ck0001027596-20231031
First Sentier American
Listed Infrastructure Fund
First Sentier Global Listed
Infrastructure Fund
(the
“First Sentier Funds” or “Funds”)
Prospectus
February 28,
2024
The
U.S. Securities and Exchange Commission has not approved or disapproved these
securities or determined if this Prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
TABLE
OF CONTENTS
SUMMARY
SECTION
First
Sentier American Listed Infrastructure Fund
Investment
Objective
The
First Sentier American Listed Infrastructure Fund (the “American Listed Fund” or
“Fund”) seeks
to achieve growth of capital and inflation protected
income.
Fees and Expenses of the
Fund
This
table describes the fees and expenses that you may pay if you buy, hold, and
sell shares of the Fund. You may pay other fees, such as brokerage commissions
and other fees to financial intermediaries, which are not reflected in the
tables and examples below.
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ANNUAL
FUND OPERATING EXPENSES (expenses
that you pay each year as a percentage of the value of your
investment) |
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Management
Fees |
0.75 |
% |
Other
Expenses (includes 0.00% Shareholder Servicing Plan Fee)(1) |
9.40 |
% |
Total
Annual Fund Operating Expenses |
10.15 |
% |
Less:
Fee Waiver and/or Expense Reimbursement |
-9.40 |
% |
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement(2) |
0.75 |
% |
(1) The
American Listed Fund may accrue up to 0.10% in “Shareholder Servicing Plan Fee”
of the average daily net assets of the Fund’s shares; however, the Fund’s
accrual of each fee is currently set at 0.00% through at least February 27,
2025, and any accrual increase must first be approved by the Board of Trustees
(the “Board”).
(2) First
Sentier Investors (US) LLC (the “Adviser”) has contractually agreed to waive a
portion or all of its management fees and/or pay Fund expenses (excluding
acquired fund fees and expenses (“AFFE”), taxes, interest expense, dividends on
securities sold short, extraordinary expenses, and any other class-specific
expenses, such as shareholder servicing plan fees) in order to limit the Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement to
0.75% of average daily net assets of the Fund (the “Expense Cap”). The Expense
Cap will remain in effect through February 27, 2025, and may be terminated only
by the Board. The Adviser may request recoupment of previously waived fees and
expenses from the Fund for 36 months from the date they were waived or paid,
subject to the Expense Cap at the time such amounts were waived or at the time
of recoupment, whichever is lower.
Example.
This Example is intended to help you compare the cost of investing
in the American Listed Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all of your shares at the end of those periods. The
Example also assumes that your investment has a 5% return each year and that the
Fund’s operating expenses remain the same (taking into account the Expense Cap
only in the first year). Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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| 1
Year |
3
Years |
5
Years |
10
Years |
Class
I |
$77 |
$2,085 |
$3,892 |
$7,656 |
Portfolio
Turnover.
The American Listed Fund pays transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio).
A higher portfolio turnover rate may indicate higher transaction costs and may
result in higher taxes when Fund shares are held in a taxable account. These
costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year ended
October 31, 2023, the Fund’s portfolio turnover rate was 78.02% of the average value of its
portfolio.
Principal Investment
Strategy
Under normal circumstances, the American Listed Fund
invests at least 80% of its net assets (plus any borrowings for investment
purposes) in publicly traded equity securities of infrastructure companies
listed
on
a U.S. stock exchange. The Fund defines infrastructure companies as those
companies that derive at least 65% of their operating earnings from the
ownership or operation of infrastructure assets. The Fund defines infrastructure
assets as the physical structures, networks and systems of transportation,
energy, water, waste, and communication. The Fund typically invests in companies
that can adjust the fees they charge customers and counterparties in line with
inflation, in accordance with contractual terms or regulation, or through
renegotiation due to the essential nature and pricing power of infrastructure
assets. The assets held by these companies typically offer high barriers to
entry, pricing power, predictable cash flows and structural growth. As part of
the 80%, the Fund will invest up to 20% of its net assets
in
publicly traded securities of infrastructure companies whose primary operations
or principal trading market is in a foreign market, and that are not subject to
the requirements of the U.S. securities laws, markets and accounting
requirements, i.e.,
foreign securities. The Fund considers an issuer’s “primary operations” to be in
a foreign market if the issuer (i) is organized under the laws of that
country, or (ii) derives at least 50% of its revenues or profits from goods
produced or sold, investments made, services performed, or has at least 50% of
its assets located within that country. The Fund may invest up to 20% of its net
assets in American Depositary Receipts (“ADRs”).
The
American Listed Fund seeks to invest in the securities of companies which have
high barriers to entry, strong pricing power, sustainable growth and predictable
cash flows. The majority of infrastructure securities in which the Fund
typically invests are within the following Global Industry Classification
Standard (“GICS”) sectors:
1)
oil and gas storage and transportation;
2)
airport services;
3)
highways and rail tracks;
4)
marine ports and services;
5)
multi/electric/gas/water utilities; and
6)
specialty REITs.
However,
given the evolving nature of the global listed infrastructure market, the
American Listed Fund may hold securities outside of the above sectors as long as
they meet the Fund’s definition of an infrastructure company.
Equity
securities in which the Fund may invest include, but are not limited to, common
and preferred stock of companies of any size market capitalizations. The
American Listed Fund may also invest in stapled securities to gain exposure to
infrastructure companies in Australia. A stapled security, which is widely used
in Australia, is a security that is comprised of two parts that cannot be
separated from one another, a unit in a trust related to the company and a share
of a company. The Fund may also invest in initial public offerings
(“IPOs”).
All
REITs that the American Listed Fund may invest in must meet the Fund’s
definition of an infrastructure company. As a fundamental policy, the Fund will
invest more than 25% of its net assets in the securities issued by companies
operating in the infrastructure industry.
The
American Listed Fund’s investment strategy is based on active, bottom-up stock
selection which seeks to identify mispricing. The strategy seeks to minimize
risk through on-the-ground research, a focus on quality, and sensible portfolio
construction. Securities within the Fund’s wider investment universe are
screened for infrastructure characteristics, thoroughly analyzed and then ranked
by value and quality. The portfolio is then constructed by the portfolio
managers, based primarily on these rankings. Sector risks are also monitored as
a risk management overlay which aims to ensure appropriate portfolio
diversification along sector lines.
The
portfolio managers choose to sell securities when they observe a security moving
to a lower position within its value and quality ranking system. This can occur
through:
•A
rise in a company’s share price, leading to decreased upside potential and a
lower value ranking
•A
downgrade in a company’s discounted cash flow valuation, leading to lower value
ranking
•A
downgrade of a company’s quality score, leading to a lower quality ranking.
Peer
review of the security selection process ensures the team is not locked into
high conviction buys or sells but rather identifies market inefficiency and
sells/buys the security before the opportunity has closed.
The
American Listed Fund is non-diversified, which means that it can invest a
greater percentage of its assets in any one issuer than a diversified fund.
Investing in fewer issuers makes a fund more susceptible to financial, economic
or market events impacting such issuers and may cause the Fund’s share price to
be more volatile than the share price of a diversified
fund.
Principal Investment
Risks
By
itself, the Fund is not a complete, balanced investment plan. The Fund cannot
guarantee that it will achieve its investment objectives. Losing all or a portion
of your investment is a risk of investing in the Fund. The
following risks are considered principal and could affect the value of your
investment in the Fund:
•Infrastructure
Companies Risk. Infrastructure
companies may be subject to a variety of factors that may adversely affect their
business or operations, including high interest costs in connection with capital
construction programs, high leverage, costs associated with environmental and
other regulations, the effects of economic slowdown, surplus capacity, increased
competition from other providers of services, uncertainties concerning the
availability of fuel at reasonable prices, the effects of energy conservation
policies and other factors. Some of the specific risks that infrastructure
companies may be particularly affected by, or subject to, include the following:
regulatory risk, technology risk, regional or geographic risk, natural disasters
risk, through-put risk, project risk, strategic asset risk, operation risk,
customer risk, interest rate risk, inflation risk and financing
risk.
In
particular, the operations of infrastructure projects are exposed to unplanned
interruptions caused by significant catastrophic events, such as pandemics,
cyclones, earthquakes, landslides, floods, explosion, fire, terrorist attack,
major plant breakdown, pipeline or electricity line rupture or other disasters.
Operational disruption, as well as supply disruption, could adversely impact the
cash flows available from these assets.
Further,
national and local environmental laws and regulations affect the operations of
infrastructure projects. Standards are set by these laws, and regulations are
imposed regarding certain aspects of health and environmental quality, and they
provide for penalties and other liabilities for the violation of such standards,
and establish, in certain circumstances, obligations to remediate and
rehabilitate current and former facilities and locations where operations are,
or were, conducted. These laws and regulations may have a detrimental impact on
the financial performance of infrastructure
projects.
•Concentration
Risk.
Since the securities of companies in the same industry or group of industries
will comprise a significant portion of the Fund’s portfolio, the Fund will be
more significantly impacted by adverse developments in such industries than a
fund that invests in a wider variety of industries.
•Management
Risk. The American Listed Fund is an actively managed portfolio. The
management practices and investment strategies might not produce the desired
results. The portfolio managers may be incorrect in their assessment of a
stock’s appreciation potential.
•General
Market Risk. Economies and financial markets throughout the world are becoming
increasingly interconnected, which increases the likelihood that events or
conditions in one country or region will adversely impact markets or issuers in
other countries or regions. Securities in the Fund’s portfolio may underperform
in comparison to securities in general financial markets, a particular financial
market or other asset classes due to a number of factors, including: inflation
(or expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors, which
has resulted in disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. Continuing uncertainties regarding interest rates, rising
inflation, political events, rising government debt in the U.S. and trade
tensions also contribute to market volatility. Conflict, loss of life and
disaster connected to ongoing armed conflict between Ukraine and Russia in
Europe and Israel and Hamas in the Middle East could have severe adverse effects
on the region, including significant adverse effects on the regional or global
economies and the markets for certain securities. The U.S. and the European
Union imposed sanctions on certain Russian individuals and companies, including
certain financial institutions, and have limited certain exports and imports to
and from Russia. The war has contributed to recent market volatility and may
continue to do so.
•Equity
Securities Risk. The
value of the Fund’s shares will go up or down based on the movement of the
overall stock market and the value of the individual securities held by the
Fund, both of which can sometimes be volatile.
•Depositary
Receipt Risk. Depositary
receipts may be purchased through “sponsored” or “unsponsored” facilities. A
sponsored facility is established jointly by the issuer of the underlying
security and a depositary, whereas a depositary may establish an unsponsored
facility without participation by the issuer of the depositary security. Holders
of unsponsored depositary receipts generally bear all the costs of such
facilities and the depositary of an unsponsored facility frequently is under no
obligation to distribute shareholder communications received from the issuer of
the deposited security or to pass through voting rights to the holders of such
receipts of the deposited securities. In addition, investments in ADRs may be
less liquid than the underlying shares in their primary trading
market.
•Foreign
Securities Risk. Investing
in foreign securities typically involves more risks than investing in U.S.
securities, and includes risks associated with: (1) internal and external
political and economic developments – e.g.,
the political, economic and social policies and structures of some foreign
countries may be less stable and more volatile than those in the United States
or some foreign countries may be subject to trading restrictions or economic
sanctions; (2) trading practices – e.g.,
government supervision and regulation of foreign securities and currency
markets, trading systems and brokers may be less than in the United States; (3)
availability of information – e.g.,
foreign issuers may not be subject to the same disclosure, accounting and
financial reporting standards and practices as U.S. issuers; (4) limited markets
– e.g.,
the securities of certain foreign issuers may be less liquid (harder to sell)
and more volatile; and (5) currency exchange rate fluctuations and
policies.
•Stapled
Securities Risk.
A stapled security is comprised of two different securities—a unit in a trust
related to the company and a share of a company—that are “stapled” together and
treated as a unit at all times, including for transfer or trading.
The
characteristics and value of a stapled security are influenced by both
underlying securities. The listing of stapled securities on a domestic or
foreign exchange does not guarantee a liquid market for stapled
securities.
•Real
Estate Investment Trust (REIT) Risk.
Investments in REITs will be subject to the risks associated with the direct
ownership of real estate and annual compliance with tax rules applicable to
REITs. Risks commonly associated with the direct ownership of real estate
include fluctuations in the value
of
underlying properties, defaults by borrowers or tenants, changes in interest
rates and risks related to general or local economic conditions. In addition,
REITs have their own expenses, and the Fund will bear a proportionate share of
those expenses.
•Initial
Public Offering Risk.
The market value of IPO shares may fluctuate considerably due to factors such as
the absence of a prior public market, unseasoned trading, the small number of
shares available for trading and limited information about the issuer. The
purchase of IPO shares may involve high transaction costs. IPO shares are
subject to market risk and liquidity risk.
•Small-
and Medium-Sized Companies Risk.
Small-
and medium-sized companies often have less predictable earnings, more limited
product lines, markets, distribution channels or financial resources and the
management of such companies may be dependent upon one or few key people. The
market movements of equity securities of small- and medium-sized companies may
be more abrupt and volatile than the market movements of equity securities of
larger, more established companies or the stock market in general and
small-sized companies in particular, are generally less liquid than the equity
securities of larger companies.
•Non-Diversification
Risk.
To the extent that the Fund invests its assets in fewer securities, the Fund is
subject to a greater risk of loss if any of those securities become permanently
impaired than a fund that invests more widely.
•Newer
Fund Risk.
The
American Listed Fund is newer with limited operating history and there can be no
assurance that the Fund will grow to or maintain an economically viable size, in
which case the Board may determine to liquidate the
Fund.
Performance
The following information provides some indication of the risks
of investing in the Fund. The bar chart shows the annual return
for the Fund’s Class I shares from year to year. The table shows how the Fund’s
average annual returns for the one year and since inception periods compare with
those of a broad measure of market performance. The Fund’s past
performance, before and after taxes, is not necessarily an indication of how the
Fund will perform in the future. Updated performance information
will be available on the Fund’s website at www.firstsentierfunds.com or by calling the Fund toll-free at 1-888-898-5040.
Calendar Year Returns as of
December 31
During
the period of time shown in the bar chart, the highest
return for a calendar quarter was 15.00% (Q4 December 31, 2021) and
the lowest return for a calendar quarter was
-9.57% (Q2 June 30,
2022).
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Average
Annual Total Returns
(for
the periods ended
December 31, 2023) |
Class
I Shares |
1
Year |
Since
Inception
12/29/2020 |
Return Before
Taxes |
0.61% |
6.71% |
Return After
Taxes on Distributions |
-0.09% |
3.81% |
Return After
Taxes on Distributions and Sale of Fund
Shares |
0.83% |
4.42% |
FTSE
USA Core Infrastructure Capped Index, Net TR (reflects no deduction for fees, expenses or
taxes) |
-1.83% |
4.84% |
The after-tax
returns were calculated using the historical highest individual federal marginal
income tax rates and do not reflect the impact of state and local
taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown, and after-tax returns are not relevant to investors who hold shares
of the Fund through tax-deferred arrangements, such as 401(k) plans or
individual retirement accounts (“IRAs”). The Return
After Taxes on Distributions and Sale of Fund Shares is higher than other return
figures when a capital loss occurs upon redemption and provides an assumed tax
deduction that benefits the investor.
Management
Investment
Adviser.
First Sentier Investors (US) LLC, is the American Listed Fund’s investment
adviser.
Investment
Sub-Adviser.
First Sentier Investors (Australia) IM Ltd is the American Listed Fund’s
investment sub-adviser (“Sub-Adviser”).
Sub-Adviser
Portfolio Managers.
Andrew Greenup (Deputy
Head of Global Listed Infrastructure, Senior Portfolio Manager)
and Jessica Jouning (Senior
Analyst and Assistant Portfolio Manager)
are the Sub-Adviser’s portfolio managers responsible for the day-to-day
management of the Fund. They have managed the Fund since its
inception.
Purchase
and Sale of Fund Shares
You
may purchase, exchange or redeem Fund shares on any business day by written
request via mail (First Sentier American Listed Infrastructure Fund, c/o U.S.
Bank Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701), by telephone
at 1-888-898-5040, by wire transfer or through a financial intermediary.
Investors who wish to purchase, exchange or redeem Fund shares through a
financial intermediary should contact the intermediary directly. The minimum
initial and subsequent investment amounts are shown below.
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Types
of Accounts |
To
Open Your Account |
To
Add to Your Account |
Class
I |
$1
million |
Any
amount |
Tax
Information
The
Fund’s distributions are taxable and will be taxed as ordinary income or capital
gains, unless you invest through a tax-deferred arrangement, such as a 401(k)
plan or an IRA. Distributions on investments made through tax-deferred
arrangements may be taxed later upon withdrawal of assets from those
accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase the Fund through a broker-dealer or other financial intermediary,
the Fund and/or the Adviser may pay the intermediary for the sale of Fund shares
and related services. These payments may create a conflict of interest by
influencing the broker-dealer or other financial intermediary and your
salesperson to recommend the Fund over another investment. Ask your salesperson
or visit your financial intermediary’s website for more information.
SUMMARY
SECTION
First
Sentier Global Listed Infrastructure Fund
Investment
Objective
The
First Sentier Global Listed Infrastructure Fund (the “Global Listed Fund” or
“Fund”) seeks to achieve growth of capital
and
inflation-protected income.
Fees and Expenses of the
Fund
This
table describes the fees and expenses that you may pay if you buy, hold, and
sell shares of the Fund. You may pay other fees, such as brokerage commissions
and other fees to financial intermediaries, which are not reflected in the
tables and examples below.
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ANNUAL
FUND OPERATING EXPENSES (expenses
that you pay each year as a percentage of the value of your
investment) |
Management
Fees |
0.75 |
% |
Other
Expenses (includes 0.10% Shareholder Servicing Plan Fee) |
0.42 |
% |
Total
Annual Fund Operating Expenses |
1.17 |
% |
Less:
Fee Waiver and/or Expense Reimbursement |
-0.22 |
% |
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement(1) |
0.95 |
% |
(1) First Sentier
Investors (US) LLC (the “Adviser”) has contractually agreed to waive a portion
or all of its management fees and/or pay Fund expenses (excluding acquired fund
fees and expenses (“AFFE”), taxes, interest expense, dividends on securities
sold short, extraordinary expenses and any other class-specific expenses, such
as the shareholder servicing plan fee of 0.10%) in order to limit the Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement to
0.85% of average daily net assets of the Fund (the “Expense Cap”). The Expense
Cap will remain in effect through at least February 27, 2025, and may be terminated only
by the Trust’s Board of Trustees (the “Board”). The Adviser may request
recoupment of previously waived fees and paid expenses from the Fund for 36
months from the date they were waived or paid, subject to the Expense Cap at the
time such amounts were waived or at the time of recoupment, whichever is
lower.
Example.
This Example is intended to help you compare the cost of investing
in the Global Listed Fund with the cost of investing in other mutual funds. The
Example assumes that you invest $10,000 in the Fund for the time periods
indicated and then redeem all of your shares at the end of those periods. The
Example also assumes that your investment has a 5% return each year and that the
Fund’s operating expenses remain the same (taking into account the Expense Cap
only in the first year). Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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Year |
3
Years |
5
Years |
10
Years |
Class
I |
$97 |
$350 |
$622 |
$1,401 |
Portfolio
Turnover.
The Global Listed Fund pays transaction costs, such as
commissions, when it buys and sells securities (or “turns over” its portfolio).
A higher portfolio turnover rate may indicate higher transaction costs and may
result in higher taxes when Fund shares are held in a taxable account. These
costs, which are not reflected in annual fund operating expenses or in the
example, affect the Fund’s performance. During the most recent fiscal year ended
October 31, 2023, the Fund’s portfolio turnover rate was 41.43% of the average value of
its portfolio.
Principal Investment
Strategy
The
Global Listed Fund seeks to achieve its investment objective by investing
primarily in securities of publicly traded infrastructure companies. The Fund
defines infrastructure companies as those companies that derive at least 65% of
their operating earnings from the ownership or operation of infrastructure
assets. The Fund defines infrastructure assets as the physical structures,
networks and systems of transportation, energy, water, waste, and communication.
The Fund typically invests in companies that can adjust the fees they charge
customers and counterparties in line with inflation, in accordance with
contractual terms or regulation, or through renegotiation due to the essential
nature and pricing power of infrastructure assets. Under normal circumstances, the Fund invests at least 80%
of its net assets (plus any borrowings for investment purposes) in publicly
traded equity securities of infrastructure companies listed on a domestic or
foreign exchange, throughout the world including emerging markets and the United
States. As part of the 80%, the Fund will invest at least 40% of its net
assets,
or
if conditions are not favorable, invest at least 30% of its net assets, in
publicly traded securities of infrastructure companies whose primary operations
or principal trading market is in a foreign market, and that are not subject to
the requirements of the U.S. securities laws, markets and accounting
requirements, i.e., foreign securities. The Fund considers an
issuer’s “primary operations” to be in a foreign market if the issuer
(i) is organized under the laws of that country, or (ii) derives at
least 50% of its revenues or profits from goods produced or sold, investments
made, services performed, or has at least 50% of its assets located within that
country. Under normal circumstances, the Fund will maintain exposure to
securities of infrastructure companies in the United States and in at least
three countries outside the United States.
The
Global Listed Fund seeks to invest in the securities of companies which have
high barriers to entry, strong pricing power, sustainable growth and predictable
cash flows. The majority of infrastructure securities in which the Fund
typically invests are within the following Global Industry Classification
Standard (“GICS”) sectors:
1)
oil and gas storage and transportation;
2)
airport services;
3)
highways and rail tracks;
4)
marine ports and services; and
5)
multi/electric/gas/water utilities.
However,
given the evolving nature of the global listed infrastructure market, the Fund
may hold securities outside of the above sectors as long as they meet the Fund’s
definition of an infrastructure company.
Equity
securities in which the Global Listed Fund may invest include, but are not
limited to, common and preferred stock of companies of any size market
capitalizations. The Fund may invest up to 75% of its net assets in depositary
receipts, such as American Depositary Receipts (“ADRs”), European Depositary
Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”). The Fund may also
invest in stapled securities to gain exposure to infrastructure companies in
Australia. A stapled security, which is widely used in Australia, is a security
that is comprised of two parts that cannot be separated from one another, a unit
of a trust and a share of a company. The Fund may also invest in initial public
offerings (“IPOs”).
As
part of the 80% of the Global Listed Fund’s investments in publicly traded
equity securities of infrastructure companies, the Fund may invest up to 30% of
its net assets in real estate investment trusts (“REITs”) listed on a domestic
or foreign exchange and up to 20% of its net assets in limited partnerships and
master limited partnerships (“MLPs”) listed on a domestic or foreign exchange.
All REITs and MLPs that the Fund may invest in must meet the Fund’s definition
of an infrastructure company.
As
a fundamental policy, the Global Listed Fund will invest more than 25% of its
net assets in the securities issued by companies operating in the infrastructure
industry.
The
Global Listed Fund’s investment strategy is based on active, bottom-up stock
selection which seeks to identify mispricing. The strategy seeks to minimize
risk through on-the-ground research, a focus on quality, and sensible portfolio
construction.
First
Sentier Investors (Australia) IM Ltd (“First Sentier” or the “Sub-Adviser”), an
affiliate of the Adviser, has been engaged as sub-adviser to manage the
investments of the Fund. First Sentier is an Australian domiciled investment
adviser regulated by the Australian Securities and Investments Commission and is
registered with the SEC.
Principal Investment
Risks
By
itself, the Fund is not a complete, balanced investment plan. The Fund cannot
guarantee that it will achieve its investment objectives. Losing all or a
portion of your investment is a risk of investing in the Fund.
The following risks are considered principal and could affect the value of your
investment in the Fund:
•Management
Risk.
The Global Listed Fund is an actively managed portfolio. The Sub-Adviser’s
management practices and investment strategies might not produce the desired
results. The Sub-Adviser may be incorrect in its assessment of a stock’s
appreciation potential.
•General
Market Risk. Economies and financial markets throughout the world are becoming
increasingly interconnected, which increases the likelihood that events or
conditions in one country or region will adversely impact markets or issuers in
other countries or regions. Securities in the Fund’s portfolio may underperform
in comparison to securities in general financial markets, a particular financial
market or other asset classes due to a number of factors, including: inflation
(or expectations for inflation); interest rates; global demand for particular
products or resources; natural disasters or events; pandemic diseases;
terrorism; regulatory events; and government controls. U.S. and international
markets have experienced significant periods of volatility in recent years and
months due to a number of economic, political and global macro factors, which
has resulted in disruptions to business operations and supply chains, stress on
the global healthcare system, growth concerns in the U.S. and overseas, staffing
shortages and the inability to meet consumer demand, and widespread concern and
uncertainty. Continuing uncertainties regarding interest rates, rising
inflation, political events, rising government debt in the U.S. and trade
tensions also contribute to market volatility. Conflict, loss of life and
disaster connected to ongoing armed conflict between Ukraine and Russia in
Europe and Israel and Hamas in the Middle East could have severe adverse effects
on the region, including significant adverse effects on the regional or global
economies and the markets for certain securities. The U.S. and the European
Union imposed sanctions on certain Russian individuals and companies, including
certain financial institutions, and have limited certain exports and imports to
and from Russia. The war has contributed to recent market volatility and may
continue to do so.
•Equity
Securities Risk. The
value of the Fund’s shares will go up or down based on the movement of the
overall stock market and the value of the individual securities held by the
Fund, both of which can sometimes be volatile.
•Infrastructure
Companies Risk. Infrastructure
companies may be subject to a variety of factors that may adversely affect their
business or operations, including high interest costs in connection with capital
construction programs, high leverage, costs associated with environmental and
other regulations, the effects of economic slowdown, surplus capacity, increased
competition from other providers of services, uncertainties concerning the
availability of fuel at reasonable prices, the effects of energy conservation
policies and other factors. Some of the specific risks that infrastructure
companies may be particularly affected by, or subject to, include the following:
regulatory risk,
technology
risk, regional or geographic risk, natural disasters risk, through-put risk,
project risk, strategic asset risk, operation risk, customer risk, interest rate
risk, inflation risk and financing risk.
In
particular, the operations of infrastructure projects are exposed to unplanned
interruptions caused by significant catastrophic events, such as cyclones,
earthquakes, landslides, floods, explosion, fire, terrorist attack, major plant
breakdown, pipeline or electricity line rupture or other disasters. Operational
disruption, as well as supply disruption, could adversely impact the cash flows
available from these assets.
Further,
national and local environmental laws and regulations affect the operations of
infrastructure projects. Standards are set by these laws, and regulations are
imposed regarding certain aspects of health and environmental quality, and they
provide for penalties and other liabilities for the violation of such standards,
and establish, in certain circumstances, obligations to remediate and
rehabilitate current and former facilities and locations where operations are,
or were, conducted. These laws and regulations may have a detrimental impact on
the financial performance of infrastructure
projects.
•Concentration
Risk.
Since the securities of companies in the same industry or group of industries
will comprise a significant portion of the Fund’s portfolio, the Fund will be
more significantly impacted by adverse developments in such industries than a
fund that invests in a wider variety of industries.
•Foreign
Securities Risk. Investing
in foreign securities typically involves more risks than investing in U.S.
securities, and includes risks associated with: (1) internal and external
political and economic developments – e.g.,
the political, economic and social policies and structures of some foreign
countries may be less stable and more volatile than those in the United States
or some foreign countries may be subject to trading restrictions or economic
sanctions; (2) trading practices – e.g.,
government supervision and regulation of foreign securities and currency
markets, trading systems and brokers may be less than in the U.S.;
(3) availability of information – e.g.,
foreign issuers may not be subject to the same disclosure, accounting and
financial reporting standards and practices as U.S. issuers; (4) limited
markets – e.g.,
the securities of certain foreign issuers may be less liquid (harder to sell)
and more volatile; and (5) currency exchange rate fluctuations and
policies.
•Emerging
Markets Risk. Emerging
markets are markets of countries in the initial stages of industrialization and
generally have low per capita income. In addition to the risks of foreign
securities in general, emerging markets are generally more volatile, have
relatively unstable governments, social and legal systems that do not protect
shareholders, economies based on only a few industries and securities markets
that are substantially smaller, less liquid and more volatile with less
government oversight than those of more developed
countries.
•Foreign
Currency Risk. Currency
movements may negatively impact value even when there is no change in value of
the security in the issuer’s home country.
•Depositary
Receipt Risk. Depositary
receipts may be purchased through “sponsored” or “unsponsored” facilities. A
sponsored facility is established jointly by the issuer of the underlying
security and a depositary, whereas a depositary may establish an unsponsored
facility without participation by the issuer of the depositary security. Holders
of unsponsored depositary receipts generally bear all the costs of such
facilities and the depositary of an unsponsored facility frequently is under no
obligation to distribute shareholder communications received from the issuer of
the deposited security or to pass through voting rights to the holders of such
receipts of the deposited securities. In addition, investment in ADRs, EDRs and
GDRs may be less liquid than the underlying shares in their primary trading
market.
•Stapled
Securities Risk.
As discussed above, a stapled security is comprised of two different
securities—a unit of a trust and a share of a company—that are “stapled”
together and treated as a unit at all times, including for transfer or trading.
The characteristics and value of a stapled security are influenced by both
underlying securities. The listing of stapled securities on a domestic or
foreign exchange does not guarantee a liquid market for stapled
securities.
•Real
Estate Investment Trust (REIT) Risk.
Investments in REITs will be subject to the risks associated with the direct
ownership of real estate and annual compliance with tax rules applicable to
REITs. Risks commonly associated with the direct ownership of real estate
include fluctuations in the value of underlying properties, defaults by
borrowers or tenants, changes in interest rates and risks related to general or
local economic conditions. In addition, REITs have their own expenses, and the
Fund will bear a proportionate share of those
expenses.
•Limited
Partnership and MLP Risk.
Investments in securities (units) of partnerships, including MLPs, involve risks
that differ from an investment in common stock. Holders of the units of limited
partnerships have more limited control and limited rights to vote on matters
affecting the partnership. Certain tax risks are associated with an investment
in units of limited partnerships. In addition, conflicts of interest may exist
between common unit holders, subordinated unit holders and the general partner
of a limited partnership, including a conflict arising as a result of incentive
distribution payments. In addition, investments in certain investment vehicles,
such as limited partnerships and MLPs, may be illiquid. Such partnership
investments may also not provide daily pricing information to their investors,
which will require the Fund to employ fair value procedures to value its
holdings in such investments.
•Initial
Public Offering Risk.
The market value of IPO shares may fluctuate considerably due to factors such as
the absence of a prior public market, unseasoned trading, the small number of
shares available for trading and limited information about the issuer. The
purchase of IPO shares may involve high transaction costs. IPO shares are
subject to market risk and liquidity risk.
•Small-
and Medium-Sized Companies Risk.
Small-
and medium-sized companies often have less predictable earnings, more limited
product lines, markets, distribution channels or financial resources and the
management of such companies may be dependent upon one or few key people. The
market movements of equity securities of small- and medium-sized companies may
be more abrupt and volatile than the market movements of equity securities of
larger, more established companies or the stock market in general and
small-sized companies in particular, are generally less liquid than the equity
securities of larger companies.
•Interest
Rate Risk. Fixed income securities will change in value based on changes in
interest rates. If rates increase, the value of these investments generally
declines. Securities with greater interest rate sensitivity and longer
maturities generally are subject to greater fluctuations in
value.
Performance
The following information provides some indication of the risks
of investing in the Fund. The bar chart shows the annual return
for the Fund’s Class I shares from year to year. The table shows how the Fund’s
average annual returns for the one year, five years and since inception periods
compare with those of a broad measure of market performance. The
Fund’s past performance, before and after taxes, is not necessarily an
indication of how the Fund will perform in the future. Updated
performance information is available on the Fund’s website at www.firstsentierfunds.com or by calling the Fund toll-free at 1-888-898-5040.
Calendar Year Returns as of
December 31
During
the period of time shown in the bar chart, the highest
return for a calendar quarter was 14.12% (Q1 March 31, 2019) and the
lowest return for a calendar quarter was
-20.67% (Q1 March 31,
2020).
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Average
Annual Total Returns
(for
the periods ended
December 31, 2023) |
Class
I Shares |
1
Year |
5
Years |
Since
Inception
(2/28/2017) |
Return Before
Taxes |
3.22% |
6.47% |
5.21% |
Return After
Taxes on Distributions |
2.61% |
5.45% |
3.98% |
Return After
Taxes on Distributions and Sale of Fund
Shares |
2.31% |
4.95% |
3.80% |
FTSE
Global Core Infrastructure 50/50 Net Index (reflects no deduction for fees, expenses or
taxes) |
2.21% |
6.04% |
5.52% |
The
after-tax returns were calculated using the historical highest individual
federal marginal income tax rates and do not reflect the impact of state and
local taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown, and after-tax returns are not relevant to investors who hold shares
of the Fund through tax-deferred arrangements, such as 401(k) plans or
individual retirement accounts
(“IRAs”).
Management
Investment
Adviser.
First Sentier Investors (US) LLC, is the Fund’s investment adviser.
Investment
Sub-Adviser.
First Sentier Investors (Australia) IM Ltd is the Fund’s investment
sub-adviser.
Sub-Adviser
Portfolio Managers.
Peter Meany (Head
of Global Listed Infrastructure),
Andrew Greenup (Deputy
Head of Global Listed Infrastructure)
and Edmund Leung (Senior
Portfolio
Manager)
are the Sub-Adviser’s portfolio managers responsible for the day-to-day
management of the Fund. Peter and Andrew have managed the Fund since its
inception in February 2017. Edmund has managed the Fund since
February 2021.
Purchase
and Sale of Fund Shares
You
may purchase, exchange or redeem Fund shares on any business day by written
request via mail (First Sentier Global Listed Infrastructure Fund, c/o U.S. Bank
Global Fund Services, P.O. Box 701, Milwaukee, WI 53201-0701), by telephone at
1-888-898-5040, by wire transfer or through a financial intermediary. Investors
who wish to purchase, exchange or redeem Fund shares through a financial
intermediary
should contact the intermediary directly. The minimum initial and subsequent
investment amounts are shown below.
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Types
of Accounts |
To
Open Your Account |
To
Add to Your Account |
Class
I |
| |
Regular
Accounts |
$1
million |
Any
Amount |
Tax
Information
The
Fund’s distributions are taxable and will be taxed as ordinary income or capital
gains, unless you invest through a tax-deferred arrangement, such as a 401(k)
plan or an IRA. Distributions on investments made through tax-deferred
arrangements may be taxed later upon withdrawal of assets from those
accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase the Fund through a broker-dealer or other financial intermediary,
the Fund and/or the Adviser may pay the intermediary for the sale of Fund shares
and related services. These payments may create a conflict of interest by
influencing the broker-dealer or other financial intermediary and your
salesperson to recommend the Fund over another investment. Ask your salesperson
or visit your financial intermediary’s website for more
information.
PRINCIPAL
INVESTMENT STRATEGIES AND RELATED RISKS
American
Listed Fund
Investment
Objective
The
American Listed Fund’s investment objective may be changed without shareholder
approval upon 60 days’ written notice to shareholders. There is no
guarantee that the Fund will achieve its investment objective.
Principal
Investment Strategies of the American Listed Fund
Under
normal circumstances, the American Listed Fund invests at least 80% of its net
assets (plus any borrowings for investment purposes) in publicly traded equity
securities of infrastructure companies listed on a U.S. stock exchange. The
Fund defines infrastructure companies as those companies that derive at least
65% of their operating earnings from the ownership or operation of
infrastructure assets. The Fund defines infrastructure assets as the physical
structures, networks and systems of transportation, energy, water, waste, and
communication. The Fund typically invests in companies that can adjust the fees
they charge customers and counterparties in line with inflation, in accordance
with contractual terms or regulation, or through renegotiation due to the
essential nature and pricing power of infrastructure assets. The assets held by
these companies typically offer high barriers to entry, pricing power,
predictable cash flows and structural growth. The Fund will invest up to 20% of
its net assets
in
publicly traded securities of infrastructure companies whose primary operations
or principal trading market is in a foreign market, and that are not subject to
the requirements of the U.S. securities laws, markets and accounting
requirements, i.e.,
foreign securities. The Fund considers an issuer’s “primary operations” to be in
a foreign market if the issuer (i) is organized under the laws of that country,
or (ii) derives at least 50% of its revenues or profits from goods produced or
sold, investments made, services performed, or has at least 50% of its assets
located within that country. The Fund may invest up to 20% of its net assets in
ADRs.
The
American Listed Fund seeks to invest in the securities of companies which have
high barriers to entry, strong pricing power, sustainable growth and predictable
cash flows. The majority of infrastructure securities in which the Fund
typically invests are within the following GICS sectors:
1)
oil and gas storage and transportation;
2)
airport services;
3)
highways and rail tracks;
4)
marine ports and services;
5)
multi/electric/gas/water utilities; and
6)
specialty REITs.
However,
given the evolving nature of the global listed infrastructure market, the Fund
may hold securities outside of the above sectors as long as they meet the Fund’s
definition of an infrastructure company.
Equity
securities in which the Fund may invest include, but are not limited to, common
and preferred stock of companies of any size market capitalizations. The Fund
may also invest in stapled securities to gain exposure to infrastructure
companies in Australia. A stapled security, which is widely used in Australia,
is a security that is comprised of two parts that cannot be separated from one
another, a unit in a trust related to the company and a share of a company. The
Fund may also invest in initial public offerings (“IPOs”).
All
REITs that the Fund may invest in must meet the Fund’s definition of an
infrastructure company. As a fundamental policy, the Fund will invest more than
25% of its net assets in the securities issued by companies operating in the
infrastructure industry.
The
Fund’s investment strategy is based on active, bottom-up stock selection which
seeks to identify mispricing. The strategy seeks to minimize risk through
on-the-ground research, a focus on quality, and sensible portfolio construction.
Securities within the Fund’s wider investment universe are screened for
infrastructure characteristics, thoroughly analyzed and then ranked by value and
quality.
The
Fund is non-diversified, which means that it can invest a greater percentage of
its assets in any one issuer than a diversified fund.
Global
Listed Fund
Investment
Objective
The
Global Listed Fund’s investment objective may be changed without shareholder
approval upon 60 days’ written notice to shareholders. There is no
guarantee that the Fund will achieve its investment objective.
Principal
Investment Strategies of the Fund
The
Global Listed Fund seeks to achieve its investment objective by investing
primarily in securities of publicly traded infrastructure companies. The Fund
defines infrastructure companies as those companies that derive at least 65% of
their operating earnings from the ownership or operation of infrastructure
assets. The Fund defines infrastructure assets as the physical structures,
networks and systems of transportation, energy, water, waste, and communication.
The Fund typically invests in companies that can adjust the fees they charge
customers and counterparties in line with inflation, in accordance with
contractual terms or regulation, or through renegotiation due to the essential
nature and pricing power of infrastructure assets. Under normal circumstances,
the Fund invests at least 80% of its net assets (plus any borrowings for
investment purposes) in publicly traded equity securities of infrastructure
companies listed on a domestic or foreign exchange, throughout the world
including emerging markets and the United States. As part of the 80%, the Fund
will invest at least 40% of its net assets
or
if conditions are not favorable, invest at least 30% of its net assets, in
publicly traded securities of infrastructure companies whose primary operations
or principal trading market is in a foreign market, and that are not subject to
the requirements of the U.S. securities laws, markets and accounting
requirements, i.e.,
foreign securities. The Fund considers an issuer’s “primary operations” to be in
a foreign market if the issuer (i) is organized under the laws of that
country, or (ii) derives at least 50% of its revenues or profits from goods
produced or sold, investments made, services performed, or has at least 50% of
its assets located within that country. Under normal circumstances, the Fund
will maintain exposure to securities of infrastructure companies in the United
States and in at least three countries outside the United States. There are no
geographic limits on the Fund’s investments, and the Fund may invest without
limit in securities of companies located both in the United States and abroad
and in developed or emerging markets.
The
Global Listed Fund seeks to invest in the securities of companies which have
high barriers to entry, strong pricing power, sustainable growth and predictable
cash flows. The majority of infrastructure securities in which the Fund
typically invests are within the following GICS sectors:
1)
oil and gas storage and transportation;
2)
airport services;
3)
highways and rail tracks;
4)
marine ports and services; and
5)
multi/electric/gas/water utilities.
However,
given the evolving nature of the global listed infrastructure market, the Fund
may hold securities outside of the above sectors as long as they meet the Fund’s
definition of an infrastructure company.
Equity
securities in which the Fund may invest include, but are not limited to, common
and preferred stock of companies of any size market capitalizations. The Fund
may invest up to 75% of its net assets in depositary receipts, such as ADRs,
EDRs and GDRs. The Fund may also invest in stapled securities to gain exposure
to many infrastructure companies in Australia. A stapled security, which is
widely used in Australia, is a security that is comprised of two parts that
cannot be separated from one another, a unit of a trust and a share of a
company. The resulting security is influenced by both parts and must be treated
as one unit at all times, such as when buying or selling a security.
The
Fund may also invest in IPOs.
As
part of the 80% of the Global Fund’s investments in publicly traded equity
securities of infrastructure companies, the Fund may invest up to 30% of its net
assets in REITs listed on a domestic or foreign exchange and up to 20% of its
net assets in limited partnerships and MLPs listed on a domestic or foreign
exchange. All REITs and MLPs that the Fund may invest in must meet the Fund’s
definition of an infrastructure company.
As
a fundamental policy, the Global Listed Fund will invest more than 25% of its
net assets in the securities issued by companies operating in the infrastructure
industry.
The
Fund may not change this fundamental policy without shareholder
approval.
The
Global Listed Fund’s investment strategy is based on active, bottom-up stock
selection which seeks to identify mispricing. The strategy seeks to minimize
risk through on-the-ground research, a focus on quality, and sensible portfolio
construction.
Sub-Advisory
Arrangement (Both Funds)
First
Sentier Investors (Australia) IM Ltd, an affiliate of the Adviser, has been
engaged as sub-adviser to manage the investments of the Funds. First Sentier is
an Australian domiciled investment adviser regulated by the Australian
Securities and Investments Commission and registered with the SEC.
The
Sub-Adviser integrates a rigorous stock selection process with strict portfolio
management risk controls. Securities within each Fund’s wider investment
universe are screened for infrastructure characteristics, thoroughly analyzed
and then ranked by value and quality. This provides an indication of the
portfolio holdings, as derived from a purely bottom-up basis.
The
portfolio is then constructed by the portfolio managers, based primarily on
these rankings. Regional and sector risks are also monitored as a risk
management overlay. This aims to ensure appropriate portfolio diversification
along both country and sector lines.
The
Sub-Adviser’s sell discipline is driven by a security moving to a lower position
within their value and quality ranking system. This can occur
through:
•A
rise in a company’s share price, leading to decreased upside potential and a
lower value ranking.
•A
downgrade in a company’s discounted cash flow valuation, leading to lower value
ranking.
•A
downgrade of a company’s quality score, leading to a lower quality
ranking.
Peer
review of the security selection process ensures the team is not locked into
high conviction buys or sells but rather identifies market inefficiency and
sells/buys the security before the opportunity has closed.
Temporary
Defensive Positions
The
Funds may temporarily depart from their principal investment strategies by
making short-term investments in cash, cash equivalents, high-quality,
short-term debt securities and money market instruments for temporary defensive
purposes in response to adverse market, economic, political or other conditions.
This may result in a Fund not achieving its investment objective during that
period.
Principal
Risks
The
principal risks of investing in the Funds that may adversely affect a Fund’s net
asset value (“NAV”) or total return were previously summarized and are discussed
in more detail below. There can be no assurance that a Fund will achieve its
investment objective.
•Infrastructure
Companies Risk. Infrastructure
companies may be subject to a variety of factors that may adversely affect their
business or operations, including high interest costs in connection with capital
construction programs, high leverage, costs associated with environmental and
other regulations, the effects of economic slowdown, surplus capacity, increased
competition from other providers of services, uncertainties concerning the
availability of fuel at reasonable prices, the effects of energy conservation
policies and other factors. Some of the specific risks that infrastructure
companies may be particularly affected by, or subject to, include the following:
regulatory risk, technology risk, regional or geographic risk, natural disasters
risk, through-put risk, project risk, strategic asset risk, operation risk,
customer risk, interest rate risk, inflation risk and financing
risk.
In
particular, the operations of infrastructure projects are exposed to unplanned
interruptions caused by significant catastrophic events, such as cyclones,
earthquakes, landslides, floods, explosion, fire, terrorist attack, major plant
breakdown, pipeline or electricity line rupture or other disaster. Operational
disruption, as well as supply disruption, could adversely impact the cash flows
available from these assets.
Further,
national and local environmental laws and regulations affect the operations of
infrastructure projects. Standards are set by these laws and regulations are
imposed regarding certain aspects of health and environmental quality, and they
provide for penalties and other liabilities for the violation of such standards,
and establish, in certain circumstances, obligations to remediate and
rehabilitate current and former facilities and locations where operations are,
or were, conducted. These laws and regulations may have a detrimental impact on
the financial performance of infrastructure projects.
Other
factors that may affect the operations of infrastructure companies include
difficulty in raising capital in adequate amounts on reasonable terms in periods
of high inflation and unsettled capital markets, inexperience with and potential
losses resulting from a developing deregulatory environment, increased
susceptibility to terrorist acts or political actions, and general changes in
market sentiment towards infrastructure assets.
•Concentration
Risk.
Since the securities of companies in the same industry or group of industries
will comprise a significant portion of a Fund’s portfolio, the Fund will be more
significantly impacted by adverse developments in such industries than a fund
that invests in a wider variety of industries.
•Management
Risk.
Management risk describes a Fund’s ability to meet investment objectives based
on the Sub-Adviser’s success or failure at implementing investment strategies
for a Fund. The value of your investment is subject to the effectiveness of the
Sub-Adviser’s research, analysis, asset allocation among portfolio securities
and ability to identify a stock’s appreciation potential. If the Sub-Adviser’s
investment strategies do not produce the expected results, your investment could
be diminished.
•General
Market Risk.
Economies and financial markets throughout the world are becoming increasingly
interconnected, which increases the likelihood that events or conditions in one
country or
region
will adversely impact markets or issuers in other countries or regions.
Securities in the Fund’s portfolio may underperform in comparison to securities
in general financial markets, a particular financial market or other asset
classes due to a number of factors, including: inflation (or expectations for
inflation); interest rates; global demand for particular products or resources;
natural disasters or events; pandemic diseases; terrorism; regulatory events;
and government controls. U.S. and international markets have experienced
significant periods of volatility in recent years and months due to a number of
economic, political and global macro factors, which has resulted in disruptions
to business operations and supply chains, stress on the global healthcare
system, growth concerns in the U.S. and overseas, staffing shortages and the
inability to meet consumer demand, and widespread concern and uncertainty.
Continuing uncertainties regarding interest rates, rising inflation, political
events, rising government debt in the U.S. and trade tensions also contribute to
market volatility. Conflict, loss of life and disaster connected to ongoing
armed conflict between Ukraine and Russia in Europe and Israel and Hamas in the
Middle East could have severe adverse effects on the region, including
significant adverse effects on the regional or global economies and the markets
for certain securities. The U.S. and the European Union imposed sanctions on
certain Russian individuals and companies, including certain financial
institutions, and have limited certain exports and imports to and from Russia.
The war has contributed to recent market volatility and may continue to do so.
•Foreign
Securities Risk (Global Listed Fund).
Investments
in foreign securities are subject to special risks in addition to those of U.S.
issuers.
Foreign
securities can be more volatile than domestic (U.S.) securities.
Securities
markets of other countries are generally smaller than U.S. securities
markets.
Many
foreign securities may be less liquid than U.S. securities, which could affect
the Fund’s investments.
The
exchange rates between U.S. dollar and foreign currencies might fluctuate, which
could negatively affect the value of the Fund’s investments.
Foreign
securities are also subject to higher political, social and economic risks than
those of U.S. issuers.
These
risks include, but are not limited to, a downturn in the country’s economy,
excessive taxation, political instability, and expropriation of assets by
foreign governments.
Compared
to the U.S., foreign governments and markets often have less stringent
accounting, disclosure, and financial reporting requirements.
•Emerging
Markets Risk (Global Listed Fund).
The Fund’s investments in emerging market countries are subject to all of the
risks of foreign investing generally and have additional heightened
risks.
These
risks include less social, political and economic stability; smaller securities
markets with low or nonexistent trading volume and greater illiquidity and price
volatility; more restrictive national policies on foreign investment, including
restrictions on investment in issuers or industries deemed sensitive to national
interests; less transparent and established taxation policies; less developed
regulatory or legal structures governing private and foreign investment; less
financial sophistication, creditworthiness, and/or resources possessed by, and
less government regulation of, the financial institutions and issuers with which
the Fund transacts; less government supervision and regulation of business and
industry practices, stock exchanges, brokers and listed companies than in the
United States; greater concentration in a few industries resulting in greater
vulnerability to regional and global trade conditions; higher rates of inflation
and more rapid and extreme fluctuations in inflation rates; greater sensitivity
to interest rate changes; increased volatility in currency exchange rates and
potential for currency devaluations and/or currency controls; greater debt
burdens relative to the size of the economy; more delays in settling portfolio
transactions and heightened risk of loss from share registration and custody
practices; and less assurance that recent favorable economic developments will
not be slowed or reversed by unanticipated economic, political or social events
in such countries.
Because
of these risk factors, the Fund’s investments in developing market countries are
subject to greater price volatility and illiquidity than investments in
developed markets.
•Foreign
Currency Risk (Global Listed Fund).
When
the Fund buys or sells securities on a foreign stock exchange, the transaction
is undertaken in the local currency rather than in U.S. dollars.
If
the Fund purchases or sells local currency to execute transactions on foreign
exchanges, the Fund is exposed to the risk that the value of the foreign
currency will increase or decrease, which may impact the value of the Fund’s
portfolio holdings.
Some
countries have, and may continue to adopt, internal economic policies that
affect their currency valuations in a manner that may be disadvantageous for
U.S. investors or U.S. companies seeking to do business in those
countries.
In
addition, a country may impose formal or informal currency exchange
controls.
These
controls may restrict or prohibit the Fund’s ability to repatriate both
investment capital and income, which could undermine the value of the Fund’s
portfolio holdings and potentially place the Fund’s assets at risk of total
loss.
Changes
in foreign currency exchange rates will affect the value of what the Fund owns
and the Fund’s share price.
Generally,
when the U.S. dollar rises in value against a foreign currency, an investment in
that country loses value because that currency is worth fewer U.S.
dollars.
Devaluation
of a currency by a country’s government or banking authority also will have a
significant impact on the value of any investments denominated in that
currency.
Currency
markets generally are not as regulated as securities markets and the risk may be
higher in emerging markets.
Currency
risks may be greater in emerging and frontier market countries than in developed
market countries.
•Equity
Securities Risk. The
Funds are designed for long-term investors who can accept the risks of investing
in a portfolio with significant common stock holdings. Common stocks tend to be
more volatile than other investment choices such as bonds and money market
instruments. The value of a Fund’s shares will fluctuate as a result of the
movement of the overall stock market or of the value of the individual
securities held by a Fund, and you could lose money. The equity securities held
by a Fund may experience sudden, unpredictable drops in value or long periods of
decline in value that could affect the value of a Fund’s shares and the total
return on your investment. This fluctuation may occur because of factors that
affect the securities market generally, such as adverse changes in: economic
conditions, the general outlook for corporate earnings, interest rates, or
investor sentiment. Equity securities may also lose value because of factors
affecting an entire industry or sector, such as increases in production costs,
or factors directly related to a specific company, such as decisions made by its
management.
•Depositary
Receipt Risk. Depositary
receipts may be purchased through “sponsored” or “unsponsored” facilities. A
sponsored facility is established jointly by the issuer of the underlying
security and a depositary, whereas a depositary may establish an unsponsored
facility without participation by the issuer of the depositary security. Holders
of unsponsored depositary receipts generally bear all the costs of such
facilities and the depositary of an unsponsored facility frequently is under no
obligation to distribute shareholder communications received from the issuer of
the deposited security or to pass through voting rights to the holders of such
receipts of the deposited securities. ADRs, which are U.S. dollar-denominated
receipts representing shares of foreign-based corporations, are issued by U.S.
banks or trust companies, and entitle the holder to all dividends and capital
gains that are paid out on the underlying foreign shares. Investment in ADRs may
be less liquid than the underlying shares in their primary trading market. Fund
investments in ADRs are not deemed to be investments in foreign securities for
purposes of the Fund’s investment strategy.
•Stapled
Securities Risk.
As discussed above, a stapled security is comprised of two different
securities—a unit in a trust related to the company and a share of a
company—that are “stapled” together and treated as a unit at all times,
including for transfer or trading. The characteristics and value of a stapled
security are influenced by both underlying securities. The listing of stapled
securities on a domestic or foreign exchange does not guarantee a liquid market
for stapled securities.
•REIT
Risk.
Investments in REITs will be subject to the risks associated with the direct
ownership of real estate. Risks commonly associated with the direct ownership of
real estate include fluctuations in the value of underlying properties, defaults
by borrowers or tenants, changes in interest rates and risks related to general
or local economic conditions. REITs are more dependent upon specialized
management skills, have limited diversification and are, therefore, generally
dependent on their
ability
to generate cash flow to make distributions to shareholders. REITs are subject
to complex tax qualification and compliance rules. In addition, REITs have their
own expenses, and the Fund will indirectly bear a proportionate share of those
expenses.
•Limited
Partnership and MLP Risk (Global Listed Fund).
To the extent that a limited partnership’s or MLP’s interests are all in a
particular industry, the limited partnership and/or MLP will be negatively
impacted by economic events adversely impacting that industry.
The
risks of investing in a limited partnership or MLP are generally those involved
in investing in a partnership as opposed to a corporation.
For
example, state law governing partnerships is often less restrictive than state
law governing corporations.
Accordingly,
there may be fewer protections afforded to investors in a limited partnership or
MLP than investors in a corporation.
For
example, investors in limited partnerships and MLPs may have limited voting
rights or be liable under certain circumstances for amounts greater than the
amount of their investment. In addition, limited partnerships and MLPs may be
subject to state taxation in certain jurisdictions which will have the effect of
reducing the amount of income paid by the limited partnership or MLP to its
investors.
In
addition, conflicts of interest may exist between common unit holders,
subordinated unit holders and the general partner of a limited partnership,
including a conflict arising as a result of incentive distribution payments.
Furthermore, investments in certain investment vehicles, such as limited
partnerships and MLPs, may be illiquid.
Such
partnership investments may also not provide daily pricing information to their
investors, which will require the Fund to employ fair value procedures to value
its holdings in such investments.
•Initial
Public Offering Risk.
The market value of IPO shares may fluctuate considerably due to factors such as
the absence of a prior public market, unseasoned trading, the small number of
shares available for trading and limited information about the issuer. The
purchase of IPO shares may involve high transaction costs. IPO shares are
subject to market risk and liquidity risk. When a Fund’s asset base is small, a
significant portion of a Fund’s performance could be attributable to investments
in IPOs, because such investments would have a magnified impact on a
Fund.
•Small-
and Medium-Sized Companies Risk.
The securities of smaller or medium-sized companies may be subject to more
abrupt or erratic market movements than securities of larger-sized companies or
the market averages in general. In addition, such companies typically are
subject to a greater degree of change in earnings and business prospects than
are larger companies. Thus, to the extent a Fund invests in smaller or
medium-sized companies, a Fund may be subject to greater investment risk than
that assumed through investment in the equity securities of larger-sized
companies.
•Non-Diversification
Risk (American Listed Fund). The
Fund intends to invest in a limited number of securities. Accordingly, the Fund
may have more volatility and is considered to have more risk than a fund that
invests in a greater number of securities because changes in the value of a
single security may have a more significant effect, either negative or positive,
on the Fund’s NAV. To the extent that the Fund invests in assets in fewer
securities, the Fund is subject to a greater risk of loss if any of those
securities become permanently impaired than a fund that invests more
widely.
Because
the Fund is considered to be “non-diversified” under the 1940 Act, it may also
have a greater percentage of its assets invested in any single company or any
single industry than a diversified fund, exposing the Fund to risks particular
to such a company or industry. Additionally, the NAV of a non-diversified fund
generally is more volatile. Lack of broad diversification also may cause the
Fund to be more susceptible to economic, political, regulatory, liquidity or
other events than a diversified fund.
•Interest
Rate Risk (Global Listed Fund).
Bond
prices generally rise when interest rates decline and decline when interest
rates rise.
The
longer the duration of a bond, the more a change in interest rates affects the
bond’s price.
Short-term
and long-term interest rates may not move the same amount and may not move in
the same direction.
Other
types of securities also may be adversely affected from an
increase
in interest rates. Over the past several years, the Federal Reserve has
maintained the level of interest rates at or near historic lows. However, more
recently, interest rates have begun to increase as a result of action that has
been taken by the Federal Reserve, which has raised, and may continue to raise,
interest rates. Changing interest rates may have unpredictable effects on the
markets and the Fund’s investments.
•Newer
Fund Risk (American Listed Fund).
The
American Listed Fund is newer with limited operating history. There can be no
assurance that the Fund will grow to or maintain an economically viable size, in
which case the Board may determine to liquidate the Fund. The Board can
liquidate the Fund without shareholder vote and, while shareholder interests
will be the paramount consideration, the timing of any liquidation may not be
favorable to certain individual shareholders.
PORTFOLIO
HOLDINGS INFORMATION
A
description of the Funds’ policies and procedures with respect to the disclosure
of the Funds’ portfolio securities is available in the Statement of Additional
Information (“SAI”). Currently, disclosure of a Fund’s holdings is required to
be made quarterly within 60 days of the end of each fiscal quarter in the annual
report and semi-annual report to Fund shareholders and in the quarterly holdings
report on Part F of Form N-PORT. The annual and semi-annual reports are
available by contacting the First Sentier Funds, c/o U.S. Bank Global Fund
Services, P.O. Box 701, Milwaukee, Wisconsin 53201-0701, or calling
1-888-898-5040 and on the U.S. Securities and Exchange Commission’s (“SEC”)
website at www.sec.gov.
A complete description of the Funds’ policies and procedures with respect to the
disclosure of each Fund’s portfolio holdings is available in the SAI and on the
Funds’ website at www.firstsentierfunds.com.
MANAGEMENT
OF THE FUNDS
Investment
Adviser
First
Sentier Investors (US) LLC, located at 10 East 53rd
Street, 21st
Floor, New York, New York 10022, is the Funds’ investment adviser. The Adviser
is an SEC-registered investment advisory firm formed in 2014. The Adviser offers
investment management services to pension plans, investment companies,
endowments, state and municipal organizations as well as charitable
organizations.
The
Adviser is responsible for the day-to-day management of the Funds in accordance
with each Fund’s investment objective and policies. The Adviser also furnishes
the Funds with office space and certain administrative services and provides
most of the personnel needed to fulfill its obligations under its advisory
agreement. For its services, each Fund pays the Adviser a monthly management
fee. A portion of the management fee paid to the Adviser by each Fund is used to
pay the Sub-Adviser’s management fee. For each Fund, the fees are calculated at
the annual rate of 0.75% of average daily net assets.
A
discussion regarding the basis of the Board’s approval of the investment
advisory agreement and investment sub-advisory agreement is available in the
Funds’ semi-annual report to shareholders for the fiscal period ending April 30,
2023.
Investment
Sub-Adviser
First
Sentier Investors (Australia) IM Ltd, located at Level 5, Tower Three
International Towers Sydney, 300 Barangaroo Avenue, Barangaroo NSW 2000,
Australia, has been engaged as Sub-Adviser to manage the investments of the
Funds. First Sentier is an Australian domiciled investment adviser regulated by
the Australian Securities and Investments Commission and registered with the SEC
and is an affiliate of the Adviser.
The
Sub-Adviser’s Portfolio Managers
Andrew
Greenup,
Deputy Head of Global Listed Infrastructure at the Sub-Adviser, is one of the
portfolio managers responsible for the day-to-day management of the American
Listed Fund and Global Listed Fund’s portfolios. Mr. Greenup began his career at
the Sub-Adviser in July 2005. Prior to joining the Sub-Adviser, Mr. Greenup
worked at Allianz Global Investors as a senior analyst in Australian equities.
Mr. Greenup holds a Bachelor Business (First Class Honours) from the Queensland
University of Technology (QUT) and was awarded the QUT University medal. He has
completed a Graduate Diploma in Applied Finance & Investment from the
Financial Services Institute of Australasia and a Postgraduate Diploma in
International Relations from Macquarie University. Andrew is an Associate of the
Australian Institute of Company Directors, a Fellow of the Financial Services
Institute of Australia, a member of the Australian Institute of International
Affairs.
Peter
Meany,
Head of Global Listed Infrastructure at the Sub-Adviser, is one of the portfolio
managers responsible for the day-to-day management of the Global Listed Fund’s
portfolio. Mr. Meany began his career at the Sub-Adviser in January 2007. Prior
to joining the Sub-Adviser, Mr. Meany was responsible for research coverage of
the Infrastructure and Utilities sectors at Credit Suisse (Australia). Mr. Meany
holds a Bachelor of Economics (Finance) from Macquarie University.
Edmund
Leung
is a Senior Portfolio Manager for the Global Listed Infrastructure team at the
Sub-Adviser. He is one of the portfolio managers responsible for the day-to-day
management of the Global Listed Infrastructure Fund’s portfolio. In his role,
Mr. Leung is responsible for research coverage of a number of sectors; and for
managing listed infrastructure portfolios on behalf of institutional and
wholesale clients. He brings specialist investment experience to the role having
previously covered toll roads, rail, ports, airports, communications
infrastructure and utilities for the team. Mr. Leung initially joined the
Sub-Adviser in January 2007. His investment experience over this time included
smaller companies analysis with the Asia Pacific/Global Emerging Markets team in
Hong Kong and credit analysis for a number of sectors with the Global Fixed
Interest and Credit team. Prior to joining the Sub-Adviser, Mr. Leung was an
Actuarial Analyst at Aviva Australia conducting financial modelling and analysis
of wealth management products. Mr. Leung holds a Bachelor of Commerce (Hons)
from the University of Melbourne and is a CFA charterholder.
Jessica
Jouning
is a Senior Analyst and Assistant Portfolio Manager for the Global Listed
Infrastructure team at First Sentier Investors and is one of the portfolio
managers responsible for the day-to-day management of the American Listed Fund’s
portfolio. She is responsible for research coverage of the Railroads and Waste
Management sectors. This role primarily involves generation and presentation of
investment ideas to the team, driven by intensive due diligence including
meetings with various industry participants, producing financial valuation
models, qualitative reviews of companies and writing of research reports. She
brings specialist listed infrastructure investment experience to the role having
previously covered the U.S. utilities, Asia-Pacific utilities and global ports
sectors. She is Assistant Portfolio Manager on the Fund with Andrew Greenup,
having had responsibilities for portfolio management within the team for the
last six years. In this role she is involved in the portfolio construction and
execution of the Fund and growing this business for clients. Ms. Jouning
initially joined First Sentier Investors in February 2010 on the university
graduate program. Ms. Jouning holds a Bachelor of Commerce (First Class
Honours) from the University of Queensland. Her Honours research thesis was
published in the Journal of Banking and Finance.
The
SAI provides additional information about the portfolio managers’ compensation,
other accounts managed by the portfolio managers and their ownership of
securities in the Funds.
Similarly
Managed Account Performance
The
Global Listed Fund is managed in a manner that is substantially similar to
certain other accounts (the “Composite”) managed by the Sub-Adviser.
The
Composite has investment objectives, policies, strategies and risks
substantially similar to those of the Global Listed Fund.
The
individuals responsible for the management of the Composite are the same
individuals responsible for the management of the Global Listed
Fund.
You
should not consider the past performance of the Composite as indicative of the
future performance of the Global Listed Fund.
The
following table sets forth performance data relating to the Composite which
represents all accounts managed by the Sub-Adviser in a substantially similar
manner to the portfolio of the Global Listed Fund.
The
data is provided to illustrate the past performance of the Sub-Adviser and
portfolio managers in managing substantially similar accounts as measured
against appropriate indices and does not represent the performance of the Global
Listed Fund.
The
Composite shown is not subject to the same types of expenses to which the Global
Listed Fund is subject, the Composite is rebalanced differently and less
frequently than the Global Listed Fund which will affect, among other things,
transactions costs and may affect the comparability of performance, nor is the
Composite subject to the diversification requirements, specific tax restrictions
and investment limitations imposed on the Fund by the 1940 Act or Subchapter M
of the Code.
Consequently,
the performance results for the Composite expressed below could have been
adversely affected if it had been regulated as an investment company under the
federal securities laws.
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Performance
Results |
Annualized
Average Annual Returns
for
the Periods
Ended
December 31, 2023(1) |
Past
1 Year |
Past
5 Years |
Since
Inception (11/1/2007) |
Global
Listed Infrastructure – Global Unhedged Composite (gross
of fees) |
3.80% |
7.30% |
5.60% |
Global
Listed Infrastructure – Global Unhedged Composite (net
of fees) |
2.18% |
5.63% |
3.96% |
Benchmark
Index(2)(3) |
2.21% |
6.04% |
3.47% |
(1)As
of December 31, 2023, the Composite was comprised of ten accounts with
approximately $4,243 million in assets.
(2)From
inception through May 31, 2008, the S&P Global Infrastructure Index was the
benchmark for the Composite. From June 1, 2008 through March 31, 2015, the UBS
Global Infrastructure & Utilities 50/50 Net Index was the benchmark for the
Composite.
The
FTSE Global Core Infrastructure 50/50 Net Index (“Benchmark Index” above) has
been the benchmark for the Composite since April 1, 2015.
(3)The
FTSE Global Core Infrastructure 50/50 Net Index (“Benchmark Index” above),
represents an industry-defined interpretation of infrastructure. The index
screens for infrastructure characteristics; has high investability
and
liquidity; reflects a global opportunity set; and offers a balanced approach to
various infrastructure sub-sectors.
The
performance results shown are both gross and net of all fees.
The
fees of the Composite differ from the fees of the Global Listed
Fund.
The
fees and expenses associated with an investment in the Composite are higher than
the fees and expenses (after taking into account the Expense Cap) associated
with an investment in the Class I shares of the Global Listed Fund, so that if
the Composite’s expenses were adjusted for these Fund expenses, its performance
would have been higher.
The
methodology used to calculate the total return of the Composite is different
than the U.S. Securities and Exchange Commission’s prescribed methods for
calculating total return for mutual funds and may produce different
results.
Fund
Expenses
Each
Fund is responsible for its own operating expenses. However, the Adviser has
contractually agreed to waive all or a portion of its management fees and pay
Fund expenses (excluding acquired fund fees and expenses, taxes, interest
expense, dividends on securities sold short, extraordinary expenses and
class-specific expenses, such as the shareholder servicing plan fee) in order to
limit Total Annual Fund
Operating
Expenses of the Global Listed Fund to 0.85% of average daily net assets of the
Fund and the American Listed Fund to 0.75% of average daily net assets for the
Fund, through February 27, 2025. The American Listed Fund may accrue up to 0.10%
in shareholder servicing plan fees of the average daily net assets of the Fund’s
shares; however, the Fund’s accrual of the fee is currently set at 0.00% through
at least February 27, 2025, and any accrual increase must first be approved by
the Board.
The term of each Fund’s operating expenses limitation agreement is indefinite,
and it can only be terminated by a vote of the Board. The Adviser may request
recoupment of previously waived fees and paid expenses in any subsequent month
in the 36‑month period from the date of the management fee reduction and expense
payment if the aggregate amount actually paid by a Fund toward the operating
expenses for such fiscal year (taking into account the reimbursement) will not
cause a Fund to exceed the lesser of: (1) the expense limitation in place
at the time of the management fee reduction and expense payment; or (2) the
expense limitation in place at the time of the reimbursement. Any such
recoupment is contingent upon the subsequent review and ratification of the
recouped amounts by the Board. Each Fund must pay current ordinary operating
expenses before the Adviser is entitled to any recoupment of fees and
expenses.
SHAREHOLDER
INFORMATION
Description
of Share Classes
The
Board has adopted a multiple class plan that allows a Fund to offer one or more
classes of shares. Each Fund has registered one class of shares – Class I
shares. Different classes of shares represent investments in the same portfolio
of securities, but the classes are subject to different expenses as outlined
below and may have different share prices:
•Class I
shares
are charged up to a 0.10% shareholder servicing plan fee. Class I shares do not
have a front-end sales charge or contingent deferred sales charge
(“CDSC”)
or
a Rule 12b-1 distribution fee. If you purchase Class I shares, you will pay the
NAV per share next determined after your order is received.
•Class
I shares
may also be available on brokerage platforms of firms that have agreements with
the Funds’ distributor to offer such shares solely when acting as an agent for
the investor. An investor transacting in Class I shares in these programs may be
required to pay a commission and/or other forms of compensation to the broker.
Shares of the Funds are available in other share classes that have different
fees and expenses.
More
about Class I Shares
Listed
below are persons eligible to, though not limited to, invest in Class I
shares:
1.Institutional
investors including banks, savings institutions, credit unions and other
financial institutions, pension, profit sharing and employee benefit plans and
trusts, insurance companies, investment companies, investment advisors,
broker-dealers and financial advisors acting for their own accounts or for the
accounts of their clients;
2.Full-time
employees, agents, employees of agents, retirees and directors (trustees), and
members of their families (i.e.,
parent, child, spouse, domestic partner, sibling, set or adopted relationships,
grandparent, grandchild and UTMA accounts naming qualifying persons) of the
Adviser and its affiliated companies; and
3.Shareholders
investing through accounts at First Sentier Investors (US) LLC and its
affiliated companies.
Minimum
Investments
You
may open a Fund account with a minimum initial investment as listed in the table
below.
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| To
Open Your Account |
To
Add to Your Account |
Regular
Accounts |
| |
Class
I |
$1
million |
Any
Amount |
A
Fund’s minimum investment and eligibility requirements may be waived from time
to time by the Adviser, and for the following types of
shareholders:
•current
and retired employees, directors/trustees and officers of the Board, the Adviser
and its affiliates and certain family members of each of them (i.e.,
spouse,
domestic partner, child, parent, sibling, grandchild and grandparent, in each
case including in-law, step and adoptive relationships);
•any
trust, pension, profit sharing or other benefit plan for current and retired
employees, directors/trustees and officers of the Adviser and its
affiliates;
•current
employees of the Transfer Agent, broker-dealers who act as selling agents for a
Fund, intermediaries that have marketing agreements in place with the Adviser
and the immediate family members of any of them;
•registered
investment advisers who buy through a broker-dealer or service agent who has
entered into an agreement with the Funds’ distributor;
•qualified
broker-dealers who have entered into an agreement with the Funds’ distributor;
and
•existing
clients of the Adviser, their employees and immediate family members of such
employees.
Pricing
of Fund Shares
Shares
of the Funds are sold based on the NAV per share, which is calculated as of the
close of regular trading (generally, 4:00 p.m., Eastern Time) on each day
that the New York Stock Exchange (“NYSE”) is open for unrestricted business.
However, a Fund’s NAV may be calculated earlier if trading on the NYSE is
restricted or as permitted by the SEC. The NYSE is closed on weekends and most
national holidays, including New Year’s Day, Martin Luther King, Jr. Day,
Washington’s Birthday/Presidents’ Day, Good Friday, Memorial Day, Juneteenth
National Independence Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day. The NAV will not be calculated on days when the NYSE is closed
for trading.
Purchase
and redemption requests are priced at the next NAV per share calculated after
receipt of such requests. The NAV is the value of a Fund’s securities, cash and
other assets, minus all expenses and liabilities (assets – liabilities = NAV).
NAV per share is determined by dividing NAV by the number of shares outstanding
(NAV/ # of shares = NAV per share). The NAV takes into account the expenses and
fees of a Fund, including management and administration fees, which are accrued
daily.
In
calculating the NAV, portfolio securities are valued using current market values
or official closing prices, if available. Each security owned by a Fund that is
listed on a securities exchange is valued at its last sale price on that
exchange on the date as of which assets are valued. Where the security is listed
on more than one exchange, a Fund will use the price of the exchange that it
generally considers to be the principal exchange on which the security is
traded.
Fair
Value Pricing.
The
Funds employ fair value pricing selectively to ensure greater accuracy in each
Fund’s daily NAV and to prevent dilution by frequent traders or market timers
who seek to take advantage of temporary market anomalies.
The
Adviser has developed procedures, which have been
approved
by the Board, which utilize fair value pricing when reliable market quotations
are not readily available or a Fund’s pricing service, if applicable, does not
provide a valuation (or provides a valuation that in the judgment of the Adviser
to a Fund does not represent the security’s fair value), or when, in the
judgment of the Adviser, events have rendered the market value
unreliable.
Valuing
securities at fair value involves reliance on judgment.
Fair
value determinations are made in good faith in accordance with procedures
adopted by the Adviser.
There
can be no assurance that a Fund will obtain the fair value assigned to a
security if it were to sell the security at approximately the time at which a
Fund determines its NAV per share. The Board has designated the Adviser as its
“valuation designee” under Rule 2a-5 of the 1940 Act, subject to its
oversight.
Fair
value pricing may be applied to non-U.S. securities.
The
trading hours for most non-U.S. securities end prior to the close of the NYSE,
the time that a Fund’s NAV is calculated.
The
occurrence of certain events after the close of non-U.S. markets, but prior to
the close of the NYSE (such as a significant surge or decline in the U.S.
market) often will result in an adjustment to the trading prices of non-U.S.
securities when non-U.S. markets open on the following business day.
If
such events occur, a Fund may value non-U.S. securities at fair value, taking
into account such events, when it calculates its NAV.
Other
types of securities that a Fund may hold for which fair value pricing might be
required include, but are not limited to: (a) investments which are frequently
traded and/or the market price of which the Adviser believes may be stale; (b)
illiquid securities, including “restricted” securities and private placements
for which there is no public market; (c) securities of an issuer that has
entered into a restructuring; (d) securities whose trading has been halted or
suspended; and (e) fixed-income securities that have gone into default and for
which there is not a current market value quotation.
Trading
in Foreign Securities
In
the case of foreign securities, the occurrence of certain events after the close
of foreign markets, but prior to the time a Fund’s NAV per share is calculated
(such as a significant surge or decline in the United States or other markets),
often will result in an adjustment to the trading prices of foreign securities
when foreign markets open on the following business day.
If
such events occur, the Funds will value foreign securities at fair value, taking
into account such events, in calculating the NAV per share.
In
such cases, use of fair valuation can reduce an investor’s ability to seek to
profit by estimating a Fund’s NAV per share in advance of the time the NAV per
share is calculated.
The
Adviser anticipates that a Fund’s portfolio holdings will be fair valued when
market quotations for those holdings are considered unreliable.
How
to Buy Shares
You
may purchase shares of a Fund by check, by wire transfer, by electronic funds
transfer through the Automated Clearing House (“ACH”) network initiated at an
authorized bank or through one or more brokers authorized by a Fund to receive
purchase orders. Please use the appropriate account application when purchasing
by mail or wire. If you have any questions or need further information about how
to purchase shares of a Fund, you may call a customer service representative of
the Fund toll-free at 1-888-898-5040. The Funds reserve the right to reject any
purchase order. For example, a purchase order may be refused if, in the
Adviser’s opinion, it is so large that it would disrupt the management of a
Fund. Orders may also be rejected from persons believed by a Fund to be “market
timers.”
All
purchase checks must be in U.S. dollars drawn on a domestic financial
institution. The Funds will not accept payment in cash or money orders. To
prevent check fraud, the Funds will not accept third party checks, U.S. Treasury
checks, credit card checks, traveler’s checks or starter checks for the purchase
of shares. The Funds are unable to accept post-dated checks or any conditional
order or payment.
To
buy shares of a Fund, complete an account application and send it together with
your check for the amount you wish to invest in the Fund to the address below.
To make additional investments once you have opened your account, write your
account number on the check and send it together with the Invest by Mail form
from your most recent confirmation statement from the Fund’s transfer agent,
U.S. Bank Global Fund Services (the “Transfer Agent”). All subsequent purchase
requests must include the Fund name and your shareholder account number. If you
do not have the Invest by Mail form, include the Fund name, your name, address,
and account number on a separate piece of paper along with your check. If your
payment is returned for any reason, your purchase will be canceled and a $25 fee
will be assessed against your account by the Transfer Agent. You may also be
responsible for any loss sustained by the Fund.
Purchases
In-Kind.
In addition to cash purchases, Fund shares may be purchased by tendering payment
in-kind in the form of shares of stock, bonds or other securities. Any
securities used to buy Fund shares must be readily marketable, their acquisition
consistent with the Fund’s investment objective and otherwise acceptable to the
Adviser and the Board. For further information, you may call a customer service
representative of the Fund toll-free at 1-888-898-5040.
In
compliance with the USA PATRIOT Act of 2001, please note that the Transfer Agent
will verify certain information on your account application as part of the
Board’s Anti-Money Laundering Program. As requested on the account application,
you must supply your full name, date of birth, social security number and
permanent street address. If you are opening the account in the name of a legal
entity (e.g.,
partnership, limited liability company, business trust, corporation, etc.), you
must provide the identity of the beneficial owners. Mailing addresses containing
only a P.O. Box will not be accepted. Please contact the Transfer Agent at
1-888-898-5040 if you need additional assistance when completing your account
application.
If
the Transfer Agent does not have a reasonable belief of the identity of an
investor, the account application will be rejected or the investor will not be
allowed to perform a transaction on the account until such information is
received. In the rare event that the Transfer Agent is unable to verify your
identity, the Funds reserve the right to redeem your account at the current
day’s net asset value.
Shares
of the Funds have not been registered for sale outside of the United States. The
Adviser generally does not sell shares to investors residing outside of the
United States, even if they are United States citizens or lawful permanent
residents, except to investors with United States military APO or FPO
addresses.
Purchasing
Shares by Mail
You
may purchase shares of a Fund by completing an account application. Your order
will not be accepted until the completed account application is received by the
Transfer Agent. Shares are purchased at the NAV next determined after the
Transfer Agent receives your order in good order. “Good order” means your
purchase request includes: (1) the name of the Fund, (2) the dollar amount of
shares to be purchased, (3) your purchase application or investment stub, and
(4) a check payable to “Name of Fund.” Account applications will not be accepted
unless they are accompanied by payment in U.S. dollars, drawn on a domestic
financial institution.
Please
complete the account application and mail it with your check, payable to the
[Name
of Fund],
to the Transfer Agent at the following address:
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Regular
Mail [Name of Fund] c/o U.S. Bank Global Fund Services P.O. Box
701 Milwaukee, Wisconsin 53201-0701 |
Overnight
Express Mail [Name of Fund] c/o U.S. Bank Global Fund
Services 615 East Michigan Street, 3rd Floor Milwaukee, Wisconsin
53202 |
Please
note, you may not send an account application via overnight delivery to a United
States Postal Service post office box.
NOTE:
The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be their agents. Therefore, a deposit in the mail or with such
services, or receipt at U.S. Bank Global Fund Services’ post office box, of
purchase orders or redemption requests does not constitute receipt by the
Transfer Agent. Receipt of purchase orders or redemption requests is based on
when the order is received at the Transfer Agent’s offices.
Purchasing
Shares by Telephone
If
you did not decline telephone options on your Account Application to perform
telephone transactions (or they were added by subsequent arrangement in writing
with a Fund), and your account has been open for at least seven business days,
you may purchase additional shares by calling the Fund toll-free at
1-888-898-5040. You may not make your initial purchase of Fund shares by
telephone. Telephone orders will be accepted via electronic funds transfer from
your pre-designated bank account through the ACH network. You must have banking
information established on your account prior to making a telephone purchase.
Only bank accounts held at domestic institutions that are ACH members may be
used for telephone transactions. If your order is received prior to 4:00 p.m.,
Eastern Time, shares will be purchased at the NAV next calculated. For security
reasons, requests by telephone may be recorded. Once a telephone transaction has
been requested, it cannot be canceled or modified after the close of regular
trading on the NYSE (generally, 4:00 p.m., Eastern Time).
Purchasing
Shares by Wire
If
you are making your initial investment in a Fund, before wiring funds, the
Transfer Agent must have a completed account application. You can mail or
overnight deliver your account application to the Transfer Agent at the above
address. Upon receipt of your completed account application, the Transfer Agent
will establish an account on your behalf. Once your account is established, you
may instruct your bank to send the wire. Your bank must include the name of the
Fund, your name and your account number so that monies can be correctly applied.
Your bank should transmit immediately available funds by wire to:
U.S.
Bank National Association
777
East Wisconsin Avenue
Milwaukee,
Wisconsin 53202
ABA
#075000022
Credit:
U.S. Bancorp Fund Services, LLC
A/C
#112-952-137
FFC:
[Name of Fund]
Shareholder
Registration
Shareholder
Account Number
If
you are making a subsequent purchase, your bank should wire funds as indicated
above. Before each wire purchase, you should be sure to notify the Transfer
Agent. It
is essential that your bank include complete information about your account in
all wire transactions.
If you have questions about how to invest by wire, you may call the Transfer
Agent at 1-888-898-5040. Your bank may charge you a fee for sending a wire
payment to a Fund.
Wired
funds must be received prior to 4:00 p.m., Eastern Time to be eligible for same
day pricing. Neither the Funds nor U.S. Bank N.A. is responsible for the
consequences of delays resulting from the banking or Federal Reserve wire system
or from incomplete wiring instructions.
Automatic
Investment Plan
Once
your account has been opened with the initial minimum investment, you may make
additional purchases of Class I shares at regular intervals through the
Automatic Investment Plan (“AIP”). The AIP provides a convenient method to have
monies deducted from your bank account, for investment into a Fund, on a monthly
or quarterly basis. In order to participate in the AIP, each purchase must be in
the amount of $100 or more, and your financial institution must be a member of
the ACH network. If your bank rejects your payment, the Transfer Agent will
charge a $25 fee to your account. To begin participating in the AIP, please
complete the Automatic Investment Plan section on the account application or
call the Transfer Agent at 1-888-898-5040 if you have any questions. Any request
to change or terminate your AIP should be submitted to the Transfer Agent at
least five calendar days prior to the automatic investment date.
Retirement
Accounts
Each
Fund offers prototype documents for a variety of retirement accounts for
individuals and small businesses. Please call 1-888-898-5040 for information
on:
•Individual
Retirement Plans, including Traditional IRAs and Roth IRAs.
•Small
Business Retirement Plans, including Simple IRAs and SEP IRAs.
There
may be special distribution requirements for a retirement account, such as
required distributions or mandatory federal income tax withholding. For more
information, call the number listed above. You may be charged a $15 annual
account maintenance fee for each retirement account up to a maximum of $30
annually and a $25 fee for transferring assets to another custodian or for
closing a retirement account. Fees charged by institutions may
vary.
Purchasing
and Selling Shares through a Broker
You
may buy and sell shares of a Fund through certain brokers and financial
intermediaries (and their agents) (collectively, “Brokers”) that have made
arrangements with the Fund to sell its shares. Brokers may have different
investment minimum requirements than those outlined in this prospectus.
Additionally, Brokers may aggregate several customer accounts to accumulate the
requisite initial
investment
minimum. Please consult your Broker for their account policies. When you place
your order with such a Broker, your order is treated as if you had placed it
directly with the Transfer Agent, and you will pay or receive the next price
calculated by a Fund. The Broker holds your shares in an omnibus account in the
Broker’s name, and the Broker maintains your individual ownership records. The
Adviser may pay the Broker for maintaining these records as well as providing
other shareholder services. The Broker may charge you a fee for handling your
order. The Broker is responsible for processing your order correctly and
promptly, keeping you advised regarding the status of your individual account,
confirming your transactions and ensuring that you receive copies of the Funds’
Prospectus. A Fund will be deemed to have received a purchase or redemption
order when an authorized Broker or, if applicable, a Broker’s authorized
designee, receives the order.
Exchange
Privilege
As
a shareholder, you have the privilege of exchanging shares of one First Sentier
Fund for shares of the other First Sentier Fund in the Trust, without incurring
any additional sales charges. However, you should note the
following:
•Exchanges
may only be made between like shares classes;
•You
may only exchange between accounts that are registered in the same name,
address, and taxpayer identification number;
•Before
exchanging into another First Sentier Fund, read a description of the Fund in
this Prospectus;
•Exchanges
are considered a sale and purchase of Fund shares for tax purposes and may be
taxed as short-term or long-term capital gain or loss depending on the period
shares are held subject to certain limitations on deductibility of
losses;
•Each
Fund reserves the right to refuse exchange purchases by any person or group if,
in the Adviser’s judgment, a Fund would be unable to invest the money
effectively in accordance with its investment objective and policies, or would
otherwise potentially be adversely affected;
•If
you did not decline telephone options on your account application, you can make
a telephone request to exchange your shares for an additional $5 fee;
and
•The
minimum exchange amount between existing accounts invested in the First Sentier
Funds is $1,000.
•This
exchange privilege may be terminated or modified by a Fund at any time upon a
60-day notice to shareholders.
You
may make exchanges of your shares between the First Sentier Funds by telephone,
in writing or through your Broker.
How
to Sell Fund Shares
You
may sell (redeem) your Fund shares on any day the Funds and the NYSE are open
for business either directly to a Fund or through your financial
intermediary.
As
discussed below, you may receive proceeds of your sale in a check, ACH, or
federal wire transfer. A Fund typically expects that it will take one to three
days following the receipt of your redemption request in good order, to pay out
redemption proceeds. “Good order” means your redemption request includes: (1)
the name of the Fund, (2) the dollar amount of shares to be redeemed, (3) the
account number and (4) signatures by all of the shareholders whose names appear
on the account registration. However, while not expected, payment of redemption
proceeds may take up to seven days if sending proceeds earlier could adversely
affect a Fund. If you did not purchase your shares with a federal wire payment,
a Fund may delay payment of your redemption proceeds for up to 15 calendar days
from purchase or until your payment has cleared, whichever occurs
first.
A
Fund typically expects that it will hold cash or cash equivalents to meet
redemption requests. A Fund may also use the proceeds from the sale of portfolio
securities to meet redemption requests if consistent with the management of the
Fund. These redemption methods will be used regularly and may also be used in
unusual market conditions.
Each
Fund reserves the right to redeem in-kind as described under “Redemption
In-Kind” below. Redemptions in-kind are typically used to meet redemption
requests that represent a large percentage of a Fund’s net assets in order to
minimize the effect of large redemptions on the Fund and its remaining
shareholders. Redemptions in-kind are typically only used in unusual market
conditions.
In
Writing
You
may redeem your shares by simply sending a written request to the Transfer
Agent. Receipt of purchase orders or redemption requests is based on when the
order is received at the Transfer Agent’s offices. You should provide your
account number and state whether you want all or some of your shares redeemed.
The letter should be signed by all of the shareholders whose names appear on the
account registration and include a signature guarantee(s), if necessary. You
should send your redemption request to:
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Regular
Mail
[Name
of Fund]
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
Wisconsin 53201-0701 |
Overnight
Express Mail
[Name
of Fund]
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
Wisconsin 53202 |
NOTE: The
Funds do not consider the U.S. Postal Service or other independent delivery
services to be their agents. Therefore, a deposit in the mail or with such
services, or receipt at U.S. Bank Global Fund Services’ post office box, of
purchase orders or redemption requests does not constitute receipt by the
Transfer Agent. Receipt of purchase orders or redemption requests is based on
when the order is received at the Transfer Agent’s offices.
By
Telephone
If
you did not decline telephone options on your Account Application to perform
telephone transactions (or they were added by subsequent arrangement in writing
with a Fund), you may redeem all or some of your shares, up to $100,000, by
calling the Transfer Agent at 1-888-898-5040 before the close of trading on the
NYSE. This is normally 4:00 p.m., Eastern Time. Redemption proceeds will be
processed on the next business day and sent to the address that appears on the
Transfer Agent’s records or sent via ACH or wire to a previously established
bank account. The minimum amount that may be wired is $1,000. A wire fee of $15
will be deducted from your redemption proceeds for complete and share certain
redemptions. In the case of a partial redemption, the fee will be deducted from
the remaining account balance. Telephone redemptions cannot be made if you
notified the Transfer Agent of a change of address within 15 calendar days
before the redemption request. Shares held in IRA accounts may be redeemed by
telephone at 1-888-898-5040. IRA investors will be asked whether or not to
withhold taxes from any distribution.
You
may request telephone redemption privileges after your account is opened by
calling the Transfer Agent at 1-888-898-5040 for instructions.
You
may encounter higher than usual call wait times during periods of high market
activity. Please allow sufficient time to ensure that you will be able to
complete your telephone transaction prior to market close. If you are unable to
contact the Funds by telephone, you may mail your redemption request in writing
to the address noted above. Once a telephone transaction has been accepted, it
may not be
canceled
or modified after the close of regular trading on the NYSE (generally, 4:00
p.m., Eastern Time).
If
an account has more than one owner or authorized person, the Funds will accept
telephone instructions from any one owner or authorized person.
Retirement
Account Redemptions
Shareholders
who have an IRA or other retirement plan must indicate on their written
redemption request whether or not to withhold federal income tax. Redemption
requests failing to indicate an election not to have tax withheld will generally
be subject to 10% withholding.
Systematic
Withdrawal Plan
As
another convenience, you may redeem your Class I shares through the
Systematic Withdrawal Plan (“SWP”). Under the SWP, shareholders or their
financial intermediaries may request that a payment drawn in a predetermined
amount be sent to them on a monthly, quarterly or annual basis. In order to
participate in the SWP, your account balance must be at least $1 million and
each withdrawal amount must be for a minimum of $100. If you elect this method
of redemption, a Fund will send a check directly to your address of record or
will send the payment directly to your bank account via electronic funds
transfer through the ACH network. For payment through the ACH network, your bank
must be an ACH member and your bank account information must be previously
established on your account. The SWP may be terminated at any time by a Fund.
You may also elect to terminate your participation in the SWP by communicating
by telephone or in writing to the Transfer Agent no later than five calendar
days before the next scheduled withdrawal at:
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Regular
Mail
[Name
of Fund]
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
Wisconsin 53201-0701 |
Overnight
Express Mail
[Name
of Fund]
c/o
U.S. Bank Global Fund Services
615
East Michigan Street, 3rd Floor
Milwaukee,
Wisconsin 53202 |
A
withdrawal under the SWP involves a redemption of shares and may result in a
gain or loss for federal income tax purposes. In addition, if the amount
withdrawn exceeds the dividends credited to your account, the account ultimately
may be depleted. To establish a SWP, an investor must complete the appropriate
section of the account application or submit a letter of instruction after the
account is opened to the appropriate address provided above. For additional
information on the SWP, please call the Transfer Agent at
1-888-898-5040.
Payment
of Redemption Proceeds
Each
Fund typically sends redemption proceeds on the next business day (a day when
the NYSE is open for normal business) after the redemption request is received
in good order and prior to market close, regardless of whether the redemption
proceeds are sent via check, wire, or automated clearing house (ACH) transfer.
Under unusual circumstances, a Fund may suspend redemptions, or postpone payment
for up to seven days, as permitted by federal securities law.
A
Fund typically expects that it will hold cash or cash equivalents to meet
redemption requests. A Fund may also use the proceeds from the sale of portfolio
securities to meet redemption requests if consistent with the management of the
Fund. In situations in which investment holdings in cash or cash equivalents are
not sufficient to meet redemption requests or when the sale of portfolio
securities is not sufficient to meet redemption requests, the Fund will
typically borrow money through its line of credit. These redemption methods will
be used regularly and may also be used in stressed market conditions. The Fund
reserves the right to pay redemption proceeds to you in whole or in part through
a redemption in-kind as described under “Redemption In-Kind” below. Redemptions
in-kind are typically used to meet redemption requests that are a large
percentage of a Fund’s net assets in order to minimize the effect of
large
redemptions on the Fund and its remaining shareholders. Redemptions in-kind may
be used regularly in such circumstances and may also be used in stressed market
conditions.
Redemption
“In-Kind”
Each
Fund reserves the right to pay redemption proceeds to you in whole or in part by
a distribution of securities from a Fund’s portfolio (a “redemption in-kind”).
It is not expected that a Fund would do so except during unusual market
conditions. A redemption, whether in cash or in-kind, is a taxable event to you.
If a Fund pays your redemption proceeds by a distribution of securities, you
could incur brokerage or other charges in converting the securities to cash and
will bear any market risks associated with such securities until they are
converted into cash.
Signature
Guarantees
Signature
guarantees, from either a Medallion program member or non-Medallion program
member, will generally be accepted from domestic banks, brokers, dealers, credit
unions, national securities exchanges, registered securities associations,
clearing agencies and savings associations, as well as from participants in the
New York Stock Exchange Medallion Signature Program and the Securities Transfer
Agents Medallion Program. A
notary public is not an acceptable signature guarantor.
A
signature guarantee is required in the following situations:
•When
ownership is being changed on your account;
•When
redemption proceeds are payable or sent to any person, address or bank account
not on record;
•When
a redemption is received by the Transfer Agent and the account address has
changed within the last 15 calendar days;
•For
all redemptions in excess of $100,000 from any shareholder account.
Non-financial
transactions, including establishing or modifying certain services on an
account, may require a signature guarantee, signature verification from a
Signature Validation Program member, or other acceptable form of authentication
from a financial institution source.
In
addition to the situations described above, a Fund and/or the Transfer Agent may
require a signature guarantee or signature validation program stamp in other
instances based on the facts and circumstances.
Other
Information about Redemptions
Each
Fund may redeem the shares in your account if the value of your account is less
than $1,000,000 as a result of redemptions you have made. This does not apply to
retirement plan or Uniform Gifts or Transfers to Minors Act accounts. You will
be notified that the value of your account is less than $1,000,000 before a Fund
makes an involuntary redemption. You will then have 30 days in which to
make an additional investment to bring the value of your account to at least
$1,000,000 before a Fund takes any action.
DIVIDENDS
AND DISTRIBUTIONS
Each
Fund will make distributions of dividends and capital gains, if any, at least
annually, typically in December. A Fund may make an additional payment of
dividends or distributions of capital gains if it deems it desirable at any
other time of the year.
All
distributions will be reinvested in a Fund’s shares unless you choose one of the
following options: (1) receive dividends in cash while reinvesting capital
gain distributions in additional Fund shares;
(2) reinvest
dividends in additional Fund shares and receive capital gains in cash; or
(3) receive all distributions in cash. Dividends are taxable whether
reinvested in additional shares or received in cash.
If
you elect to receive distributions in cash and the U.S. Postal Service cannot
deliver the check, or if a check remains outstanding for six months, a Fund
reserves the right to reinvest the distribution check in your account, at the
Fund’s current NAV per share, and to reinvest all subsequent distributions. If
you wish to change your distribution option, notify the Transfer Agent in
writing or by telephone at least five days in advance of the payment date for
the distribution.
Any
dividend or capital gain distribution paid by a Fund has the effect of reducing
the NAV per share on the ex-dividend date by the amount of the dividend or
capital gain distribution. You should note that a dividend or capital gain
distribution paid on shares purchased shortly before that dividend or capital
gain distribution was declared will be subject to income taxes even though the
dividend or capital gain distribution represents, in an economic sense, a
partial return of capital to you.
TOOLS
TO COMBAT FREQUENT TRANSACTIONS
The
Board has adopted policies and procedures to prevent frequent transactions in
each Fund. The Funds discourage excessive, short-term trading and other abusive
trading practices that may disrupt portfolio management strategies and harm a
Fund’s performance. A Fund may decide to restrict purchase and sale activity in
their shares based on various factors, including whether frequent purchase and
sale activity will disrupt portfolio management strategies and adversely affect
a Fund’s performance or whether the shareholder has conducted four round trip
transactions within a 12-month period. Each Fund takes steps to reduce the
frequency and effect of these activities in the Fund. These steps include
monitoring trading practices and using fair value pricing. Although these
efforts (which are described in more detail below) are designed to discourage
abusive trading practices, these tools cannot eliminate the possibility that
such activity may occur. Further, while a Fund makes efforts to identify and
restrict frequent trading, the Fund receives purchase and sale orders through
financial intermediaries and cannot always know or detect frequent trading that
may be facilitated by the use of intermediaries or the use of group or omnibus
accounts by those intermediaries. Each Fund seeks to exercise its judgment in
implementing these tools to the best of its ability in a manner that a Fund
believes is consistent with shareholder interests.
Monitoring
Trading Practices.
Each
Fund monitors selected trades in an effort to detect excessive short-term
trading activities. If, as a result of this monitoring, a Fund believes that a
shareholder has engaged in excessive short-term trading, it may, in its
discretion, ask the shareholder to stop such activities or refuse to process
purchases in the shareholder’s accounts. In making such judgments, a Fund seeks
to act in a manner that it believes is consistent with the best interests of
shareholders. Due to the complexity and subjectivity involved in identifying
abusive trading activity and the volume of shareholder transactions a Fund
handles, there can be no assurance that a Fund’s efforts will identify all
trades or trading practices that may be considered abusive. In addition, a
Fund’s ability to monitor trades that are placed by individual shareholders
within group or omnibus accounts maintained by financial intermediaries is
limited because the Funds do not have simultaneous access to the underlying
shareholder account information.
Quasar
Distributors, LLC (the “Distributor”) on behalf of the Funds, has entered into
written agreements with each of the Fund’s financial intermediaries, under which
the intermediary must, upon request, provide a Fund with certain shareholder and
identity trading information so that a Fund can enforce its market timing
policies.
TAX
CONSEQUENCES
Each
Fund has elected and intends to continue to qualify to be taxed as a regulated
investment company under Subchapter M of the Internal Revenue Code of 1986 (the
“Code”). As a regulated investment company, the Fund will not be subject to
federal income tax if it distributes its income as required by the tax law and
satisfies certain other requirements that are described in the SAI.
Each
Fund typically makes distributions of dividends and capital gains in December.
Dividends are taxable to you as ordinary income. The rate you pay on capital
gain distributions will depend on how long a Fund held the securities that
generated the gain, not on how long you owned your Fund shares. You will be
taxed in the same manner whether you receive your dividends and capital gain
distributions in cash or reinvest them in additional Fund shares. A portion of
ordinary income dividends paid by a Fund may be qualified dividend income
eligible for taxation at long-term capital gain rates for individual investors,
provided that certain holding period and other requirements are met. However,
eligibility for the qualified dividend rate depends on the actual investments of
a Fund and there is no assurance that any of a Fund’s investment will produce
income eligible for this preferential rate. An additional federal surtax at the
rate of 3.8% may apply to net investment income, which generally includes
dividends from a Fund and gain on sales of Fund shares, of shareholders with
adjusted gross incomes over $200,000 for single filers and $250,000 for married
joint filers. Although distributions generally are taxable when received,
certain distributions declared in October, November, or December to shareholders
of record on a specified date in such a month but paid in the following January
are taxable as if received in the prior December.
Distributions
are includable in alternative minimum taxable income in computing liability for
the alternative minimum tax of a shareholder who is an individual.
For
taxable years beginning after 2017 and before 2025, non-corporate taxpayers
generally may deduct 20% of “qualified business income” derived either directly
or through partnerships or S corporations. For this purpose, “qualified business
income” generally includes ordinary dividends paid by a real estate investment
trust (“REIT”) and certain income from publicly traded partnerships. Regulations
recently adopted by the United States Treasury allow non-corporate shareholders
of the Fund to benefit from the 20% deduction with respect to net REIT dividends
received by the Fund if the Fund meets certain reporting requirements, but do
not permit any such deduction with respect to publicly traded
partnerships.
By
law, each Fund must withhold from your taxable distributions and redemption
proceeds an amount as backup withholding determined at a rate as set forth under
section 3406 of the Code, if you do not provide your correct Social Security or
taxpayer identification number and certify that you are not subject to backup
withholding, or if the Internal Revenue Service instructs the Fund to do
so.
Sale
or exchange of your Fund shares is a taxable event for you. Depending on the
purchase and sale price of the shares you sell, you may have a gain or a loss on
the transaction. It will be a capital gain or loss if you hold your shares in a
Fund as a capital asset. Long-term capital gains are subject to a maximum
federal income tax rate of 20% (not including the 3.8% net investment income
tax). You are responsible for any tax liabilities generated by your transaction.
The Code limits the deductibility of capital losses in certain
circumstances.
Unrelated
Business Taxable Income (“UBTI”)
Income
of a regulated investment company that would be UBTI if earned directly by a
tax-exempt entity generally will not constitute UBTI when distributed to a
tax-exempt shareholder of the regulated investment company. Notwithstanding this
blocking effect, a tax-exempt shareholder could realize UBTI where the regulated
investment company receives excess inclusion income from a real estate mortgage
investment conduit (“REMIC”) or a real estate investment trust (“REIT”) that is
invested in a taxable
mortgage
pool. The Funds do not intend to invest in REMICs or REITs that have a history
of paying excess inclusion income that may give rise to UBTI for tax-exempt
shareholders.
A
tax-exempt shareholder could also realize UBTI by virtue of its investment in a
Fund if shares in the Fund constitute debt-financed property in the hands of the
tax-exempt shareholder as defined in Section 514(b) of the Code.
There
is no requirement that a Fund take into consideration any tax implications when
implementing its investment strategy. Shareholders should note that each Fund
may make taxable distributions of income and capital gains even when share
values have declined.
Additional
information concerning the taxation of each Fund and its shareholders is
contained in the SAI. You should consult your own tax advisor concerning
federal, state and local taxation of distributions from a Fund.
DISTRIBUTION
OF FUND SHARES
Shareholder
Servicing Plan
Under
a shareholder servicing plan, Class I shares may pay service fees of up to 0.10%
of average daily net assets to intermediaries such as banks, broker-dealers,
financial advisers or other financial institutions, for sub-administration,
sub-transfer agency and other shareholder services associated with shareholders
whose shares are held of record in omnibus, other group accounts or accounts
traded through registered securities clearing agents. Currently, the American
Listed Fund’s accrual of the fee is set at 0.00% through at least February 27,
2025, and any accrual increase must first be approved by the Board. As these
fees are paid out of a Fund’s assets, over time these fees will increase the
cost of your investment and may cost you more than paying other types of sales
charges.
Service
Fees – Other Payments to Third Parties
Each
Fund may pay service fees to intermediaries such as banks, broker-dealers,
financial advisors or other financial institutions, including affiliates of the
Adviser, for sub-administration, sub-transfer agency and other shareholder
services associated with shareholders whose shares are held of record in
omnibus, other group accounts or accounts traded through registered securities
clearing agents.
The
Funds have policies and procedures in place for the monitoring of payments to
broker-dealers and other financial intermediaries for the following
non-distribution activities: sub-transfer agent, administrative, and other
shareholder services.
The
Adviser, out of its own resources, and without additional cost to a Fund or its
shareholders, may provide additional cash payments or non-cash compensation to
intermediaries who sell shares of the Funds. These additional cash payments are
generally made to intermediaries that provide shareholder servicing, marketing
support and/or access to sales meetings, sales representatives and management
representatives of the intermediary. Cash compensation may also be paid to
intermediaries for inclusion of a Fund on a sales list, including a preferred or
select sales list, in other sales programs or as an expense reimbursement in
cases where the intermediary provides shareholder services to a Fund’s
shareholders. The Adviser may also pay cash compensation in the form of finder’s
fees that vary depending on the Fund and the dollar amount of the shares
sold.
GENERAL
POLICIES
Some
of the following policies are mentioned above. In general, the Funds reserve the
right to:
•Refuse,
change, discontinue, or temporarily suspend account services, including
purchase, or telephone redemption privileges, for any reason;
•Reject
any purchase request for any reason. Generally, the Funds will do this if the
purchase is disruptive to the efficient management of the Fund (due to the
timing of the investment or an investor’s history of excessive
trading);
•Redeem
all shares in your account if your balance falls below the Fund’s minimum
initial investment requirement due to redemption activity. If, within 30 days of
the Fund’s written request, you have not increased your account balance, you may
be required to redeem your shares. The Funds will not require you to redeem
shares if the value of your account drops below the investment minimum due to
fluctuations of NAV; and
•Reject
any purchase or redemption request that does not contain all required
documentation.
Your
Broker may establish policies that differ from those of the Funds. For example,
the organization may charge transaction fees, set higher minimum investments, or
impose certain limitations on buying or selling shares in addition to those
identified in this Prospectus. Contact your Broker for details.
Lost
Shareholders, Inactive Accounts and Unclaimed Property.
It is important that the Funds maintain a correct address for each
shareholder. An incorrect address may cause a shareholder’s account
statements and other mailings to be returned to the Funds. Based upon statutory
requirements for returned mail, the Funds will attempt to locate the shareholder
or rightful owner of the account. If the Funds are unable to locate the
shareholder, then it will determine whether the shareholder’s account can
legally be considered abandoned. Your mutual fund account may be transferred to
the state government of your state of residence if no activity occurs within
your account during the “inactivity period” specified in your state’s abandoned
property laws. The Funds are legally obligated to escheat (or transfer)
abandoned property to the appropriate state’s unclaimed property administrator
in accordance with statutory requirements. The shareholder’s last known address
of record determines which state has jurisdiction. Please proactively
contact the Transfer Agent toll-free at 1-888-898-5040 at least annually to
ensure your account remains in active status.
If
you are a resident of the state of Texas, you may designate a representative to
receive notifications that, due to inactivity, your mutual fund account assets
may be delivered to the Texas Comptroller. Please contact the Transfer Agent if
you wish to complete a Texas Designation of Representative form.
Householding
In
an effort to decrease costs, the Funds intend to reduce the number of duplicate
prospectuses, supplements and other similar documents you receive by sending
only one copy of each to those addresses shared by two or more accounts and to
shareholders the Transfer Agent reasonably believes are from the same family or
household. Once implemented, if you would like to discontinue householding for
your accounts, please call toll-free at 1-888-898-5040 to request individual
copies of these documents. Once the Transfer Agent receives notice to stop
householding, the Transfer Agent will begin sending individual copies thirty
days after receiving your request. This policy does not apply to account
statements.
FINANCIAL
HIGHLIGHTS
The
financial highlights table is intended to help you understand Funds’ financial
performance for the period of the Funds’ operations. Certain information
reflects financial results for a single Fund share. The total returns in the
table represent the rate that an investor would have earned (or lost) on an
investment in a Fund (assuming reinvestment of all dividends and distributions).
This information has been audited by Tait, Weller & Baker LLP, an
independent registered public accounting firm, whose report, along with the
Funds’ financial statements, are included in the Funds’ annual report, which is
available upon request.
American
Listed Infrastructure Fund
For
a share outstanding throughout each period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Year
Ended October 31, 2023 |
| Year
Ended October 31, 2022 |
| December
29, 2020* through October 31, 2021 |
|
Net
asset value, beginning of period |
$ |
10.95 |
|
| $ |
12.12 |
|
| $ |
10.00 |
| |
|
|
|
|
|
| |
Income
from investment operations: |
|
|
|
|
| |
Net
investment income |
0.18 |
|
| 0.23 |
|
| 0.09 |
| |
Net
realized and unrealized gain/(loss) on investments and foreign
currency |
(0.69) |
|
| (0.70) |
|
| 2.03 |
| |
Total
from investment operations |
(0.51) |
|
| (0.47) |
|
| 2.12 |
| |
|
|
|
|
|
| |
Less
dividends and distributions: |
|
|
|
|
| |
Dividends
from net investment income |
(0.24) |
|
| (0.14) |
|
| - |
| |
Distributions
from net realized gains |
(1.66) |
|
| (0.56) |
|
| - |
| |
Total
dividends and distributions |
(1.90) |
|
| (0.70) |
|
| - |
| |
|
|
|
|
|
| |
Net
asset value, end of period |
$ |
8.54 |
|
| $ |
10.95 |
|
| $ |
12.12 |
| |
|
|
|
|
|
| |
Total
return |
-6.83 |
% |
| -4.23 |
% |
| 21.20 |
% |
+ |
|
|
|
|
|
| |
Supplemental
data and ratios: |
|
|
|
|
| |
Net
assets, end of period (thousands) |
$ |
2,542 |
|
| $ |
2,173 |
|
| $ |
5,469 |
| |
Ratio
of net expenses to average net assets: |
|
|
|
|
| |
Before
fee waivers and expense reimbursement |
10.15 |
% |
| 6.67 |
% |
| 6.45 |
% |
++ |
After
fee waivers and expense reimbursement |
0.75 |
% |
| 0.75 |
% |
| 0.75 |
% |
++ |
Ratio
of net investment income/(loss) to average net assets: |
|
|
|
|
| |
Before
fee waivers and expense reimbursement |
(7.37 |
%) |
| (4.44 |
%) |
| (4.36 |
%) |
++ |
After
fee waivers and expense reimbursement |
2.03 |
% |
| 1.48 |
% |
| 1.34 |
% |
++ |
Portfolio
turnover rate |
78.02 |
% |
| 73.76 |
% |
| 58.21 |
% |
+ |
+ Not
annualized.
++ Annualized.
* Commencement
of operations.
Global
Listed Infrastructure Fund
For
a share outstanding throughout each year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
| Year
Ended October 31, 2023 |
| Year
Ended October 31, 2022 |
| Year
Ended October 31, 2021 |
| Year
Ended October 31, 2020 |
| Year
Ended October 31, 2019 |
Net
asset value, beginning of year |
$ |
10.49 |
|
| $ |
11.93 |
|
| $ |
10.24 |
|
| $ |
11.56 |
|
| $ |
9.90 |
|
|
|
|
|
|
|
|
|
| |
Income
from investment operations: |
|
|
|
|
|
|
|
| |
Net
investment income |
0.24 |
|
| 0.19 |
|
| 0.19 |
|
| 0.13 |
|
| 0.17 |
|
Net
realized and unrealized gain/(loss) on investments and foreign
currency |
(0.55) |
|
| (0.90) |
|
| 1.77 |
|
| (1.10) |
|
| 1.76 |
|
Total
from investment operations |
(0.31) |
|
| (0.71) |
|
| 1.96 |
|
| (0.97) |
|
| 1.93 |
|
|
|
|
|
|
|
|
|
| |
Less
dividends and distributions: |
|
|
|
|
|
|
|
| |
Dividends
from net investment income |
(0.18) |
|
| (0.21) |
|
| (0.13) |
|
| (0.16) |
|
| (0.16) |
|
Distributions
from net realized gains |
(0.33) |
|
| (0.52) |
|
| (0.14) |
|
| (0.19) |
|
| (0.11) |
|
Total
dividends and distributions |
(0.51) |
|
| (0.73) |
|
| (0.27) |
|
| (0.35) |
|
| (0.27) |
|
|
|
|
|
|
|
|
|
| |
Net
asset value, end of year |
$ |
9.67 |
|
| $ |
10.49 |
|
| $ |
11.93 |
|
| $ |
10.24 |
|
| $ |
11.56 |
|
|
|
|
|
|
|
|
|
| |
Total
return |
-3.51 |
% |
| -6.30 |
% |
| 19.36 |
% |
| -8.62 |
% |
| 19.90 |
% |
|
|
|
|
|
|
|
|
| |
Supplemental
data and ratios: |
|
|
|
|
|
|
|
| |
Net
assets, end of year (thousands) |
$ |
102,673 |
|
| $ |
76,782 |
|
| $ |
70,588 |
|
| $ |
56,463 |
|
| $ |
35,631 |
|
Ratio
of net expenses to average net assets: |
|
|
|
|
|
|
|
| |
Before
fee waivers and expense reimbursement |
1.17 |
% |
| 1.24 |
% |
| 1.30 |
% |
| 1.50 |
% |
| 1.93 |
% |
After
fee waivers and expense reimbursement |
0.95 |
% |
| 0.95 |
% |
| 0.95 |
% |
| 0.94 |
% |
| 0.94 |
% |
Ratio
of net investment income to average net assets: |
|
|
|
|
|
|
|
| |
Before
fee waivers and expense reimbursement |
2.15 |
% |
| 1.49 |
% |
| 1.34 |
% |
| 1.05 |
% |
| 1.14 |
% |
After
fee waivers and expense reimbursement |
2.37 |
% |
| 1.78 |
% |
| 1.69 |
% |
| 1.61 |
% |
| 2.13 |
% |
Portfolio
turnover rate |
41.43 |
% |
| 43.81 |
% |
| 56.09 |
% |
| 61.67 |
% |
| 41.26 |
% |
Investment
Adviser
First
Sentier Investors (US) LLC
10
East 53rd
Street, 21st
Floor,
New
York, New York 10022
Investment
Sub-Adviser
First
Sentier Investors (Australia) IM Ltd
Level
5
Tower
Three International Towers Sydney
300
Barangaroo Avenue
Barangaroo,
NSW 2000
Australia
Independent
Registered Public Accounting Firm
Tait,
Weller & Baker LLP
Two
Liberty Place
50
South 16th
Street, Suite 2900
Philadelphia,
Pennsylvania 19102
Legal
Counsel
Sullivan
& Worcester LLP
1633
Broadway, 32nd Floor
New
York, New York 10019
Custodian
U.S.
Bank National Association
Custody
Operations
1555
North RiverCenter Drive, Suite 302
Milwaukee,
Wisconsin 53212
Transfer
Agent, Fund Accountant and Fund Administrator
U.S.
Bank Global Fund Services
615
East Michigan Street
Milwaukee,
Wisconsin 53202
Distributor
Quasar
Distributors, LLC
Three
Canal Plaza, Suite 100
Portland,
Maine 04101
PRIVACY
NOTICE
The
Funds collect non-public information about you from the following
sources:
• Information
we receive about you on applications or other forms;
• Information
you give us orally; and/or
• Information
about your transactions with us or others.
We
do not disclose any non-public personal information about our customers or
former customers without the customer’s authorization, except as permitted by
law or in response to inquiries from governmental authorities. We may share
information with affiliated and unaffiliated third parties with whom we have
contracts for servicing the Funds. We will provide unaffiliated third parties
with only the information necessary to carry out their assigned
responsibilities. We maintain physical, electronic and procedural safeguards to
guard your non-public personal information and require third parties to treat
your personal information with the same high degree of
confidentiality.
In
the event that you hold shares of a Fund through a financial intermediary,
including, but not limited to, a broker-dealer, bank, or trust company, the
privacy policy of your financial intermediary would govern how your non-public
personal information would be shared by those entities with unaffiliated third
parties.
FIRST
SENTIER AMERICAN LISTED INFRASTRUCTURE FUND
FIRST
SENTIER GLOBAL LISTED INFRASTRUCTURE FUND
www.firstsentierfunds.com
FOR
MORE INFORMATION
You
can find more information about the Funds in the following
documents:
Statement
of Additional Information
The
SAI provides additional details about the investments and techniques of the
Funds and certain other additional information. A current SAI is on file with
the SEC and is incorporated into this Prospectus by reference. This means that
the SAI is legally considered a part of this Prospectus even though it is not
physically within this Prospectus.
Annual
and Semi-Annual Reports
Additional
information about the Funds’ investments is available in the Funds’ annual and
semi-annual reports (collectively, the “Shareholder Reports”) and in Form N-CSR.
In the Funds’ annual report you will find a discussion of the market conditions
and investment strategies that affected the Funds’ performance during each
Fund’s previous fiscal year. In Form N-CSR, you will find the Funds’ annual and
semi-annual financial statements.
The
SAI and Shareholder Reports are available free of charge on the Funds’ website
at www.firstsentierfunds.com.
You can obtain a free copy of the SAI and Shareholder Reports, request other
information, or make general inquiries about the Funds by calling the Funds
(toll-free) at 1-888-898-5040 or by writing to:
First
Sentier Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
Wisconsin 53201-0701
Reports
and other information about the Funds are also available:
•Free
of charge from the SEC’s EDGAR database on the SEC’s website at http://www.sec.gov;
or
•For
a fee, by electronic request at the following e-mail address: [email protected].
(SEC
Investment Company Act file number is 811-07959.)