on up to seven
days’ notice. A VRDN may be supported by a liquidity facility or a letter of
credit. These features permit the VRDN to be treated by the fund as a short-term
instrument. Investments in VRDNs involve credit risk with respect to the issuer
as well as with respect to the financial institutions providing remarketing,
liquidity or credit support. In addition, failures or defaults by one or more of
those entities could result in the fund holding a long-term fixed rate illiquid
investment.
Cash management and
defensive investing
The
fund may also hold cash uninvested for cash management and defensive purposes.
For example, in the event of unusual circumstances when obligations in which the
fund invests are not available for purchase, or when the subadviser deems it
appropriate, including during periods when the interest rate on newly-issued
securities is extremely low, or where no interest is paid at the all, the fund
may, without limit, hold cash uninvested. If the fund holds cash uninvested, it
may be subject to risk with respect to the depository institution holding the
cash. In addition, the fund will not earn income on those assets. If the fund
takes a temporary defensive position, it will be more difficult for the fund to
achieve its investment objective. Although the subadviser has the ability to
take defensive positions, it may choose not to do so for a variety of reasons,
even during volatile market conditions.
Defaults and other
adverse events
In
the event that a portfolio security of the fund experiences a default or certain
other adverse events, Rule 2a‑7 under the 1940 Act imposes certain requirements.
Upon the occurrence of (i) a default with respect to a portfolio security
(other than an immaterial default unrelated to the financial condition of the
issuer), (ii) a portfolio security ceasing to be an eligible security (e.g., no
longer presents minimal credit risks), or (iii) an event of insolvency
occurring with respect to the issuer of a portfolio security or the provider of
any demand feature or guarantee, the fund will dispose of such security as soon
as practicable consistent with achieving an orderly disposition of the security,
absent a finding by the Board that disposal of the portfolio security would not
be in the best interests of the fund (which determination may take into account,
among other factors, market conditions that could affect the orderly disposition
of the portfolio security).
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Other investments
The
fund may also use other strategies and invest in other investments that are
described, along with their risks, in the Statement of Additional Information
(“SAI”). However, the fund might not use all of the strategies and
techniques or invest in all of the types of investments described in this
Prospectus or in the SAI.
Selection process
In
selecting individual securities, the subadviser:
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Uses
fundamental credit analysis to estimate the relative value and
attractiveness of various securities and sectors
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Measures
the potential impact of supply/demand imbalances for fixed versus variable
rate securities and for obligations of different issuers
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Measures
the yields available for securities with different maturities and a
security’s maturity in light of the outlook for interest rates to identify
individual securities that offer return advantages at similar risk levels
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Because
the fund is subject to maturity limitations on the investments it may purchase,
many of its investments are held until maturity. The subadviser may sell a
security before maturity when it is necessary to do so to meet redemption
requests or regulatory requirements. The subadviser may also sell a security if
the subadviser believes the issuer is no longer as creditworthy, or in order to
adjust the average weighted maturity of the fund’s portfolio (for example, to
reflect changes in the subadviser’s expectations concerning interest rates), or
when the subadviser believes there is superior value in other market sectors or
industries.
Investment structure
The
fund does not invest directly in securities but instead invests through an
underlying mutual fund having the same investment objective and strategies under
a master/feeder structure. Unless otherwise indicated, references to the fund,
called a feeder fund, in this Prospectus include the underlying master fund. The
fund may stop investing in its underlying fund at any time, and will do so if
the fund’s Board believes it to be in the best interests of the fund’s
shareholders. The fund could then invest in one or more other mutual funds or
pooled investment vehicles, or could invest directly in securities. Investors
should note that other feeder funds may invest in the same underlying mutual
fund. Those other funds may have lower fees and/or expenses, and correspondingly
higher performance, than the fund. In addition, large purchases or redemptions
by one feeder fund could negatively affect the performance of other feeder funds
that invest in the same master fund.
More on risks of
investing in the fund
Following
is more information on the principal risks summarized above and additional risks
of investing in the fund.
You
could lose money by investing in the fund. Because the share price of the fund
will fluctuate, when you sell your shares they may be worth more or less than
what you originally paid for them. An investment in the fund is not a bank
account and is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency. The fund’s sponsor is not required
to reimburse the fund for losses, and you should not expect that the sponsor
will provide financial support to the fund at any time, including during periods
of market stress.
During
periods of market stress, there could be significant redemptions from money
market funds in general, potentially driving the market prices of money market
instruments down and adversely affecting market liquidity.
Liquid
Reserves Portfolio may be required to impose a liquidity fee upon the sale of
its shares if net redemptions from the portfolio exceed certain levels or under
certain circumstances. In the event that a liquidity fee is imposed, the fund
would be required to pass the fee through to you on the same terms and
conditions as imposed by Liquid Reserves Portfolio.
The
fund could underperform other short-term debt instruments or money market funds,
or you could lose money, as a result of risks such as:
Market and interest
rate risk. The market prices of the
fund’s securities may go up or down, sometimes rapidly or unpredictably. If the
market prices of the securities owned by the fund fall, the value of your
investment in the fund will decline. The market price of a security may fall due
to general market conditions, such as real or perceived adverse economic or
political conditions or trends, tariffs and trade disruptions, inflation,
substantial economic downturn or recession, changes in interest rates, lack of
liquidity in the bond markets or adverse investor sentiment. Changes in market
conditions will not typically have the same impact on all types of securities.
The market price of a security may also fall due to specific conditions that
affect a particular sector of the securities market or a particular issuer.
The
market prices of securities may fluctuate significantly when interest rates
change, and the fund may face a heightened level of interest rate risk due to
certain changes in monetary policy. When interest rates rise, the market price
of fixed income securities, and therefore the value of your investment in the
fund, generally goes down. Generally, the longer the maturity of a fixed income
security, the greater the impact of a rise in interest rates on the security’s
market price. Moreover, securities can change in value in response to other
factors, such as credit risk. In addition, different interest rate measures
(such as short-and long-term interest rates and U.S. and non‑U.S. interest
rates), or interest rates on different types of securities or securities of
different issuers, may not necessarily change in the same amount or in the same
direction. When interest rates go down, the fund’s yield will decline. Also,
when interest rates decline, investments made by the fund may pay a lower
interest rate, which would reduce the income received by the fund. Recently,
there have been inflationary price movements, which have caused the fixed income
securities markets to experience heightened levels of interest rate volatility
and liquidity risk. The U.S. Federal Reserve has been raising interest rates
from historically low levels. It may continue to raise interest rates. In
addition, changes in monetary policy may exacerbate the risks associated with
changing interest
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rates.
Any additional interest rate increases in the future could cause the value of
the fund’s holdings to decrease. It cannot be predicted when inflation will
return to more normalized levels or how long financial authorities will counter
inflationary pressures with monetary tightening.
Market events
risk. The market values of securities or
other assets will fluctuate, sometimes sharply and unpredictably, due to factors
such as economic events, governmental actions or intervention, actions taken by
the U.S. Federal Reserve or foreign central banks, market disruptions caused by
trade disputes or other factors, political developments, armed conflicts,
economic sanctions and countermeasures in response to sanctions, major
cybersecurity events, the global and domestic effects of widespread or local
health, weather or climate events, and other factors that may or may not be
related to the issuer of the security or other asset. Economies and financial
markets throughout the world are increasingly interconnected. Economic,
financial or political events, trading and tariff arrangements, public health
events, terrorism, wars, natural disasters and other circumstances in one
country or region could have profound impacts on global economies or markets. As
a result, whether or not the fund invests in securities of issuers located in or
with significant exposure to the countries or markets directly affected, the
value and liquidity of the fund’s investments may be negatively affected.
Following Russia’s invasion of Ukraine, Russian stocks lost all, or nearly all,
of their market value. Other securities or markets could be similarly affected
by past or future geopolitical or other events or conditions. Furthermore,
events involving limited liquidity, defaults, non‑performance or other adverse
developments that affect one industry, such as the financial services industry,
or concerns or rumors about any events of these kinds, have in the past and may
in the future lead to market-wide liquidity problems, may spread to other
industries, and could negatively affect the value and liquidity of the fund’s
investments.
The
long-term impact of the COVID‑19 pandemic and its subsequent variants on
economies, markets, industries and individual issuers is not known. Some sectors
of the economy and individual issuers have experienced or may experience
particularly large losses. Periods of extreme volatility in the financial
markets, reduced liquidity of many instruments, increased government debt,
inflation, and disruptions to supply chains, consumer demand and employee
availability, may continue for some time. The U.S. government and the Federal
Reserve, as well as certain foreign governments and central banks, took
extraordinary actions to support local and global economies and the financial
markets in response to the COVID‑19 pandemic. This and other government
intervention into the economy and financial markets may not work as intended,
and have resulted in a large expansion of government deficits and debt, the long
term consequences of which are not known. In addition, the COVID‑19 pandemic,
and measures taken to mitigate its effects, could result in disruptions to the
services provided to the fund by its service providers.
Raising
the ceiling on U.S. government debt has become increasingly politicized. Any
failure to increase the total amount that the U.S. government is authorized to
borrow could lead to a default on U.S. government obligations, with
unpredictable consequences for economies and markets in the U.S. and elsewhere.
Recently, inflation and interest rates have increased and may rise further.
These circumstances could adversely affect the value and liquidity of the fund’s
investments, impair the fund’s ability to satisfy redemption requests, and
negatively impact the fund’s performance.
Credit
risk. An issuer or other obligor (such
as a party providing insurance or other credit enhancement) may fail to make the
required payments on securities held by the fund. Debt securities also go up or
down in value based on the perceived creditworthiness of issuers or other
obligors. If an obligor for a security held by the fund fails to pay, otherwise
defaults or is perceived to be less creditworthy, a security’s credit rating is
downgraded, which could happen rapidly, or the credit quality or value of any
underlying assets declines, the value of your investment in the fund could
decline significantly, particularly in certain market environments. If a single
entity provides credit enhancement to more than one of the fund’s investments,
the adverse effects resulting from the downgrade or default of that entity’s
credit will increase the adverse effects on the fund. If the fund enters into a
financial contract (such as a repurchase agreement or reverse repurchase
agreement) the fund will be subject to the credit risk presented by the
counterparty. In addition, the fund may incur expenses in an effort to protect
the fund’s interests or to enforce its rights or may be hindered or delayed in
exercising those rights.
Although
the fund’s investments may be treated as short-term securities for the purposes
of meeting regulatory maturity limitations, the actual maturity of a security
may be longer, and the security’s value may decline on the basis of perceived
longer term credit risk of the issuer.
Upon
the occurrence of certain triggering events or defaults on a security held by
the fund, or if the subadviser believes that an obligor of such a security may
have difficulty meeting its obligations, the fund may obtain a new or
restructured security or underlying assets. In that case, the fund may become
the holder of securities or assets that it could not purchase or might not
otherwise hold (for example, because they are of lower quality or are
subordinated to other obligations of the issuer) at a time when those assets may
be difficult to sell or can be sold only at a loss. Any of these events may
cause you to lose money.
Yield
risk. The fund invests in short-term
money market instruments. As a result, the amount of income received by the fund
will go up or down depending on variations in short-term interest rates.
Investing in high quality, short-term instruments may result in a lower yield
(the income on your investment) than investing in lower quality or longer-term
instruments. When interest rates are very low or negative, the fund’s expenses
could absorb all or a significant portion of the fund’s income, and, if the
fund’s expenses exceed the fund’s income, the fund’s share price could decline.
If interest rates increase, the fund’s yield may not increase proportionately.
For example, the fund’s manager may discontinue any temporary voluntary fee
limitation or recoup amounts previously waived and/or reimbursed. Additionally,
inflation may outpace and diminish fund investment returns over time.
A
money market fund is also required to maintain liquidity levels based on the
characteristics and anticipated liquidity needs of its shareholders. A fund with
greater liquidity needs may have a lower yield than money market funds with a
different shareholder base. There can be no assurance that an investment in the
fund will not be adversely affected by reforms to money market regulation that
may be adopted by the U.S. Securities and Exchange Commission or other
regulatory authorities.
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Risk of increase in
expenses. Your actual costs of investing
in the fund may be higher than the expenses shown in “Annual fund operating
expenses” for a variety of reasons. For example, expenses may be higher if the
fund’s average net assets decrease, as a result of redemptions or otherwise, or
if a fee limitation is changed or terminated.
Structured
securities risk. The value of a
structured security depends on the value of the underlying assets and the terms
of the particular security. Investment by the fund in certain structured
securities may have the effect of increasing the fund’s exposure to interest
rate, market or credit risk, even if they are not primarily intended for these
purposes. Structured securities may behave in ways not anticipated by the fund,
and they raise certain tax, legal, regulatory and accounting issues that may not
be presented by direct investments in the underlying assets. These issues could
be resolved in a manner that could hurt the performance of the fund. Certain
structured securities are thinly traded or have limited trading markets. The
structured securities may be subordinate to other classes.
Risks associated
with concentration in the banking industry. The fund may invest a significant portion of its
assets in obligations that are issued or backed by U.S. and non‑U.S. banks. Such
investments are particularly susceptible to adverse events affecting banks and
the financial services sector worldwide. Banks depend upon being able to obtain
funds at reasonable costs and upon liquidity in the capital and credit markets
to finance their lending and other operations. This makes them sensitive to
changes in interest rates, money market and general economic conditions. Banks
are highly regulated. Decisions by regulators may limit the loans banks make and
the interest rates and fees they charge, and may reduce bank profitability. A
bank’s borrowers’ inability or failure to repay the bank will adversely affect
the bank’s financial situation. In the past, banks have been particularly hard
hit by problems in the real estate industry including defaults by borrowers and
litigation relating to mortgage banking practices. Other bank activities such as
investments in derivatives and foreign exchange practices also have caused
losses to banks. Governmental entities have in the past provided support to
certain financial institutions, but there is no assurance they will do so in the
future. Some of the banks in which the fund invests and entities backing fund
investments may be non‑U.S. institutions and, therefore, an investment in the
fund may involve non‑U.S. investments risk. Like other companies in the
financial services sector, banks are also susceptible to data breaches.
Asset-backed
securities risk. The value of
asset-backed securities may be affected by changes in credit quality or value of
the assets that support the securities as well as by changes in the credit risk
of the servicing agent for the pool, the originator of the loans or receivables
or the financial institution providing credit support, if any. In addition, the
ability of an issuer of asset-backed securities to enforce its security interest
in the underlying assets or to otherwise recover from the underlying obligor in
the event of default may be limited and the liquidation value of the underlying
assets may be inadequate to pay any unpaid principal or interest. Asset-backed
securities are also sensitive to changes in interest rates which may increase
prepayments or extend the duration of the securities.
Risks relating to
investments in municipal securities.
Issuers of municipal securities tend to derive a significant portion of their
revenue from taxes, particularly property and income taxes, and decreases in
personal income levels and property values and other unfavorable economic
factors, such as a general economic recession, adversely affect municipal
securities. Municipal issuers may also be adversely affected by rising health
care costs, increasing unfunded pension liabilities and by the phasing out of
U.S. federal programs providing financial support. Also, if the Internal Revenue
Service determines that an issuer of a municipal security has not complied with
applicable tax requirements, interest from the security could become taxable and
the security could decline significantly in value. Where municipal securities
are issued to finance particular projects, such as those relating to education,
health care, transportation, and utilities, issuers often depend on revenues
from those projects to make principal and interest payments. Adverse conditions
and developments in those sectors can result in lower revenues to issuers of
municipal securities, potentially resulting in defaults, and can also have an
adverse effect on the broader municipal securities market.
There
may be less public information available on municipal issuers or projects than
other issuers, and valuing municipal securities may be more difficult. In
addition, the secondary market for municipal securities is less well developed
and may have lower liquidity as compared to other markets, and dealers may be
less willing to offer and sell municipal securities in times of market
turbulence. Changes in the financial condition of one or more individual
municipal issuers (or one or more insurers of municipal issuers), or one or more
defaults by municipal issuers or insurers, can adversely affect liquidity and
valuations in the overall market for municipal securities. The value of
municipal securities can also be adversely affected by regulatory and political
developments affecting the ability of municipal issuers to pay interest or repay
principal, actual or anticipated tax law changes or other legislative actions,
and by uncertainties and public perceptions concerning these and other factors.
In the past, a number of municipal issuers have defaulted on obligations, were
downgraded or commenced insolvency proceedings.
The
cost associated with combating the novel coronavirus (COVID‑19) and its negative
impact on tax revenues has adversely affected the financial condition of state
and local governments. The lingering economic effects of this outbreak could
continue to affect the ability of state and local governments to make payments
on debt obligations when due and could adversely impact the value of their
bonds, which could negatively impact the performance of the fund.
Foreign investments
risk. The fund’s investments in
securities of foreign issuers or issuers with significant exposure to foreign
markets involve additional risk as compared to investments in U.S. securities or
issuers with predominantly U.S. exposure, such as less liquid, less regulated,
less transparent and more volatile markets. The markets for some foreign
securities are relatively new, and the rules and policies relating to these
markets are not fully developed and may change. The value of the fund’s
investments may decline because of factors affecting the particular issuer as
well as foreign markets and issuers generally, such as unfavorable or
unsuccessful government actions, tariffs and trade disputes, economic sanctions,
reduction of government or central bank support, inadequate accounting standards
and auditing and financial recordkeeping requirements, lack of information,
political, economic, financial or social instability, terrorism, armed conflicts
and other geopolitical events. Geopolitical or other events such as
nationalization or expropriation could even cause the loss of the fund’s entire
investment in one or more countries.
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The
Public Company Accounting Oversight Board, which regulates auditors of U.S.
public companies, may, from time to time, be unable to inspect audit work papers
in certain foreign countries. Investors in foreign countries often have limited
rights and few practical remedies to pursue shareholder claims, including class
actions or fraud claims, and the ability of the Securities and Exchange
Commission, the U.S. Department of Justice and other authorities to bring and
enforce actions against foreign issuers or foreign persons is limited. Foreign
investments may also be adversely affected by U.S. government or international
interventions, restrictions or economic sanctions, which could negatively affect
the value of an investment or result in the fund selling an investment at a
disadvantageous time.
The
value of the fund’s foreign investments may also be affected by foreign tax
laws, special U.S. tax considerations and restrictions on receiving the
investment proceeds from a foreign country. Dividends or interest on, or
proceeds from the sale or disposition of, foreign securities may be subject to
non‑U.S. withholding or other taxes.
It
may be difficult for the fund to pursue claims against a foreign issuer or other
parties in the courts of a foreign country. Some securities issued by non‑U.S.
governments or their subdivisions, agencies and instrumentalities may not be
backed by the full faith and credit of such governments. Even where a security
is backed by the full faith and credit of a government, it may be difficult for
the fund to pursue its rights against the government. In the past, some non‑U.S.
governments have defaulted on principal and interest payments.
In
certain foreign markets, settlement and clearance of trades may experience
delays in payment for or delivery of securities not typically associated with
settlement and clearance of U.S. investments. Settlement of trades in these
markets can take longer than in other markets and the fund may not receive its
proceeds from the sale of certain securities for an extended period (possibly
several weeks or even longer) due to, among other factors, low trading volumes
and volatile prices. The custody or holding of securities, cash and other assets
by local banks, agents and depositories in securities markets outside the United
States may entail additional risks. Governments or trade groups may compel local
agents to hold securities in designated depositories that may not be subject to
independent evaluation. Local agents are held only to the standards of care of
their local markets, and may be subject to limited or no government oversight.
In extreme cases, the fund’s securities may be misappropriated or the fund may
be unable to sell its securities. In general, the less developed a country’s
securities market is, the greater the likelihood of custody problems.
Repurchase
agreements risk. Repurchase agreements
could involve certain risks in the event of default or insolvency of the seller,
including losses and possible delays or restrictions upon the fund’s ability to
dispose of the underlying securities. To the extent that, in the meantime, the
value of the securities that the fund has purchased has decreased, the fund
could experience a loss. The fund may enter into repurchase agreements that are
secured by collateral other than cash and government securities, including high
yield and other types of securities with credit quality below what the fund
could hold directly without the repurchase obligation. Such collateral may be
more volatile or less liquid than government securities, thereby increasing the
risk that the fund will be unable to recover fully in the event of a
counterparty’s default. High yield securities (known as junk bonds) are
considered to be speculative and are subject to greater risk of loss, greater
sensitivity to interest rate and economic changes, valuation difficulties and
potential illiquidity.
Prepayment or call
risk. Many issuers have a right to
prepay their securities. Issuers may be more likely to prepay their securities
if interest rates fall. If this happens, the fund will be forced to reinvest
prepayment proceeds at a time when yields on securities available in the market
are lower than the yield on prepaid securities.
Extension
risk. If interest rates rise, repayments
of fixed income securities may occur more slowly than anticipated by the market.
This may drive the prices of these securities down because their interest rates
are lower than the current interest rate and they remain outstanding longer.
Portfolio management
risk. The value of your investment may
decrease if the subadviser’s judgment about the quality, relative yield, value
or market trends affecting a particular security, industry, sector or region, or
about interest rates or other market factors, is incorrect or does not produce
the desired results, or if there are imperfections, errors or limitations in the
tools and data used by the subadviser. In addition, the fund’s investment
strategies or policies may change from time to time. Those changes may not lead
to the results intended by the subadviser and could have an adverse effect on
the value or performance of the fund.
Illiquidity
risk. Illiquidity risk exists when
particular investments are or may become impossible or difficult to sell or
impossible or difficult to purchase. Although most of the fund’s investments
must be liquid at the time of investment, investments may become illiquid after
purchase by the fund, particularly during periods of market turmoil. Markets may
become illiquid quickly. Markets may become illiquid when, for instance, there
are few, if any, interested buyers or sellers or when dealers are unwilling or
unable to make a market for certain securities, including U.S. Treasury
securities. As a general matter, dealers have been less willing to make markets
in recent years. When the fund holds illiquid investments, the portfolio may be
harder to value, especially in changing markets, and if the fund is forced to
sell these investments to meet redemption requests or for other cash needs, or
to try to limit losses, the fund may be forced to sell at a substantial loss or
may not be able to sell at all. The fund may experience heavy redemptions that
could cause the fund to liquidate its assets at inopportune times or at a loss
or depressed value, which could cause the value of your investment to decline.
In addition, when there is illiquidity in the market for certain investments,
the fund, due to limitations on illiquid investments, may be unable to achieve
its desired level of exposure to a certain sector.
Valuation
risk. The sales price the fund could
receive for any particular portfolio investment may differ from the fund’s
valuation of the investment, particularly for securities that trade in thin or
volatile markets or that are valued using a fair value methodology. These
differences may increase significantly and affect fund investments more broadly
during periods of market volatility. Investors who purchase or redeem fund
shares on days when the fund is holding fair-valued securities may receive fewer
or more shares or lower or higher redemption proceeds than they would have
received if the fund had not fair-valued securities or had used a different
valuation methodology. The fund’s ability to value its investments may also
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be
impacted by technological issues and/or errors by pricing services or other
third party service providers. The valuation of the fund’s investments involves
subjective judgment.
Risk relating to
investments by other funds. Other funds,
including affiliated funds, may invest in the fund. From time to time, the fund
may experience relatively large redemptions or investments from these funds as a
result of their rebalancing their portfolios or for other reasons. In the event
of such redemptions or investments, the fund could be required to sell
securities or to invest cash at a time when it is not advantageous to do so.
Operational
risk. Your ability to transact with
the fund or the valuation of your investment may be negatively impacted because
of the operational risks arising from factors such as processing errors and
human errors, inadequate or failed internal or external processes, failures in
systems and technology (including those due to cybersecurity incidents), changes
in personnel, and errors caused by third party service providers or trading
counterparties. It is not possible to identify all of the operational risks that
may affect the fund or to develop processes and controls that eliminate or
mitigate the occurrence of such failures. The fund and its shareholders could be
negatively impacted as a result.
Cybersecurity
risk. Like other funds and business
enterprises, the fund, the manager, the subadviser and their service providers
are subject to the risk of cyber incidents occurring from time to time.
Cybersecurity incidents, whether intentionally caused by third parties or
otherwise, may allow an unauthorized party to gain access to fund assets, fund
or customer data (including private shareholder information) or proprietary
information, cause the fund, the manager, the subadviser and/or their service
providers (including, but not limited to, fund accountants, custodians,
sub‑custodians, transfer agents and financial intermediaries) to suffer data
breaches, data corruption or loss of operational functionality, or prevent fund
investors from purchasing, redeeming or exchanging shares, receiving
distributions or receiving timely information regarding the fund or their
investment in the fund. The fund, the manager, and the subadviser have limited
ability to prevent or mitigate cybersecurity incidents affecting third party
service providers, and such third party service providers may have limited
indemnification obligations to the fund, the manager, and/or the subadviser.
Cybersecurity incidents may result in financial losses to the fund and its
shareholders, and substantial costs may be incurred in order to prevent or
mitigate any future cybersecurity incidents. Issuers of securities in which the
fund invests are also subject to cybersecurity risks, and the value of these
securities could decline if the issuers experience cybersecurity incidents.
New
ways to carry out cyber attacks continue to develop. There is a chance that some
risks have not been identified or prepared for, or that an attack may not be
detected, which puts limitations on the fund’s ability to plan for or respond to
a cyber attack.
Money market fund
regulatory risk. Money market funds and
the securities they invest in are subject to comprehensive regulations. The
enactment of new legislation or regulations, as well as changes in
interpretation and enforcement of current laws, may affect the manner of
operation, performance and/or yield of money market funds and could limit the
fund’s investment flexibility and reduce its ability to generate returns. In
July 2023, the SEC adopted amendments to money market fund regulations. The
fund’s operations will be impacted as it comes into compliance with the new
regulations.
Please
note that there are other factors that could adversely affect your investment
and that could prevent the fund from achieving its investment objective. More
information about risks appears in the SAI. Before investing, you should
carefully consider the risks that you will assume.
Portfolio holdings
A
description of the fund’s policies and procedures with respect to the disclosure
of portfolio securities is available in the SAI. The fund intends to make
complete portfolio holdings information as of the last business day of each
month available at www.franklintempleton.com/moneymarketfunds (click on the name
of the fund) no later than five business days after month‑end. Monthly portfolio
holdings information will be available on the fund’s website for at least six
months after posting.
For
information about the fund, please visit the fund’s website,
www.franklintempleton.com/moneymarketfunds, and click on the name of the fund.
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More on fund management
Franklin
Templeton Fund Adviser, LLC (“FTFA” or the “manager”) (formerly known as Legg
Mason Partners Fund Advisor, LLC) is the fund’s investment manager. FTFA, with
offices at 280 Park Avenue, New York, New York 10017, also serves as the
investment manager of other Franklin Templeton-sponsored funds. FTFA provides
administrative and certain oversight services to the fund. As of
September 30, 2023, FTFA’s total assets under management were approximately
$171.9 billion.
Western
Asset Management Company, LLC (“Western Asset”) provides the day‑to‑day
portfolio management of the fund as subadviser. Western Asset, established in
1971, has offices at 385 East Colorado Boulevard, Pasadena, California 91101 and
620 Eighth Avenue, New York, New York 10018. Western Asset acts as investment
adviser to institutional accounts, such as corporate pension plans, mutual funds
and endowment funds. As of September 30, 2023, the total assets under
management of Western Asset and its supervised affiliates were approximately
$365.2 billion.
FTFA
pays the subadviser a portion of the management fee that it receives from the
fund. The fund does not pay any additional advisory or other fees for advisory
services provided by Western Asset.
FTFA
and Western Asset are indirect, wholly-owned subsidiaries of Franklin Resources,
Inc. (“Franklin Resources”). Franklin Resources, whose principal executive
offices are at One Franklin Parkway, San Mateo, California 94403, is a global
investment management organization operating, together with its subsidiaries, as
Franklin Templeton. As of September 30, 2023, Franklin Templeton’s asset
management operations had aggregate assets under management of approximately
$1.37 trillion.
Management fee
The
fund pays a management fee at an annual rate that decreases as assets increase,
as follows: 0.200% on assets up to $5 billion; 0.175% on assets over
$5 billion, up to and including $10 billion; and 0.150% on assets over
$10 billion.
For
the fiscal year ended August 31, 2023, the fund paid FTFA an effective
management fee of 0.15% of the fund’s average daily net assets for management
services.
A
discussion regarding the basis for the Board’s approval of the fund’s management
agreement and subadvisory agreement is available in the fund’s Annual Report for
the period ended August 31, 2023.
Expense limitation
The
manager has agreed to waive fees and/or reimburse operating expenses (other than
interest, brokerage, taxes, extraordinary expenses and acquired fund fees and
expenses) so that the ratio of total annual fund operating expenses for Investor
Shares of the fund will not exceed 0.23% of the class’ average daily net assets,
subject to recapture as described below. This arrangement is expected to
continue until December 31, 2024, may be terminated prior to that date by
agreement of the manager and the Board, and may be terminated at any time after
that date by the manager. Additional amounts may be voluntarily waived and/or
reimbursed from time to time. The manager is also permitted to recapture amounts
waived and/or reimbursed to the class during the same fiscal year if the class’
total annual fund operating expenses have fallen to a level below the limit
described above. In no case will the manager recapture any amount that would
result, on any particular business day of the fund, in the class’ total annual
fund operating expenses exceeding the limit described above or any other lower
limit then in effect.
Additional information
The
fund enters into contractual arrangements with various parties, including, among
others, the fund’s manager and the subadviser, who provide services to the fund.
Shareholders are not parties to, or intended (or “third-party”) beneficiaries
of, those contractual arrangements.
This
Prospectus and the SAI provide information concerning the fund that you should
consider in determining whether to purchase shares of the fund. The fund may
make changes to this information from time to time. Neither this Prospectus nor
the SAI is intended to give rise to any contract rights or other rights in any
shareholder, other than rights conferred by federal or state securities laws.
Recordkeeping fees
The
fund is authorized to pay fees for recordkeeping services to Service Agents. As
a result, operating expenses of classes that incur new or additional
recordkeeping fees may increase over time.
Distribution
Franklin
Distributors, LLC (“Franklin Distributors” or the “Distributor”), an indirect,
wholly-owned broker/dealer subsidiary of Franklin Resources, serves as the
fund’s sole and exclusive distributor.
The
fund has adopted a shareholder services and distribution plan pursuant to Rule
12b‑1 under the Investment Company Act of 1940, as amended. Under the plan, the
fund pays distribution and/or service fees, based on annualized percentages of
average daily net assets, of up to 0.10% for Investor Shares. The Board has
determined that, until December 31, 2024, such payments shall not exceed
0.05% of average daily net assets attributable to Investor Shares. This
arrangement cannot be terminated prior to December 31, 2024 without the
Board of Trustees’ consent. From time to time, the Distributor and/or financial
intermediaries may agree to a reduction or waiver of these fees. These fees are
an ongoing expense and, over time, will increase the cost of your investment and
may cost you more than other types of sales charges.
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Western
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Additional payments
In
addition to payments made to intermediaries under the fund’s shareholder
services and distribution plan and other payments made by the fund for
shareholder services and/or recordkeeping, the Distributor, the manager and/or
their affiliates make payments for distribution, shareholder servicing,
marketing and promotional activities and related expenses out of their profits
and other available sources, including profits from their relationships with the
fund. These payments are not reflected as additional expenses in the fee table
contained in this Prospectus. The recipients of these payments may include the
Distributor and affiliates of the manager, as well as Service Agents through
which investors may purchase shares of the fund, including your Service Agent.
The total amount of these payments is substantial, may be substantial to any
given recipient and may exceed the costs and expenses incurred by the recipient
for any fund-related marketing or shareholder servicing activities. The payments
described in this paragraph are often referred to as “revenue sharing payments.”
Revenue sharing arrangements are separately negotiated between the Distributor,
the manager and/or their affiliates, and the recipients of these payments.
Revenue
sharing payments create an incentive for an intermediary or its employees or
associated persons to recommend or sell shares of the fund to you. Contact your
Service Agent for details about revenue sharing payments it receives or may
receive. Additional information about revenue sharing payments is available in
the SAI. Revenue sharing payments, as well as payments by the fund under the
shareholder services and distribution plan or for recordkeeping and/or
shareholder services, also benefit the manager, the Distributor and their
affiliates to the extent the payments result in more assets being invested in
the fund on which fees are being charged.
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Buying shares
Shares
of the fund are offered continuously and purchases may be made on any day the
fund is open for business, as described under “Share price/Fund business days”
below.
The
fund may offer one or more additional classes of shares. Only Investor Shares
are offered through this Prospectus.
You
may set up an account to buy shares only through banks, brokers, dealers,
insurance companies, investment advisers, financial consultants or advisers,
mutual fund supermarkets and other financial intermediaries that have entered
into an agreement with the Distributor to sell shares of the fund (each called a
“Service Agent”).
You
should contact your Service Agent to open an account to buy shares.
Your
Service Agent may provide shareholder services that differ from the services
provided by other Service Agents. Services provided by your Service Agent may
vary by class. You should ask your Service Agent to explain the shareholder
services it provides for each class and the compensation it receives in
connection with each class. Remember that your Service Agent may receive
different compensation depending on the share class in which you invest.
Your
Service Agent may not offer all classes of shares. You should contact your
Service Agent for further information.
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Generally |
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You
may buy shares of the fund on any day that the fund is open for business,
as described under “Share price/Fund business days.” Shares are sold at
their net asset value next determined after receipt by the transfer agent
of your purchase request in good order. Shares of the fund may only be
purchased by the wiring of federal funds.
The
fund may not be available for sale in certain states. Prospective
investors should inquire as to whether the fund is available for sale in
their state of residence.
You
must provide the following information for your order to be
processed:
• Name of
fund being bought
• Class of
shares being bought
• Dollar
amount or number of shares being bought
• Account
number (if existing account) |
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Through a
Service Agent |
|
You
should contact your Service Agent to open an account and make arrangements
to buy shares. You must contact your Service Agent to arrange for the
wiring of federal funds.
Your
Service Agent may charge an annual account maintenance fee.
All
orders through a Service Agent are processed at the net asset value next
calculated by the fund following receipt by the fund’s transfer agent of
your purchase request in good order. It is your Service Agent’s
responsibility to transmit orders to the fund’s transfer agent in a timely
fashion. |
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Through the fund |
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Investors
should contact the fund at 1‑877‑721‑1926 or 1‑203‑703‑6002 to open an
account and make arrangements to buy shares.
You
must contact the fund at 1‑877‑721‑1926 or 1‑203‑703‑6002 to arrange for
the wiring of federal funds.
Orders
may be received by mail as follows:
Regular
Mail:
BNY
Mellon
Attn: Western Asset
Money Market Funds
P.O. Box
534447
Pittsburgh, PA
15253-4447
Overnight
Mail:
BNY
Mellon
Attn:
534447
500 Ross Street,
154‑0520
Pittsburgh, PA
15262
If
the fund does not receive your purchase wire by the close of the Federal
Reserve wire transfer system on the day you placed your order, your order
will be canceled and you could be liable for any losses or fees incurred
by the fund or its agents.
Purchase
requests placed by telephone during the fund service desk’s hours of
operation and received in good order will be accepted for processing at
the net asset value next determined. The fund service desk’s normal hours
of operations are |
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between
8:00 a.m. and 5:30 p.m. (Eastern time) each fund business day. |
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When shares begin
to earn dividends |
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If
your order for a purchase to be made in federal funds is received by the
fund in good order prior to the fund’s close of business on a fund
business day, shares purchased will normally be entitled to receive
dividends declared on that day and orders received after the fund’s close
of business on a fund business day will normally begin to earn dividends
on the following business day.
If
you are purchasing through a Service Agent, you should check with your
Service Agent to determine when your purchase order will be
effective. |
Your account statement
will have more information on who to contact if you want to buy or redeem
shares, or you can contact the fund between 8:00 a.m. and 5:30 p.m. (Eastern
time) at 1‑877‑721‑1926 or 1‑203‑703‑6002.
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Exchanging shares
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Generally |
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There
are currently no exchange privileges in effect with respect to the
fund. |
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Redeeming shares
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Generally |
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You
may redeem shares of the fund on any day that the fund is open for
business, as described under “Share price/Fund business days” below.
Shares are redeemed at their net asset value next determined after receipt
by the transfer agent of your redemption request in good order. However,
Liquid Reserves Portfolio may be required to impose a liquidity fee upon
the sale of its shares if net redemptions from the portfolio exceed
certain levels or under certain circumstances. In the event that a
liquidity fee is imposed, the fund would be required to pass the fee
through to you on the same terms and conditions as imposed by Liquid
Reserves Portfolio, see “Liquidity fees” below for more information.
If
the shares are held by a fiduciary or corporation, partnership or similar
entity, other documents may be required.
Contact
your Service Agent or, if you hold shares directly with the fund, call the
fund at 1‑877‑721‑1926 or 1‑203‑703‑6002 to redeem shares of the
fund. |
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Redemption
proceeds |
|
If
your request is received in good order by the transfer agent prior to the
time the fund makes its final net asset value calculation on any day the
fund is open for business (normally 3:00 p.m. (Eastern time)), your
redemption proceeds normally will be sent that day, but in any event
within 7 days.
You
generally are entitled to receive dividends on fund shares through the day
prior to the day on which your proceeds are sent to you.
Your
redemption proceeds may be delayed, or your right to receive redemption
proceeds suspended beyond 7 days, if the New York Stock Exchange (“NYSE”)
is closed (other than on weekends or holidays) or trading is restricted,
if an emergency exists, or otherwise as permitted by the rules of or by
the order of the Securities and Exchange Commission (“SEC”).
If
you hold your shares through a Service Agent, your Service Agent may have
its own earlier deadlines for the receipt of a redemption request. All
orders through a Service Agent are processed at the net asset value next
calculated by the fund following receipt by the fund’s transfer agent of
your redemption request in good order. It is your Service Agent’s
responsibility to transmit orders to the fund’s transfer agent in a timely
fashion. Your sale or redemption proceeds will be sent by federal wire to
your Service Agent. You should check with your Service Agent to determine
when your proceeds will be available to you.
If
you hold your shares through the fund, redemption proceeds will be sent by
federal wire to the bank account you have designated on your application
form or other written authorization. To change the bank account designated
to receive wire transfers, you will be required to deliver a new written
authorization and may be asked to provide other documents. You may be
charged a fee on a wire transfer.
Under
normal circumstances, the fund expects to meet redemption requests by
using cash or cash equivalents in its portfolio.
The
fund reserves the right to pay redemption proceeds by giving you
securities instead of cash (for example, if the fund reasonably believes
that a cash redemption may have a substantial impact on the fund and its
remaining shareholders). You may pay transaction costs to dispose of the
securities, you may owe capital gain tax on the sale of the securities and
you may receive less than the price at which they were valued for purposes
of the redemption.
During
periods of deteriorating or stressed market conditions, or during
extraordinary or emergency circumstances, the fund may be more likely to
pay redemption proceeds by giving you securities. |
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By mail |
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Contact
your Service Agent or, if you hold shares directly with the fund, write to
the fund as follows:
Regular
Mail:
BNY
Mellon
Attn: Western Asset
Money Market Funds
P.O. Box
534447
Pittsburgh, PA
15253-4447
Overnight
Mail:
BNY
Mellon
Attn:
534447
500 Ross Street,
154‑0520
Pittsburgh, PA
15262
Your
written request must provide the following:
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Western Asset Institutional Liquid
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21 |
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• The fund
name, the class of shares being redeemed and your account number
• The dollar
amount or number of shares being redeemed
• Signature
of each owner exactly as the account is registered
• Signature
guarantees, as applicable (see “Other things to know about
transactions”) |
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By
telephone |
|
If
your account application permits, you may be eligible to redeem shares by
telephone. Contact your Service Agent or, if you hold shares directly with
the fund, call the fund at 1‑877‑721‑1926 or 1‑203‑703‑6002.
Please
have the following information ready when you place your redemption
request:
• Name of
fund being redeemed
• Class of
shares being redeemed
• Account
number
If
you hold your shares directly with the fund and your telephonic redemption
request is placed with the fund service desk during the fund service
desk’s hours of operation and received in good order, your request will be
accepted for processing at the net asset value next determined. The fund
service desk’s normal hours of operations are between 8:00 a.m. and
5:30 p.m. (Eastern time) each fund business day. |
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Liquidity
fees |
|
Liquid
Reserves Portfolio may be required to impose a liquidity fee upon the sale
of its shares if net redemptions from the portfolio exceed certain levels
or under certain circumstances.
Mandatory
Liquidity Fees. Effective October 2, 2024, if Liquid Reserves
Portfolio has total daily net redemptions that exceed five percent of the
portfolio’s net assets, or such smaller amount of net redemptions as the
board of trustees of the portfolio determines, based on flow information
available within a reasonable period after the last computation of the
portfolio’s net asset value on that day, Liquid Reserves Portfolio will be
required to apply a liquidity fee to all shares that are redeemed at a
price computed on that day. The amount of such a mandatory liquidity will
be based on a good faith estimate, supposed by data, of the costs Liquid
Reserves Portfolio would incur if it sold a pro rata amount of each
security in its portfolio to satisfy the amount of net redemptions,
including (i) spread costs, such that Liquid Reserves Portfolio is
valuing each security at its bid price, and any other charges, fees, and
taxes associated with portfolio security sales; and (2) market
impacts for each security. If the costs of selling a pro rata amount of
each portfolio security cannot be estimated in good faith and supported by
data, the liquidity fee amount is one percent of the value of shares
redeemed. Liquidity Reserves Portfolio will not be required to apply a
liquidity fee if the amount of the fee is less than 0.01% of the value of
the shares redeemed.
Discretionary
Liquidity Fees. Effective April 2, 2024, Liquid Reserves Portfolio
may determine to institute a discretionary liquidity fee (not to exceed
two percent of the value of the shares redeemed) to all shares redeemed if
the portfolio’s board of trustees determines that a liquidity fee is in
the best interests of the portfolio. The discretionary liquidity fee may
be terminated at any time at the judgment of the portfolio’s board.
In
the event that a liquidity fee is imposed, the fund would be required to
pass the fee through to you on the same terms and conditions as imposed by
Liquid Reserves Portfolio.
Any
such liquidity fee will reduce the amount you will receive upon the
redemption of your shares, and could cause you to recognize a capital loss
or could decrease the capital gain or increase the capital loss you would
otherwise recognize. Liquidity fees would be payable to Liquid Reserves
Portfolio. Pending redemption orders may be affected by any such liquidity
fee.
Any
announcement regarding the imposition or the termination of a liquidity
fee will be available on the fund’s website
www.franklintempleton.com/moneymarketfunds (click on the name of the
fund), and will be filed with the Securities and Exchange Commission.
Additional
information regarding liquidity fees is included in the SAI. |
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Liquidation |
|
The
fund reserves the right to permanently suspend redemptions and liquidate
if the Board determines that it is not in the best interests of the fund
to continue operating. |
Your account statement
will have more information on who to contact if you want to buy or redeem
shares, or you can contact the fund between 8:00 a.m. and 5:30 p.m. (Eastern
time) at 1‑877‑721‑1926 or 1‑203‑703‑6002.
Other things to know
about transactions
When
you buy or redeem shares, your request must be in good order. This means you
have provided the following information, without which your request may not be
processed:
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Western
Asset Institutional Liquid Reserves |
• |
|
In
the case of a purchase, the class of shares being bought
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• |
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In
the case of a redemption, the class of shares being redeemed (if you own
more than one class) |
• |
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Dollar
amount or number of shares being bought or redeemed
|
• |
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In
certain circumstances, the signature of each owner exactly as the account
is registered (see “Redeeming shares”) |
In
certain circumstances, such as during periods of market volatility, severe
weather and emergencies, shareholders may experience difficulties placing
redemption orders by telephone. In that case, shareholders should consider using
the fund’s other redemption procedures described under “Redeeming shares.”
The
transfer agent or the fund will employ reasonable procedures to confirm that any
telephone, electronic or other redemption request is genuine, which may include
recording calls, asking the caller to provide certain personal identification
information, employing identification numbers, sending you a written
confirmation or requiring other confirmation procedures from time to time. If
these procedures are followed, neither the fund nor its agents will bear any
liability for these transactions, subject to applicable law.
The
fund does not consider the U.S. Postal Service or private delivery services to
be its agents. Therefore, deposits in the mail or with such delivery services,
or receipt at the fund’s post office box, or purchase requests or redemption
orders, do not constitute receipt by the fund or its transfer agent.
The
fund has the right to:
• |
|
Suspend
the offering of shares permanently or for a period of time
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• |
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Waive
or change minimum initial and additional investment amounts
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• |
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Reject
any purchase order |
• |
|
Suspend
telephone transactions |
• |
|
Suspend
or postpone redemptions of shares on any day when trading on the NYSE is
restricted or as otherwise permitted by the SEC |
• |
|
Redeem
shares if information provided in the application should prove to be
incorrect in any manner judged by the fund to be material (e.g., in a
manner such as to render the shareholder ineligible to purchase shares of
that class) |
• |
|
Impose
fees on redemptions as permitted or required by Rule 2a‑7 under the 1940
Act |
The fund
may be required to close your account after a period of inactivity, as
determined by applicable U.S. state or territory abandoned or unclaimed property
laws and regulations, and transfer your shares to the appropriate U.S. state or
territory. If your shares are transferred to an applicable U.S. state or
territory from an IRA account, that could be treated as a taxable distribution
from your IRA to you. For more information on unclaimed property and how to
maintain an active account, please contact your Service Agent or the fund’s
transfer agent.
For
your protection, the fund or your Service Agent may request additional
information in connection with large redemptions, unusual activity in your
account, or otherwise to ensure your redemption request is in good order. Please
contact your Service Agent or the fund for more information.
Medallion signature
guarantees
To
be in good order, your redemption request must include a Medallion signature
guarantee if you:
• |
|
are
redeeming shares and sending the proceeds to an address or bank account
not currently on file or to an account in another Western Asset money
market fund sold by the Distributor with a different account registration
|
• |
|
changed
your account registration or your address within 30 calendar days
|
• |
|
are
transferring the redemption proceeds to an account with a different
registration |
For
other types of transactions involving changes to your account registration
information, please contact the fund or your Service Agent.
When
a Medallion signature guarantee is called for, the shareholder should have a
Medallion signature guarantee stamped under his or her signature. You can obtain
a signature guarantee from most banks, dealers, brokers, credit unions and
federal savings and loan institutions, national securities exchanges, registered
securities associations and clearing agencies (each an “Eligible Guarantor
Institution”), but not from a notary public.
The
fund and its agents reserve the right to reject any Medallion signature
guarantee pursuant to written signature guarantee standards or procedures, which
may be revised in the future to permit them to reject Medallion signature
guarantees from Eligible Guarantor Institutions. The fund may change the
signature guarantee requirements from time to time without prior notice to
shareholders.
Restrictions on the
availability of the fund outside the United States
The
distribution of this Prospectus and the offering of shares of the fund are
restricted in certain jurisdictions. This Prospectus is not an offer or
solicitation in any jurisdiction where such offer or solicitation is unlawful,
where the person making an offer or solicitation is not authorized to make it or
a person receiving an offer or solicitation may not lawfully receive it or may
not lawfully invest in the fund. Investors should inform themselves as to the
legal requirements within their own country before investing in the fund.
This
Prospectus, and the offer of shares hereunder, are not directed at persons
outside the United States. In particular, the fund is not intended to be
marketed to prospective investors in any member state of the European Union,
Iceland, Liechtenstein or Norway (collectively, the “European Economic Area” or
“EEA”). No notification or application has been made to the competent authority
of any member state of the EEA under the
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| |
Western Asset Institutional Liquid
Reserves |
|
| |
23 |
Alternative
Investment Fund Managers Directive (or any applicable legislation or regulations
made thereunder) to market the fund to investors in the EEA and it is not
intended that any such notification or application shall be made.
U.S.
citizens with addresses in the United States, and non‑U.S. citizens who reside
in the United States and have U.S. addresses, are permitted to establish
accounts with the fund. For these purposes, the “United States” and “U.S.”
include U.S. territories.
The
fund generally does not permit persons who do not reside in the United States or
who do not have U.S. addresses to establish accounts. Therefore, U.S. citizens
residing in foreign countries, as well as non‑U.S. citizens residing in foreign
countries, generally will not be permitted to establish accounts with the fund.
For
further information, you or your Service Agent may contact the fund at
1‑877‑721‑1926 or 1‑203‑703‑6002.
Anti-money laundering
Federal
anti-money laundering regulations require all financial institutions to obtain,
verify and record information that identifies each person who opens an account.
When you sign your account application, you may be asked to provide additional
information in order for the fund to verify your identity in accordance with
these regulations. If you are opening the account in the name of a legal entity
(e.g. partnership, limited liability company, business trust, corporation,
etc.), you may also be required to supply the identity of the beneficial owners
and a control individual with management authority, prior to the opening of your
account. Accounts may be restricted and/or closed, and the monies withheld,
pending verification of this information or as otherwise required under these
and other federal regulations.
Small account
balances/Mandatory redemptions
The
fund reserves the right to ask you to bring your account up to a minimum
investment amount determined by your Service Agent if the aggregate value of the
fund shares in your account is less than $500 for any reason (including solely
due to declines in net asset value and/or failure to invest at least $500 within
a reasonable period). You will be notified in writing and will have 60 days to
make an additional investment to bring your account value up to the required
level. If you choose not to do so within this 60‑day period, the fund may close
your account and send you the redemption proceeds. If your share class is no
longer offered, you may not be able to bring your account up to the minimum
investment amount. Some shareholders who hold accounts in multiple classes of
the same fund may have those accounts aggregated for the purposes of these
calculations. If your account is closed, you will not be eligible to have your
account reinstated without imposition of any sales charges that may apply to
your new purchase.
Please
contact your Service Agent for more information. Any redemption of fund shares
may result in tax consequences to you (see “Taxes” for more information). The
fund may, with prior notice, change the minimum size of accounts subject to
mandatory redemption, which may vary by class, or implement fees for small
accounts.
Subject
to applicable law, the fund may, with prior notice, adopt other policies from
time to time requiring mandatory redemption of shares in certain circumstances.
For more information,
please contact your Service Agent or the fund or consult the SAI.
Frequent trading of fund
shares
Money
market funds are often used by investors for short-term investments, in place of
bank checking or saving accounts, or for cash management purposes. Investors
value the ability to add and withdraw their funds quickly, without restriction.
For this reason the fund’s Board has not adopted policies and procedures, or
imposed restrictions such as minimum holding periods, in order to deter frequent
purchases and redemptions of money market fund shares. The Board also believes
that money market funds, such as the fund, are not typically targets of abusive
trading practices. However, some investors may seek to take advantage of a
short-term disparity between the fund’s yield and current market yields, which
could have the effect of reducing the fund’s yield. In addition, frequent
purchases and redemptions of fund shares could increase the fund’s transaction
costs and may interfere with the efficient management of the fund’s portfolio,
which could detract from the fund’s performance.
Record ownership
If
you hold shares through a Service Agent, your Service Agent may establish and
maintain your account and be the shareholder of record. In the event that the
fund holds a shareholder meeting, your Service Agent, as record holder, will be
entitled to vote your shares and may seek voting instructions from you. If you
do not give your Service Agent voting instructions, your Service Agent, under
certain circumstances, may nonetheless be entitled to vote your shares.
|
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| |
24 |
|
| |
Western
Asset Institutional Liquid Reserves |
Dividends, other
distributions and taxes
Dividends and other
distributions
The
fund calculates its net income and declares dividends each business day when it
makes its final net asset value calculation. See “Buying shares” above for
information about when recently purchased shares begin to earn dividends and
“Redeeming shares” above for information about when shares redeemed cease to
earn dividends. Dividends are distributed once a month, on or before the last
business day of the month.
You
can elect to receive dividends and/or other distributions in cash.
Unless
you elect to receive dividends and/or other distributions in cash, your
dividends and capital gain distributions will be automatically reinvested in
shares of the same class you hold, at the net asset value determined on the
reinvestment date.
If
you hold shares directly with the fund and you elect to receive dividends and/or
distributions in cash, you have the option to receive such dividends and/or
distributions via a direct deposit to your bank account or, provided that the
dividend and/or distribution is $10.00 or more, by check. If you choose to
receive dividends and/or distributions via check, amounts less than $10.00 will
automatically be reinvested in fund shares as described above.
If
you do not want dividends and/or distributions in amounts less than $10.00 to be
reinvested in fund shares, you must elect to receive dividends and distributions
via a direct deposit to your bank account.
The
Board reserves the right to revise the dividend policy or postpone the payment
of dividends if warranted in the Board’s judgment due to unusual circumstances.
Taxes
The
following discussion is very general, applies only to shareholders who are U.S.
persons, and does not address shareholders subject to special rules, such as
those who hold fund shares through an IRA, 401(k) plan or other tax‑advantaged
account. Except as specifically noted, the discussion is limited to federal
income tax matters, and does not address state, local, foreign or non‑income
taxes. Further information regarding taxes, including certain federal income tax
considerations relevant to non‑U.S. persons, is included in the SAI. Because
each shareholder’s circumstances are different and special tax rules may apply,
you should consult your tax professional about federal, state, local and/or
foreign tax considerations that may be relevant to your particular situation.
You
normally will have to pay federal income tax on any dividends and other
distributions you receive from the fund, whether the distributions are paid in
cash or additional shares. Distributions of net capital gain (the excess of net
long-term capital gain over net short-term capital loss) that are reported by
the fund as capital gain dividends are taxable to you as long-term capital gain
regardless of how long you have owned your shares. Other distributions are
generally taxable as ordinary dividends. The fund does not expect any
distributions to be treated as qualified dividend income, which for noncorporate
shareholders may be taxed at reduced rates.
If
you redeem shares, it is generally a taxable event.
You
may elect the “NAV method” for computing gains and losses from redemptions.
Under the NAV method, rather than computing gain or loss separately for each
taxable disposition of fund shares, you would determine gain or loss on an
aggregate basis for each “computation period” (which could be a taxable year or
certain shorter periods within a taxable year). Gain or loss under the NAV
method would be based on the change in the aggregate value of your shares during
the applicable period (or, for the first period in which the NAV method applies,
the difference between the aggregate value at the end of the period and the
adjusted tax basis at the beginning of the period), reduced by your purchases of
fund shares (including purchases through reinvestment of dividends) and
increased by the proceeds of redemptions of fund shares during that period.
Under the NAV method, if you hold your shares as a capital asset, any resulting
net gain or loss would be treated as short-term capital gain or loss. If you
hold shares in the fund through more than one account, you must treat your
holdings in each such account as a separate fund for purposes of applying the
NAV method. If you do not elect the NAV method, any capital gain or loss will
generally be long-term capital gain or loss if you held your shares for more
than one year and short-term capital gain or loss if you held the shares for one
year or less.
There
is uncertainty with respect to the tax treatment of liquidity fees received by
the fund. The tax treatment of liquidity fees may be the subject of future
guidance issued by the Internal Revenue Service. The imposition of a liquidity
fee on your redemption of fund shares could cause you to recognize a loss or
could decrease the gain or increase the loss you would otherwise recognize.
Although there is no definitive guidance, any liquidity fees received by the
fund may result in distributions or gains that would be taxable to the fund’s
shareholders.
A
Medicare contribution tax is imposed at the rate of 3.8% on all or a portion of
net investment income of U.S. individuals if their income exceeds specified
thresholds and on all or a portion of undistributed net investment income of
certain estates and trusts. Net investment income generally includes for this
purpose dividends and capital gain distributions, if any, paid by the fund.
A
dividend declared by the fund in October, November or December and paid during
January of the following year will, in certain circumstances, be treated as paid
in December for tax purposes.
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| |
Western Asset Institutional Liquid
Reserves |
|
| |
25 |
If
the fund meets certain requirements with respect to its holdings, it may elect
to “pass through” to shareholders foreign taxes that it pays, in which case each
shareholder will include the amount of such taxes in computing gross income, but
will be eligible to claim a credit or deduction (but not both) for such taxes,
subject to generally applicable limitations on such deductions and credits.
After
the end of each year, your Service Agent or the fund will provide you with
information about the distributions and dividends you received and any
redemptions of shares during the previous year. Because each shareholder’s
circumstances are different and special tax rules may apply, you should consult
your tax professional about your investment in the fund.
|
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| |
26 |
|
| |
Western
Asset Institutional Liquid Reserves |
Share price/Fund business
days
You
may buy or redeem shares at their net asset value (“NAV”) next determined after
receipt of your request in good order.
The
fund’s NAV per share is the value of its assets minus its liabilities divided by
the number of shares outstanding rounded to the fourth decimal place. NAV is
calculated separately for each class of shares. The fund is open for business
and calculates its NAV every day on which both the NYSE and the Federal Reserve
Bank of New York (“FRBNY”) are open for business. Therefore, the fund will be
closed the days on which the following holidays are observed: New Year’s Day,
Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day,
Juneteenth National Independence Day, Independence Day, Labor Day, Columbus Day,
Veterans Day, Thanksgiving Day and Christmas Day. Both the NYSE and FRBNY are
also closed on weekends and may be closed because of an emergency or other
unanticipated event. In the event the Federal Reserve wire payment system is
open and the NYSE is open, the fund may close for purchase or redemption
transactions if—due to an emergency or other unanticipated event—the bond
markets are closed for business as recommended by the Securities Industry and
Financial Markets Association (“SIFMA”). In the event the NYSE does not open for
business because of an emergency or other unanticipated event, the fund may, but
is not required to, open for purchase or redemption transactions if the Federal
Reserve wire payment system is open and the bond markets are open.
The
fund typically values its securities and calculates its NAV as of 8:00 a.m.,
12:00 p.m., and 3:00 p.m. (Eastern time) on each fund business day. However, the
fund could, without advance notice, determine not to make one or more intraday
calculations on a given day for a number of reasons such as unusual conditions
in the bond, credit or other markets or unusual fund purchase or redemption
activity. If the fund determined not to make an intraday calculation, purchases
or redemptions would be effected at the next determined intraday or closing NAV,
which may be greater or less than the price at which the purchase or redemption
would otherwise have been effected.
On
any day when the NYSE, the FRBNY or the bond markets (as recommended by SIFMA)
close early due to an unanticipated event, or if trading on the NYSE is
restricted, an emergency arises or as otherwise permitted by the SEC, the fund
reserves the right to close early and make its final NAV calculation as of the
time of its early close.
The
fund normally closes for business at 3:00 p.m. (Eastern time). When SIFMA
recommends an early close to the bond markets on a business day before or after
a day on which a holiday is celebrated, the fund reserves the right to close at
or prior to the SIFMA recommended closing time. For calendar year 2024, SIFMA
recommends an early close of the bond markets on March 28, 2024; May 24,
2024; July 3, 2024; November 29, 2024; December 24, 2024 and December 31,
2024. The schedule may be changed by SIFMA due to market conditions.
Valuation
of the fund’s securities and other assets is performed in accordance with the
valuation policy approved by the Board. The fund’s manager serves as the fund’s
valuation designee for purposes of compliance with Rule 2a‑5 under the
Investment Company Act of 1940, as amended. Under the valuation policy, assets
are valued as follows:
• |
|
The
valuations for fixed income securities are typically the prices supplied
by independent third party pricing services, which may use market prices
or broker/dealer quotations or a variety of fair valuation techniques and
methodologies. |
• |
|
The
valuations of securities traded on foreign markets and certain other fixed
income securities will generally be based on prices determined as of the
earlier closing time of the markets on which they primarily trade, unless
a significant event has occurred. Foreign markets are open for trading on
weekends and other days when the fund does not price its shares.
Therefore, the value of the fund’s shares may change on days when you will
not be able to purchase or redeem the fund’s shares.
|
• |
|
If
independent third party pricing services are unable to supply prices for a
portfolio investment, or if the prices supplied are deemed by the manager
to be unreliable, the market price may be determined by the manager using
quotations from one or more broker/dealers. When such prices or quotations
are not available, or when the manager believes that they are unreliable,
the manager will price securities in accordance with the valuation policy.
Among other things, the use of a formula or other method that takes into
consideration market indices, yield curves and other specific adjustments
may be used to determine fair value. Fair value of a security is the
amount, as determined by the manager in good faith, that the fund might
reasonably expect to receive upon a current sale of the security. Fair
value procedures may also be used if the manager determines that a
significant event has occurred between the time at which a market price is
determined and the time at which the fund’s net asset value is calculated.
|
Many
factors may influence the price at which the fund could sell any particular
portfolio investment. The sales price may well differ—higher or lower—from the
fund’s last valuation, and such differences could be significant, particularly
for securities that trade in relatively thin markets and/or markets that
experience extreme volatility. Moreover, valuing securities using fair value
methodologies involves greater reliance on judgment than valuing securities
based on market quotations. Fair value methodologies may value securities higher
or lower than another fund using market quotations or its own fair value
methodologies to price the same securities. There can be no assurance that the
fund could obtain the value assigned to a security if it were to sell the
security at approximately the time at which the fund determines its net asset
value. Investors who purchase or redeem fund shares on days when the fund is
holding fair-valued securities may receive a greater or lesser number of shares,
or higher or lower redemption proceeds, than they would have received if the
fund had not fair-valued the security or had used a different methodology.
To determine whether
the fund is open for business, please call the fund at 1‑877‑721‑1926 or
1‑203‑703‑6002. The fund service desk is
generally open between 8:00 a.m. and 5:30 p.m. (Eastern time) but may close
early under certain circumstances. You should contact your Service Agent to
determine whether your Service Agent will be open for business.
It
is the responsibility of the Service Agent to transmit all orders to buy or
redeem shares to the transfer agent on a timely basis.
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| |
Western Asset Institutional Liquid
Reserves |
|
| |
27 |
Financial highlights
The
financial highlights table is intended to help you understand the performance of
Investor Shares for the past five years, unless otherwise noted. Certain
information reflects financial results for a single fund share. Total return
represents the rate that an investor would have earned (or lost) on an
investment in the fund, assuming reinvestment of all dividends and other
distributions. Unless otherwise noted, this information has been audited by the
fund’s independent registered public accounting firm, PricewaterhouseCoopers
LLP, whose report, along with the fund’s financial statements, is incorporated
by reference into the fund’s SAI (see back cover) and is included in the fund’s
annual report. The fund’s annual report is available upon request by calling
toll-free 1‑877‑721‑1926 or via the following hyperlink: (
https://www.sec.gov/Archives/edgar/data/889512/000119312523263767/d549217dncsr.htm).
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
For a share of each class of beneficial interest
outstanding throughout each year ended August 31: |
|
Investor Shares |
|
2023 |
|
|
2022 |
|
|
20211 |
|
|
20201 |
|
|
20191 |
|
|
|
|
|
| |
Net asset value,
beginning of year |
|
|
$0.9998 |
|
|
|
$1.0000 |
|
|
|
$1.0006 |
|
|
|
$1.0004 |
|
|
|
$1.0003 |
|
|
|
|
|
| |
Income (loss) from operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
investment income |
|
|
0.0573 |
|
|
|
0.0120 |
|
|
|
0.0004 |
|
|
|
0.0158 |
|
|
|
0.0227 |
|
Net
realized and unrealized gain (loss) |
|
|
(0.0133) |
|
|
|
(0.0074) |
|
|
|
(0.0006) |
|
|
|
(0.0039) |
|
|
|
0.0003 |
|
Total income
(loss) from operations |
|
|
0.0440 |
|
|
|
0.0046 |
|
|
|
(0.0002) |
|
|
|
0.0119 |
|
|
|
0.0230 |
|
|
|
|
|
| |
Less distributions from: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
investment income |
|
|
(0.0441) |
|
|
|
(0.0048) |
|
|
|
(0.0004) |
|
|
|
(0.0117) |
|
|
|
(0.0229) |
|
Total
distributions |
|
|
(0.0441) |
|
|
|
(0.0048) |
|
|
|
(0.0004) |
|
|
|
(0.0117) |
|
|
|
(0.0229) |
|
|
|
|
|
| |
Net asset value,
end of year |
|
|
$0.9997 |
|
|
|
$0.9998 |
|
|
|
$1.0000 |
|
|
|
$1.0006 |
|
|
|
$1.0004 |
|
Total return2
|
|
|
4.49 |
% |
|
|
0.46 |
% |
|
|
(0.02) |
% |
|
|
1.20 |
% |
|
|
2.32 |
% |
|
|
|
|
| |
Net assets, end of
year (000s) |
|
|
$823 |
|
|
|
$1,721 |
|
|
|
$4,236 |
|
|
|
$7,304 |
|
|
|
$41,506 |
|
|
|
|
|
| |
Ratios to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
Gross
expenses3,4
|
|
|
5.14 |
% |
|
|
2.16 |
% |
|
|
1.32 |
% |
|
|
0.69 |
% |
|
|
0.52 |
% |
Net
expenses3,5,6 |
|
|
0.23 |
|
|
|
0.18 |
|
|
|
0.20 |
|
|
|
0.21 |
|
|
|
0.22 |
|
Net
investment income |
|
|
4.28 |
|
|
|
0.32 |
|
|
|
0.04 |
|
|
|
1.58 |
|
|
|
2.27 |
|
1 |
Per share amounts have been
calculated using the average shares method. |
2 |
Performance figures may
reflect fee waivers and/or expense reimbursements. In the absence of fee
waivers and/or expense reimbursements, the total return would have been
lower. Past performance is no guarantee of future results.
|
3 |
Includes the Fund’s share of
Liquid Reserves Portfolio’s allocated expenses. |
4 |
The gross expenses do not
reflect the reduction in the Fund’s management fee, pursuant to the Fund’s
investment management agreement, by the amount paid by the Fund for its
allocable share of the management fee paid by Liquid Reserves Portfolio.
|
5 |
Reflects fee waivers and/or
expense reimbursements. |
6 |
As a result of an expense
limitation arrangement, effective December 27, 2018, the ratio of
total annual fund operating expenses, other than interest, brokerage,
taxes, extraordinary expenses and acquired fund fees and expenses, to
average net assets of Investor Shares did not exceed 0.23%. This expense
limitation arrangement cannot be terminated prior to December 31,
2023 without the Board of Trustees’ consent. Additional amounts may be
voluntarily waived and/or reimbursed from time to time. Prior to
December 27, 2018, the expense limitation was 0.35%.
|
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| |
28 |
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| |
Western
Asset Institutional Liquid Reserves |
Legg Mason Funds Privacy and Security Notice
Your Privacy and the
Security of Your Personal Information is Very Important to the Legg Mason Funds
This
Privacy and Security Notice (the “Privacy Notice”) addresses the Legg Mason
Funds’ privacy and data protection practices with respect to nonpublic personal
information the Funds receive. The Legg Mason Funds include the Western Asset
Money Market Funds sold by the Funds’ distributor, Franklin Distributors, LLC,
as well as Legg Mason-sponsored closed‑end funds. The provisions of this Privacy
Notice apply to your information both while you are a shareholder and after you
are no longer invested with the Funds.
The Type of Nonpublic
Personal Information the Funds Collect About You
The
Funds collect and maintain nonpublic personal information about you in
connection with your shareholder account. Such information may include, but is
not limited to:
• |
|
Personal
information included on applications or other forms;
|
• |
|
Account
balances, transactions, and mutual fund holdings and positions;
|
• |
|
Bank
account information, legal documents, and identity verification
documentation; and |
• |
|
Online
account access user IDs, passwords, security challenge question responses.
|
How the Funds Use
Nonpublic Personal Information About You
The
Funds do not sell or share your nonpublic personal information with third
parties or with affiliates for their marketing purposes, unless you have
authorized the Funds to do so. The Funds do not disclose any nonpublic personal
information about you except as may be required to perform transactions or
services you have authorized or as permitted or required by law.
The
Funds may disclose information about you to:
• |
|
Employees,
agents, and affiliates on a “need to know” basis to enable the Funds to
conduct ordinary business or to comply with obligations to government
regulators; |
• |
|
Service
providers, including the Funds’ affiliates, who assist the Funds as part
of the ordinary course of business (such as printing, mailing services, or
processing or servicing your account with us) or otherwise perform
services on the Funds’ behalf, including companies that may perform
statistical analysis, market research and marketing services solely for
the Funds; |
• |
|
Permit
access to transfer, whether in the United States or countries outside of
the United States to such Funds’ employees, agents and affiliates and
service providers as required to enable the Funds to conduct ordinary
business, or to comply with obligations to government regulators;
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• |
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The
Funds’ representatives such as legal counsel, accountants and auditors to
enable the Funds to conduct ordinary business, or to comply with
obligations to government regulators; |
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Fiduciaries
or representatives acting on your behalf, such as an IRA custodian or
trustee of a grantor trust. |
Except
as otherwise permitted by applicable law, companies acting on the Funds’ behalf,
including those outside the United States, are contractually obligated to keep
nonpublic personal information the Funds provide to them confidential and to use
the information the Funds share only to provide the services the Funds ask them
to perform.
The
Funds may disclose nonpublic personal information about you when necessary to
enforce their rights or protect against fraud, or as permitted or required by
applicable law, such as in connection with a law enforcement or regulatory
request, subpoena, or similar legal process. In the event of a corporate action
or in the event a Fund service provider changes, the Funds may be required to
disclose your nonpublic personal information to third parties. While it is the
Funds’ practice to obtain protections for disclosed information in these types
of transactions, the Funds cannot guarantee their privacy policy will remain
unchanged.
Keeping You Informed of
the Funds’ Privacy and Security Practices
The
Funds will notify you annually of their privacy policy as required by federal
law. While the Funds reserve the right to modify this policy at any time, they
will notify you promptly if this privacy policy changes.
The Funds’ Security
Practices
The
Funds maintain appropriate physical, electronic and procedural safeguards
designed to guard your nonpublic personal information. The Funds’ internal data
security policies restrict access to your nonpublic personal information to
authorized employees, who may use your nonpublic personal information for Fund
business purposes only.
Although
the Funds strive to protect your nonpublic personal information, they cannot
ensure or warrant the security of any information you provide or transmit to
them, and you do so at your own risk. In the event of a breach of the
confidentiality or security of your nonpublic personal information, the Funds
will attempt to notify you as necessary so you can take appropriate protective
steps. If you have consented to the Funds using electronic communications or
electronic delivery of statements, they may notify you under such circumstances
using the most current email address you have on record with them.
In
order for the Funds to provide effective service to you, keeping your account
information accurate is very important. If you believe that your account
information is incomplete, not accurate or not current, if you have questions
about the Funds’ privacy practices, or our use of your nonpublic personal
information, write the Funds using the contact information on your account
statements, email the Funds by clicking on the Contact Us section of the Funds’
website at www.franklintempleton.com, or contact the Funds at 1‑877‑721‑1926 for
the Western Asset Money Market Funds or 1‑888‑777‑0102 for the Legg
Mason-sponsored closed‑end funds.
Revised
October 2022
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THIS PAGE IS
NOT PART OF THE PROSPECTUS |
Legg Mason California
Consumer Privacy Act Policy
Although
much of the personal information we collect is “nonpublic personal information”
subject to federal law, residents of California may, in certain circumstances,
have additional rights under the California Consumer Privacy Act (“CCPA”). For
example, if you are a broker, dealer, agent, fiduciary, or representative acting
by or on behalf of, or for, the account of any other person(s) or household, or
a financial advisor, or if you have otherwise provided personal information to
us separate from the relationship we have with personal investors, the
provisions of this Privacy Policy apply to your personal information (as defined
by the CCPA).
In
addition to the provisions of the Legg Mason Funds Security and Privacy Notice,
you may have the right to know the categories and specific pieces of personal
information we have collected about you.
You
also have the right to request the deletion of the personal information
collected or maintained by the Funds.
If
you wish to exercise any of the rights you have in respect of your personal
information, you should advise the Funds by contacting them as set forth below.
The rights noted above are subject to our other legal and regulatory obligations
and any exemptions under the CCPA. You may designate an authorized agent to make
a rights request on your behalf, subject to the identification process described
below. We do not discriminate based on requests for information related to our
use of your personal information, and you have the right not to receive
discriminatory treatment related to the exercise of your privacy rights.
We
may request information from you in order to verify your identity or authority
in making such a request. If you have appointed an authorized agent to make a
request on your behalf, or you are an authorized agent making such a request
(such as a power of attorney or other written permission), this process may
include providing a password/passcode, a copy of government issued
identification, affidavit or other applicable documentation, i.e. written
permission. We may require you to verify your identity directly even when using
an authorized agent, unless a power of attorney has been provided. We reserve
the right to deny a request submitted by an agent if suitable and appropriate
proof is not provided.
For
the 12‑month period prior to the date of this Privacy Policy, the Legg Mason
Funds have not sold any of your personal information; nor do we have any plans
to do so in the future.
Contact Information
Address:
Data Privacy Officer, 100 International Dr., Baltimore, MD 21202
Phone:
1‑800‑396‑4748
Revised
October 2022
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THIS PAGE IS
NOT PART OF THE PROSPECTUS |
Western Asset
Institutional Liquid Reserves
You
may visit www.franklintempleton.com/moneymarketfundsliterature for a free copy
of a Prospectus, Statement of Additional Information (“SAI”) or an Annual or
Semi-Annual Report.
Shareholder
reports Additional information about the
fund’s investments is available in the fund’s Annual and Semi-Annual Reports to
shareholders. In the fund’s Annual Report, you will find a discussion of the
market conditions and investment strategies that significantly affected the
fund’s performance during its last fiscal year. The independent registered
public accounting firm’s report and financial statements in the fund’s
Annual Report are incorporated by reference into (are legally a part of)
this Prospectus.
The
fund sends only one report to a household if more than one account has the same
last name and same address. Contact your Service Agent or the fund if you do not
want this policy to apply to you.
Statement of
additional information The SAI provides
more detailed information about the fund and is incorporated by reference into
(is legally a part of) this Prospectus.
You
can make inquiries about the fund or obtain shareholder reports or the SAI
(without charge) by contacting your Service Agent, by calling the fund at
1‑877‑721‑1926 or 1‑203‑703‑6002, or by writing to the fund at BNY Mellon, Attn:
Western Asset Money Market Funds, P.O. Box 534447, Pittsburgh, PA 15253-4447.
Reports
and other information about the fund are available on the EDGAR Database on the
Securities and Exchange Commission’s Internet site at
http://www.sec.gov. Copies of this information may be obtained for a
duplicating fee by electronic request at the following E‑mail address:
[email protected].
If
someone makes a statement about the fund that is not in this Prospectus, you
should not rely upon that information. Neither the fund nor the Distributor is
offering to sell shares of the fund to any person to whom the fund may not
lawfully sell its shares.
(Investment
Company Act
file
no. 811‑06740)