BARROW
FUNDS
Value Principles
ï¬
Private Equity Perspective
The Barrow Funds Team
Nicholas Chermayeff
Principal
Quality Meets Value
25 years of industry
experience
Report Card
BA Harvard College
December 2016
Robert F. Greenhill, Jr.
Principal
Picture This…
26 years of industry
experience
Imagine if you could buy, at a significant discount to its intrinsic value, a liquid, welldiversified business with better quality attributes than the average stock. Wouldn’t you want to
own a lot of it and hold onto your stake until the market gave you credit for your research and
diligence with an attractive exit price? At Barrow Funds, through our stock selection and
portfolio construction process, that’s our primary aim.
BA Harvard College
MBA Harvard Business
School
David R. Bechtel
Principal
26 years of industry
experience
BA Yale University
JD Stanford Law School
About Barrow Street
Founded in 1997 by Nicholas
Chermayeff and Robert F.
Greenhill
Jr., Barrow Street Capital LLC is an
investment management firm that
manages value-oriented private and
public equity strategies.
Headquartered in Stamford,
Connecticut, the firm serves pension
funds, sovereign funds, endowments,
foundations, family offices and
high net worth individuals. Since
inception, Barrow Street has invested
approximately $550 million of equity
in private equity and public equity
strategies.
Barrow Street Advisors LLC is an
affiliate of Barrow Street Capital LLC
and is the investment advisor for the
Barrow mutual funds.
For More Information:
877-767-6633
www.barrowfunds.com
We view our securities positions as a thoughtful and deliberate combination of ownership
interests in underlying businesses, not an assortment of stock certificates held for trading.
When we “look through” our investment portfolio to the cash flows and balance sheets of its
underlying companies, we see a diversity of high quality businesses bought at what we believe
are substantial discounts to their intrinsic values. When we roll these underlying fundamentals
up into a single consolidated cash flow statement and balance sheet, we expect to see high
quality and attractive price attributes better than any one stock or any concentrated portfolio
could deliver standing alone.
If we are successful in accomplishing our goal, then we will have
brought significant value to the table for our investors and the prospects for superior relative
investment performance.
The Importance of Looking Through
While Ben Graham, Warren Buffett, and other great value practitioners have long
advocated that investors should view their public stocks as ownership positions in
underlying businesses, we believe that very few of them actually do, and that even fewer
asset managers make a practice of letting their investors see how that picture compares to
other opportunities the market offers.
Our investment community and financial media communicate using simple narratives
that, while satisfying our need to simplify and compartmentalize, do not advance this
basic understanding. All too often stocks are just prices on the screen that go up and
down like an amusement ride. When they go up, we are thrilled.
When they go down,
we are terrified. Price action makes the headlines, instead of stories about valuation and
fundamentals.
When we become inured to the static noise of “prices up” and “prices down,” price
insinuates itself as a proxy for value when, in fact, they are inversely related. And once
value is equated to price, it is very difficult for an investor, or a financial advisor having to
report to a client, to make the correct decision about buying or selling in the face of
market volatility.
The investor becomes a victim of an emotional rollercoaster, with no
reference points such as the quality of operating fundamentals or intrinsic value to steady
the stomach.
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Value Principles
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Private Equity Perspective
Good asset managers can play an important role in helping investors understand and appreciate the quality and value of the
operating businesses underlying their securities portfolios. Given the abundance of financial data coupled with today’s advanced
data processing power, a manager can present, for analytical purposes, the consolidated fundamental attributes of all the
businesses underlying its securities portfolio as a single set of integrated financial statements. Once this baseline is established,
managers can report on salient factors that should give investors confidence (or not) in the quality fundamentals and intrinsic
value of what they own, regardless of daily/weekly/monthly price volatility.
So What?
It sounds like a lot of work to look-through a well-diversified securities portfolio to the underlying businesses and roll up
their fundamental attributes into a consolidated set of financials, with its own beating heart of integrated cash flows, income
statements, and balance sheets.
Why do we go to such trouble? We know from the many decades of research in behavioral finance that humans bring
well-documented biases to investing, and that these biases are the source of (i) market inefficiencies (creating investment
opportunities for the clear-headed), and (ii) certain self-destructive tendencies such as herd-following, overshooting, loss
aversion, and the like. We believe that many of these wealth-impairing, irrational tendencies are at their worst when
investors view their securities as prices on a screen instead of as interests in underlying businesses.
Securities prices rise and fall for many reasons, some rational, some not.
Without additional information and context,
a falling price often induces panic selling, and a rising price may spur momentum buying. This can lead to selling low
and buying high – not a good strategy for compounding one’s capital. Conversely, by looking at underlying business
fundamentals and intrinsic value, we create a context for understanding when falling prices are a buying opportunity,
not a reason to sell.
We believe that as an investor with us, knowing what you own – under the hood – can give you the
conviction to hold onto a strategy which may be offering high quality companies trading at a substantial discount instead
of selling out of it at what could be the worst time.
Physician Heal Thyself
Towards this goal of helping our investors by giving them the information to bear with us when times look tough but when future
investment prospects may be brightest, we are continuing our tradition of making public what our portfolio looks like as a
consolidated set of financials based on all of the underlying businesses in which we hold shares. Not that things look tough for us
now; we have performed well relative to our goal of providing investors with above average, risk-adjusted performance over time.
Complete performance information can be found on the Fund’s fact sheet.
This discipline puts into place a reporting process that we hope will serve us all well into the future. Besides wanting to help our
investors better understand what they own and why, and to help them defeat those wealth-impairing impulses of selling funds
low and buying them high, sharing our “consolidated look-through” analysis also dovetails with our firm’s dedication to offering
investors transparency wherever practicable.
And, it allows investors to determine whether they think we have done a good job in
our aim of creating, through our securities positions, a high-quality, widely-diversified, well-constructed set of financial
characteristics that is attractive relative to other investment alternatives one can find in the market.
The Barrow Consolidated Look-Through Analysis
Through our securities portfolio, we own non-controlling interests in a diverse group of what we believe to be high-quality
companies bought at bargain prices. We consider high returns on capital, ample cash flow, growth, and low leverage to be
virtuous business characteristics. For us the Barrow Value Opportunity Fund (BALIX) represents a compelling proposition
that seeks to generate consistent, above average long-term returns without excess volatility.
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BARROW
FUNDS
Value Principles
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Private Equity Perspective
To illustrate our consolidated look-through perspective, let’s assume that we invest $500 million of equity in each of the two
portfolios:
1) Barrow Portfolio, which owns the weighted portfolio constituents of the Barrow Value Opportunity Fund; and
2) S&P 500 Index Portfolio, which owns the weighted portfolio constituents of the S&P 500 Index.
If we aggregate these portfolios’ ownership interests in the financial statements of their constituent companies, the consolidated
income statements and balance sheets for the two portfolios would look as follows:
Consolidated Look-Through Financial Statements for Two $500MM Portfolios Based on the Most Recent 12-Month
Period Reported as of 9/30/16
Barrow
Portfolio
S&P 500 Index
Portfolio
$438.4
283.0
155.4
98.9
56.5
4.3
52.1
$259.8
159.6
100.2
69.0
31.2
3.7
27.4
Current Assets
150.3
315.5
Long-Term Assets
234.5
519.5
Total Assets
384.8
835.0
$MM
Income Statement
Revenues
Cost of Revenue
Gross Profit
Operating Expenses
Operating Income (EBIT)
Interest Expense
Operating Income Before Taxes (EBT)
Balance Sheet
Assets
Liabilities
Current Liabilities
421.2
147.7
229.6
Total Liabilities
Equity
87.4
Long-Term Liabilities
235.1
650.8
Pref. Equity & Minority Interest
16.3
9.5
Common Equity
133.3
174.6
Total Equity
149.7
184.1
384.8
835.0
120.8
53.3
500.0
583.8
200.2
157.7
500.0
552.0
Total Liabilities & Equity
Total Debt
Cash & Equivalents
Equity Market Cap
Enterprise Value
Note: This hypothetical is designed to illustrate how the Barrow Value Opportunity Fund’s underlying portfolio holdings
compare to the underlying companies included in the S&P 500 Index. Mutual funds do not report their financial statements
in this manner.
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. BARROW
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Value Principles
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Private Equity Perspective
We make the following observations:
1. he Barrow Portfolio Trades at More Attractive Levels. The Barrow Portfolio trades at a much lower price relative to its
T
consolidated look-through operating income and sales than the S&P 500 portfolios. The consolidated look-through EBIT/EV
Ratio (operating income divided by enterprise value) of the Barrow Portfolio of 9.7% is significantly above that of the S&P
500 Index Portfolio, which is 5.6%.
Furthermore, the consolidated look-through enterprise value of the Barrow Portfolio is
1.3x revenues compared to 2.1x for the S&P 500 Index Portfolio.
EV/Revenue Multiple
EBIT/EV Ratio
2.1X
9.7%
1.3X
5.6%
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
2. he Barrow Portfolio Brings Better Productivity. The Barrow Portfolio’s consolidated look-through financials show
T
significantly more revenue and cash flow than the S&P 500 Index Portfolio.
For each dollar invested of market capitalization,
the Barrow Portfolio is more productive in generating sales and operating income.
Revenues
EBIT
($ Millions)
($ Millions)
$56
$438
$31
$260
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
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. BARROW
FUNDS
Value Principles
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Private Equity Perspective
3. he Barrow Portfolio Boasts a Higher Return on Capital. The Barrow Portfolio’s consolidated look-through financials
T
show much higher returns on capital than the S&P 500 Index Portfolio. The unleveraged pre-tax return on assets (EBIT/
Assets), a measure of a company’s profitability relative to its assets, is 14.7%, which is significantly higher than the S&P 500
Index Portfolio’s 3.7%.
The Barrow Portfolio’s leveraged pre-tax return on book equity (EBT/Common Equity), a measure of a
company’s profitability relative to shareholder equity, of 39.1% is also significantly higher than the S&P 500 Index Portfolio’s
15.7%. Both ratios describe the aggregate financial performance of the Fund’s portfolio companies and do not represent the
Fund’s total return.* The Barrow Portfolio’s consolidated look-through financials show capital deployment at much higher rates
of return than in the S&P 500 portfolio, which generally enables companies to re-reinvest retained cash flow to fuel growth
without seeking dilutive equity or risk-increasing debt financing.
Leveraged Return on Book Equity
Unleveraged Return On Assets
(EBT/Common Equity)
(EBIT/Assets)
39.1%
14.7%
15.7%
3.7%
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
* elow is a summary of the Fund’s total return, which is different from the aggregate return on equity and on assets of the Fund’s underlying
B
portfolio companies.
Barrow Value Opportunity Fund
Barrow Value Opportunity Fund
S&P 500 Index
**Net Expense Ratio: 1.16%; Gross Expense Ratio: 1.60%
Average Annualized Total Returns as of 9/30/16
YTD
5.50%
7.84
1 Year
8.85%
15.43
3 Year
6.96%
11.16
5 Year
15.87%
16.37
Since Inception**
15.03%
14.40
**12/31/08. Performance data quoted represents past performance; past performance does not guarantee future results.
The investment return
and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth less than the original cost. Current
performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end is available
by calling 877-767-6633.
Barrow Street Advisors LLC (the “Adviser”) has contractually agreed, until October 1, 2017, to waive Management Fees and reimburse Other
Expenses to the extent necessary to limit total annual fund operating expenses to an amount not exceeding 1.15% shares of average daily net assets.
Management Fee waivers and expense reimbursements by the Adviser are subject to repayment by the Value Opportunity Fund for a period of three
years after such fees and expenses were incurred, provided that the repayments do not cause Total Annual Fund Operating Expenses to exceed the
foregoing expense limitations.
Prior to October 1, 2017 this agreement may not be modified or terminated without the approval of the Board of
Trustees. This agreement will terminate automatically if the Value Opportunity Fund’s investment advisory agreement with the Adviser is terminated.
See page 9 for additional information about fund performance and expenses.
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. BARROW
FUNDS
Value Principles
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Private Equity Perspective
4. eturn on Equity. One of the most important conventional profitability metrics is Return on Equity. ROE reveals how much
R
profit a company earned in comparison to the total amount of Shareholder Equity.
A business with a large ROE is more
capable of intrinsically generating cash per unit of book equity. This can be especially powerful when the business uses less
leverage to generate this result.
EBIT
Margins
x
BARROW
PORTFOLIO
12.88%
x
x
S&P 500
INDEX
PORTFOLIO
12.01%
1.14%
x
(EBIT/Sales)
Asset
Turnover
0.31%
(Sales/Assets)
Equity
Multiplier
x
Tax
Burden
x
x
2.57%
x
0.63%
x
4.53%
x
0.78%
(Assets/Equity)
(NI/EBT)
Interest
Burden
=
ROE
x
0.92%
=
21.86%
x
0.88%
=
11.67%
(EBT/EBIT)
Ó
Earnings
BARROW
RESULTS
Asset
Efficiency
Ô
Leverage
Ô
Tax Burden
Ô
Interest Burden
Ó
ROE
P
P
P
x
P
P
5. he Barrow Portfolio Shows Less Leverage.
The Barrow Portfolio’s consolidated look-through balance sheet has a low
T
leverage ratio of 20.7%. The S&P 500 Index is relying on significantly more debt to finance its businesses with leverage ratios
of 36.3%. If we adjust the debt by net working capital (current assets minus current liabilities), the look-through leverage ratio for
the Barrow Portfolio drops to 8.7%, while that of the S&P 500 Index Portfolio balloons to 46.4%.
We believe that debt introduces
material risk of permanent capital loss to any business or investment, regardless of how well the debt is structured or the business
is managed currently. In contrast, we believe that low leverage generally makes companies resilient to future economic challenges.
Net Leverage Ratio
Leverage Ratio
[(DEBT-NWC)/EV]
(DEBT/EV)
46.4%
36.3%
20.7%
8.7%
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
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FUNDS
Value Principles
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Private Equity Perspective
6. arrow Portfolio Companies Are Managed by More Owner-Operators. We believe that the management teams of
B
Barrow’s portfolio companies are highly motivated and well-aligned with investors by their significant ownership in those
companies. As of September 30, 2016, the average ownership of a company in the Barrow Portfolio was 5.4%, which
significantly exceeds that of the S&P 500 Index Portfolio, as shown below.
The Barrow Portfolio management ownership in
Small-Cap and Mid-Cap holdings is even higher at 9.3% and 3.9%, respectively.
Barrow Management Ownership
Management Ownership
5.4%
8.3%
4.2%
1.6%
1.2%
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
SMALL-CAP
PORTFOLIO
MID-CAP
PORTFOLIO
LARGE-CAP
PORTFOLIO
is the total value of the issued shares of a publicly traded company. A Large-Cap company
Market capitalization
is typically defined as over $14.2 billion in market capitalization, a Mid-Cap company is typically defined as between
$2.7 billion–$14.2 billion in market capitalization and a Small-Cap company is typically defined as between $450
million–$2.7 billion in market capitalization.
7. ealthy Growth.
The Barrow Portfolio grew its consolidated look-through sales per share at a healthy year-over-year rate of
H
4.4% with a significant company dividend payout ratio of 42%. This demonstrates that the Barrow Portfolio’s companies on
average are generally able to grow well with internally-generated cash flow while still being able to pay handsome dividends.
Yr/Yr Sales Growth
per Share
Dividend Payout Ratio
4.4%
42%
31%
2.7%
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
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. BARROW
FUNDS
Value Principles
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Private Equity Perspective
8. etter Diversification. We believe the Barrow Portfolio is highly diversified by position, industry, and market cap.
B
a.
Position Diversification. The Barrow Portfolio is much less concentrated than the S&P 500 Index Portfolio.
The Barrow Portfolio’s top 10 and 25 positions represent 15% and 32% of its portfolio, respectively, which is less
concentrated than the S&P 500 Index Portfolio.
The median position size in the Barrow Portfolio is approximately
35 bps, which is higher than 9 bps for the S&P 500 Index Portfolio.
Portfolio Concentration
Median Position Size
33%
32%
0.35%
15%
18%
0.09%
BARROW
PORTFOLIO
Top 10 Positions
S&P 500 INDEX
PORTFOLIO
Top 25 Positions
BARROW
PORTFOLIO
S&P 500 INDEX
PORTFOLIO
Barrow Portfolio Top Ten Holdings
S&P 500 Index Top Ten Holdings*
(As of September 30, 2016)
(As of September 30, 2016)
Holding
% of Portfolio
Holding
% of Portfolio
LyondellBasell
2.35%
Apple Inc.
3.25%
Omnicom Group
2.05
Microsoft Corp.
2.39
Westlake Chemical Corp.
1.59
Exxon Mobil Corp.
1.93
InterDigital Inc.
1.52
Amazon.com Inc.
1.76
USANA Health Sciences Inc.
1.40
Johnson & Johnson
1.72
Quest Diagnostics Inc.
1.23
Facebook Inc.
1.59
NewMarket Corp.
1.22
Berkshire Hathaway Inc.
1.46
Herbalife Ltd.
1.21
General Electric Co.
1.42
Lancaster Colony Corp.
1.21
AT&T Inc.
1.33
1.19
JPMorgan Chase & Co.
Gentex Corp.
Total
14.97%
Total
1.28
18.13%
Portfolio holdings and sector allocations are subject to change at any time and should not be considered recommendations
to buy or sell any security.
*Investors cannot invest directly in an index.
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. BARROW
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Value Principles
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Private Equity Perspective
b. ndustry Diversification. The Barrow Portfolio has companies in seven sectors, 40 industries and 66 sub-industries
I
per the Global Industry Classification Standard (“GICS”). Despite its significant diversification, the Barrow Portfolio
is less diversified from an industry perspective than the S&P 500 Index Portfolio, as Barrow currently does not have
holdings in the financials, telecom services, utilities and real estate sectors.
Industry Diversification
By Global Industry Classification Standard
127
66
61
40
18
7
11
S&P 500 INDEX PORTFOLIO
BARROW PORTFOLIO
Sectors
24
1
Industry Groups
Industries
Sub-Industries
c.
Market Cap Diversification. The Barrow Portfolio’s positions are diversified across the Large-Cap, Mid-Cap and
Small-Cap segments of the market. The mean and median market cap of the Barrow Portfolio are approximately $16.0b
and $2.9b, respectively, while about 100% of the S&P 500 Index is Large-Cap with a mean and median market cap of
$40.8b and $19.1b, respectively.
We believe that Small-Cap and Mid-Cap companies will outperform the Large-Caps
over time as the companies therein are growing from smaller bases at earlier stages of business development with high
rates of return on capital.
Market Cap Diversification
Market Cap
(% of Portfolio)
($ Billion)
92%
44%
19.1
16.0
35%
40.8
21%
0%
2.9
S&P 500 INDEX
PORTFOLIO
BARROW
PORTFOLIO
Small-Cap
8%
Mid-Cap
BARROW
PORTFOLIO
Mean
Large-Cap
S&P 500 INDEX
PORTFOLIO
Median
M
arket capitalization is the total value of the issued shares of a publicly traded company. A Large-Cap company
is typically defined as over $14.2 billion in market capitalization, a Mid-Cap company is typically defined as between
$2.7 billion–$14.2 billion in market capitalization and a Small-Cap company is typically defined as between $450
million–$2.7 billion in market capitalization.
9. Liquidity.
Given its significant portfolio diversification, the Barrow Portfolio can be liquid, which enables its investors to
have daily liquidity in addition to reliable price discovery. A $500m investment in the S&P 500 Index Portfolio can be
thought of as similarly liquid given that its constituent companies are very large and heavily traded as members of the
leading U.S. equity index.
9
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BARROW
FUNDS
Value Principles
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Private Equity Perspective
Help Yourself, We’ll Handle the Rest
Our commitment to transparency, and to giving you and your advisors the tools they need to have long-term conviction in our
approach even when the chips are down, contribute to our desire to share more, not less, about our portfolio. While we strive
to avoid the pitfalls of biased investor behavior by focusing on strictly objective, dispassionate, time-tested metrics for
assessing quality and value across the stock market, we can’t help but feel pride when we look at the fundamental
characteristics of our underlying operating businesses.
We don’t expect everyone will relish as much as we do the opportunity to own companies that have strong cash flows and
hefty operating margins, but that is just the point. We do it so you don’t have to, and as part of our offering, we want to give
you the information we think will help you stick with your commitment to us, with conviction, through thick and thin. We’ll
do our best to handle the rest.
Disclosure
Mutual fund investing involves risk.
Principal loss is possible. The Fund’s investment objectives, risks, charges and expenses must
be considered carefully before investing. The prospectus contains this and other important information about the Fund and may be
obtained by calling 1-877-767-6633.
Read it carefully before investing. Distributed by Ultimus Fund Distributors, LLC.
The returns of the Fund shown for periods prior to its inception date are the returns of the predecessor, the Barrow Street Fund LP, an unregistered limited partnership
managed by the portfolio managers of the Barrow Value Opportunity Fund (the “Predecessor Private Fund”). The Predecessor Private Fund was reorganized into Institutional
Class shares on August 30, 2013, the date that the Value Opportunity Fund commenced operations.
The returns of the Investor Class shown for periods prior to August
30, 2013 are the returns of the Predecessor Private Fund. The Value Opportunity Fund has been managed in the same style and by the same portfolio managers since the
Predecessor Private Fund’s inception on December 31, 2008.
The Value Opportunity Fund’s investment goals, policies, guidelines and restrictions are, in all material respects, equivalent to the Predecessor Private Fund’s investment
goals, policies, guidelines and restrictions. The information shows the Predecessor Private Fund’s annual returns and long-term performance reflecting the actual fees and
expenses that were charged when the Value Opportunity Fund was a limited partnership.
The prior performance is net of management fees and other expenses but does
not include the effect of the performance fee which was in place until October 7, 2012. From its inception on December 31, 2008 through the date of this prospectus, the
Predecessor Private Fund was not subject to certain investment restrictions, diversification requirements and other restrictions of the Investment Company Act of 1940,
as amended (the “1940 Act”) or Subchapter M of the Internal Revenue Code of 1986, as amended, which, if they had been applicable, might have adversely affected the Value
Opportunity Fund’s performance.
The S&P 500 Index is an unmanaged index of equity prices and is representative of a broader market and range of securities than is found in the Fund’s portfolio. Investors
cannot invest directly in an index.
10
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