ck0000811030-20230831
Villere Balanced
Fund
TICKER:
VILLX
Villere Equity
Fund
TICKER:
VLEQX
Prospectus
December 29,
2023
The
Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the accuracy or adequacy of this Prospectus. Any
representation to the contrary is a criminal offense.
SUMMARY
SECTION
Villere
Balanced Fund
(Ticker:
VILLX)
Investment
Objective
The
Villere Balanced Fund (the “Balanced Fund” or the “Fund”) seeks to achieve
long-term capital growth consistent with preservation of capital and balanced by
current 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 Balanced Fund. You may pay other fees, such as brokerage
commissions and other fees to financial intermediaries, which are not reflected
in the table and expense example
below.
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Shareholder
Fees (fees
paid directly from your investment) |
None |
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Annual
Portfolio Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
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Management
Fee |
0.75% |
Distribution
and Service (12b-1) Fee |
None |
Other
Expenses |
0.28% |
Acquired
Fund Fees and Expenses(1) |
0.01% |
Total
Annual Fund Operating Expenses |
1.04% |
Fee
Waiver and/or Expense Reimbursement(2) |
-0.04% |
Total
Annual Fund Operating Expenses after Fee Waiver and/or Expense
Reimbursement(2) |
1.00% |
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(1)
Acquired Fund Fees
and Expenses (“AFFE”) are indirect fees and expenses that the Fund incurs from
investing in the shares of other investment companies, including money market
funds and other mutual funds, closed end funds, business development companies
or certain exchange-traded funds. Please note that the amount of Total Annual
Fund Operating Expenses shown in the above table will differ from the “Financial
Highlights” section of the Prospectus, which reflects the operating expenses of
the Fund and does not include indirect expenses such as
AFFE.
(2)
St.
Denis J. Villere & Company (the “Adviser”) has contractually agreed to
reduce its fees and/or pay Fund expenses (excluding acquired fund fees and
expenses, interest expense in connection with investment activities, taxes, and
extraordinary expenses) in order to limit Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense Reimbursement to 0.99% of the Fund’s average
daily net assets (the “Expense Cap”). The Expense Cap is indefinite, but will
remain in effect until at least December 31,
2024. The Expense Cap may be terminated at any time by the
Trust’s Board of Trustees (the “Board”) upon 60 days’ notice to the Adviser, or
by the Adviser with consent of the Board. The Adviser is permitted, with Board
approval, to be reimbursed for fee reductions and/or expense payments made in
the prior three years from the date the fees were waived and/or expenses were
paid. This reimbursement may be requested if the aggregate amount actually paid
by the Fund toward operating expenses for such period (taking into account any
reimbursement) does not exceed the lesser of the Expense Caps in place at the
time of waiver or at the time of reimbursement.
Example
This
Example is intended to help you compare the cost of investing in the Balanced
Fund with the cost of investing in other mutual funds. The Example assumes that
you invest $10,000 in the Balanced Fund for the time periods indicated and then
redeem (sell) 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 Balanced
Fund’s operating expenses remain the same (taking into account the contractual
Expense Cap for the first year
only). Although your actual costs may be higher
or lower, based on these assumptions your costs would
be:
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One
Year |
Three
Years |
Five
Years |
Ten
Years |
$102 |
$327 |
$570 |
$1,267 |
Portfolio
Turnover
The
Balanced 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 Balanced Fund’s
performance. During the most recent fiscal year, the Balanced Fund’s portfolio
turnover rate was 20% of the average value of its
portfolio.
Principal Investment
Strategies
The
Balanced Fund pursues its investment objective by principally investing in a
combination of common stocks of domestic companies with a minimum market
capitalization of $150 million at the time of purchase, as well as high
quality fixed-income obligations (i.e., U.S. government and corporate
bonds, notes and bills).
Under normal
market conditions, the Balanced Fund invests 50% to 80% of its assets in equity
securities selected primarily for their growth potential and 20% to 50% of its
assets in equity and fixed-income securities selected primarily for their income
potential. Additionally, the Balanced Fund may participate in securities lending
arrangements with brokers, dealers and financial institutions (but not
individuals) in order to increase the return on its portfolio. In selecting
investments, the Adviser places a greater emphasis on the income component of
the Fund’s portfolio than might be the case for a traditional equity
fund.
Of
the securities selected for income potential, under normal market conditions,
the Balanced Fund will invest at least 25% of its assets in fixed-income
securities and short-term instruments. Fixed-income securities will primarily be
investment grade, with maturities generally ranging from three to ten years,
with an average maturity of approximately four years. The Balanced Fund may also
invest up to 10% in domestic high yield debt or “junk bonds” (higher-risk,
lower-rated fixed-income securities such as those rated lower than BBB- by
S&P or lower than Baa3 by Moody’s). The Balanced Fund's investments in any
one sector may exceed 25% of its net assets.
A
stock will be considered for sale by the Balanced Fund when its
price-to-earnings ratio substantially exceeds its growth rate or when other
factors indicate to the Adviser that its competitive advantage is lost. The
Adviser may sell a fixed-income security when there is perceived deterioration
in the credit fundamentals of the issuer or if the Adviser believes it would be
appropriate to do so in order to readjust the duration of the Fund’s investment
portfolio. Sales may also be made when consecutive quarterly disappointments
occur such as the company not meeting the Adviser’s goals in revenue, earnings
or cash flow.
Principal Risks of Investing in
the Fund
As with all
mutual funds, there is the risk that you could lose all or a portion of your
investment in the Balanced Fund. The following risks are
considered principal to the Balanced Fund and could affect the value of your
investment in the Fund:
•Equity
Securities Risk: The price of equity securities may rise or fall because of
economic or political changes or changes in a company's financial condition,
sometimes rapidly or unpredictably.
These
price movements may result from factors affecting individual companies, sectors
or industries selected for the Balanced Fund’s portfolio or the securities
market as a whole, such as changes in economic or political
conditions.
•Fixed-Income
Securities Risks: Fixed-income (debt) securities are generally subject to the
following risks:
◦Interest
Rate Risk. The value of the Balanced Fund’s investments in fixed-income
securities will change based on changes in interest rates. If interest rates
increase, the value of these investments generally decline. Securities with
greater interest rate sensitivity and longer maturities generally are subject to
greater fluctuations in value.
◦Extension
Risk.
If interest rates rise, repayments of principal on certain fixed-income
securities may occur at a slower-than-expected rate and, as a result, the
expected maturity of such securities could lengthen which could cause their
value to decline.
◦Credit
Risk. The Balanced Fund’s investments are subject to the risk that issuers
and/or counterparties will fail to make payments when due or default completely.
Prices of the Balanced Fund’s investments may be adversely affected if any of
the issuers or counterparties it is invested in are subject to an actual or
perceived deterioration in their credit quality. Credit spreads may increase,
which may reduce the market values of the Fund’s securities. Credit spread risk
is the risk that economic and market conditions or any actual or perceived
credit deterioration may lead to an increase in the credit spreads (i.e., the
difference in yield between two securities of similar maturity but different
credit quality) and a decline in price of the issuer’s
securities.
◦Prepayment
Risk.
Issuers of securities held by the Balanced Fund may be able to prepay principal
due on these securities, particularly during periods of declining interest
rates, and the Balanced Fund may have to invest the proceeds in lower-yielding
securities.
•Management
Risk: The Adviser may fail to implement the Fund’s investment strategies and
meet its investment objective.
The
remaining principal risks are presented in alphabetical order. Each risk
summarized below is considered a “principal risk” of investing in the Balanced
Fund, regardless of the order in which it appears.
•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 the 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 a public health crisis, disruptions to business
operations and supply chains, stress on the global health care system, growth
concerns in the U.S. and overseas, staffing shortages and the inability to meet
consumer demand, and widespread concern and uncertainty. The global recovery
from COVID-19 is proceeding at slower than expected rates due to the emergence
of variant strains and may last for an extended period of time. 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 affects 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
market volatility and may continue to do so.
•High
Yield (“Junk Bond”) Risk: The value of fixed-income securities held by the Fund
that are rated below investment grade are subject to additional risk factors
such as increased possibility of default, decreased liquidity of the security
and changes in value based on public perception of the
issuer.
•Large-Sized
Companies Risk: Larger, more established companies may be unable to respond
quickly to new competitive challenges like changes in consumer tastes or
innovative smaller competitors. In addition, large-cap companies are sometimes
unable to attain the high growth rates of successful, smaller companies,
especially during extended periods of economic
expansion.
•Sector
Emphasis Risk: The Balanced Fund, from time to time, may invest 25% or more of
its assets in one or more sectors subjecting the Balanced Fund to sector
emphasis risk. This is the risk that the Balanced Fund is subject to a greater
risk of loss as a result of adverse economic, business or other developments
affecting a specific sector that the Balanced Fund has a focused position in,
than if its investments were diversified across a greater number of industry
sectors. Some sectors possess particular risks that may not affect other
sectors.
•Securities
Lending Risk: Securities lending involves the risk that the borrower may fail to
return the securities in a timely manner or at all. As a result, the Balanced
Fund may lose money and there may be a delay in recovering the loaned
securities. The Balanced Fund could also lose money if it does not recover the
securities and/or the value of the collateral falls, including the value of
investments made with cash collateral.
•Small-
and Medium-Sized Companies Risk: Investing in securities of smaller companies
including micro-cap, small-cap, medium-cap and less seasoned companies often
involve greater volatility than investing in larger, more established companies
and these securities may be less liquid than other
securities.
Performance
The following
performance information provides some indication of the risks of investing in
the Balanced Fund. The bar chart below illustrates how the
Balanced Fund’s total returns have varied from year to year. The table below
illustrates how the Balanced Fund’s average annual total returns for the 1-year,
5-year and 10-year periods compare with that of a broad-based securities index
and additional indices provided to offer a broader market perspective.
The Balanced Fund’s past
performance, before and after taxes, is not necessarily an indication of how the
Balanced Fund will perform in the future. Updated performance
information is available on the Fund’s website at www.villere.com.
Calendar Year Total Returns
as of December 31*
* The Balanced
Fund’s year-to-date return as of the
most recent calendar quarter ended September 30, 2023 was
2.87%.
During
the period shown in the bar chart, the Balanced Fund’s highest quarterly
return was 16.34% for the quarter ended December 31, 2020 and
the lowest quarterly return was
-18.82% for the quarter ended March 31,
2020.
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Average Annual
Total Returns as of December 31, 2022 |
| One
Year |
Five
Years |
Ten
Years |
Return Before
Taxes |
-19.59% |
1.84% |
3.69% |
Return After
Taxes on Distributions |
-20.35% |
0.47% |
2.44% |
Return After
Taxes on Distributions and Sale of Fund Shares |
-11.05% |
1.49% |
2.86% |
S&P
500®
Index
(reflects no deduction for
fees, expenses or taxes) |
-18.11% |
9.42% |
12.56% |
Lipper
Balanced Funds Index
(reflects no deduction for
taxes) |
-14.36% |
4.62% |
6.66% |
Bloomberg
Intermediate Government/Credit Bond Index(1)
(reflects no deduction for
fees, expenses or taxes) |
-8.23% |
0.73% |
1.12% |
S&P
500®
Index (65%)/Bloomberg Intermediate Government/Credit Bond
Index(1)
(35%)
(reflects no deduction for
fees, expenses or taxes) |
-14.41% |
6.69% |
8.68% |
(1)
Formerly known as the Bloomberg Barclays Capital Intermediate
Government/Credit Bond Index.
After tax returns are
calculated using the historical highest individual federal marginal income tax
rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on your situation and may differ from those
shown. Furthermore, the after-tax
returns shown are not relevant to those who hold their shares through
tax-deferred arrangements such as 401(k) plans or individual retirement accounts
(“IRAs”). The “Return After Taxes on
Distributions and Sale of Fund Shares” is higher than other return figures when
a capital loss occurs upon the redemption of Fund shares because it assumes the
investor received the benefit of a tax
deduction.
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Investment
Adviser |
Portfolio
Manager |
St. Denis
J. Villere & Company, LLC
|
George
V. Young,
Member of the Adviser
Managed the
Fund since inception (1999) |
|
St.
Denis J. Villere III,
Member of the Adviser
Managed
the Fund since inception (1999) |
|
Lamar
G. Villere,
Member of the Adviser
Managed
the Fund since 2013 |
Purchase
and Sale of Fund Shares
You
may purchase or redeem (sell) Fund shares on any business day by written request
via mail (Villere Balanced Fund, c/o U.S. Bank Global Fund Services, P.O.
Box 701, Milwaukee, WI 53201-0701), by wire transfer, by telephone at
1-866-209-1129, or through a financial intermediary. The minimum initial and
subsequent investment amounts are shown in the table below.
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| To
Open Your Account |
To
Add to Your Account |
Regular
Accounts |
$2,000 |
$500 |
Retirement
or Tax-Deferred Accounts |
$2,000 |
$500 |
Automatic
Investment Plans |
$2,000 |
$100 |
Tax
Information
The
Balanced Fund’s distributions are taxed as ordinary income or capital gains,
unless you are investing through a tax-deferred arrangement, such as a 401(k)
plan or an individual retirement account that does not invest with borrowed
funds. Distributions on investments made through tax-deferred arrangements may
be taxed later upon withdrawal of assets from those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Balanced Fund through a broker-dealer or other
financial intermediary (such as a bank), the Balanced Fund and its related
companies 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 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
Villere
Equity Fund
(Ticker:
VLEQX)
Investment
Objective
The
Villere Equity Fund (the “Equity Fund” or the “Fund”) seeks to achieve long-term
growth.
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 Equity Fund. You may pay other fees, such as brokerage commissions
and other fees to financial intermediaries, which are not reflected in the table
and expense example below.
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Shareholder
Fees (fees
paid directly from your investment) |
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Redemption
Fee (as a percentage of amount redeemed less than 60 days from
purchase) |
2.00% |
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Annual
Portfolio Operating Expenses
(expenses
that you pay each year as a percentage of the value of your
investment) |
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Management
Fee |
0.75% |
Distribution
and Service (12b-1) Fee |
None |
Other
Expenses |
0.56% |
Acquired
Fund Fees and Expenses(1) |
0.01% |
Total
Annual Fund Operating Expenses |
1.32% |
Fee
Waiver and/or Expense Reimbursement(2) |
-0.06% |
Total
Annual Fund Operating Expenses after Fee Waiver and/or Expense
Reimbursement(2) |
1.26% |
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(1)
Acquired Fund Fees and
Expenses (“AFFE”) are indirect fees and expenses that the Fund incurs from
investing in the shares of other investment companies, including money market
funds and other mutual funds, closed end funds, business development companies
or certain exchange-traded funds. Please note that the amount of Total Annual
Fund Operating Expenses shown in the above table will differ from the “Financial
Highlights” section of the Prospectus, which reflects the operating expenses of
the Fund and does not include indirect expenses such as
AFFE.
(2)
St.
Denis J. Villere & Company (the “Adviser”) has contractually agreed to
reduce its fees and/or pay Fund expenses (excluding acquired fund fees and
expenses, interest expense in connection with investment activities, taxes, and
extraordinary expenses) in order to limit Total Annual Fund Operating Expenses
After Fee Waiver and/or Expense Reimbursement to 1.25% of the Fund’s average
daily net assets (the “Expense Cap”). The Expense Cap is indefinite, but will
remain in effect until at least December 31,
2024. The Expense Cap may be terminated at any time by the
Trust’s Board of Trustees (the “Board”) upon 60 days’ notice to the Adviser, or
by the Adviser with consent of the Board. The Adviser is permitted, with Board
approval, to be reimbursed for fee reductions and/or expense payments made in
the prior three years from the date the fees were waived and/or expenses were
paid. This reimbursement may be requested if the aggregate amount actually paid
by the Fund toward operating expenses for such period (taking into account any
reimbursement) does not exceed the lesser of the Expense Caps in place at the
time of waiver or at the time of reimbursement.
Example
This
Example is intended to help you compare the cost of investing in the Equity Fund
with the cost of investing in other mutual funds. The Example assumes that you
invest $10,000 in the Equity Fund for the time periods indicated and then redeem
(sell) 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 Equity Fund’s
operating
expenses remain the same. Although your actual
costs may be higher or lower, based on these assumptions your costs would
be:
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One
Year |
Three
Years |
Five
Years |
Ten
Years |
$128 |
$412 |
$718 |
$1,585 |
Portfolio
Turnover
The
Equity 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 Equity Fund’s
performance. During the most recent fiscal year, the Equity Fund’s portfolio
turnover rate was 23% of the average value of its
portfolio.
Principal Investment
Strategies
The Equity
Fund strives to be fully invested at all times. Under normal market conditions,
the Equity Fund will invest at least 80% of its net assets (plus any borrowings
for investment purposes) in equity securities. The Equity Fund will provide
shareholders with at least 60 days notice before changing this 80% policy. The
Adviser utilizes a bottom-up approach to select domestic equity securities that
it believes will offer growth regardless of the economic cycle, interest rates
or political climate. The Equity Fund may invest in companies of any
capitalization size. The Equity Fund primarily invests in common stocks of
approximately 20 to 30 companies, but may also invest in preferred
stocks, rights and warrants, and may occasionally invest in initial public
offerings of companies. The Equity Fund may invest up to 10% of its assets in
foreign securities through American Depositary Receipts (“ADRs”). Additionally,
the Equity Fund may participate in securities lending arrangements with brokers,
dealers and financial institutions (but not individuals) in order to increase
the return on its portfolio. The Equity Fund's investments in any one sector may
exceed 25% of its net assets.
A
stock will be considered for sale by the Equity Fund when its price-to-earnings
ratio substantially exceeds its growth rate or when other factors indicate to
the Adviser that its competitive advantage is lost. Sales may also be made when
consecutive quarterly disappointments occur, such as the company not meeting the
Adviser’s goals in revenue, earnings or cash flow.
Principal Risks of Investing in
the Equity Fund
As with all
mutual funds, there is the risk that you could lose all or a portion of your
investment in the Equity Fund. The following are considered
principal to the Equity Fund and could affect the value of your investment in
the Fund:
•Equity
Securities Risk: The price of equity securities may rise or fall because of
economic or political changes or changes in a company’s financial condition,
sometimes rapidly or unpredictably. These price movements may result from
factors affecting individual companies, sectors or industries selected for the
Equity Fund’s portfolio or the securities market as a whole, such as changes in
economic or political conditions.
•Growth Style
Investment Risk: Growth-oriented funds may underperform when value investing is
in favor. In addition, growth securities typically trade at higher multiples of
current earnings than other securities and, therefore, may be more sensitive to
changes in current or expected earnings than other equity securities and may be
more volatile.
•Management
Risk: The Adviser may fail to implement the Equity Fund’s investment strategies
and meet its investment objective.
The
remaining principal risks are presented in alphabetical order. Each risk
summarized below is considered a “principal risk” of investing in the Equity
Fund, regardless of the order in which it appears.
•ADR
Risk: The performance of foreign securities depends on the political, social,
and economic environments and other overall economic conditions. The Equity Fund
may invest its assets in securities of foreign issuers in the form of ADRs,
which are securities representing securities of foreign issuers. A purchaser of
unsponsored depositary receipts may not have unlimited voting rights and may not
receive as much information about the issuer of the underlying securities as
with a sponsored depositary receipt.
•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 the 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 a public health crisis, disruptions to business
operations and supply chains, stress on the global health care system, growth
concerns in the U.S. and overseas, staffing shortages and the inability to meet
consumer demand, and widespread concern and uncertainty. The global recovery
from COVID-19 is proceeding at slower than expected rates due to the emergence
of variant strains and may last for an extended period of time. 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 affects 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 market volatility and may continue to do so.
•Initial
Public Offering (“IPO”) Risk: IPO share prices can be volatile and fluctuate
considerably due to factors such as the absence of a prior public market,
unseasoned trading, a limited number of shares available for trading, and
limited operating history and/or information about the issuer. The purchase of
IPO shares may involve high transaction costs. IPO shares are subject to market
risk and liquidity risk.
•Large-Sized
Companies Risk: Larger, more established companies may be unable to respond
quickly to new competitive challenges like changes in consumer tastes or
innovative smaller competitors. In addition, large-cap companies are sometimes
unable to attain the high growth rates of successful, smaller companies,
especially during extended periods of economic expansion.
•Sector
Emphasis Risk: The Equity Fund, from time to time, may invest 25% or more of its
assets in one or more sectors subjecting the Equity Fund to sector emphasis
risk. This is the risk that the Equity Fund is subject to a greater risk of loss
as a result of adverse economic, business or other developments affecting a
specific sector that the Equity Fund has a focused position in, than if its
investments were diversified across a greater number of industry sectors. Some
sectors possess particular risks that may not affect other
sectors.
•Securities
Lending Risk: Securities lending involves the risk that the borrower may fail to
return the securities in a timely manner or at all. As a result, the Equity Fund
may lose money and there may be a delay in recovering the loaned securities. The
Equity Fund could also lose money if it does not
recover
the securities and/or the value of the collateral falls, including the value of
investments made with cash collateral.
•Small-
and Medium-Sized Companies Risk: Investing in securities of smaller companies
including micro-cap, small-cap, medium-cap and less seasoned companies often
involve greater volatility than investing in larger, more established companies
and these securities may be less liquid than other
securities.
Performance
The following
performance information provides some indication of the risks of investing in
the Equity Fund. The bar chart below illustrates how the Equity
Fund’s total returns have varied from year to year. The table below illustrates
how the Equity Fund’s average annual total returns for the 1-year, 5-year and
since inception periods compare with that of a broad-based securities index and
an additional index provided to offer a broader market perspective.
The Equity Fund’s past
performance, before and after taxes, is not necessarily an indication of how the
Equity Fund will perform in the future. Updated performance
information is available on the Fund’s website at www.villere.com.
Calendar Year Total Returns
as of December 31*
*
The
Equity Fund’s year-to-date return as of the
most recent calendar quarter ended September 30, 2023 was
2.82%.
During
the period shown in the bar chart, the Equity Fund’s highest quarterly
return was 20.09% for the quarter ended December 31, 2020, and
the lowest quarterly return was
-23.07% for the quarter ended June 30,
2022.
|
|
|
|
|
|
|
|
|
|
| |
Average Annual
Total Returns as of December 31, 2022 |
| One
Year |
Five
Years |
Since
Inception
(May 31,
2013) |
Return Before
Taxes |
-24.48% |
1.20% |
1.99% |
Return After
Taxes on Distributions |
-24.98% |
0.63% |
1.60% |
Return After
Taxes on Distributions and Sale of Fund Shares |
-14.13% |
1.01% |
1.58% |
S&P
500®
Index
(reflects no deduction for
fees, expenses or taxes) |
-18.11% |
9.42% |
11.46% |
Lipper
Mid-Cap Growth Funds Index
(reflects no deduction for
taxes) |
-29.79% |
6.70% |
9.28% |
After
tax returns are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local
taxes. Actual after-tax returns depend on your situation
and may differ from those shown. Furthermore,
the after-tax returns shown are not relevant to those who hold their shares
through tax-deferred arrangements such as 401(k) plans or individual retirement
accounts (“IRAs”). The “Return After Taxes on Distributions”
shows the effect of taxable distributions (dividends and capital gains
distributions), but assumes that you still hold Fund shares at the end of the
period. The “Return After Taxes on Distributions and Sale of Fund Shares” shows
the effect of both taxable distributions and any taxable gain or loss that would
be realized if a Fund’s shares were sold at the end of the specified period.
The “Return After Taxes on
Distributions and Sale of Fund Shares” is higher than other return figures when
a capital loss occurs upon the redemption of Fund shares because it assumes the
investor received the benefit of a tax
deduction.
|
|
|
|
| |
Investment
Adviser |
Portfolio
Manager |
St. Denis
J. Villere & Company, LLC
|
George
V. Young,
Member of the Adviser
Managed the
Fund since inception (2013) |
|
St.
Denis J. Villere III,
Member of the Adviser
Managed
the Fund since inception (2013) |
|
Lamar
G. Villere,
Member of the Adviser
Managed
the Fund since 2013 |
Purchase
and Sale of Fund Shares
You
may purchase or redeem (sell) Fund shares on any business day by written request
via mail (Villere Equity Fund, c/o U.S. Bank Global Fund Services, P.O. Box
701, Milwaukee, WI 53201-0701), by wire transfer, by telephone at
1-866-209-1129, or through a financial intermediary. The minimum initial and
subsequent investment amounts are shown in the table below.
|
|
|
|
|
|
|
| |
| To
Open Your Account |
To
Add to Your Account |
Regular
Accounts |
$2,000 |
$500 |
Retirement
or Tax-Deferred Account |
$2,000 |
$500 |
Automatic
Investment Plan |
$2,000 |
$100 |
Tax
Information
The
Equity Fund’s distributions are taxed as ordinary income or capital gains,
unless you are investing through a tax-deferred arrangement, such as a 401(k)
plan or an individual retirement account that does not invest with borrowed
funds. Distributions on investments made through tax-deferred arrangements may
be taxed later upon withdrawal of assets from those accounts.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Equity Fund through a broker-dealer or other
financial intermediary (such as a bank), the Fund and its related companies may
pay the intermediary for the sale of Fund shares and related services. These
payments may create a conflict of interest by influencing the broker-dealer or
other intermediary and your salesperson to recommend the Fund over another
investment. Ask your salesperson or visit your financial intermediary’s website
for more information.
INVESTMENT
OBJECTIVE, PRINCIPAL INVESTMENT STRATEGIES AND RISKS
INVESTMENT
OBJECTIVES
The
Balanced Fund seeks to achieve long term capital growth consistent with
preservation of capital and balanced by current income. There is no guarantee
that the Balanced Fund will achieve its investment objective. The Balanced
Fund’s investment objective is fundamental and may only be changed by approval
of the Balanced Fund’s shareholders.
The
Equity Fund seeks to achieve long term growth. There is no assurance that the
Equity Fund will achieve its investment objective. The Equity Fund’s investment
objective is non-fundamental and may be changed without shareholder approval
upon at least a 60-day written notice to shareholders.
PRINCIPAL
INVESTMENT STRATEGIES
Balanced
Fund
The
Balanced Fund will principally invest in a combination of common stocks of
domestic companies with a minimum market capitalization of $150 million at the
time of purchase, as well as high quality fixed-income obligations (i.e., U.S.
government and corporate bonds, notes and bills).
Under
normal market conditions, as a balanced fund, the Balanced Fund invests 50% to
80% of its assets in equity securities that are selected principally for their
growth potential and will consist primarily of common stocks.
The
Adviser selects stocks based on earnings potential, low debt-to-total
capitalization, strong cash flow and low price-to-earnings ratios. In selecting
stocks, the Adviser places a greater emphasis on the income component of the
Balanced Fund’s portfolio than might be the case for a traditional equity fund.
In addition, the Adviser considers the ability of a company’s management to
enrich characteristics unique to its industry, such as being a low-cost producer
in an industry, holding patents or demonstrating research and development
efforts that have put a company ahead of its competition. The Adviser also seeks
those stocks with undervalued assets and growth potential that remain
unrecognized by the investment community. This may occur when companies fall out
of favor due to economic cycles, trade at a perceived discount to their peer
group or are otherwise undervalued based on the issuer’s current operations. The
Adviser seeks significant potential for future earnings growth in addition to
catalysts for that growth, such as new products, improving industry trends or
economic conditions. Additionally, the Balanced Fund may participate in
securities lending arrangements with brokers, dealers and financial institutions
(but not individuals) in order to increase the return on its
portfolio.
A
stock will be considered for sale by the Balanced Fund when its
price-to-earnings ratio substantially exceeds its growth rate or when other
factors indicate to the Adviser that its competitive advantage is lost. The
Adviser may sell a fixed-income security when there is perceived deterioration
in the credit fundamentals of the issuer or if the Adviser believes it would be
appropriate to do so in order to readjust the duration of the Balanced Fund’s
investment portfolio. Sales may also be made when consecutive quarterly
disappointments occur such as the company not meeting the Adviser’s goals in
revenue, earnings or cash flow.
Equity
and fixed income securities selected primarily for their income potential will
normally constitute 20% to 50% of the Balanced Fund’s assets. Of these
securities, under normal market conditions, at least 25% of the Balanced Fund’s
assets will be invested in fixed-income securities and short-term instruments.
Fixed-income securities are securities that pay a specified rate of return and
generally include bonds, notes and bills issued by the U.S. government, its
agencies and instrumentalities; corporate bonds; as well
as
preferred and convertible securities that pay fixed-income. In addition to
fixed-income securities, the Balanced Fund may also invest in dividend-paying
common stocks.
The
Adviser makes its fixed-income purchase decisions by analyzing interest coverage
ratios, total liabilities, debt-to-equity ratios and earnings quality. These
factors are continually reviewed, and if they are not consistently met, a
fixed-income holding will be considered for sale. The Balanced Fund’s
fixed-income portion will generally have an average maturity of approximately
four years.
It
is also expected that approximately 90% of the fixed-income securities held by
the Balanced Fund will be rated at least “investment grade” by one or more
nationally recognized statistical ratings organizations (each an “NRSRO”), such
as S&P Global Ratings and Moody’s Investors Service©,
Inc. The Adviser may also purchase fixed-income securities that are unrated, but
are believed by the Adviser to be of comparable quality to investment grade. Up
to 10% of the Balanced Fund’s fixed-income component, may be invested in
fixed-income securities rated “BB” or lower or, if unrated, of comparable
quality. Such lower rated securities, often referred to as “junk bonds,” may be
considered speculative.
Equity
Fund
The
Equity Fund strives to be fully invested at all times. Under normal market
conditions, the Equity Fund will invest at least 80% of its net assets (plus any
borrowings for investment purposes) in equity securities. The Equity Fund will
provide shareholders with at least 60 days’ notice before changing this 80%
policy. The Equity Fund primarily invests in common stocks of approximately 20
to 30 companies, but may also invest in preferred stocks, rights and warrants
and may occasionally invest in IPOs. The Equity Fund may invest up to 10% of its
assets in foreign securities through ADRs. The Equity Fund's investments in any
one sector may exceed 25% of its net assets.
The
Adviser utilizes a bottom-up approach to select domestic equity securities that
will offer growth regardless of the economic cycle, interest rates or political
climate. The Adviser selects stocks based on earnings potential, low
debt-to-total capitalization, strong cash flow and low price-to-earnings ratios.
In selecting stocks, the Adviser is not particular regarding a company’s
capitalization size, but rather places a greater emphasis on the growth
component of the Equity Fund’s portfolio than might be the case for a
traditional equity fund. In addition, the Adviser considers the ability of a
company’s management to enrich characteristics unique to its industry, such as
being a low-cost producer in an industry, holding patents or demonstrating
research and development efforts that have put a company ahead of its
competition. The Adviser also seeks those stocks with undervalued assets and
growth potential that remain unrecognized by the investment community. This may
occur when companies fall out of favor due to economic cycles, trade at a
perceived discount to their peer group or are otherwise undervalued based on the
issuer’s current operations. The Adviser seeks significant potential for future
earnings growth in addition to catalysts for that growth, such as new products,
improving industry trends or economic conditions. Additionally, the Equity Fund
may participate in securities lending arrangements with brokers, dealers and
financial institutions (but not individuals) in order to increase the return on
its portfolio.
A
stock will be considered for sale by the Equity Fund when its price-to-earnings
ratio substantially exceeds its growth rate or when other factors indicate to
the Adviser that its competitive advantage is lost. Sales may also be made when
consecutive quarterly disappointments occur such as the company not meeting the
Adviser’s goals in revenue, earnings or cash flow.
Cash
Holdings and Temporary Defensive Positions for Both Funds. Under
normal market conditions, each Fund invests according to its principal
investment strategies noted above. However, there is no guarantee that a Fund
will meet its investment objective. However, each Fund may temporarily depart
from its principal investment strategies and make short-term investments in
cash, cash equivalents, short-term debt securities and money market instruments
in response to adverse market, economic or political conditions. In addition, a
Fund may not achieve its investment objective to the extent that it makes such
“defensive
investments.” In the event a Fund uses a money market fund for its cash
position, there will be some duplication of expenses because the Fund would bear
its pro rata portion of such money market fund’s advisory fees and operational
expenses.
You
will be notified of any changes in a Fund’s investment strategies that are
material and, if such changes are made, you should consider whether the Fund
remains an appropriate investment for you.
PRINCIPAL
RISKS OF INVESTING IN THE FUNDS
An
investment in the Funds entails risks. The Funds cannot guarantee that they will
achieve their investment objectives. Since the prices of securities the Funds
hold may fluctuate, the value of your investment in the Funds may also fluctuate
and you could lose all or a portion of your investment. It is important that
investors closely review and understand these risks before making an investment
in the Funds. The principal risks of investing in the Funds are described below
in order of relevance to the Funds.
Equity
Securities Risk (Both Funds).
Each Fund is 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 options 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 the Fund, and you could lose money. A Fund's shares and the
total return on your investment may experience sudden, unpredictable drops in
value or long periods of decline in value. This 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.
Fixed-Income
Securities Risk (Balanced Fund).
Fixed-income securities are generally subject to the following
risks:
◦Interest
Rate Risk. Bond
prices generally rise when interest rates decline and decline when interest
rates rise. Interest rate risk is the risk that the debt obligations in
the Fund’s portfolio will decline in value because of increases in market
interest rates. As interest rates increase, slower than expected principal
payments may extend the average life of securities, potentially locking in a
below-market interest rate and reducing the Fund’s value. Actions by governments
and central banking authorities can result in increases in interest rates, which
could negatively impact the Fund’s performance and net asset value. In typical
market interest rate environments, the prices of long-term debt obligations
generally fluctuate more than prices of short-term debt obligations as interest
rates change. Interest rate and other risks may also lead to periods of high
volatility and reduced liquidity in the debt markets. During those periods, the
Fund may experience high levels of shareholder redemptions, which could force
the Fund to liquidate investments at disadvantageous times or prices, therefore
adversely affecting the Fund.
◦Extension
Risk. If
interest rates rise, repayments of principal on certain fixed-income securities
may occur at a slower-than-expected rate and, as a result, the expected maturity
of such securities could lengthen which could cause their value to
decline.
◦Credit
Risk. The
issuers of the bonds and other debt securities held by the Fund may not be able
to make interest or principal payments. The Fund may invest in securities
that are not investment grade and are generally considered speculative because
they present a greater risk of loss, including payment default, than higher
quality debt securities. Even if these issuers are able to make interest
or principal payments, they may suffer adverse changes in financial condition
that would lower the credit quality of the security, leading to greater
volatility in the price of the
security.
If an issuer does not make interest or principal payments on a security when
those payments are due (i.e., defaults), it potentially can reduce the Fund’s
income or ability to recover amounts due and may reduce the value of the debt
security, sometimes dramatically.
◦Prepayment
Risk.
Issuers of securities held by the Fund may be able to prepay principal due on
these securities, particularly during periods of declining interest rates, and
the Fund may have to invest the proceeds in lower-yielding securities.
Securities subject to prepayment risk generally offer less potential for gains
when interest rates decline, and may offer a greater potential for loss when
interest rates rise. Rising interest rates may cause prepayments to occur
at a slower than expected rate thereby increasing the duration of the security
and making the security more sensitive to interest rate changes.
Growth
Style Investment Risk (Equity Fund).
Growth stocks can perform differently from the market as a whole and from other
types of stocks. Growth stocks may be designated as such and purchased based on
the premise that the market will eventually reward a given company’s long-term
earnings growth with a higher stock price when that company’s earnings grow
faster than both inflation and the economy in general. Thus, a growth style
investment strategy attempts to identify companies whose earnings may grow or
are growing at a faster rate than inflation and the economy. While growth stocks
may react differently to issuer, political, market and economic developments
than the market as a whole and other types of stocks by rising in price in
certain environments, growth stocks also tend to be sensitive to changes in the
earnings of their underlying companies and more volatile than other types of
stocks, particularly over the short term. During periods of adverse economic and
market conditions, the stock prices of growth stocks may fall despite favorable
earnings trends.
Management
Risk (Both Funds). Management
risk describes a Fund’s ability to meet its investment objective based on the
Adviser’s success or failure to implement investment strategies for the Fund.
The value of your investment in a Fund is subject to the effectiveness of the
Adviser’s research, analysis and asset allocation among portfolio securities. If
the Adviser’s investment strategies do not produce the expected results, your
investment could be diminished or even lost.
The
remaining risks are considered "principal risks" of investing in the Funds,
regardless of the order which they appear.
General
Market Risk (Both Funds). Events
in the financial markets and economy may cause volatility and uncertainty and
adversely affect performance. Such adverse effect on performance could include a
decline in the value and liquidity of securities held by a Fund, unusually high
and unanticipated levels of redemptions, an increase in portfolio turnover, a
decrease in NAV, and an increase in Fund expenses. It may also be unusually
difficult to identify both investment risks and opportunities, in which case
investment goals may not be met. Market events may affect a single issuer,
industry, sector, or the market as a whole. In addition, because of
interdependencies between markets, events in one market may adversely impact
markets or issuers in which a Fund invests in unforeseen ways. Traditionally
liquid investments may experience periods of diminished liquidity. During a
general downturn in the financial markets, multiple asset classes may decline in
value and a Fund may lose value, regardless of the individual results of the
securities and other instruments in which the Fund invests. It is impossible to
predict whether or for how long such market events will continue, particularly
if they are unprecedented, unforeseen or widespread events or conditions.
Therefore, it is important to understand that the value of your investment may
fall, sometimes sharply and for extended periods, and you could lose money.
Governmental and regulatory actions, including tax law changes, may also impair
portfolio management and have unexpected or adverse consequences on particular
markets, strategies, or investments. In addition, unexpected events and their
aftermaths, such as the spread of deadly diseases; natural, environmental or
man-made disasters; financial, political or social disruptions; terrorism and
war, and other tragedies or catastrophes, can cause investor fear and panic,
which can adversely affect the
economies
of many companies, sectors, nations, regions and the markets in general, in ways
that cannot necessarily be foreseen.
Large-Sized
Companies Risk (Both Funds). The
stocks of larger companies may underperform relative to those of small and
mid-sized companies. Larger, more established companies may be unable to respond
quickly to new competitive challenges, such as changes in technology and
consumer tastes. Many larger companies may not be able to attain the high growth
rate of successful smaller companies, especially during extended periods of
economic expansion.
Small-
and Medium-Sized Companies Risk (Both Funds).
Investing in securities of small- and medium-sized companies may involve greater
volatility and has historically been subject to greater investment risk than
investing in larger and more established companies because small- and
medium-sized companies can be subject to more abrupt or erratic share price
changes than larger, more established companies. Small companies may have
limited product lines, markets or financial resources, and their management may
be dependent on a limited number of key individuals. Securities of such
companies may have limited market liquidity and their prices may be more
volatile. You should expect that each Fund’s shares will be more volatile than a
fund that invests exclusively in large-capitalization companies. Small and
mid-sized companies may have no or relatively short operating histories, or be
newly formed public companies. Some of these companies have aggressive capital
structures, including high debt levels, or are involved in rapidly growing or
changing industries and/or new technologies, which pose additional
risks.
High
Yield Securities (“Junk Bond”) Risk (Balanced Fund).
Fixed-income securities receiving the lowest investment grade rating may have
speculative characteristics and compared to higher-grade securities, may have a
weakened capacity to make principal and interest payments in economic conditions
or other circumstances. High yield, high-risk and lower-rated securities are
subject to additional risk factors, such as increased possibility of default,
decreased liquidity and fluctuations in value due to public perception of the
issuer of such securities. These bonds are almost always uncollateralized and
may be subordinate to other debt that an issuer may have
outstanding.
ADR
Risk (Equity Fund). The
Equity Fund may invest in ADRs, which are securities representing securities of
foreign issuers. Generally, ADRs, in registered form, are denominated in U.S.
dollars and are designed for use in the U.S. securities markets. ADRs are
receipts typically issued by a U.S. bank or trust company evidencing ownership
of the underlying securities. For purposes of the Equity Fund’s investment
policies, ADRs are deemed to have the same classification as the underlying
securities they represent. Thus, an ADR representing ownership of common stock
will be treated as common stock. ADRs may not track the price of the underlying
foreign securities on which they are based, and their value may change
materially at times when U.S. markets are not open for trading.
IPO
Risk (Equity Fund). IPO
share prices can be volatile and fluctuate considerably due to factors such as
the absence of a prior public market, unseasoned trading, a limited number of
shares available for trading and limited operating history and/or information
about the issuer. The purchase of IPO shares may involve high transaction costs.
IPO shares are subject to market risk and liquidity risk. In addition, the
limited number of shares available for trading in some IPOs may also make it
more difficult for the Equity Fund to buy or sell significant amounts of those
shares without an unfavorable impact on the prevailing prices. In addition, some
companies initially offering their shares publicly are involved in relatively
new industries or lines of business, which may not be widely understood by
investors. Some of the companies involved in new industries may be regarded as
developmental stage companies, without revenues or operating income or the
near-term prospects of them. Many IPOs are by small- or micro-cap companies that
are undercapitalized.
Sector
Emphasis Risk (Both Funds). The
Funds, from time to time, may invest 25% or more of its assets in one or more
sectors subjecting them to sector emphasis risk. This is the risk that a Fund is
subject
to greater risk of loss as a result of adverse economic, business or other
developments affecting a specific sector a Fund has a focused position in, than
if its investments were diversified across a greater number of industry sectors.
Sectors possess particular risks that may not affect other sectors.
Securities
Lending Risk (Both Funds). There
are certain risks associated with securities lending, including the risk that
when lending portfolio securities, the securities may not be available to the
Funds on a timely basis and the Funds may, therefore, lose the opportunity to
sell the securities at a desirable price. When the Funds loan their portfolio
securities, they will receive collateral consisting of cash or cash equivalents,
securities issued or guaranteed by the U.S. government or one of their agencies
or instrumentalities, an irrevocable bank letter of credit, or any combination
thereof. Nevertheless, the Funds risk a delay in the recovery of the loaned
securities, or even the loss of rights in the collateral deposited by the
borrower if the borrower should fail financially. In addition, any investments
made with the collateral received are subject to the risks associated with such
investments. If such investments lose value, the Funds will have to cover the
loss when repaying the collateral.
Who
may want to invest in the Funds?
The
Balanced Fund may be appropriate for investors who:
•Can
accept the risks of investing in a portfolio with both significant common stock
and fixed-income holdings; and/or
•Are
pursuing a long-term goal such as retirement.
The
Equity Fund may be appropriate for investors who:
•Can
accept the risks of investing in a portfolio with significant common stock
holdings; and/or
•Are
pursuing a long-term goal such as retirement.
PORTFOLIO
HOLDINGS INFORMATION
A
description of each Fund’s policies and procedures with respect to disclosure of
its portfolio holdings is available in the Funds’ Statement of Additional
Information (“SAI”) and on the Funds’ website at www.villere.com.
INVESTMENT
ADVISER
St. Denis
J. Villere & Company, LLC is the investment adviser to the Funds. The
Adviser is located at 601 Poydras Street, Suite 1808, New Orleans, Louisiana
70130. The Adviser was founded in 1911 and provides investment advisory services
to individual and institutional clients and investment companies. As of October
31, 2023, the Adviser had assets under management of approximately
$1.5 billion. The Adviser provides the Funds with advice on buying and
selling securities. The Adviser also furnishes the Funds with office space and
certain administrative services and provides most of the personnel needed by the
Funds. Under the investment advisory agreement, the Funds pay the Adviser a
management fee for its investment advisory services, calculated daily and
payable monthly equal to 0.75% of each Fund’s average daily net assets. For the
fiscal year ended August 31, 2023, the Adviser received net advisory fees of
0.71% of the Balanced Fund’s average daily net assets, and 0.69% of the Equity
Fund’s average daily net assets.
A
discussion regarding the basis for the Board’s approval of each Fund’s
investment advisory agreement with the Adviser is available in the Funds’ Annual
Report to Shareholders for the most recent period ended
August 31.
The
Adviser has contractually agreed to reduce its fees and/or pay Fund expenses
(excluding Acquired Fund Fees and Expenses, interest expense in connection with
investment activities, taxes and extraordinary expenses) in order to limit Total
Annual Operating Expenses After Fee Waiver and/or Expense Reimbursement for
shares of the Balanced Fund to 0.99% of the Fund’s average net assets and 1.25%
of the Equity Fund’s average net assets (the “Expense Caps”). The Expense Caps
will remain in effect until at least December 31, 2024, and may continue
for an indefinite period thereafter, until the Board determines that the Expense
Caps are no longer in the best interest of the Funds and their shareholders. The
Adviser is permitted to be reimbursed for fee reductions and/or expense payments
made in the prior three years. Any such reimbursement is subject to the Board’s
review and approval. This reimbursement may be requested by the Adviser if the
aggregate amount actually paid by the Funds toward operating expenses for such
period (taking into account the reimbursement) does not exceed the lesser of the
Expense Caps in place at the time of waiver or at the time of reimbursement. The
Expense Caps may be terminated at any time by the Board of Trustees upon 60
days’ written notice to the Adviser, or by the Adviser with the consent of the
Board.
PORTFOLIO
MANAGERS
Mr. George
V. Young is a member of the Adviser and serves as a portfolio manager to the
Funds. As a portfolio manager, Mr. Young is responsible for the day-to-day
management of each Fund’s portfolio. Mr. Young graduated from the
University of Virginia with a B.A. in English in 1980. He has managed investment
advisory accounts for the Adviser since 1986. Mr. Young is the nephew of
St. Denis Villere, and the cousin of St. Denis Villere III and Lamar G.
Villere, each of whom is a member of the Adviser. Mr. Young has managed the
Balanced Fund since its inception in 1999 and the Equity Fund since its
inception in 2013.
Mr. St.
Denis J. (“Sandy”) Villere, III is a member of the Adviser and serves as a
portfolio manager to the Funds. As a portfolio manager, Mr. Villere is
responsible for the day-to-day management of each Fund’s portfolio.
Mr. Villere received a business degree from Southern Methodist University
in 1997. He was an institutional research analyst and equity salesman with
Gerard Klauer Mattison, a Wall Street institutional equity research firm, for
two years before coming to Villere & Co. He is a member of the CFA
Institute. Mr. Villere is the son of St. Denis Villere and the cousin of
George V. Young and Lamar G. Villere, each of whom is a member of the Adviser.
Mr. Villere has managed the Balanced Fund since its inception in 1999 and the
Equity Fund since its inception in 2013.
Mr. Lamar
G. Villere is a member of the Adviser and serves as a co-portfolio manager to
the Funds. As a co-portfolio manager, Mr. Villere is responsible for the
day-to-day management of each Fund’s portfolio. Mr. Villere graduated from
Washington & Lee University with a B.A. in Journalism and Mass
Communications in 1997 and from Vanderbilt University in 2002 with an M.B.A.
Mr. Villere received the designation of Chartered Financial Analyst in
2004. Most recently, Mr. Villere was head of Private Equity, Tennessee
Pension. Other experience was head of Alternatives, Illinois Teachers’ Pension
and as an equity analyst at Morgan Keegan & Co. Mr. Villere is the
nephew of St. Denis J. Villere, and cousin of George V. Young and
St. Denis J. Villere III, each of whom is a member of the Adviser.
Mr. Villere has managed the Funds since 2013.
The
SAI provides additional information about the portfolio managers’ compensation,
other accounts they manage and their ownership of shares in the
Funds.
SHAREHOLDER
INFORMATION
PRICING
OF FUND SHARES
A
Fund’s share price is known as its net asset value (“NAV”). The NAV per share is
determined by dividing the value of a Fund’s securities, cash and other assets,
minus all liabilities, by the number of shares outstanding (assets – liabilities
/ number of shares = NAV). The NAV takes into account the expenses and fees of a
Fund, including management, administration and other fees, which are accrued
daily. A Fund’s share price 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 business.
All
shareholder transaction orders received in good order (as described below under
“How to Purchase Shares”) by U.S. Bancorp Fund Services, LLC, doing business as
U.S. Bank Global Fund Services ("Transfer Agent"), the Funds' transfer agent, or
an authorized financial intermediary by 4:00 p.m., Eastern time will be
processed at that day’s NAV. Transaction orders received after 4:00 p.m.,
Eastern time will receive the next day’s NAV. A Fund’s NAV, however, may be
calculated earlier if trading on the NYSE is restricted or as permitted by the
SEC. A Fund does not determine the NAV of its shares on any day when the NYSE is
not open for trading, such as weekends and certain national holidays as
disclosed in the SAI (even if there is sufficient trading in its portfolio
securities on such days to materially affect the NAV per share). Fair value
determinations may be made as described below under procedures adopted by the
Adviser.
FAIR
VALUE PRICING
Occasionally,
reliable market quotations are not readily available or there may be events
affecting the value of foreign securities or other securities held by a Fund
that occur when regular trading on foreign or other exchanges is closed, but
before trading on the NYSE is closed. The Board has designated the Adviser as
its “valuation designee” under Rule 2a-5 of the 1940 Act, subject to its
oversight. Fair value determinations are then made in good faith in accordance
with procedures adopted by the Adviser. Generally, the fair value of a portfolio
security or other asset shall be the amount that the owner of the security or
asset might reasonably expect to receive upon its current sale. The net asset
value of the Fund’s shares may change on days when shareholders will not be able
to purchase or redeem the Fund’s shares.
Attempts
to determine the fair value of securities introduce an element of subjectivity
to the pricing of securities. As a result, the price of a security determined
through fair valuation techniques may differ from the price quoted or published
by other sources and may not accurately reflect the market value of the security
when trading resumes. If a reliable market quotation becomes available for a
security formerly valued through fair valuation techniques, a Fund compares the
new market quotation to the fair value price to evaluate the effectiveness of
its fair valuation determination. If any significant discrepancies are found,
the Trust may adjust its fair valuation procedures.
HOW
TO PURCHASE SHARES
You
may open a Fund account with a minimum initial investment as listed in the table
below.
|
|
|
|
|
|
|
| |
| To
Open Your Account |
To
Add to Your Account |
Regular
Accounts |
$2,000 |
$500 |
Retirement
or Tax-Deferred Accounts |
$2,000 |
$500 |
Automatic
Investment Plans |
$2,000 |
$100 |
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 that 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 Villere Funds. Account applications will not be accepted
unless they are accompanied by payment in U.S. dollars, drawn on a U.S.
financial institution. The Funds will not accept payment in cash or money
orders. In addition, to prevent check fraud, the Funds will not accept third
party checks, 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. If any payment is returned for any
reason, a $25 fee will be assessed against your account. You will also be
responsible for any losses suffered by a Fund as a result. The Funds do not
issue share certificates. The Funds reserve the right to reject any purchase in
whole or in part. These minimums can be changed or waived by the Adviser (or in
certain cases, Trust Officers) at any time.
Shares
of the Funds are not registered for sale outside of the United States. The Funds
generally do not sell shares to investors residing outside the United States,
even if they are United States citizens or lawful permanent residents, except to
investors with United States military APO or FPO addresses.
USA
PATRIOT ACT
The
USA PATRIOT Act of 2001 requires financial institutions, including the Funds, to
adopt certain policies and programs to prevent money laundering activities,
including procedures to verify the identity of customers opening new accounts.
When completing a new account application, you will be required to supply the
applicable Fund with your full name, date of birth, social security number and
permanent street address to assist the Fund in verifying your identity. 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 also
supply the identity of the beneficial owners. Mailing addresses containing only
a P.O. Box will not be accepted. Until such verification is made, a Fund may
temporarily limit transactions or close an account if it is unable to verify a
shareholder’s identity. As required by law, a Fund may employ various
procedures, such as comparing the information to fraud databases or requesting
additional information or documentation from you, to ensure that the information
supplied by you is correct.
If
a Fund does not have a reasonable belief of the identity of a shareholder, the
account application will be rejected or you will not be allowed to perform a
transaction on the account until such information is received. In the unlikely
event that the Transfer Agent is unable to verify your identity, the Fund
reserves the right to redeem your account at the current day's NAV.
BY
MAIL
To
purchase a Fund’s shares by mail, simply complete an account application and
mail it, along with a check made payable to “Villere Funds” to the address
below.
|
|
|
|
| |
Regular
Mail
Villere
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
Delivery
Villere
Funds
c/o
U.S. Bank Global Fund Services
615
E. Michigan Street, Third Floor
Milwaukee,
WI 53202-5207 |
| |
NOTE:
The Funds do not consider the U.S. Postal Service or other independent
delivery services to be its agents. Therefore, deposit in the mail or with
such services, or receipt at the Transfer Agent's post office box, of
purchase orders or redemption requests does not constitute receipt by the
transfer agent of the Funds. Receipt of purchase orders or redemption
requests is based on when the order is received at the Transfer Agent’s
offices. |
If
you are making a subsequent purchase, complete the stub included with your
transaction confirmation or account statement and mail it together with a check
made payable to the applicable Fund to the Transfer Agent at the address noted
above. You should write your account number on the check. If you do not have the
stub from your account statement, include your name, address and account number
on a separate piece of paper.
BY
TELEPHONE
If
your signed account application has been received by a Fund, and unless you
declined telephone privileges, you may purchase additional shares of a Fund by
calling toll free at 1-866-209-1129. Telephone purchases are subject to a Fund’s
minimum of $500 for additions to your account. Telephone orders will be accepted
via electronic funds transfer from your pre-designated bank account through the
Automated Clearing House (“ACH”) network. You must have banking information
established on your account prior to making a purchase by telephone and your
account must be open for at least 7 business days prior to the first 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 on a day
the NYSE is open. For security reasons, requests by telephone will be recorded.
Once a telephone transaction has been placed, it cannot be cancelled or modified
after the close of regular trading on the NYSE (generally, 4:00 p.m., Eastern
time). During periods of high market activity, you may encounter higher than
usual wait times. 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 a Fund by telephone, you may make your request in
writing.
BY
WIRE
Initial
Investment
If
you are making an initial investment in a Fund, before you wire funds, please
contact the Transfer Agent by phone to make arrangements with a customer service
representative to submit your completed account application via mail, overnight
delivery or facsimile. Upon receipt of your completed account application, your
account will be established and a service representative will contact you to
provide your new account number and wiring instructions. If you do not receive
this information within one business day, you may call the Transfer Agent at
1-866-209-1129.
Once
your account has been established, you may then contact your bank to initiate
the wire using the instructions you were given. Prior to sending the wire,
please call the Funds at 1-866-209-1129 to advise of your wire to ensure proper
credit upon receipt. Your bank must include the name of the applicable Fund,
your name and your account number so that it can be correctly applied. Your bank
should immediately transmit available funds by wire using the instructions you
were given.
Subsequent
Investment
If
you are making a subsequent purchase, your bank should wire funds as indicated
below. Prior to each wire purchase, please call the Transfer Agent at
1-866-209-1129 to advise the Transfer Agent of your intent to wire funds. This
will ensure prompt and accurate credit upon receipt of you wire. It is essential
that your bank include the name of the applicable Fund and your name and account
number in all wire instructions. If you have questions about how to invest by
wire, you may call the Transfer Agent at 1-866-209-1129. Your bank may charge
you a fee for sending a wire to a Fund.
Your
bank should transmit funds by wire to:
U.S.
Bank N.A.
777
E. Wisconsin Avenue
Milwaukee,
WI 53202-5207
ABA
#075000022
Credit: U.S.
Bancorp Fund Services, LLC
A/C
#112-952-137
Further
Credit: Villere Funds
Shareholder
Registration
Shareholder
Account Number
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., the Funds’ custodian, is
responsible for the consequences of delays resulting from the banking or Federal
Reserve wire system or from incomplete wiring instructions. If you have
questions about how to invest by wire, you may call the Funds.
THROUGH
A FINANCIAL INTERMEDIARY
You
may buy and sell shares of the Funds through certain financial intermediaries
and their agents that have made arrangements with the Adviser and are authorized
to buy and sell shares of the Funds (collectively, “Financial Intermediaries”).
Financial Intermediaries may have different investment minimum requirements than
those outlined in this prospectus. Additionally, Financial Intermediaries may
aggregate several customer accounts to accumulate the requisite initial
investment minimum. Please consult your Financial Intermediary for their account
policies. Your order will be priced at the applicable Fund’s NAV next computed
after it is received by a Financial Intermediary. A Financial Intermediary may
hold your shares in an omnibus account in the Financial Intermediary’s name and
the Financial Intermediary may maintain your individual ownership records. The
Funds may pay the Financial Intermediary for maintaining individual ownership
records as well as providing other shareholder services. Financial
intermediaries may charge fees for the services they provide to you in
connection with processing your transaction order or maintaining your account
with them. Financial Intermediaries are responsible for placing your order
correctly and promptly with a Fund, forwarding payment promptly, as well as
ensuring that you receive copies of the Funds’ Prospectus. If you transmit your
order to these Financial Intermediaries before the close of regular trading
(generally 4:00 p.m., Eastern time) on a day that the NYSE is open for business,
your order will be priced at the applicable Fund’s NAV next computed after it is
received by the Financial Intermediary. The 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. Investors should check with
their Financial Intermediary to determine if it is subject to these
arrangements.
AUTOMATIC
INVESTMENT PLAN
For
your convenience, the Funds offer an Automatic Investment Plan (“AIP”). Under
the AIP, after your initial minimum investment, you authorize a Fund to withdraw
the amount you wish to invest from your personal bank account on a monthly
basis. Each AIP investment must be $100 or greater. If you wish to
participate
in the AIP, complete the “Automatic Investment Plan” section on the account
application or call the Funds at 1-866-209-1129 for instructions. In order to
participate in the AIP, your bank or financial institution must be a member of
the ACH network. A Fund may terminate or modify this privilege at any time. You
may change your investment amount or terminate your participation in the AIP by
notifying the Transfer Agent by telephone or in writing at least 5 days prior to
the next withdrawal. If you liquidate your account, your AIP will be
discontinued. A $25 fee will be imposed if your AIP transaction is
returned.
The
AIP is a method of using dollar cost averaging as an investment strategy that
involves investing a fixed amount of money at regular time intervals. However, a
program of regular investment cannot ensure a profit or protect against a loss
as a result of declining markets. By continually investing the same amount, you
will be purchasing more shares when the price is low and fewer shares when the
price is high. Please call 1-866-209-1129 for additional information regarding
the Funds’ AIP.
RETIREMENT
PLANS
You
may invest in a Fund by establishing a tax-sheltered IRA. The Funds offer
Traditional, Roth, SIMPLE and SEP IRAs. You may obtain information about opening
an IRA account by calling the Transfer Agent at 1-866-209-1129. If you wish to
open a Keogh, Section 403(b) or other retirement plan, please contact your
Financial Intermediary.
HOW
TO SELL SHARES
In
general, orders to sell or “redeem” shares can be placed directly with the
Transfer Agent; however, if you purchased your shares through a Financial
Intermediary, your redemption order must be placed with this same authorized
intermediary. You may redeem (sell) part or all of your Fund shares at the next
determined NAV after a Fund receives your order. You should request your
redemption prior to the close of the NYSE, generally 4:00 p.m., Eastern time, to
obtain that day’s closing NAV. Redemption requests received after the close of
the NYSE will be treated as though received on the next business day.
BY
MAIL
You
may redeem your shares by simply sending a written request to the Transfer
Agent. Please provide the applicable Fund’s name, your account number and state
the number of shares or dollar amount you would like redeemed. The letter should
be signed by all shareholders whose names appear on the account registration.
Please have the signature(s) guaranteed, if applicable. (Please see “Account and
Transaction Policies” below). Redemption requests will not become effective
until all documents have been received in good order by the Transfer Agent.
“Good order” means your redemption request includes: (1) the name of the
Fund, (2) the number of shares or dollar amount to be redeemed,
(3) the account number and (4) signatures by all of the shareholders
whose names appear on the account registration. Additional documents may be
required for certain types of shareholders, such as corporations, partnerships,
executors, trustees, administrators or guardians (i.e., corporate resolutions,
or trust documents indicating proper authorization). Shareholders should contact
the Transfer Agent for further information concerning documentation required for
redemption of Fund shares.
Shareholders
who have an IRA or other retirement plan must indicate on their redemption
request whether to withhold federal income tax. Redemption requests failing to
indicate an election not to have tax withheld will generally be subject to a 10%
withholding tax.
You
should send your redemption request to:
|
|
|
|
| |
Regular
Mail
Villere
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701 |
Overnight
Delivery
Villere
Funds
c/o
U.S. Bank Global Fund Services
615
E. Michigan Street, Third Floor
Milwaukee,
WI 53202-5207 |
| |
NOTE:
The Funds do not consider the U.S. Postal Service or other independent
delivery services to be its agents. Therefore, deposit in the mail or with
such services, or receipt at the Transfer Agent's post office box, of
purchase orders or redemption requests does not constitute receipt by the
transfer agent of the Funds. Receipt of purchase orders or redemption
requests is based on when the order is received at the Transfer Agent’s
offices. |
BY
TELEPHONE OR BY WIRE
Unless
you declined telephone privileges you may redeem up to $100,000 in shares by
calling the Transfer Agent at 1-866-209-1129 prior to the close of trading on
the NYSE, generally 4:00 p.m., Eastern time. Retirement account investors will
be asked whether or not to withhold taxes from any distribution. Once a
telephone transaction has been placed, it cannot be cancelled or modified after
the close of regular trading on the NYSE (generally, 4:00 p.m., Eastern time).
During periods of high market activity, you may encounter higher than usual wait
times. Please allow sufficient time to ensure that you will be able to complete
your telephone transaction prior to market close. You may also make your
redemption request in writing.
Per
your request, redemption proceeds may be wired or may be sent by electronic
funds transfer via the ACH network to your pre-designated bank account. The
minimum amount that may be wired is $1,000. There is a $15 wire charge per wire
which will be deducted from your account balance on dollar specific trades and
from the proceeds on complete redemptions and share specific trades. You will
not incur any charge when proceeds are sent via the ACH network; however, most
ACH transfers require two days for your bank account to receive credit.
Telephone redemptions cannot be made if you notify the Transfer Agent of a
change of address within 30 days before the redemption request.
Prior
to executing instructions received to redeem shares by telephone, the Transfer
Agent will use procedures to confirm that the telephone instructions are
genuine. For security reasons, requests by telephone will be recorded and the
caller may be asked to identify certain personal identification information for
verification purposes. If the Funds and the Transfer Agent follow these
procedures, they will not be liable for any loss, expense or cost arising out of
any telephone redemption request that is reasonably believed to be genuine. This
includes any fraudulent or unauthorized request. If an account has more than one
owner or authorized person, the Funds will accept telephone instructions from
any one owner or authorized person. The Funds may change, modify or terminate
these privileges at any time upon at least a 60-day notice to
shareholders.
THROUGH
A FINANCIAL INTERMEDIARY
You
may redeem Fund shares through your Financial Intermediary. Redemptions made
through a Financial Intermediary may be subject to procedures established by
that institution. Your Financial Intermediary is responsible for sending your
order to the applicable Fund and for crediting your account with the proceeds.
For redemption through Financial Intermediaries, orders will be processed at the
NAV per share next effective after receipt of the order. Please keep in mind
that your Financial Intermediary may charge additional fees for its
services.
SYSTEMATIC
WITHDRAWAL PROGRAM
As
another convenience, you may redeem your Fund shares through the Systematic
Withdrawal Program (“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 $10,000 and each withdrawal
amount must be for a minimum of $100. If you elect this method of redemption,
the Transfer Agent 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 maintained on your Fund
account. This program may be terminated or modified by a shareholder or the
Funds at any time. You may terminate your participation in the program at any
time by notifying the Transfer Agent in writing or by calling 1‑866‑209‑1129 at
least five days in advance of the next withdrawal.
A
withdrawal under the SWP involves a redemption of shares of a Fund 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 the SWP, complete the “Systematic
Withdrawal Plan” section of the Funds’ account application. Please call
1-866-209-1129 for additional information regarding the Funds’ SWP.
EXCHANGING
SHARES
You
may exchange all or a portion of your investment, from one Villere Fund to
another Villere Fund, by mail or telephone provided you did not decline
telephone privileges on your account application. Any new account established
through an exchange will be subject to a minimum investment requirement
described above. In addition, existing accounts are subject to a minimum
exchange requirement of $100. Exchanges will be executed on the basis of the
relative NAV of the shares exchanged. An exchange is considered to be a sale of
shares for federal income tax purposes on which you may realize a taxable gain
or loss. Additionally, an exchange will be considered a sale of shares for the
purpose of assessing redemption fees. See the “Account and Transaction Policies
-- Redemption Fee” section below for additional information. You may make
exchanges only between identically registered accounts (name(s), address and
taxpayer ID number). This exchange privilege may be terminated or modified by a
Fund at any time upon a 60-day notice to shareholders. Call the Funds at
1-866-209-1129 to learn more about exchanges.
ACCOUNT
AND TRANSACTION POLICIES
Redemption
Fee
The
Equity Fund is intended for long-term investors. Short-term “market-timers” that
engage in frequent purchases and redemptions can disrupt the Fund’s investment
program and create additional transaction costs that are borne by all of the
Fund’s shareholders. For these reasons, the Equity Fund will assess a 2.00% fee
on the redemption and exchange of Fund shares held for 60 days or less. The
Equity Fund uses the “first in first out” (“FIFO”) method to determine the
holding period; this means that if you purchase shares on different days, the
shares you held longest will be redeemed (sold) first for purposes of
determining whether the short-term trading fee applies. The redemption fee is
deducted from your proceeds and is retained by the Fund for the benefit of its
long-term shareholders.
This
fee does not apply to:
(1)shares
purchased through reinvested dividends or capital gains;
(2)Fund
redemptions under the Fund’s SWP;
(3)the
redemption of shares previously purchased under an AIP;
(4)the
involuntary redemption of low balance accounts;
(5)sales
of Fund shares made in connection with non-discretionary portfolio rebalancing
associated with certain asset-allocation programs managed by fee-based
investment advisors, certain wrap accounts and certain retirement plans;
(6)minimum
required distributions from retirement accounts;
(7)premature
distributions from retirement accounts due to the disability or health of the
shareholder;
(8)redemptions
resulting in the settlement of an estate due to the death of the shareholder;
(9)conversion
of shares from one share class to another in the same Fund;
(10)taking
out a distribution or loan from a defined contribution plan;
(11)to
effect, through a redemption and subsequent purchase, an account registration
change within the same Fund; or
(12)redemptions
in connection with charitable investment pool accounts.
The
Equity Fund reserves the right to change the terms and amount of this fee upon
at least 60 days’ notice to shareholders.
Although
the Equity Fund has the goal of applying this redemption fee to most redemptions
of shares held for less than 60 days, the Fund may not always be able to
track short-term trading affected through Financial Intermediaries in
non-disclosed or omnibus accounts. While the Equity Fund has entered into
information sharing agreements with such Financial Intermediaries as described
under “Tools to Combat Frequent Transactions” which contractually require such
Financial Intermediaries to provide the Equity Fund with information relating to
its customers investing in the Fund through non-disclosed or omnibus accounts,
the Fund cannot guarantee the accuracy of the information provided to it from
Financial Intermediaries and may not always be able to track short-term trading
effected through these Financial Intermediaries. In addition, because the Fund
is required to rely on information provided by the Financial Intermediary as to
the applicable redemption fee, the Fund cannot ensure that the Financial
Intermediary is always imposing such fee on the underlying shareholder in
accordance with the Fund’s policies.
Proceeds
The
Funds typically send 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, the Funds may suspend redemptions, or postpone
payment for up to seven days, as permitted by federal securities
law.
The
Funds typically expect that they will hold cash or cash equivalents to meet
redemption requests. The Funds may also use the proceeds from the sale of
portfolio securities to meet redemption requests if consistent with the
management of the Funds. 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, a 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
Funds reserve 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.
Householding
In
an effort to decrease costs, the Funds will reduce the number of duplicate
prospectuses, supplements, proxy statements, and certain other documents you
receive by sending only one copy of each to those addresses shared by two or
more accounts. Call toll-free at 1-866-209-1129 to request individual copies of
documents, or if your shares are held through a Financial Intermediary please
contact them directly. The Funds will begin sending individual copies thirty
days after receiving your request. This policy does not apply to account
statements.
Timing
of Redemption Requests
Before
selling recently purchased shares, please note that if the Transfer Agent has
not yet collected payment for the shares you are selling, it may delay sending
the proceeds until the payment is collected, which may take up to 15 calendar
days from the purchase date. Shareholders can avoid this delay by utilizing the
wire purchase option. There is a $15 wire charge per wire which will be deducted
from your account balance on dollar specific trades and from the proceeds on
complete redemptions and share specific trades.
Low
Balance Accounts
If
your total account balance falls below $500 due to withdrawals, the Funds may
sell your shares of a Fund. This does not apply to retirement plans or Uniform
Gifts or Transfers to Minors Act accounts. The Funds will inform you in writing
30 days prior to selling your shares. If you do not bring your total account
balance up to $500 within 30 days, a Fund may sell your shares and send you the
proceeds. The Funds will not sell your shares if your account value falls as a
result of market fluctuations.
Redemption
In-Kind
The
Funds reserve 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 the Funds would do so except during unusual market
conditions or if the redemption amount is large enough to affect the Funds’
operations (e.g., if it represents more than 1% of the Funds’ assets). If the
Funds pay your redemption proceeds by a distribution of securities, you could
incur brokerage or other charges in subsequently converting the securities to
cash and will bear any market risks associated with such securities until they
are converted into cash. A redemption in-kind is treated as a taxable
transaction and a sale of the redeemed shares, generally resulting in capital
gain or loss to you, subject to certain loss limitation rules.
Signature
Guarantee
A
signature guarantee assures that your signature is genuine and protects you from
unauthorized account transactions. To protect each Fund and its shareholders, a
signature guarantee is required for all written redemption requests over
$100,000.
A
signature guarantee, from either a Medallion program member or a non-Medallion
program member, is also required in the following situations: (1) if
ownership on your account is being changed; (2) when redemption proceeds
are payable to or sent to any person, address or bank account not on record;
(3) when a redemption is received by the Transfer Agent and the account
address has changed within the last 30 calendar days. The Adviser reserves the
right to waive these requirements at its own discretion.
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, the Funds and/or the Transfer Agent
reserve the right to require a signature guarantee in other instances based on
the circumstances relative to the particular situation. Signature guarantees
will be generally 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 Exchanges Medallion Signature Program and the Securities Transfer Agents
Medallion Program (“STAMP”). A notary public cannot provide a signature
guarantee.
Unclaimed
Property/Lost Shareholder
It
is important that each Fund maintain a correct address for each investor. An
incorrect address may cause an investor’s account statements and other mailings
to be returned to the Fund. Based upon statutory requirements for returned mail,
a Fund will attempt to locate the investor or rightful owner of the account. If
a Fund is unable to locate the investor, then it will determine whether the
investor’s account
can
legally be considered abandoned. Your mutual fund account may be transferred to
your state of residence if no activity occurs within your account during the
“inactivity period” specified in your state’s abandoned property laws. Each Fund
is legally obligated to escheat (or transfer) abandoned property to the
appropriate state’s unclaimed property administrator in accordance with
statutory requirements. The investor’s last known address of record determines
which state has jurisdiction. Please proactively contact the Transfer Agent
toll-free at (866)-209-1129 at least annually to ensure your account remains in
active status. Investors with a state residence in Texas have the ability to
designate a representative to receive legislatively required unclaimed property
due diligence notifications. Please contact the Texas Comptroller of Public
Accounts for further information.
TOOLS
TO COMBAT FREQUENT TRANSACTIONS
The
Funds are intended for long-term investors. Short-term “market-timers” who
engage in frequent purchases and redemptions can disrupt a Fund’s investment
program and create additional transaction costs that are borne by all of the
Funds’ shareholders. The Board has adopted a policy regarding excessive trading.
The Funds discourage excessive, short-term trading and other abusive trading
practices, and the Funds may use a variety of techniques to monitor trading
activity and detect and deter abusive trading practices. These steps may
include, among other things, monitoring trading activity, imposing redemption
fees, if necessary, or using fair value pricing when appropriate, under
procedures adopted by the Adviser when the Adviser determines current market
prices are not readily available. As approved by the Board, these techniques may
change from time to time as determined by each Fund in its sole
discretion.
In
an effort to discourage abusive trading practices and minimize harm to a Fund
and its shareholders, the Funds reserve the right, in their sole discretion, to
identify trading practices as abusive. Each Fund further reserves the right to
refuse purchase requests, in whole or in part, for any reason (including,
without limitation, purchases by persons whose trading activity in Fund shares
is believed by the Adviser to be harmful to the Fund) and without prior notice.
Each Fund may decide to restrict purchase and sale activity in its shares based
on various factors, including whether frequent purchase and sale activity will
disrupt portfolio management strategies and adversely affect a Fund’s
performance, or whether the shareholder has conducted four round trip
transaction within a 12-month period. Although these efforts are designed to
discourage abusive trading practices, these tools cannot eliminate the
possibility that such activity will occur. Each Fund seeks to exercise its
judgment in implementing these tools to the best of its ability in a manner that
it believes is consistent with shareholder interests. Except as noted in the
Prospectus, a Fund applies all restrictions uniformly in all applicable
cases.
Due
to the complexity and subjectivity involved in identifying abusive trading
activity and the volume of shareholder transactions each 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 particular, since the Funds receive
purchase and sale orders through Financial Intermediaries that use group or
omnibus accounts, the Funds cannot always detect frequent trading. However, the
Funds will work with Financial Intermediaries as necessary to discourage
shareholders from engaging in abusive trading practices and to impose
restrictions on excessive trades. In this regard, the Funds have entered into
information sharing agreements with Financial Intermediaries pursuant to which
these intermediaries are required to provide to the Fund, at the Fund’s request,
certain information relating to their customers investing in the Fund through
non-disclosed or omnibus accounts. A Fund will use this information to attempt
to identify abusive trading practices. Financial Intermediaries are
contractually required to follow any instructions from a Fund to restrict or
prohibit future purchases from shareholders that are found to have engaged in
abusive trading in violation of the Fund’s policies. However, a Fund cannot
guarantee the accuracy of the information provided to it from Financial
Intermediaries and cannot ensure that they will always be able to detect abusive
trading practices that occur through non-disclosed and omnibus accounts. As a
consequence, each Fund’s ability to monitor and discourage abusive trading
practices in omnibus accounts may be limited.
SERVICE
FEES – OTHER PAYMENTS TO THIRD PARTIES
Each
Fund may pay service fees to Financial Intermediaries, including affiliates of
the Adviser, for sub-administration, sub-transfer agency and other shareholder
services associated with shareholders whose shares are held of record in omnibus
accounts, other group accounts or accounts traded through registered securities
clearing agents. The Funds have policies and procedures in place for the
monitoring of payments to broker-dealers and other financial intermediaries for
these non-distribution services.
The
Adviser, out of its own resources, and without additional cost to the Funds or
their shareholders, may provide additional cash payments or non-cash
compensation to Financial Intermediaries who sell shares of a Fund. Such
payments and compensation are in addition to service fees paid by a Fund. These
additional cash payments are generally made to Financial Intermediaries that
provide shareholder servicing, marketing support and/or access to sales
meetings, sales representatives and management representatives of the Financial
Intermediary. Cash compensation may also be paid to Financial 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
Financial 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 dollar amount of the shares sold.
DIVIDENDS
AND DISTRIBUTIONS
Each
Fund distributes dividends from its net investment income at least annually.
Based on the investment strategies of each Fund as summarized above, it is
anticipated that a Fund’s net investment income generally will consist of
interest income and dividends received on investments, less expenses. The Funds
also distribute any realized net capital gains at least annually. The Funds
realize capital gains mainly from sales of their portfolio assets for a profit.
Net capital gains of a Fund (net long-term capital gain over net short-term
capital loss) realized and distributed by the Fund and reported as capital gains
dividends are taxable to shareholders as long-term capital gains, without regard
to the length of time the shareholders have held shares of the Fund.
Dividends
and capital gain distributions (collectively, “distributions”) will be
reinvested automatically at the NAV unless you request otherwise in writing or
by telephone. Normally, distributions are taxable events for shareholders
whether the distributions are received in cash or reinvested. 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 distribution represents, in
substance, a partial return of capital to you. If you elect to receive
distributions from a Fund by check and the U.S. Postal Service cannot deliver
your check or your check remains uncashed for six months, the Fund reserves the
right to reinvest the distribution check in your account at the Fund’s then
current NAV and to reinvest all subsequent distributions in shares of the Fund
until an updated address is received. If you wish to change your distribution
option, write or call the Transfer Agent in advance of the payment date of the
distribution.
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, as
amended (the “Code”). As a regulated investment company, each 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.
If a Fund fails to qualify as a regulated investment company, it will be subject
to taxation as a regular corporation. Each Fund intends to operate in a manner
such that it will not be liable for federal income or excise taxes but no
assurance can be given that a Fund’s distributions will be sufficient to
eliminate all taxes at the Fund level in every year.
Each
Fund intends to make distributions of dividends and capital gains. In general, a
Fund’s distributions are taxable to shareholders as ordinary income or, under
current law, qualified dividend income. The rate you pay on capital gain
distributions will depend on how long a Fund held the securities that generated
the gains, not on how long you owned your Fund shares. There is no requirement
that a Fund take into consideration any tax implications when implementing its
investment strategy. 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. Qualified dividend income, the amount of which will be
reported to you by the Fund, is currently taxed at a maximum federal rate of
20%. Lower rates may apply for taxpayers in the lower federal income tax
brackets. A 3.8% surtax applies to net investment income, which generally will
include dividends and capital gains from an investment in a Fund, of individual
shareholders with adjusted gross income over $200,000 for single filers and
$250,000 for married joint filers. Shareholders should note that a Fund may make
taxable distributions of income and capital gains even when share values have
declined.
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 a 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.
Dividends
declared by a Fund in October, November or December to shareholders of record on
a specified date in such a month and paid during January of the following year
will be treated as paid in December for tax purposes.
All
distributions generally reduce the NAV of a Fund’s shares by the amount of the
distribution. If you purchase shares prior to a distribution, the distribution
will be taxable to you even though economically it may represent a return of
your investment.
Selling
your Fund shares is a taxable event for you. An exchange of the Fund’s shares
for shares of another mutual fund is considered a taxable sale of the Fund’s
shares. Depending on the purchase and sale price of the shares you sell, and any
other adjustments to your tax basis for your shares, you may have a gain or a
loss on the transaction. You are responsible for any tax liabilities generated
by your transaction. Additional information concerning the taxation of each Fund
and its shareholders is contained in the SAI. You should consult your tax
adviser regarding any federal, state, local or foreign tax consequences of
investing in the Fund based on your individual circumstances.
By
law, each Fund must withhold as backup withholding a percentage (currently 24%)
of your taxable distributions and redemption proceeds if you do not provide your
correct Social Security or taxpayer identification number and certify that you
are not subject to backup withholding, if the Internal Revenue Service (“IRS”)
notifies you that you are subject to backup withholding, or if the IRS instructs
the Fund to do so. Backup withholding is not an additional tax and any amounts
withheld may be credited against your ultimate tax liability if proper
documentation is submitted to the IRS.
SHAREHOLDER
DERIVATIVE ACTIONS
The
governing instruments of the Funds state that shareholders have power to the
same extent as the stockholders of a Massachusetts business corporation as to
whether or not a court action, proceeding or claim should or should not be
brought or maintained derivatively or as a class action on behalf of the Trust
or the shareholders.
The
Trust’s Declaration of Trust provides that the Business Litigation Section of
the Superior Court of the Commonwealth of Massachusetts sitting in Suffolk
County, Massachusetts shall be the exclusive forum in which certain types of
litigation may be brought. Any person purchasing or otherwise acquiring or
holding any interest in shares of beneficial interest of the Trust shall be (i)
deemed to have notice of and consented to the provisions of this provision, and
(ii) deemed to have waived any argument relating to the inconvenience of the
judicial forum referenced above in connection with any action or proceeding
described in provision. This provision does not apply to federal security law
claims.
INDEX
DESCRIPTIONS
The
Standard and Poor’s®
(“S&P®”)
500 Index is an unmanaged index generally representative of the market for
stocks of large-sized companies.
The
Lipper Balanced Fund Index tracks funds whose primary objective is to conserve
principal by maintaining, at all times, a balanced portfolio of both stocks, and
bonds. Typically, the stock/bond ratio ranges around 60%/40%.
The
Bloomberg Intermediate Government/Credit Bond Index (formerly known as the
Bloomberg Barclays Capital Intermediate Government/Credit Bond Index) measures
the performance of United States dollar-denominated United States Treasuries,
government-related and investment-grade credit securities that have a remaining
maturity of greater than or equal to 1 year and less than 10 years.
The
Lipper Mid-Cap Growth Funds Index invest in at least 75% of their equity assets
in companies with market capitalizations (on a three-year weighted basis) below
Lipper’s large-cap floor. These indices are unmanaged and returns include
reinvested dividends.
Direct
investment in an index is not possible.
FINANCIAL
HIGHLIGHTS
The
tables below show the Funds’ financial performance for the fiscal periods shown.
Certain information reflects financial results for a single Fund share. “Total
return” shows how much your investment in a Fund would have increased or
decreased during the periods shown, assuming you had reinvested all dividends
and distributions. This information has been audited by Tait, Weller & Baker
LLP, the Funds’ independent registered public accounting firm. Their report,
along with the Funds’ most recent financial statements, is included in the
Funds’ most recent Annual Report to Shareholders, which is available upon
request.
Balanced
Fund
|
| |
FINANCIAL
HIGHLIGHTS
For a capital share outstanding throughout each
year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Year
Ended August 31, |
|
|
| |
|
2023 |
2022 |
2021 |
2020 |
2019 |
|
|
| |
Net
asset value, |
|
|
|
| |
|
|
| |
beginning
of year |
$19.10 |
$26.72 |
$22.60 |
$22.08 |
$25.22 |
|
|
| |
INCOME
FROM INVESTMENT OPERATIONS: |
|
|
|
| |
|
|
| |
Net
investment income (loss)1 |
0.15 |
0.11 |
0.10 |
0.15 |
0.20 |
|
|
| |
Net
realized and unrealized |
|
|
|
| |
|
|
| |
gain
(loss) on investments |
0.98 |
(4.95) |
5.53 |
0.54 |
(1.95) |
|
|
| |
Total
from |
|
|
|
| |
|
|
| |
investment
operations |
1.13 |
(4.84) |
5.63 |
0.69 |
(1.75) |
|
|
| |
LESS
DISTRIBUTIONS: |
|
|
|
| |
|
|
| |
From
net investment income |
(0.10) |
(0.12) |
(0.16) |
(0.17) |
(0.24) |
|
|
| |
From
net realized gain |
(0.65) |
(2.66) |
(1.35) |
— |
(1.15) |
|
|
| |
Total
distributions |
(0.75) |
(2.78) |
(1.51) |
(0.17) |
(1.39) |
|
|
| |
Net
asset value, end of year |
$19.48 |
$19.10 |
$26.72 |
$22.60 |
$22.08 |
|
|
| |
Total
return |
6.22% |
(19.80)% |
25.66% |
3.06% |
(6.20)% |
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
| |
|
|
| |
Net
assets, end |
|
|
|
| |
|
|
| |
of
year (millions) |
$132.0 |
$142.4 |
$203.9 |
$188.2 |
$223.1 |
|
|
| |
Portfolio
turnover rate |
20% |
21% |
28% |
22% |
21% |
|
|
| |
RATIOS: |
|
|
|
| |
|
|
| |
Expenses
before fees waived |
1.03% |
1.01% |
0.99% |
0.98% |
0.98% |
|
|
| |
Expenses
after fees waived |
0.99% |
0.99% |
— |
— |
— |
|
|
| |
Net
investment income (loss) |
|
|
|
| |
|
|
| |
before
fees waived |
0.77% |
0.45% |
0.38% |
0.69% |
0.89% |
|
|
| |
New
investment income (loss) |
|
|
|
|
|
|
|
| |
after
fees waived |
0.81% |
0.47% |
— |
— |
— |
|
|
| |
1 Calculated
based on average shares outstanding during the period.
Equity
Fund
|
| |
FINANCIAL
HIGHLIGHTS
For a capital share outstanding throughout each
year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Year
Ended August 31, |
|
|
|
|
|
|
| |
|
2023 |
2022 |
2021 |
2020 |
2019 |
|
|
|
|
|
|
| |
Net
asset value, |
|
|
|
| |
|
|
|
|
|
|
| |
beginning
of year |
$10.90 |
$15.68 |
$12.28 |
$11.67 |
$12.89 |
|
|
|
|
|
|
| |
INCOME
FROM INVESTMENT OPERATIONS: |
|
|
|
| |
|
|
|
|
|
|
| |
Net
investment income (loss)1 |
0.01 |
(0.04) |
(0.05) |
(0.03) |
0.02 |
|
|
|
|
|
|
| |
Net
realized and unrealized |
|
|
|
| |
|
|
|
|
|
|
| |
gain
(loss) on investments |
0.63 |
(3.58) |
3.55 |
0.66 |
(1.21) |
|
|
|
|
|
|
| |
Total
from |
|
|
|
| |
|
|
|
|
|
|
| |
investment
operations |
0.64 |
(3.62) |
3.50 |
0.63 |
(1.19) |
|
|
|
|
|
|
| |
Paid-in
capital from |
|
|
|
| |
|
|
|
|
|
|
| |
redemption
fees |
0.002 |
0.002 |
0.002 |
0.002 |
— |
|
|
|
|
|
|
| |
LESS
DISTRIBUTIONS: |
|
|
|
| |
|
|
|
|
|
|
| |
From
net investment income |
— |
— |
— |
(0.02) |
— |
|
|
|
|
|
|
| |
From
net realized gain |
(0.30) |
(1.16) |
(0.10) |
— |
(0.03) |
|
|
|
|
|
|
| |
Total
distributions |
(0.30) |
(1.16) |
(0.10) |
(0.02) |
(0.03) |
|
|
|
|
|
|
| |
Net
asset value, end of year |
$11.24 |
$10.90 |
$15.68 |
$12.28 |
$11.67 |
|
|
|
|
|
|
| |
Total
return |
6.08% |
(24.54)% |
28.63% |
5.41% |
(9.16)% |
|
|
|
|
|
|
| |
SUPPLEMENTAL
DATA: |
|
|
|
| |
|
|
|
|
|
|
| |
Net
assets, end |
|
|
|
| |
|
|
|
|
|
|
| |
of
year (millions) |
$39.4 |
$38.8 |
$52.9 |
$43.1 |
$39.8 |
|
|
|
|
|
|
| |
Portfolio
turnover rate |
23% |
12% |
26% |
35% |
36% |
|
|
|
|
|
|
| |
RATIOS: |
|
|
|
| |
|
|
|
|
|
|
| |
Expenses
before fees waived |
1.31% |
1.23% |
1.21% |
1.22% |
1.23% |
|
|
|
|
|
|
| |
Expenses
after fees waived |
1.25% |
— |
— |
— |
— |
|
|
|
|
|
|
| |
Net
investment income (loss) |
|
|
|
| |
|
|
|
|
|
|
| |
before
fees waived |
(0.01)% |
(0.29)% |
(0.32)% |
(0.28)% |
0.19% |
|
|
|
|
|
|
| |
Net
investment income (loss) |
|
|
|
| |
|
|
|
|
|
|
| |
after
fees waived |
0.05% |
— |
— |
— |
— |
|
|
|
|
|
|
| |
1Calculated
based on average shares outstanding during the period.
2Does
not round to $0.01 or $(0.01), as applicable.
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
•Information
about your transactions with us or others.
We
do not disclose any non-public personal information about our shareholders or
former shareholders without the shareholder’s authorization, except as permitted
by law or in response to inquiries from governmental authorities. We may share
information with affiliated parties 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
responsibility. We maintain physical, electronic and procedural safeguards to
protect your non-public personal information and require third parties to treat
your non-public information with the same high degree of
confidentiality.
In
the event that you hold shares of the Funds 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.
VILLERE
FUNDS
Investors
can find more information about the Funds in the following
documents:
STATEMENT
OF ADDITIONAL INFORMATION (“SAI”):
The Funds’ 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 herein incorporated by reference into this Prospectus. It is
legally a part of the Prospectus.
ANNUAL/SEMI-ANNUAL
REPORTS:
Additional information about the Funds’ investments is available in the Funds’
Annual and Semi-Annual Reports to Shareholders. The Funds’ Annual Report
contains a discussion of market conditions and investment strategies that
significantly affected each Fund’s performance during its last fiscal
year.
You
can obtain free copies of these documents, request other information or make
general inquiries about the Fund by contacting the Funds at:
Villere
Funds
c/o
U.S. Bank Global Fund Services
P.O.
Box 701
Milwaukee,
WI 53201-0701
1-866-209-1129
www.villere.com
Shareholder
reports and other information about the Fund are also available:
•Free
of charge from the Fund’s website at www.villere.com.
•Free
of charge from the SEC’s EDGAR database on the SEC’s website at
http://www.sec.gov.
(The
Trust’s SEC Investment Company Act file number is 811-5037.)