Subject
to Completion
The
information in this prospectus is not complete and may be changed. The Fund may
not sell these securities until the registration statement filed with the
Securities and Exchange Commission is effective. This prospectus is not an offer
to sell these securities and is not soliciting an offer to buy these securities
in any jurisdiction where the offer or sale is not permitted.
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T-REX
2X LONG AKAM DAILY TARGET ETF |
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T-REX
2X LONG CIEN DAILY TARGET ETF |
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T-REX
2X LONG DOCN DAILY TARGET ETF |
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T-REX
2X LONG FSLY DAILY TARGET ETF |
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T-REX
2X LONG JBL DAILY TARGET ETF |
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T-REX
2X LONG TER DAILY TARGET ETF |
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T-REX
2X LONG TSEM DAILY TARGET ETF |
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T-REX
2X LONG VIAV DAILY TARGET ETF |
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T-REX
2X LONG VSAT DAILY TARGET ETF |
PROSPECTUS
_____________,
2026
This
prospectus describes the above referenced funds (each a “Fund” and collectively,
the “Funds”) which are authorized to offer one class of shares by this
prospectus.
The
Funds seek daily long leveraged investment results and are intended to be used
as short-term trading vehicles.
The
Funds are not intended to be used by, and are not appropriate for, investors who
do not intend to actively monitor and manage their portfolios. The Funds
are very different from most mutual funds and exchange-traded funds. Investors
should note that:
(1)
The Funds are riskier than alternatives that do not use leverage because the
Funds magnify the performance of their underlying security.
(2)
The pursuit of their daily investment objective means that the return of the
Funds for a period longer than a full trading day will be the product of a
series of daily leveraged returns, for each trading day during the relevant
period. As a consequence, especially in periods of market volatility, the
volatility of the underlying security may affect a Fund’s return as much as, or
more than, the return of the underlying security. Further, the return for
investors that invest for periods less than a full trading day will not be the
product of the return of the Fund’s stated daily leveraged investment objective
and the performance of the underlying security for the full trading day. During
periods of high volatility, the Fund may not perform as expected and the Fund
may have losses when an investor may have expected gains if the Fund is held for
a period that is different than one trading day.
The
Funds are not suitable for all investors. The Funds are designed to be utilized
only by sophisticated investors, such as traders and active investors employing
dynamic strategies. Investors in the Funds should:
(1)
understand the risks associated with the use of leveraged
strategies;
(2)
understand the consequences of seeking daily
leveraged investment
results; and
(3)
intend to actively monitor and manage their investments.
Investors
who do not understand the Funds, or do not intend to actively manage their funds
and monitor their investments, should not buy the Funds.
There
is no assurance that a Fund will achieve its daily leveraged investment
objective and an investment in a Fund could lose money. The Funds are not a
complete investment program.
The
Funds’ investment adviser will not attempt to position each Fund’s portfolio to
ensure that a Fund does not gain or lose more than a maximum percentage of its
net asset value on a given trading day. As a consequence, if a Fund’s
underlying
security moves more than 50%, as applicable, on a given trading day in a
direction adverse to the Fund, the Fund’s investors would lose all of their
money.
The
trading symbols for Funds that have not commenced operations are not currently
available, but this Prospectus will be supplemented to reflect the trading
symbol prior to the commencement of operations.
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Fund |
Ticker |
Principal
U.S. Listing Exchange |
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T-REX
2X LONG AKAM DAILY TARGET ETF |
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T-REX
2X LONG CIEN DAILY TARGET ETF |
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T-REX
2X LONG DOCN DAILY TARGET ETF |
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T-REX
2X LONG FSLY DAILY TARGET ETF |
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T-REX
2X LONG JBL DAILY TARGET ETF |
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T-REX
2X LONG TER DAILY TARGET ETF |
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T-REX
2X LONG TSEM DAILY TARGET ETF |
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T-REX
2X LONG VIAV DAILY TARGET ETF |
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T-REX
2X LONG VSAT DAILY TARGET ETF |
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The
U.S. Securities and Exchange Commission (“SEC”) 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.
Table
of Contents
T-REX
2X LONG AKAM DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long AKAM Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Akamai Technologies, Inc. (NASDAQ: AKAM)
(“AKAM”). The return for investors that invest for periods longer or shorter
than a trading day should not be expected to be 200% of the performance of AKAM
for the period. The return of the Fund for a period longer than a trading day
will be the result of each trading day’s compounded return over the period,
which will very likely differ from 200% of the return of AKAM for that period.
Longer holding periods, higher volatility of AKAM and leverage increase the
impact of compounding on an investor’s returns. During periods of higher AKAM
volatility, the volatility of AKAM may affect the Fund’s return as much as, or
more than, the return of AKAM.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if AKAM’s performance is flat, and
it is possible that the Fund will lose money even if AKAM’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
AKAM falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of AKAM. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
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This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
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Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
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of Fund |
1
Year |
3
Years |
| T-REX
2X Long AKAM Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
AKAM on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on AKAM or by investing directly in the
common stock of AKAM. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in AKAM
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of AKAM are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in AKAM that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(AKAM) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain AKAM exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which AKAM is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which AKAM is assigned). As of the date of this
prospectus, AKAM is assigned to the technology sector and the software
industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of AKAM. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to AKAM is consistent with the Fund’s investment
objective. The impact of AKAM’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of AKAM has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
AKAM has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Akamai
Technologies, Inc. engages in the provision of security, delivery, and cloud
computing solutions in the United States and internationally. AKAM
is registered under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”). Information provided to or filed with the Securities
and Exchange Commission by Akamai Technologies, Inc. pursuant to the
Exchange Act can be located by reference to the Securities and Exchange
Commission file number 000-27275 through the Securities and
Exchange Commission’s website at www.sec.gov. In addition, information
regarding Akamai Technologies, Inc. may be obtained from other sources
including, but not limited to, press releases, newspaper articles and other
publicly disseminated documents.
The
Fund has derived all disclosures contained in this document regarding
Akamai Technologies, Inc. from the publicly available documents described above.
Neither the Fund, the Trust, the Adviser nor any affiliate has participated in
the preparation of such documents. Neither the Fund, the Trust, the Adviser nor
any affiliate makes any representation that such publicly available documents or
any other publicly available information regarding Akamai Technologies, Inc. is
accurate or complete. Furthermore, the Fund cannot give any assurance that all
events occurring prior to the date of the prospectus (including events that
would affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of AKAM have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Akamai Technologies, Inc.
could affect the value of the Fund’s investments with respect to AKAM and
therefore the value of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the Fund and the counterparty, the terms of a swap agreement between a
Fund and its counterparty may permit the counterparty to immediately close out
all swap transactions with the Fund. There is a risk that no suitable
counterparties will be willing to enter into, or continue to enter into,
transactions with the Fund and, as a result, the Fund may not be able to achieve
its leveraged investment objective or may decide to change its leveraged
investment objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of AKAM’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of AKAM
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how AKAM volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) AKAM volatility; b) AKAM performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to AKAM. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of AKAM volatility and AKAM performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to AKAM; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of AKAM.
During
periods of higher AKAM volatility, the volatility of AKAM may affect the Fund’s
return as much as, or more than, the return of AKAM. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of AKAM during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if AKAM
provided no return over a one-year period during which AKAM experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if AKAM’s return is
flat. For
instance, if AKAM’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of AKAM and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of AKAM. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
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One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
AKAM’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. AKAM’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
AKAM’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what AKAM
volatility and performance will be in the future. AKAM’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for AKAM is $__ on __, 2025 and
the 52-week low stock price for AKAM is $__, which occurred on __,
2025. AKAM’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
AKAM will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in AKAM, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if AKAM subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if AKAM does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with AKAM and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of AKAM, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to AKAM
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of AKAM at the market close on
the first trading day and the value of AKAM at the time of purchase. If AKAM
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if AKAM declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of AKAM.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
AKAM and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to AKAM is impacted by AKAM’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to AKAM at the end of each
day. The possibility of the Fund being materially over- or under-exposed to AKAM
increases on days when AKAM is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) AKAM. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with AKAM. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to AKAM. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of AKAM. Any of these
factors could decrease the correlation between the performance of the Fund and
AKAM and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Akamai
Technologies, Inc. is not affiliated with the Trust, the Adviser, or any
affiliates thereof and is not involved with this offering in any way, and has no
obligation to consider the Fund in taking any corporate actions that might
affect the value of the Fund. The Trust, the Fund and any affiliate are not
responsible for the performance of Akamai Technologies, Inc. and make no
representation as to the performance of AKAM. Investing in the Fund is not
equivalent to investing in AKAM. Fund shareholders will not have voting rights
or rights to receive dividends or other distributions or any other rights
with respect to AKAM.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
AKAM
Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may perform differently from the market as a whole. In addition to the
risks associated generally with investments in equity securities, Akamai faces
risks unique to its operations as a provider of cloud computing, content
delivery network (“CDN”), and cybersecurity solutions delivered through a
globally distributed network infrastructure. These risks include, among others,
dependence on
continued
demand for content delivery, edge computing, and security services; intense
competition from large cloud service providers and specialized cybersecurity
firms; pricing pressures and evolving customer requirements; and the need to
continuously invest in and expand its global network to maintain performance,
reliability, and security.
Akamai’s
business is highly dependent on the performance, scalability, and security of
its platform, and it is exposed to risks of service disruptions, cyber-attacks,
data breaches, or failures in its network infrastructure that could harm its
reputation and customer relationships. The company must also adapt to rapid
technological change, including shifts toward multi-cloud architectures, edge
computing, and evolving cybersecurity threats, and may face challenges
integrating acquisitions or developing new services. In addition, Akamai relies
on a geographically dispersed infrastructure and is subject to risks related to
international operations, including data privacy regulations, data localization
requirements, and geopolitical developments. Because its revenues are tied to
internet traffic volumes, enterprise demand for cloud and security services, and
customer usage patterns, its financial performance and stock price may fluctuate
based on changes in technology trends, customer demand, and broader market
conditions. The trading price of Akamai’s common stock has been volatile and may
continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Akamai Technologies,
Inc. is assigned (i.e., hold more than 25% of its total assets in investments
that provide exposure to the industry to which Akamai Technologies, Inc. is
assigned). A portfolio concentrated in a particular industry may present more
risks than a portfolio broadly diversified over several industries. As of the
date of this prospectus, AKAM is assigned to the software industry.
•Computer
Software Industry Risk. Computer
software companies can be significantly affected by competitive pressures,
aggressive pricing, technological developments, changing domestic demand, the
ability to attract and retain skilled employees and availability and price of
components. The market for products produced by computer software companies is
characterized by rapidly changing technology, rapid product obsolescence,
cyclical market patterns, evolving industry standards and frequent new product
introductions. The success of computer software companies depends in substantial
part on the timely and successful introduction of new products and the ability
to service such products. An unexpected change in one or more of the
technologies affecting an issuer’s products or in the market for products based
on a particular technology could have a material adverse effect on a
participant’s operating results.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the amount of
interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Large-Capitalization
Company Risk. Large-Capitalization
Company Risk. Large-capitalization companies typically have significant
financial resources, extensive product lines and broad markets for their goods
and/or services. However, they may be less able to adapt to changing market
conditions or to respond quickly to competitive challenges or to changes in
business, product, financial, or market conditions and may not be able to
maintain growth at rates that may be achieved by well-managed smaller and
mid-size companies, which may affect the companies’ returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with AKAM. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that AKAM value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the AKAM. Under
such circumstances, the market for AKAM may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of AKAM and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for AKAM and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of AKAM and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with AKAM and may incur substantial losses. If there is a significant
intra-day market event and/or AKAM experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of AKAM does not provide leveraged exposure to AKAM and, as a
result, if the Fund invests directly in common stock of AKAM to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to
achieve
its investment objective thus incurring additional expenses than if it had
effected creations and redemptions in kind. To the extent that such costs are
not offset by transaction fees paid by an authorized participant, the Fund may
bear such costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which
case
such premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares or
sells at a time when the market price is at a discount to the NAV of the Shares,
then the investor may sustain losses that are in addition to any losses caused
by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc. ). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent
information
regarding the Fund, including its NAV, market price, premiums and discounts, and
bid/ask spreads, is available on the Fund’s website at
www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG CIEN DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long CIEN Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Ciena Corporation (NYSE: CIEN) (“CIEN”). The
return for investors that invest for periods longer or shorter than a trading
day should not be expected to be 200% of the performance of CIEN for the period.
The return of the Fund for a period longer than a trading day will be the result
of each trading day’s compounded return over the period, which will very likely
differ from 200% of the return of CIEN for that period. Longer holding periods,
higher volatility of CIEN and leverage increase the impact of compounding on an
investor’s returns. During periods of higher CIEN volatility, the volatility of
CIEN may affect the Fund’s return as much as, or more than, the return of CIEN.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if CIEN’s performance is flat, and
it is possible that the Fund will lose money even if CIEN’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
CIEN falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of CIEN. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
|
|
|
|
|
|
|
This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
|
|
|
|
|
|
|
|
|
| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long CIEN Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
CIEN on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on CIEN or by investing directly in the
common stock of CIEN. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in CIEN
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of CIEN are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in CIEN that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(CIEN) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain CIEN exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which CIEN is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which CIEN is assigned). As of the date of this
prospectus, CIEN is assigned to the technology sector and the communication
equipment industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of CIEN. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to CIEN is consistent with the Fund’s investment
objective. The impact of CIEN’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of CIEN has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
CIEN has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Ciena
Corporation engages in the provision of security, delivery, and cloud computing
solutions in the United States and internationally. CIEN is registered
under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Information provided to or filed with the Securities and Exchange
Commission by Ciena Corporation pursuant to the Exchange Act can be
located by reference to the Securities and Exchange Commission file
number 001-36250 through the Securities and Exchange Commission’s
website at www.sec.gov. In addition, information regarding Ciena
Corporation may be obtained from other sources including, but not limited
to, press releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding Ciena
Corporation from the publicly available documents described above. Neither the
Fund, the Trust, the Adviser nor any affiliate has participated in the
preparation of such documents. Neither the Fund, the Trust, the Adviser nor any
affiliate makes any representation that such publicly available documents or any
other publicly available information regarding Ciena Corporation is accurate or
complete. Furthermore, the Fund cannot give any assurance that all events
occurring prior to the date of the prospectus (including events that would
affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of CIEN have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Ciena Corporation could
affect the value of the Fund’s investments with respect to CIEN and therefore
the value of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the
Fund
and the counterparty, the terms of a swap agreement between a Fund and its
counterparty may permit the counterparty to immediately close out all swap
transactions with the Fund. There is a risk that no suitable counterparties will
be willing to enter into, or continue to enter into, transactions with the Fund
and, as a result, the Fund may not be able to achieve its leveraged investment
objective or may decide to change its leveraged investment
objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of CIEN’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of CIEN
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how CIEN volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) CIEN volatility; b) CIEN performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to CIEN. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of CIEN volatility and CIEN performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to CIEN; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of CIEN.
During
periods of higher CIEN volatility, the volatility of CIEN may affect the Fund’s
return as much as, or more than, the return of CIEN. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of CIEN during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if CIEN
provided no return over a one-year period during which CIEN experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if CIEN’s return is
flat. For
instance, if CIEN’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of CIEN and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of CIEN. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
CIEN’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. CIEN’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
CIEN’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what CIEN
volatility and performance will be in the future. CIEN’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for CIEN is $__ on __, 2025 and
the 52-week low stock price for CIEN is $__, which occurred on __,
2025. CIEN’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
CIEN will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in CIEN, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if CIEN subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if CIEN does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with CIEN and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of CIEN, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to CIEN
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of CIEN at the market close on
the first trading day and the value of CIEN at the time of purchase. If CIEN
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if CIEN declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of CIEN.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
CIEN and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to CIEN is impacted by CIEN’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to CIEN at the end of each
day. The possibility of the Fund being materially over- or under-exposed to CIEN
increases on days when CIEN is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) CIEN. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with CIEN. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to CIEN. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of CIEN. Any of these
factors could decrease the correlation between the performance of the Fund and
CIEN and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Ciena
Corporation is not affiliated with the Trust, the Adviser, or any
affiliates thereof and is not involved with this offering in any way, and has no
obligation to consider the Fund in taking any corporate actions that might
affect the value of the Fund. The Trust, the Fund and any affiliate are not
responsible for the performance of Ciena Corporation and make no representation
as to the performance of CIEN. Investing in the Fund is not equivalent to
investing in CIEN. Fund shareholders will not have voting rights or rights
to receive dividends or other distributions or any other rights with respect to
CIEN.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
CIEN
Investing Risk.
Issuer-specific attributes may cause an investment held by the Fund to be more
volatile than the market generally. The value of an individual security or
particular type of security may perform differently from the market as a whole.
In addition to the risks associated generally with investments in equity
securities, CIEN faces risks unique to its operations as a provider of
networking equipment, software, and services that enable high-capacity optical
transport, routing, and switching for telecommunications carriers, cloud
providers, and enterprise customers. These risks
include,
among others, dependence on capital spending cycles of a limited number of large
telecommunications and cloud customers; variability in the timing and size of
customer orders; and exposure to delays in network deployments or infrastructure
upgrades.
CIEN’s
business is subject to rapid technological change and requires continuous
innovation to remain competitive in optical networking and bandwidth-intensive
applications, including those driven by cloud computing and artificial
intelligence. The company also faces pricing pressures and competition from
large global equipment providers, as well as emerging technologies that could
reduce demand for its products. In addition, CIEN relies on complex global
supply chains and third-party suppliers, which may experience component
shortages, manufacturing delays, or cost increases. The company’s international
operations expose it to risks related to geopolitical developments, trade
restrictions, export controls, and regulatory requirements. Because of its
dependence on a concentrated customer base and cyclical telecommunications
spending, CIEN’s financial performance and stock price may fluctuate
significantly based on changes in customer demand, network investment trends,
and global economic conditions. The trading price of CIEN’s common stock has
been volatile and may continue to experience significant
fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Ciena Corporation is
assigned (i.e., hold more than 25% of its total assets in investments that
provide exposure to the industry to which Ciena Corporation is assigned). A
portfolio concentrated in a particular industry may present more risks than a
portfolio broadly diversified over several industries. As of the date of this
prospectus, CIEN is assigned to the communication equipment
industry.
•Communication
Equipment Industry Risk. Communication
equipment companies can be significantly affected by competitive pressures,
rapid technological change, evolving industry standards, global supply chain
dependencies, and fluctuations in demand from network operators, enterprises,
and consumers. The market for products produced by communication equipment
companies is characterized by frequent innovation, short product life cycles,
cyclical capital spending by customers, and sensitivity to economic and
geopolitical conditions. The success of communication equipment companies
depends in substantial part on their ability to anticipate technological shifts,
develop products that meet emerging standards, manage complex supply chains, and
provide reliable technical support. An unexpected change in regulatory
requirements, delays in the deployment of next-generation networks, supply
shortages, or rapid product obsolescence could have a material adverse effect on
a participant’s operating results. Many communication equipment companies rely
on patents, proprietary technologies, and global distribution arrangements to
support their businesses. There can be no assurance that such protections and
arrangements will be adequate to prevent competitive disadvantages or that
rivals will not develop products that are substantially equivalent or
superior.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation
held
by the Fund later than expected), and prepayment risk (the debtor may pay its
obligation early, reducing the amount of interest payments). These risks could
affect the value of a particular investment by the Fund, possibly causing the
Fund’s share price and total return to be reduced and fluctuate more than other
types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Mid-Capitalization
Company Risk. Mid-capitalization
companies may have limited financial resources, narrower product lines, and less
diversified markets than larger, more established companies. While mid-cap
companies often have greater growth potential than large-cap firms, they may
also be more sensitive to changing market conditions, competitive pressures, and
economic downturns. Their securities may experience greater price volatility and
may be less liquid than those of large-cap companies, which could affect their
market value and investment returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with CIEN. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that CIEN value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the CIEN. Under
such circumstances, the market for CIEN may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of CIEN and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for CIEN and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of CIEN and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with CIEN and may incur substantial losses. If there is a significant
intra-day market event and/or CIEN experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of CIEN does not provide leveraged exposure to CIEN and, as a
result, if the Fund invests directly in common stock of CIEN to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in kind. To the extent that such costs are not offset
by transaction fees paid by an authorized participant, the Fund may bear such
costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility.
This
risk is heightened in times of market volatility and volatility in the Fund’s
portfolio holdings, periods of steep market declines, and periods when there is
limited trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares at a
time when the market price is at a premium to the NAV of the Shares or sells at
a time when the market price is at a discount to the NAV of the Shares, then the
investor may sustain losses that are in addition to any losses caused by a
decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc. ). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for
shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent information regarding the Fund, including its NAV,
market price, premiums and discounts, and bid/ask spreads, is available on the
Fund’s website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG DOCN DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long DOCN Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of DigitalOcean Holdings, Inc. (NYSE: DOCN)
(“DOCN”). The return for investors that invest for periods longer or shorter
than a trading day should not be expected to be 200% of the performance of DOCN
for the period. The return of the Fund for a period longer than a trading day
will be the result of each trading day’s compounded return over the period,
which will very likely differ from 200% of the return of DOCN for that period.
Longer holding periods, higher volatility of DOCN and leverage increase the
impact of compounding on an investor’s returns. During periods of higher DOCN
volatility, the volatility of DOCN may affect the Fund’s return as much as, or
more than, the return of DOCN.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if DOCN’s performance is flat, and
it is possible that the Fund will lose money even if DOCN’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
DOCN falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of DOCN. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
|
|
|
|
|
|
|
This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
|
|
|
|
|
|
|
|
|
| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long DOCN Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
DOCN on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on DOCN or by investing directly in the
common stock of DOCN. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in DOCN
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of DOCN are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in DOCN that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(DOCN) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain DOCN exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which DOCN is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which DOCN is assigned). As of the date of this
prospectus, DOCN is assigned to the technology sector and the software
industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of DOCN. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to DOCN is consistent with the Fund’s investment
objective. The impact of DOCN’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of DOCN has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
DOCN has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
DigitalOcean
Holdings, Inc. through its subsidiaries, operates an agentic inference cloud
platform in North America, Europe, Asia, and internationally. DOCN
is registered under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”). Information provided to or filed with the Securities
and Exchange Commission by DigitalOcean Holdings, Inc. pursuant to the
Exchange Act can be located by reference to the Securities and Exchange
Commission file number 001-40252 through the Securities and
Exchange Commission’s website at www.sec.gov. In addition, information
regarding DigitalOcean Holdings, Inc. may be obtained from other sources
including, but not limited to, press releases, newspaper articles and other
publicly disseminated documents.
The
Fund has derived all disclosures contained in this document regarding
DigitalOcean Holdings, Inc. from the publicly available documents described
above. Neither the Fund, the Trust, the Adviser nor any affiliate has
participated in the preparation of such documents. Neither the Fund, the Trust,
the Adviser nor any affiliate makes any representation that such publicly
available documents or any other publicly available information regarding
DigitalOcean Holdings, Inc. is accurate or complete. Furthermore, the Fund
cannot give any assurance that all events occurring prior to the date of the
prospectus (including events that would affect the accuracy or completeness of
the publicly available documents described above) that would affect the trading
price of DOCN have been publicly disclosed. Subsequent disclosure of any such
events or the disclosure of, or failure to disclose, material future events
concerning DigitalOcean Holdings, Inc. could affect the value of the Fund’s
investments with respect to DOCN and therefore the value of the
Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the Fund and the counterparty, the terms of a swap agreement between a
Fund and its counterparty may permit the counterparty to immediately close out
all swap transactions with the Fund. There is a risk that no suitable
counterparties will be willing to enter into, or continue to enter into,
transactions with the Fund and, as a result, the Fund may not be able to achieve
its leveraged investment objective or may decide to change its leveraged
investment objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of DOCN’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of DOCN
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how DOCN volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) DOCN volatility; b) DOCN performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to DOCN. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of DOCN volatility and DOCN performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to DOCN; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of DOCN.
During
periods of higher DOCN volatility, the volatility of DOCN may affect the Fund’s
return as much as, or more than, the return of DOCN. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of DOCN during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if DOCN
provided no return over a one-year period during which DOCN experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if DOCN’s return is
flat. For
instance, if DOCN’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of DOCN and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of DOCN. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
|
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|
|
|
|
|
One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
DOCN’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. DOCN’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
DOCN’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what DOCN
volatility and performance will be in the future. DOCN’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for DOCN is $__ on __, 2025 and
the 52-week low stock price for DOCN is $__, which occurred on __,
2025. DOCN’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
DOCN will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in DOCN, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if DOCN subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if DOCN does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with DOCN and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of DOCN, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to DOCN
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of DOCN at the market close on
the first trading day and the value of DOCN at the time of purchase. If DOCN
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if DOCN declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of DOCN.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
DOCN and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to DOCN is impacted by DOCN’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to DOCN at the end of each
day. The possibility of the Fund being materially over- or under-exposed to DOCN
increases on days when DOCN is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) DOCN. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with DOCN. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to DOCN. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of DOCN. Any of these
factors could decrease the correlation between the performance of the Fund and
DOCN and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. DigitalOcean
Holdings, Inc. is not affiliated with the Trust, the Adviser, or any
affiliates thereof and is not involved with this offering in any way, and has no
obligation to consider the Fund in taking any corporate actions that might
affect the value of the Fund. The Trust, the Fund and any affiliate are not
responsible for the performance of DigitalOcean Holdings, Inc. and make no
representation as to the performance of DOCN. Investing in the Fund is not
equivalent to investing in DOCN. Fund shareholders will not have voting rights
or rights to receive dividends or other distributions or any other rights
with respect to DOCN.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
DOCN
Investing Risk.
Issuer-specific attributes may cause an investment held by the Fund to be more
volatile than the market generally. The value of an individual security or
particular type of security may perform differently from the market as a whole.
In addition to the risks associated generally with investments in equity
securities, DOCN faces risks unique to its operations as a provider of cloud
computing infrastructure and platform services primarily targeted at developers,
startups, and small- to medium-sized businesses. These risks include, among
others, dependence on
continued
demand for cloud services from smaller customers that may have limited financial
resources and higher business failure rates; intense competition from
significantly larger and better-resourced cloud service providers; pricing
pressures; and the need to continually invest in and scale its infrastructure to
support customer growth and maintain service reliability.
DOCN’s
business is highly dependent on the performance, availability, and security of
its platform, and it is exposed to risks of service outages, cyber-attacks, and
data breaches that could harm its reputation and result in customer loss. The
company relies on third-party data center providers and network infrastructure,
which may create additional operational risks and dependencies. In addition,
DOCN must continue to innovate and expand its product offerings, including
higher-value services, to drive customer retention and revenue growth, and may
face challenges in doing so. Because its revenues are largely usage-based, its
financial performance is sensitive to changes in customer activity levels,
macroeconomic conditions, and technology spending trends. The company may also
face challenges in attracting and retaining customers in a competitive and
rapidly evolving market. The trading price of DOCN’s common stock has been
volatile and may continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which DigitalOcean Holdings,
Inc. is assigned (i.e., hold more than 25% of its total assets in investments
that provide exposure to the industry to which DigitalOcean Holdings, Inc. is
assigned). A portfolio concentrated in a particular industry may present more
risks than a portfolio broadly diversified over several industries. As of the
date of this prospectus, DOCN is assigned to the software industry.
•Computer
Software Industry Risk. Computer
software companies can be significantly affected by competitive pressures,
aggressive pricing, technological developments, changing domestic demand, the
ability to attract and retain skilled employees and availability and price of
components. The market for products produced by computer software companies is
characterized by rapidly changing technology, rapid product obsolescence,
cyclical market patterns, evolving industry standards and frequent new product
introductions. The success of computer software companies depends in substantial
part on the timely and successful introduction of new products and the ability
to service such products. An unexpected change in one or more of the
technologies affecting an issuer’s products or in the market for products based
on a particular technology could have a material adverse effect on a
participant’s operating results.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the amount of
interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Mid-Capitalization
Company Risk. Mid-capitalization
companies may have limited financial resources, narrower product lines, and less
diversified markets than larger, more established companies. While mid-cap
companies often have greater growth potential than large-cap firms, they may
also be more sensitive to changing market conditions, competitive pressures, and
economic downturns. Their securities may experience greater price volatility and
may be less liquid than those of large-cap companies, which could affect their
market value and investment returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with DOCN. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that DOCN value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the DOCN. Under
such circumstances, the market for DOCN may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of DOCN and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for DOCN and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of DOCN and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with DOCN and may incur substantial losses. If there is a significant
intra-day market event and/or DOCN experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of DOCN does not provide leveraged exposure to DOCN and, as a
result, if the Fund invests directly in common stock of DOCN to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to
achieve
its investment objective thus incurring additional expenses than if it had
effected creations and redemptions in kind. To the extent that such costs are
not offset by transaction fees paid by an authorized participant, the Fund may
bear such costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which
case
such premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares or
sells at a time when the market price is at a discount to the NAV of the Shares,
then the investor may sustain losses that are in addition to any losses caused
by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc. ). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent
information
regarding the Fund, including its NAV, market price, premiums and discounts, and
bid/ask spreads, is available on the Fund’s website at
www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG FSLY DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long FSLY Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Fastly, Inc. (NASDAQ: FSLY) (“FSLY”). The return
for investors that invest for periods longer or shorter than a trading day
should not be expected to be 200% of the performance of FSLY for the period. The
return of the Fund for a period longer than a trading day will be the result of
each trading day’s compounded return over the period, which will very likely
differ from 200% of the return of FSLY for that period. Longer holding periods,
higher volatility of FSLY and leverage increase the impact of compounding on an
investor’s returns. During periods of higher FSLY volatility, the volatility of
FSLY may affect the Fund’s return as much as, or more than, the return of FSLY.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if FSLY’s performance is flat, and
it is possible that the Fund will lose money even if FSLY’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
FSLY falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of FSLY. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
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This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
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| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long FSLY Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
FSLY on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on FSLY or by investing directly in the
common stock of FSLY. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in FSLY
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of FSLY are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in FSLY that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(FSLY) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain FSLY exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which FSLY is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which FSLY is assigned). As of the date of this
prospectus, FSLY is assigned to the technology sector and the software
industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of FSLY. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to FSLY is consistent with the Fund’s investment
objective. The impact of FSLY’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of FSLY has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
FSLY has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Fastly,
Inc. operates an edge cloud platform for processing, serving, and securing its
customer's applications in the United States, the Asia Pacific, Europe, and
internationally. FSLY is registered under the Securities Exchange Act of
1934, as amended (the “Exchange Act”). Information provided to or
filed with the Securities and Exchange Commission by Fastly, Inc. pursuant
to the Exchange Act can be located by reference to the Securities and
Exchange Commission file number 001-38897 through the Securities and
Exchange Commission’s website at www.sec.gov. In addition, information
regarding Fastly, Inc. may be obtained from other sources including, but
not limited to, press releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding
Fastly, Inc. from the publicly available documents described above. Neither the
Fund, the Trust, the Adviser nor any affiliate has participated in the
preparation of such documents. Neither the Fund, the Trust, the Adviser nor any
affiliate makes any representation that such publicly available documents or any
other publicly available information regarding Fastly, Inc. is accurate or
complete. Furthermore, the Fund cannot give any assurance that all events
occurring prior to the date of the prospectus (including events that would
affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of FSLY have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Fastly, Inc. could affect
the value of the Fund’s investments with respect to FSLY and therefore the value
of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the
Fund
and the counterparty, the terms of a swap agreement between a Fund and its
counterparty may permit the counterparty to immediately close out all swap
transactions with the Fund. There is a risk that no suitable counterparties will
be willing to enter into, or continue to enter into, transactions with the Fund
and, as a result, the Fund may not be able to achieve its leveraged investment
objective or may decide to change its leveraged investment
objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of FSLY’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of FSLY
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how FSLY volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) FSLY volatility; b) FSLY performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to FSLY. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of FSLY volatility and FSLY performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to FSLY; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of FSLY.
During
periods of higher FSLY volatility, the volatility of FSLY may affect the Fund’s
return as much as, or more than, the return of FSLY. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of FSLY during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if FSLY
provided no return over a one-year period during which FSLY experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if FSLY’s return is
flat. For
instance, if FSLY’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of FSLY and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of FSLY. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
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One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
FSLY’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. FSLY’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
FSLY’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what FSLY
volatility and performance will be in the future. FSLY’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for FSLY is $__ on __, 2025 and
the 52-week low stock price for FSLY is $__, which occurred on __,
2025. FSLY’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
FSLY will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in FSLY, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if FSLY subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if FSLY does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with FSLY and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of FSLY, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to FSLY
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of FSLY at the market close on
the first trading day and the value of FSLY at the time of purchase. If FSLY
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if FSLY declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of FSLY.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
FSLY and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to FSLY is impacted by FSLY’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to FSLY at the end of each
day. The possibility of the Fund being materially over- or under-exposed to FSLY
increases on days when FSLY is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) FSLY. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with FSLY. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to FSLY. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of FSLY. Any of these
factors could decrease the correlation between the performance of the Fund and
FSLY and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Fastly,
Inc. is not affiliated with the Trust, the Adviser, or any affiliates
thereof and is not involved with this offering in any way, and has no obligation
to consider the Fund in taking any corporate actions that might affect the value
of the Fund. The Trust, the Fund and any affiliate are not responsible for the
performance of Fastly, Inc. and make no representation as to the performance of
FSLY. Investing in the Fund is not equivalent to investing in FSLY. Fund
shareholders will not have voting rights or rights to receive dividends or
other distributions or any other rights with respect to FSLY.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
FSLY
Investing Risk.
Issuer-specific attributes may cause an investment held by the Fund to be more
volatile than the market generally. The value of an individual security or
particular type of security may perform differently from the market as a whole.
In addition to the risks associated generally with investments in equity
securities, Fastly faces risks unique to its operations as a provider of edge
cloud computing, content delivery network (“CDN”), and security services
delivered through a distributed network infrastructure. These risks include,
among others, dependence on a limited
number
of large customers and usage-based revenue concentration; variability in
customer traffic patterns and spending levels; intense competition from larger
cloud, CDN, and cybersecurity providers; and pricing pressures that may affect
margins.
Fastly’s
business is highly dependent on the performance, reliability, and security of
its network platform, and it is exposed to risks of service disruptions,
outages, software defects, cyber-attacks, and data breaches that could harm its
reputation and lead to customer loss. The company must also continually invest
in and scale its infrastructure and develop new products to remain competitive
in a rapidly evolving market characterized by technological change, including
edge computing and real-time data processing. In addition, Fastly has
experienced customer concentration in the past, and the loss or reduced usage of
a significant customer may materially impact its revenues. Because its revenues
are largely usage-based, its financial performance may fluctuate significantly
based on customer demand, internet traffic volumes, and broader market
conditions. The trading price of Fastly’s common stock has been volatile and may
continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Fastly, Inc. is assigned
(i.e., hold more than 25% of its total assets in investments that provide
exposure to the industry to which Fastly, Inc. is assigned). A portfolio
concentrated in a particular industry may present more risks than a portfolio
broadly diversified over several industries. As of the date of this prospectus,
FSLY is assigned to the software industry.
•Computer
Software Industry Risk. Computer
software companies can be significantly affected by competitive pressures,
aggressive pricing, technological developments, changing domestic demand, the
ability to attract and retain skilled employees and availability and price of
components. The market for products produced by computer software companies is
characterized by rapidly changing technology, rapid product obsolescence,
cyclical market patterns, evolving industry standards and frequent new product
introductions. The success of computer software companies depends in substantial
part on the timely and successful introduction of new products and the ability
to service such products. An unexpected change in one or more of the
technologies affecting an issuer’s products or in the market for products based
on a particular technology could have a material adverse effect on a
participant’s operating results.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the amount of
interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Small-Capitalization
Company Risk. Small-capitalization
companies generally have more limited financial and managerial resources, less
diversified business operations, and smaller market shares than larger
companies. As a result, they may be more vulnerable to adverse business or
economic developments, and their securities may be subject to greater price
fluctuations and lower trading volumes. Small-cap companies may also be less
able to obtain financing on favorable terms or to withstand competitive and
economic pressures, which could negatively impact their performance and
returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with FSLY. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that FSLY value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the FSLY. Under
such circumstances, the market for FSLY may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of FSLY and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for FSLY and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of FSLY and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with FSLY and may incur substantial losses. If there is a significant
intra-day market event and/or FSLY experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of FSLY does not provide leveraged exposure to FSLY and, as a
result, if the Fund invests directly in common stock of FSLY to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to
achieve
its investment objective thus incurring additional expenses than if it had
effected creations and redemptions in kind. To the extent that such costs are
not offset by transaction fees paid by an authorized participant, the Fund may
bear such costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which
case
such premiums or discounts may be significant. If an investor purchases Shares
at a time when the market price is at a premium to the NAV of the Shares or
sells at a time when the market price is at a discount to the NAV of the Shares,
then the investor may sustain losses that are in addition to any losses caused
by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc. ). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent
information
regarding the Fund, including its NAV, market price, premiums and discounts, and
bid/ask spreads, is available on the Fund’s website at
www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG JBL DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long JBL Daily Target ETF (the “Fund”) seeks daily leveraged investment
results and is very different from most other exchange-traded funds. As a
result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Jabil Inc. (NYSE: JBL) (“JBL”). The return for
investors that invest for periods longer or shorter than a trading day should
not be expected to be 200% of the performance of JBL for the period. The return
of the Fund for a period longer than a trading day will be the result of each
trading day’s compounded return over the period, which will very likely differ
from 200% of the return of JBL for that period. Longer holding periods, higher
volatility of JBL and leverage increase the impact of compounding on an
investor’s returns. During periods of higher JBL volatility, the volatility of
JBL may affect the Fund’s return as much as, or more than, the return of JBL.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if JBL’s performance is flat, and it
is possible that the Fund will lose money even if JBL’s performance increases
over a period longer than a single day. An investor could lose the full
principal value of his/her investment within a single day if the price of JBL
falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of JBL. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
|
|
|
|
|
|
|
This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
|
|
|
|
|
|
|
|
|
| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long JBL Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
JBL on a daily basis. The Fund may also seek to achieve its investment objective
by purchasing call options on JBL or by investing directly in the common stock
of JBL. The Adviser will determine the allocation of the Fund’s investments in
swap agreements, call options and direct investments in JBL common stock based
upon various factors including, but not limited to, counterparty capacity,
financing charges, liquidity, collateral availability, and overall market
conditions for a particular instrument. Direct investments in common stock of
JBL are typically less efficient than the use of swap agreements because direct
investments in common stock do not provide leveraged returns. This may
result in the Fund not achieving its 200% daily investment
objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in JBL that is equal, on
a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(JBL) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain JBL exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which JBL is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which JBL is assigned). As of the date of this
prospectus, JBL is assigned to the technology sector and the electronic
components industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of JBL. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to JBL is consistent with the Fund’s investment
objective. The impact of JBL’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of JBL has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
JBL has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Jabil
Inc. provides engineering, manufacturing, and supply chain solutions worldwide.
It operates in three segments: Regulated Industries, Intelligent Infrastructure,
and Connected Living and Digital Commerce. JBL is registered under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Information provided to or filed with the Securities and Exchange
Commission by Jabil Inc. pursuant to the Exchange Act can be
located by reference to the Securities and Exchange Commission file
number 001-14063 through the Securities and Exchange Commission’s
website at www.sec.gov. In addition, information regarding Jabil Inc. may
be obtained from other sources including, but not limited to, press
releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding Jabil
Inc. from the publicly available documents described above. Neither the Fund,
the Trust, the Adviser nor any affiliate has participated in the preparation of
such documents. Neither the Fund, the Trust, the Adviser nor any affiliate makes
any representation that such publicly available documents or any other publicly
available information regarding Jabil Inc. is accurate or complete. Furthermore,
the Fund cannot give any assurance that all events occurring prior to the date
of the prospectus (including events that would affect the accuracy or
completeness of the publicly available documents described above) that would
affect the trading price of JBL have been publicly disclosed. Subsequent
disclosure of any such events or the disclosure of, or failure to disclose,
material future events concerning Jabil Inc. could affect the value of the
Fund’s investments with respect to JBL and therefore the value of the
Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the
Fund
and the counterparty, the terms of a swap agreement between a Fund and its
counterparty may permit the counterparty to immediately close out all swap
transactions with the Fund. There is a risk that no suitable counterparties will
be willing to enter into, or continue to enter into, transactions with the Fund
and, as a result, the Fund may not be able to achieve its leveraged investment
objective or may decide to change its leveraged investment
objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of JBL’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of JBL
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how JBL volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) JBL volatility; b) JBL performance; c) period of time; d) financing
rates associated with leveraged exposure; e) other Fund expenses; and f)
dividends or interest paid with respect to JBL. The chart below illustrates the
impact of two principal factors – volatility and performance – on Fund
performance. The chart shows estimated Fund returns for a number of combinations
of JBL volatility and JBL performance over a one-year period. Performance shown
in the chart assumes that: (i) no dividends were paid with respect to JBL; (ii)
there were no Fund expenses; and (iii) borrowing/lending rates (to obtain
leveraged exposure) of 0%. If Fund expenses and/or actual borrowing/lending
rates were reflected, the estimated returns would be different than those shown.
Particularly during periods of higher volatility, compounding will cause results
for periods longer than a trading day to vary from 200% of the performance of
JBL.
During
periods of higher JBL volatility, the volatility of JBL may affect the Fund’s
return as much as, or more than, the return of JBL. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of JBL during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if JBL
provided no return over a one-year period during which JBL experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if JBL’s return is
flat. For
instance, if JBL’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of JBL and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of JBL. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
JBL’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. JBL’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
JBL’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what JBL volatility
and performance will be in the future. JBL’s stock price may be more volatile,
and may fluctuate more than the market. By way of example, currently, the
52-week high stock price for JBL is $__ on __, 2025 and the
52-week low stock price for JBL is $__, which occurred on __, 2025.
JBL’s 52-week high and low stock price may change significantly over a short
period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
JBL will be magnified. This means that an investment in the Fund will be reduced
by an amount equal to 2% for every 1% daily decline in JBL, not including the
costs of financing leverage and other operating expenses, which would further
reduce its value. The Fund could theoretically lose an amount greater than its
net assets in the event of a security decline of more than 50%. This would
result in a total loss of a shareholder’s investment in one day even if JBL
subsequently moves in the opposite direction and eliminates all or a portion of
its earlier daily change. A total loss may occur in a single day even if JBL
does not lose all of its value. Leverage will also have the effect of magnifying
any differences in the Fund’s correlation with JBL and may increase the
volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of JBL, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to JBL that
is significantly greater or significantly less than its stated multiple. The
Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of JBL at the market close on
the first trading day and the value of JBL at the time of purchase. If JBL gains
value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if JBL declines, the Fund’s net assets will decline by the
same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of JBL.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
JBL and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to JBL is impacted by JBL’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to JBL at the end of each
day. The possibility of the Fund being materially over- or under-exposed to JBL
increases on days when JBL is volatile near the close of the trading day. Market
disruptions, regulatory restrictions and high volatility will also adversely
affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) JBL. The Fund may take or refrain from taking positions in
order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with JBL. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to JBL. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of JBL. Any of these
factors could decrease the correlation between the performance of the Fund and
JBL and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Jabil
Inc. is not affiliated with the Trust, the Adviser, or any affiliates
thereof and is not involved with this offering in any way, and has no obligation
to consider the Fund in taking any corporate actions that might affect the value
of the Fund. The Trust, the Fund and any affiliate are not responsible for the
performance of Jabil Inc. and make no representation as to the performance of
JBL. Investing in the Fund is not equivalent to investing in JBL. Fund
shareholders will not have voting rights or rights to receive dividends or
other distributions or any other rights with respect to JBL.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
JBL
Investing Risk.
Issuer-specific attributes may cause an investment held by the Fund to be more
volatile than the market generally. The value of an individual security or
particular type of security may perform differently from the market as a whole.
In addition to the risks associated generally with investments in equity
securities, JBL faces risks unique to its operations as a global manufacturing
solutions provider offering electronics design, production, and supply chain
services to a diverse set of industries, including healthcare, automotive, cloud
infrastructure, and consumer
electronics.
These risks include, among others, dependence on a limited number of large
customers and variability in customer demand; pricing pressures and competitive
dynamics in the contract manufacturing industry; and exposure to customer
product cycles and end-market demand fluctuations.
JBL’s
business relies on complex global supply chains and manufacturing operations,
and it is subject to risks related to component shortages, logistics
disruptions, labor availability, geopolitical developments, and trade
restrictions. The company operates with relatively low margins and high working
capital requirements, making it sensitive to cost increases in materials, labor,
and transportation. In addition, JBL must effectively manage large-scale
manufacturing programs, including ramping production for new products, meeting
quality standards, and maintaining operational efficiency across geographically
dispersed facilities. Because JBL provides manufacturing services rather than
owning end products, it is dependent on the success of its customers’ products
and may be adversely affected by customer concentration or shifts in customer
sourcing strategies. The trading price of JBL’s common stock has been volatile
and may continue to experience significant fluctuations based on changes in
customer demand, global economic conditions, and supply chain
dynamics.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Jabil Inc. is assigned
(i.e., hold more than 25% of its total assets in investments that provide
exposure to the industry to which Jabil Inc. is assigned). A portfolio
concentrated in a particular industry may present more risks than a portfolio
broadly diversified over several industries. As of the date of this prospectus,
JBL is assigned to the electronic components industry.
•Electronic
Components
Industry Risk. The
electronic components industry is highly competitive and influenced by rapid
technological change, cyclical demand, and global supply chain dependencies.
Businesses in this industry face risks from fluctuating raw material prices,
shortages of critical inputs such as semiconductors and rare earth elements, and
reliance on contract manufacturers or overseas suppliers. The industry is also
subject to evolving regulatory requirements, including trade restrictions,
export controls, and environmental standards, which may increase costs or limit
market access. Additionally, shifts in consumer demand, intense pricing
pressure, and the risk of product obsolescence due to fast-paced innovation can
adversely impact profitability. Any of these factors could materially affect the
performance and stability of companies in the industry.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the amount of
interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Large-Capitalization
Company Risk. Large-Capitalization
Company Risk. Large-capitalization companies typically have significant
financial resources, extensive product lines and broad markets for their goods
and/or services. However, they may be less able to adapt to changing market
conditions or to respond quickly to competitive challenges or to changes in
business, product, financial, or market conditions and may not be able to
maintain growth at rates that may be achieved by well-managed smaller and
mid-size companies, which may affect the companies’ returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with JBL. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that JBL value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the JBL. Under
such circumstances, the market for JBL may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of JBL and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for JBL and/or Fund may lack sufficient liquidity
for all market participants' trades. Therefore, the Fund may have difficulty
transacting in it and/or in correlated investments, such as swap contracts.
Further, the Fund's transactions could exacerbate illiquidity and volatility in
the price of JBL and correlated derivative instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with JBL and may incur substantial losses. If there is a significant
intra-day market event and/or JBL experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of JBL does not provide leveraged exposure to JBL and, as a result,
if the Fund invests directly in common stock of JBL to a greater extent, the
Fund may not achieve its 200% daily investment objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in
kind.
To the extent that such costs are not offset by transaction fees paid by an
authorized participant, the Fund may bear such costs, which will decrease the
Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which case such premiums or discounts may be significant. If an investor
purchases Shares at a time when the market
price
is at a premium to the NAV of the Shares or sells at a time when the market
price is at a discount to the NAV of the Shares, then the investor may sustain
losses that are in addition to any losses caused by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc. ). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent information regarding the Fund, including its NAV,
market price, premiums and discounts, and bid/ask spreads, is available on the
Fund’s website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG TER DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long TER Daily Target ETF (the “Fund”) seeks daily leveraged investment
results and is very different from most other exchange-traded funds. As a
result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Teradyne, Inc. (NASDAQ: TER) (“TER”). The return
for investors that invest for periods longer or shorter than a trading day
should not be expected to be 200% of the performance of TER for the period. The
return of the Fund for a period longer than a trading day will be the result of
each trading day’s compounded return over the period, which will very likely
differ from 200% of the return of TER for that period. Longer holding periods,
higher volatility of TER and leverage increase the impact of compounding on an
investor’s returns. During periods of higher TER volatility, the volatility of
TER may affect the Fund’s return as much as, or more than, the return of TER.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if TER’s performance is flat, and it
is possible that the Fund will lose money even if TER’s performance increases
over a period longer than a single day. An investor could lose the full
principal value of his/her investment within a single day if the price of TER
falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of TER. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
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This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
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| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long TER Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
TER on a daily basis. The Fund may also seek to achieve its investment objective
by purchasing call options on TER or by investing directly in the common stock
of TER. The Adviser will determine the allocation of the Fund’s investments in
swap agreements, call options and direct investments in TER common stock based
upon various factors including, but not limited to, counterparty capacity,
financing charges, liquidity, collateral availability, and overall market
conditions for a particular instrument. Direct investments in common stock of
TER are typically less efficient than the use of swap agreements because direct
investments in common stock do not provide leveraged returns. This may
result in the Fund not achieving its 200% daily investment
objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in TER that is equal, on
a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(TER) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain TER exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which TER is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which TER is assigned). As of the date of this
prospectus, TER is assigned to the technology sector and the semiconductors
industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of TER. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to TER is consistent with the Fund’s investment
objective. The impact of TER’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of TER has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
TER has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Teradyne,
Inc. engages in the design, development, manufacture, and sale of automated test
systems and robotics products in the United States, Asia Pacific, Europe, the
Middle East, and Africa. TER is registered under the Securities Exchange
Act of 1934, as amended (the “Exchange Act”). Information provided
to or filed with the Securities and Exchange Commission by Teradyne,
Inc. pursuant to the Exchange Act can be located by reference to the
Securities and Exchange Commission file number 001-06462 through the
Securities and Exchange Commission’s website at www.sec.gov. In
addition, information regarding Teradyne, Inc. may be obtained
from other sources including, but not limited to, press
releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding
Teradyne, Inc. from the publicly available documents described above. Neither
the Fund, the Trust, the Adviser nor any affiliate has participated in the
preparation of such documents. Neither the Fund, the Trust, the Adviser nor any
affiliate makes any representation that such publicly available documents or any
other publicly available information regarding Teradyne, Inc. is accurate or
complete. Furthermore, the Fund cannot give any assurance that all events
occurring prior to the date of the prospectus (including events that would
affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of TER have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Teradyne, Inc. could
affect the value of the Fund’s investments with respect to TER and therefore the
value of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the
Fund
and the counterparty, the terms of a swap agreement between a Fund and its
counterparty may permit the counterparty to immediately close out all swap
transactions with the Fund. There is a risk that no suitable counterparties will
be willing to enter into, or continue to enter into, transactions with the Fund
and, as a result, the Fund may not be able to achieve its leveraged investment
objective or may decide to change its leveraged investment
objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of TER’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of TER
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how TER volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) TER volatility; b) TER performance; c) period of time; d) financing
rates associated with leveraged exposure; e) other Fund expenses; and f)
dividends or interest paid with respect to TER. The chart below illustrates the
impact of two principal factors – volatility and performance – on Fund
performance. The chart shows estimated Fund returns for a number of combinations
of TER volatility and TER performance over a one-year period. Performance shown
in the chart assumes that: (i) no dividends were paid with respect to TER; (ii)
there were no Fund expenses; and (iii) borrowing/lending rates (to obtain
leveraged exposure) of 0%. If Fund expenses and/or actual borrowing/lending
rates were reflected, the estimated returns would be different than those shown.
Particularly during periods of higher volatility, compounding will cause results
for periods longer than a trading day to vary from 200% of the performance of
TER.
During
periods of higher TER volatility, the volatility of TER may affect the Fund’s
return as much as, or more than, the return of TER. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of TER during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if TER
provided no return over a one-year period during which TER experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if TER’s return is
flat. For
instance, if TER’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of TER and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of TER. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
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One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
TER’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. TER’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
TER’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what TER volatility
and performance will be in the future. TER’s stock price may be more volatile,
and may fluctuate more than the market. By way of example, currently, the
52-week high stock price for TER is $__ on __, 2025 and the
52-week low stock price for TER is $__, which occurred on __, 2025.
TER’s 52-week high and low stock price may change significantly over a short
period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
TER will be magnified. This means that an investment in the Fund will be reduced
by an amount equal to 2% for every 1% daily decline in TER, not including the
costs of financing leverage and other operating expenses, which would further
reduce its value. The Fund could theoretically lose an amount greater than its
net assets in the event of a security decline of more than 50%. This would
result in a total loss of a shareholder’s investment in one day even if TER
subsequently moves in the opposite direction and eliminates all or a portion of
its earlier daily change. A total loss may occur in a single day even if TER
does not lose all of its value. Leverage will also have the effect of magnifying
any differences in the Fund’s correlation with TER and may increase the
volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of TER, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to TER that
is significantly greater or significantly less than its stated multiple. The
Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of TER at the market close on
the first trading day and the value of TER at the time of purchase. If TER gains
value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if TER declines, the Fund’s net assets will decline by the
same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of TER.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
TER and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to TER is impacted by TER’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to TER at the end of each
day. The possibility of the Fund being materially over- or under-exposed to TER
increases on days when TER is volatile near the close of the trading day. Market
disruptions, regulatory restrictions and high volatility will also adversely
affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) TER. The Fund may take or refrain from taking positions in
order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with TER. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to TER. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of TER. Any of these
factors could decrease the correlation between the performance of the Fund and
TER and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Teradyne,
Inc. is not affiliated with the Trust, the Adviser, or any affiliates
thereof and is not involved with this offering in any way, and has no obligation
to consider the Fund in taking any corporate actions that might affect the value
of the Fund. The Trust, the Fund and any affiliate are not responsible for the
performance of Teradyne, Inc. and make no representation as to the performance
of TER. Investing in the Fund is not equivalent to investing in TER. Fund
shareholders will not have voting rights or rights to receive dividends or
other distributions or any other rights with respect to TER.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
TER
Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may perform differently from the market as a whole. In addition to the
risks associated generally with investments in equity securities, TER faces
risks unique to its operations as a provider of automated test equipment (“ATE”)
for semiconductors and electronics, as well as industrial automation and
robotics solutions. These risks include, among others, cyclicality in
semiconductor capital
spending;
dependence on a limited number of large customers in the semiconductor and
electronics industries; and variability in the timing and size of customer
orders, which may result in significant fluctuations in revenues and operating
results.
TER’s
business is closely tied to demand for semiconductor testing solutions, which is
influenced by trends in chip design complexity, production volumes, and
end-market demand, including for consumer electronics, data centers, automotive,
and artificial intelligence applications. The company also faces rapid
technological change and must continually innovate to remain competitive,
including developing next-generation testing solutions and advancing its
robotics and automation offerings. In addition, TER is exposed to risks related
to global supply chains, including component availability, manufacturing
disruptions, and cost increases, as well as geopolitical developments, trade
restrictions, and export controls affecting semiconductor-related technologies.
Because TER operates in cyclical and technology-driven markets, its financial
performance and stock price may fluctuate significantly based on changes in
semiconductor industry conditions, customer demand, and broader economic
factors. The trading price of TER’s common stock has been volatile and may
continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Teradyne, Inc. is
assigned (i.e., hold more than 25% of its total assets in investments that
provide exposure to the industry to which Teradyne, Inc. is assigned). A
portfolio concentrated in a particular industry may present more risks than a
portfolio broadly diversified over several industries. As of the date of this
prospectus, TER is assigned to the semiconductors industry.
•Semiconductor
Industry Risk. Semiconductor
companies may have limited product lines, markets, financial resources or
personnel. Semiconductor companies typically face intense competition,
potentially rapid product obsolescence and high capital costs and are dependent
on third-party suppliers and the availability of materials. They are also
heavily dependent on intellectual property rights and may be adversely affected
by loss or impairment of those rights. Semiconductor companies are also affected
by the economic performance of their customers.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the amount of
interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit
risk with respect to the financial institution in which the depository account
is held. Repurchase agreements may be subject to market and credit risk related
to the collateral securing the repurchase agreement. Money market instruments
may lose money.
Large-Capitalization
Company Risk. Large-Capitalization
Company Risk. Large-capitalization companies typically have significant
financial resources, extensive product lines and broad markets for their goods
and/or services. However, they may be less able to adapt to changing market
conditions or to respond quickly to competitive challenges or to changes in
business, product, financial, or market conditions and may not be able to
maintain growth at rates that may be achieved by well-managed smaller and
mid-size companies, which may affect the companies’ returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with TER. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that TER value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the TER. Under
such circumstances, the market for TER may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of TER and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for TER and/or Fund may lack sufficient liquidity
for all market participants' trades. Therefore, the Fund may have difficulty
transacting in it and/or in correlated investments, such as swap contracts.
Further, the Fund's transactions could exacerbate illiquidity and volatility in
the price of TER and correlated derivative instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with TER and may incur substantial losses. If there is a significant
intra-day market event and/or TER experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of TER does not provide leveraged exposure to TER and, as a result,
if the Fund invests directly in common stock of TER to a greater extent, the
Fund may not achieve its 200% daily investment objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in kind. To the extent that such costs are not offset
by transaction fees paid by an authorized participant, the Fund may bear such
costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which case such premiums or discounts may be significant. If an investor
purchases Shares at a time when the market price is at a premium to the NAV of
the Shares or sells at a time when the market price is at a discount to the NAV
of the Shares, then the investor may sustain losses that are in addition to any
losses caused by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc.). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares. Except when aggregated in Creation Units, the Fund’s shares are not
redeemable securities. Recent information regarding the Fund, including its NAV,
market price, premiums and discounts, and bid/ask spreads, is available on the
Fund’s website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG TSEM DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long TSEM Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Tower Semiconductor Ltd. (NASDAQ: TSEM)
(“TSEM”). The return for investors that invest for periods longer or shorter
than a trading day should not be expected to be 200% of the performance of TSEM
for the period. The return of the Fund for a period longer than a trading day
will be the result of each trading day’s compounded return over the period,
which will very likely differ from 200% of the return of TSEM for that period.
Longer holding periods, higher volatility of TSEM and leverage increase the
impact of compounding on an investor’s returns. During periods of higher TSEM
volatility, the volatility of TSEM may affect the Fund’s return as much as, or
more than, the return of TSEM.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if TSEM’s performance is flat, and
it is possible that the Fund will lose money even if TSEM’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
TSEM falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of TSEM. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
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This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
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| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long TSEM Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
TSEM on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on TSEM or by investing directly in the
common stock of TSEM. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in TSEM
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of TSEM are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in TSEM that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(TSEM) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain TSEM exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which TSEM is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which TSEM is assigned). As of the date of this
prospectus, TSEM is assigned to the technology sector and the semiconductors
industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of TSEM. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to TSEM is consistent with the Fund’s investment
objective. The impact of TSEM’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of TSEM has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
TSEM has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Tower
Semiconductor Ltd. an independent semiconductor foundry, provides technology,
development, and process platforms for integrated circuits in the United States,
Japan, rest of Asia, and Europe. TSEM is registered under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). Information provided
to or filed with the Securities and Exchange Commission by Tower
Semiconductor Ltd. pursuant to the Exchange Act can be located by reference
to the Securities and Exchange Commission file number
000-24790 through the Securities and Exchange Commission’s website at
www.sec.gov. In addition, information regarding Tower Semiconductor Ltd.
may be obtained from other sources including, but not limited to, press
releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding Tower
Semiconductor Ltd. from the publicly available documents described above.
Neither the Fund, the Trust, the Adviser nor any affiliate has participated in
the preparation of such documents. Neither the Fund, the Trust, the Adviser nor
any affiliate makes any representation that such publicly available documents or
any other publicly available information regarding Tower Semiconductor Ltd. is
accurate or complete. Furthermore, the Fund cannot give any assurance that all
events occurring prior to the date of the prospectus (including events that
would affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of TSEM have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Tower Semiconductor Ltd.
could affect the value of the Fund’s investments with respect to TSEM and
therefore the value of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the Fund and the counterparty, the terms of a swap agreement between a
Fund and its counterparty may permit the counterparty to immediately close out
all swap transactions with the Fund. There is a risk that no suitable
counterparties will be willing to enter into, or continue to enter into,
transactions with the Fund and, as a result, the Fund may not be able to achieve
its leveraged investment objective or may decide to change its leveraged
investment objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of TSEM’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of TSEM
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how TSEM volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) TSEM volatility; b) TSEM performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to TSEM. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of TSEM volatility and TSEM performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to TSEM; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of TSEM.
During
periods of higher TSEM volatility, the volatility of TSEM may affect the Fund’s
return as much as, or more than, the return of TSEM. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of TSEM during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if TSEM
provided no return over a one-year period during which TSEM experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if TSEM’s return is
flat. For
instance, if TSEM’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of TSEM and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of TSEM. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
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One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
TSEM’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. TSEM’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
TSEM’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what TSEM
volatility and performance will be in the future. TSEM’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for TSEM is $__ on __, 2025 and
the 52-week low stock price for TSEM is $__, which occurred on __,
2025. TSEM’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
TSEM will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in TSEM, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if TSEM subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if TSEM does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with TSEM and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of TSEM, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to TSEM
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of TSEM at the market close on
the first trading day and the value of TSEM at the time of purchase. If TSEM
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if TSEM declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of TSEM.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
TSEM and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to TSEM is impacted by TSEM’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to TSEM at the end of each
day. The possibility of the Fund being materially over- or under-exposed to TSEM
increases on days when TSEM is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) TSEM. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with TSEM. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to TSEM. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of TSEM. Any of these
factors could decrease the correlation between the performance of the Fund and
TSEM and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Tower
Semiconductor Ltd. is not affiliated with the Trust, the Adviser, or any
affiliates thereof and is not involved with this offering in any way, and has no
obligation to consider the Fund in taking any corporate actions that might
affect the value of the Fund. The Trust, the Fund and any affiliate are not
responsible for the performance of Tower Semiconductor Ltd. and make no
representation as to the performance of TSEM. Investing in the Fund is not
equivalent to investing in TSEM. Fund shareholders will not have voting rights
or rights to receive dividends or other distributions or any other rights
with respect to TSEM.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
TSEM
Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may perform differently from the market as a whole. In addition to the
risks associated generally with investments in equity securities, TSEM faces
risks unique to its operations as a specialty analog and mixed-signal
semiconductor foundry that focuses on customized manufacturing processes rather
than leading-edge digital chip production. TSEM’s business is dependent on
securing
and
maintaining long-term customer relationships for specialized fabrication
services, and its revenues may be adversely affected if customers reduce
volumes, transition designs to other foundries, or experience end-market
weakness in sectors such as automotive, industrial, or radio frequency
applications.
TSEM
operates fabrication facilities in multiple jurisdictions and relies on high
utilization rates to achieve profitability, making it particularly sensitive to
fluctuations in customer demand and production volumes. The company’s
manufacturing model requires significant fixed costs and ongoing capital
investment, and it may face challenges in aligning capacity with demand or
efficiently ramping new or acquired facilities. TSEM is also exposed to risks
associated with technology transfer and joint manufacturing arrangements,
including integration challenges, operational inefficiencies, and reliance on
partners. In addition, the company’s focus on mature-node and specialty
technologies may limit its participation in certain high-growth segments of the
semiconductor industry, while still exposing it to pricing pressures and
competition from both larger foundries and niche providers.
TSEM’s
global footprint exposes it to geopolitical, regulatory, and currency risks,
including trade restrictions, export controls, and regional instability that may
affect operations, supply chains, or customer demand. The company is also
dependent on specialized equipment and materials, which may be subject to supply
constraints or cost increases. Because of its niche positioning, customer
concentration, and sensitivity to industrial and analog semiconductor cycles,
TSEM’s financial performance and stock price may fluctuate significantly based
on changes in utilization rates, customer demand, and broader economic
conditions. The trading price of TSEM’s common stock has been volatile and may
continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Tower Semiconductor Ltd.
is assigned (i.e., hold more than 25% of its total assets in investments that
provide exposure to the industry to which Tower Semiconductor Ltd. is assigned).
A portfolio concentrated in a particular industry may present more risks than a
portfolio broadly diversified over several industries. As of the date of this
prospectus, TSEM is assigned to the semiconductors industry.
•Semiconductor
Industry Risk. Semiconductor
companies may have limited product lines, markets, financial resources or
personnel. Semiconductor companies typically face intense competition,
potentially rapid product obsolescence and high capital costs and are dependent
on third-party suppliers and the availability of materials. They are also
heavily dependent on intellectual property rights and may be adversely affected
by loss or impairment of those rights. Semiconductor companies are also affected
by the economic performance of their customers.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation
held
by the Fund later than expected), and prepayment risk (the debtor may pay its
obligation early, reducing the amount of interest payments). These risks could
affect the value of a particular investment by the Fund, possibly causing the
Fund’s share price and total return to be reduced and fluctuate more than other
types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Mid-Capitalization
Company Risk. Mid-capitalization
companies may have limited financial resources, narrower product lines, and less
diversified markets than larger, more established companies. While mid-cap
companies often have greater growth potential than large-cap firms, they may
also be more sensitive to changing market conditions, competitive pressures, and
economic downturns. Their securities may experience greater price volatility and
may be less liquid than those of large-cap companies, which could affect their
market value and investment returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with TSEM. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that TSEM value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the TSEM. Under
such circumstances, the market for TSEM may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of TSEM and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for TSEM and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of TSEM and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with TSEM and may incur substantial losses. If there is a significant
intra-day market event and/or TSEM experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of TSEM does not provide leveraged exposure to TSEM and, as a
result, if the Fund invests directly in common stock of TSEM to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in kind. To the extent that such costs are not offset
by transaction fees paid by an authorized participant, the Fund may bear such
costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility.
This
risk is heightened in times of market volatility and volatility in the Fund’s
portfolio holdings, periods of steep market declines, and periods when there is
limited trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares at a
time when the market price is at a premium to the NAV of the Shares or sells at
a time when the market price is at a discount to the NAV of the Shares, then the
investor may sustain losses that are in addition to any losses caused by a
decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc.). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares.
Except
when aggregated in Creation Units, the Fund’s shares are not redeemable
securities. Recent information regarding the Fund, including its NAV, market
price, premiums and discounts, and bid/ask spreads, is available on the Fund’s
website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG VIAV DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long VIAV Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Viavi Solutions Inc. (NASDAQ: VIAV) (“VIAV”).
The return for investors that invest for periods longer or shorter than a
trading day should not be expected to be 200% of the performance of VIAV for the
period. The return of the Fund for a period longer than a trading day will be
the result of each trading day’s compounded return over the period, which will
very likely differ from 200% of the return of VIAV for that period. Longer
holding periods, higher volatility of VIAV and leverage increase the impact of
compounding on an investor’s returns. During periods of higher VIAV volatility,
the volatility of VIAV may affect the Fund’s return as much as, or more than,
the return of VIAV.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if VIAV’s performance is flat, and
it is possible that the Fund will lose money even if VIAV’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
VIAV falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of VIAV. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
|
|
|
|
|
|
|
This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
|
|
|
|
|
|
|
|
|
| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long VIAV Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
VIAV on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on VIAV or by investing directly in the
common stock of VIAV. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in VIAV
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of VIAV are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in VIAV that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(VIAV) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain VIAV exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which VIAV is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which VIAV is assigned). As of the date of this
prospectus, VIAV is assigned to the technology sector and the communications
equipment industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of VIAV. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to VIAV is consistent with the Fund’s investment
objective. The impact of VIAV’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of VIAV has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
VIAV has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Viavi
Solutions Inc. provides network test, monitoring, and assurance solutions for
telecommunications, cloud, enterprises, first responders, military, aerospace,
and critical infrastructures in the Americas, the Asia-Pacific, Europe, the
Middle East, and Africa. VIAV is registered under the Securities Exchange
Act of 1934, as amended (the “Exchange Act”). Information provided
to or filed with the Securities and Exchange Commission by Viavi
Solutions Inc. pursuant to the Exchange Act can be located by reference to
the Securities and Exchange Commission file number 000-22874 through
the Securities and Exchange Commission’s website at www.sec.gov. In
addition, information regarding Viavi Solutions Inc. may be obtained
from other sources including, but not limited to, press
releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding Viavi
Solutions Inc. from the publicly available documents described above. Neither
the Fund, the Trust, the Adviser nor any affiliate has participated in the
preparation of such documents. Neither the Fund, the Trust, the Adviser nor any
affiliate makes any representation that such publicly available documents or any
other publicly available information regarding Viavi Solutions Inc. is accurate
or complete. Furthermore, the Fund cannot give any assurance that all events
occurring prior to the date of the prospectus (including events that would
affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of VIAV have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Viavi Solutions Inc.
could affect the value of the Fund’s investments with respect to VIAV and
therefore the value of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the Fund and the counterparty, the terms of a swap agreement between a
Fund and its counterparty may permit the counterparty to immediately close out
all swap transactions with the Fund. There is a risk that no suitable
counterparties will be willing to enter into, or continue to enter into,
transactions with the Fund and, as a result, the Fund may not be able to achieve
its leveraged investment objective or may decide to change its leveraged
investment objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of VIAV’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of VIAV
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how VIAV volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) VIAV volatility; b) VIAV performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to VIAV. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of VIAV volatility and VIAV performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to VIAV; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of VIAV.
During
periods of higher VIAV volatility, the volatility of VIAV may affect the Fund’s
return as much as, or more than, the return of VIAV. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of VIAV during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if VIAV
provided no return over a one-year period during which VIAV experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if VIAV’s return is
flat. For
instance, if VIAV’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of VIAV and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of VIAV. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
VIAV’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. VIAV’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
VIAV’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what VIAV
volatility and performance will be in the future. VIAV’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for VIAV is $__ on __, 2025 and
the 52-week low stock price for VIAV is $__, which occurred on __,
2025. VIAV’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
VIAV will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in VIAV, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if VIAV subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if VIAV does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with VIAV and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of VIAV, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to VIAV
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of VIAV at the market close on
the first trading day and the value of VIAV at the time of purchase. If VIAV
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if VIAV declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of VIAV.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
VIAV and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to VIAV is impacted by VIAV’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to VIAV at the end of each
day. The possibility of the Fund being materially over- or under-exposed to VIAV
increases on days when VIAV is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) VIAV. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with VIAV. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to VIAV. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of VIAV. Any of these
factors could decrease the correlation between the performance of the Fund and
VIAV and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Viavi
Solutions Inc. is not affiliated with the Trust, the Adviser, or any
affiliates thereof and is not involved with this offering in any way, and has no
obligation to consider the Fund in taking any corporate actions that might
affect the value of the Fund. The Trust, the Fund and any affiliate are not
responsible for the performance of Viavi Solutions Inc. and make no
representation as to the performance of VIAV. Investing in the Fund is not
equivalent to investing in VIAV. Fund shareholders will not have voting rights
or rights to receive dividends or other distributions or any other rights
with respect to VIAV.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
VIAV
Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may perform differently from the market as a whole. In addition to the
risks associated generally with investments in equity securities, VIAV faces
risks unique to its operations as a provider of network test, monitoring, and
assurance solutions, as well as optical technologies used in telecommunications,
aerospace and defense, and industrial applications. These risks include,
among
others, dependence on capital spending by telecommunications service providers
and network equipment manufacturers; variability in the timing and scale of
customer deployments and network upgrades; and exposure to cyclical demand in
telecom and related industries.
VIAV’s
business is influenced by ongoing transitions in network technologies, including
5G deployment, fiber expansion, and evolving cloud and data infrastructure, and
it must continue to innovate to remain competitive. The company also faces
competition from other test and measurement providers and may experience pricing
pressures and changes in customer purchasing behavior. In addition, VIAV relies
on complex global supply chains and specialized components, which may be subject
to shortages, delays, or cost increases. Its international operations expose it
to geopolitical risks, trade restrictions, and regulatory developments that may
affect demand or operations. Because VIAV serves industries with cyclical and
project-based spending patterns, its financial performance and stock price may
fluctuate significantly based on changes in customer demand, technology cycles,
and broader economic conditions. The trading price of VIAV’s common stock has
been volatile and may continue to experience significant
fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Viavi Solutions Inc. is
assigned (i.e., hold more than 25% of its total assets in investments that
provide exposure to the industry to which Viavi Solutions Inc. is assigned). A
portfolio concentrated in a particular industry may present more risks than a
portfolio broadly diversified over several industries. As of the date of this
prospectus, VIAV is assigned to the communications equipment
industry.
•Communication
Equipment Industry Risk. Communication
equipment companies can be significantly affected by competitive pressures,
rapid technological change, evolving industry standards, global supply chain
dependencies, and fluctuations in demand from network operators, enterprises,
and consumers. The market for products produced by communication equipment
companies is characterized by frequent innovation, short product life cycles,
cyclical capital spending by customers, and sensitivity to economic and
geopolitical conditions. The success of communication equipment companies
depends in substantial part on their ability to anticipate technological shifts,
develop products that meet emerging standards, manage complex supply chains, and
provide reliable technical support. An unexpected change in regulatory
requirements, delays in the deployment of next-generation networks, supply
shortages, or rapid product obsolescence could have a material adverse effect on
a participant’s operating results. Many communication equipment companies rely
on patents, proprietary technologies, and global distribution arrangements to
support their businesses. There can be no assurance that such protections and
arrangements will be adequate to prevent competitive disadvantages or that
rivals will not develop products that are substantially equivalent or
superior.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit risk (the
debtor may default), extension risk (an issuer may exercise its right to repay
principal on a fixed rate obligation held by the Fund later than expected), and
prepayment risk (the debtor may pay its obligation early, reducing the
amount
of interest payments). These risks could affect the value of a particular
investment by the Fund, possibly causing the Fund’s share price and total return
to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Mid-Capitalization
Company Risk. Mid-capitalization
companies may have limited financial resources, narrower product lines, and less
diversified markets than larger, more established companies. While mid-cap
companies often have greater growth potential than large-cap firms, they may
also be more sensitive to changing market conditions, competitive pressures, and
economic downturns. Their securities may experience greater price volatility and
may be less liquid than those of large-cap companies, which could affect their
market value and investment returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with VIAV. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that VIAV value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the VIAV. Under
such circumstances, the market for VIAV may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of VIAV and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for VIAV and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of VIAV and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with VIAV and may incur substantial losses. If there is a significant
intra-day market event and/or VIAV experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock of VIAV does not provide leveraged exposure to VIAV and, as a
result, if the Fund invests directly in common stock of VIAV to a greater
extent, the Fund may not achieve its 200% daily investment
objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in kind. To the extent that such costs are not offset
by transaction fees paid by an authorized participant, the Fund may bear such
costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility.
This
risk is heightened in times of market volatility and volatility in the Fund’s
portfolio holdings, periods of steep market declines, and periods when there is
limited trading activity for Shares in the secondary market, in which case such
premiums or discounts may be significant. If an investor purchases Shares at a
time when the market price is at a premium to the NAV of the Shares or sells at
a time when the market price is at a discount to the NAV of the Shares, then the
investor may sustain losses that are in addition to any losses caused by a
decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX Exchange, Inc.). The price of the Fund’s shares is based on market
price, and because exchange-traded fund shares trade at market prices rather
than NAV, shares may trade at a price greater than NAV (premium) or less than
NAV (discount). When buying or selling shares through a broker, most investors
will incur customary brokerage commissions and charges and you may pay some or
all of the spread between the bid and the offered prices in the secondary market
for shares.
Except
when aggregated in Creation Units, the Fund’s shares are not redeemable
securities. Recent information regarding the Fund, including its NAV, market
price, premiums and discounts, and bid/ask spreads, is available on the Fund’s
website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
T-REX
2X LONG VSAT DAILY TARGET ETF
IMPORTANT
INFORMATION ABOUT THE FUND
The
T-REX 2X Long VSAT Daily Target ETF (the “Fund”) seeks daily leveraged
investment results and is very different from most other exchange-traded funds.
As a result, the Fund may be riskier than alternatives that do not use leverage
because the Fund’s objective is to magnify (200%) the daily performance of the
publicly-traded common stock of Viasat, Inc. (NASDAQ: VSAT) (“VSAT”). The return
for investors that invest for periods longer or shorter than a trading day
should not be expected to be 200% of the performance of VSAT for the period. The
return of the Fund for a period longer than a trading day will be the result of
each trading day’s compounded return over the period, which will very likely
differ from 200% of the return of VSAT for that period. Longer holding periods,
higher volatility of VSAT and leverage increase the impact of compounding on an
investor’s returns. During periods of higher VSAT volatility, the volatility of
VSAT may affect the Fund’s return as much as, or more than, the return of VSAT.
The
Fund is not suitable for all investors. The Fund is designed to be utilized only
by knowledgeable investors who understand the potential consequences of seeking
daily leveraged (2X) investment results, understand the risks associated with
the use of leverage and are willing to monitor their portfolios frequently. The
Fund is not intended to be used by, and is not appropriate for, investors who do
not intend to actively monitor and manage their portfolios. For periods longer
than a single day, the Fund will lose money if VSAT’s performance is flat, and
it is possible that the Fund will lose money even if VSAT’s performance
increases over a period longer than a single day. An investor could lose the
full principal value of his/her investment within a single day if the price of
VSAT falls by more than 50% in one trading day.
Investment
Objective
The
Fund seeks daily investment results, before fees and expenses, of 200% of the
daily performance of VSAT. The
Fund does not seek to achieve its stated investment objective for a period of
time different than a trading day.
Fees
and Expenses of the Fund
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This
table describes the fees and expenses that you may pay if you buy, hold,
and sell shares of the Fund.
You may pay other fees, such as brokerage commissions and other fees to
financial intermediaries, which are not reflected in the tables and
examples below.
Annual
Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your
investment) |
|
Management
Fee(1) |
1.50% |
| Distribution
(12b-1) and Service Fees |
0.00% |
|
Other
Expenses(2) |
0.00% |
|
Total
Annual Fund Operating Expenses(3) |
1.50% |
(1)Under
the Investment Advisory Agreement, Tuttle Capital Management LLC (the
“Adviser”), at its own expense and without reimbursement from the Fund, pays all
of the expenses of the Fund, excluding the advisory fees, interest expenses,
taxes, acquired fund fees and expenses, brokerage commissions and any other
portfolio transaction-related expenses and fees arising out of transactions
effected on behalf of the Fund, credit facility fees and expenses, including
interest expenses, and litigation and indemnification expenses and other
extraordinary expenses not incurred in the ordinary course of the Fund’s
business.
(2)Other
Expenses are estimated for the Fund’s initial fiscal year.
(3)The
cost of investing in swaps, including the embedded cost of the swap and the
operating expenses of the referenced assets, is an indirect expense that is not
included in the above fee table and is not reflected in the expense example. The
total indirect cost of investing in swaps, including the embedded cost of the
swap and the operating expenses of the referenced assets, is estimated to be
0.189% for the fiscal period ending December 31, 2026.
Example
This
example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other funds. The example assumes that you invest
$10,000 in the Fund for the time periods indicated and then hold or redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a five percent (5%) return each year and that the Fund’s
operating expenses remain the same. Although your actual costs may be higher or
lower, based on these assumptions your costs would be:
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| Name
of Fund |
1
Year |
3
Years |
| T-REX
2X Long VSAT Daily Target ETF |
$153 |
$474 |
Portfolio
Turnover
The
Fund pays transaction costs, such as commissions, when it buys and sells
securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes when Fund
shares are held in a taxable account. These costs, which are not reflected in
annual fund operating expenses or in the example, affect the Fund’s performance.
As of the date of this Prospectus, the Fund has not yet commenced operations and
therefore does not have any portfolio turnover information
available.
Principal
Investment Strategies
The
Fund, under normal circumstances, invests at least 80% of its net assets
(plus any borrowings for investment purposes) in financial instruments that are
designed to provide, in the aggregate, 200% exposure to the price performance of
VSAT on a daily basis. The Fund may also seek to achieve its investment
objective by purchasing call options on VSAT or by investing directly in the
common stock of VSAT. The Adviser will determine the allocation of the Fund’s
investments in swap agreements, call options and direct investments in VSAT
common stock based upon various factors including, but not limited to,
counterparty capacity, financing charges, liquidity, collateral availability,
and overall market conditions for a particular instrument. Direct investments in
common stock of VSAT are typically less efficient than the use of swap
agreements because direct investments in common stock do not provide leveraged
returns. This may result in the Fund not achieving its 200% daily
investment objective.
The
Fund will enter into one or more swap agreements with financial
institutions whereby the Fund and the financial institution will agree to
exchange the return earned on an investment by the Fund in VSAT that is equal,
on a daily basis, to 200% of the value of the Fund's net assets.
If
the Adviser determines to use call options, the Fund will purchase exchange
traded call options, including “FLEX Options.” Call options give the holder
(i.e.,
the buyer) the right to buy an asset (or receive cash value of the asset, in
case of certain call options) and the seller (i.e.,
the writer) the obligation to sell the asset (or deliver cash value of the
asset, in case of certain call options) at a certain defined price. FLexible
EXchange® Options (“FLEX Options”) are customized options contracts that trade
on an exchange but provide investors with the ability to customize key contract
terms like strike price, style and expiration date while achieving price
discovery in competitive, transparent auctions markets and avoiding the
counterparty exposure of over-the-counter (OTC) options positions. Like
traditional exchange-traded options, FLEX Options are guaranteed for settlement
by the OCC, a market clearinghouse that guarantees performance by counterparties
to certain derivatives contracts. The FLEX Options are listed on the Chicago
Board Options Exchange. The Fund may take delivery of the underlying security
(VSAT) if it chooses to exercise a call option and either hold or sell the
security in the secondary markets.
The
Adviser attempts to consistently apply leverage to obtain VSAT exposure for the
Fund equal to 200% of the value of its net assets and expects to rebalance the
Fund’s holdings daily to maintain such exposure. As a result of its investment
strategies, the Fund will be concentrated in the industry to which VSAT is
assigned (i.e.,
hold 25% or more of its total assets in investments that provide leveraged
exposure in the industry to which VSAT is assigned). As of the date of this
prospectus, VSAT is assigned to the technology sector and the communications
equipment industry.
The
Fund will attempt to achieve its investment objective without regard to
overall market movement or the increase or decrease of the value of VSAT. At the
close of the markets each trading day, the Adviser rebalances the Fund’s
portfolio so that its exposure to VSAT is consistent with the Fund’s investment
objective. The impact of VSAT’s price movements during the day will affect
whether the Fund’s portfolio needs to be rebalanced. For example, if the price
of VSAT has risen on a given day, net assets of the Fund should rise, meaning
that the Fund’s exposure will need to be increased. Conversely, if the price of
VSAT has fallen on a given day, net assets of the Fund should fall, meaning the
Fund’s exposure will need to be reduced. This daily rebalancing typically
results in high portfolio turnover. On a day-to-day basis, the Fund is expected
to hold money market funds, deposit accounts with institutions with high quality
(investment grade) credit ratings, and/or short-term debt instruments that have
terms-to-maturity of less than 397 days and exhibit high quality (investment
grade) credit profiles, including U.S. government securities and repurchase
agreements.
The
Fund may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, which the Board
of Trustees of the Fund has determined to be within the same group of investment
companies as the Fund.
Generally,
the Fund pursues its investment objective regardless of market conditions
and does not generally take defensive positions. If the Fund’s underlying
security moves more than 50% on a given trading day in a direction adverse to
the Fund, the Fund’s investors would lose all of their money.
The
terms “daily,” “day,” and “trading day,” refer to the period from the close
of the markets on one trading day to the close of the markets on the next
trading day. The Fund is “non-diversified,” under the Investment Company Act of
1940, as amended. Additionally, the Fund’s investment objective is not a
fundamental policy and may be changed by the Fund’s Board of Trustees without
shareholder approval.
Viasat,
Inc. provides broadband and communications products and services in the United
States and internationally. VSAT is registered under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). Information provided
to or filed with the Securities and Exchange Commission by Viasat,
Inc. pursuant to the Exchange Act can be located by reference to the
Securities and Exchange Commission file number 000-21767 through the
Securities and Exchange Commission’s website at www.sec.gov. In
addition, information regarding Viasat, Inc. may be obtained
from other sources including, but not limited to, press
releases, newspaper articles and other publicly
disseminated documents.
The
Fund has derived all disclosures contained in this document regarding
Viasat, Inc. from the publicly available documents described above. Neither the
Fund, the Trust, the Adviser nor any affiliate has participated in the
preparation of such documents. Neither the Fund, the Trust, the Adviser nor any
affiliate makes any representation that such publicly available documents or any
other publicly available information regarding Viasat, Inc. is accurate or
complete. Furthermore, the Fund cannot give any assurance that all events
occurring prior to the date of the prospectus (including events that would
affect the accuracy or completeness of the publicly available documents
described above) that would affect the trading price of VSAT have been publicly
disclosed. Subsequent disclosure of any such events or the disclosure of, or
failure to disclose, material future events concerning Viasat, Inc. could affect
the value of the Fund’s investments with respect to VSAT and therefore the value
of the Fund.
Because
of daily rebalancing and the compounding of each day’s return over time,
the return of the Fund for periods longer than a single day will be the result
of each day’s returns compounded over the period, which will very likely differ
from 200% of the return of the underlying security over the same period. The
Fund will lose money if the underlying security performance is flat over time,
and as a result of daily rebalancing, the underlying security’s volatility and
the effects of compounding, it is even possible that the Fund will lose money
over time while the underlying security’s performance increases over a period
longer than a single day.
The
Fund may enter into swap agreements with a limited number of
counterparties. If the underlying security has a dramatic move in price that
causes a material decline in the Fund’s NAV over certain stated periods agreed
to by the
Fund
and the counterparty, the terms of a swap agreement between a Fund and its
counterparty may permit the counterparty to immediately close out all swap
transactions with the Fund. There is a risk that no suitable counterparties will
be willing to enter into, or continue to enter into, transactions with the Fund
and, as a result, the Fund may not be able to achieve its leveraged investment
objective or may decide to change its leveraged investment
objective.
Principal
Risks
An
investment in the Fund entails risk. The Fund may not achieve its leveraged
investment objective and there is a risk that you could lose all of your money
invested in the Fund. The Fund is not a complete investment program.
In addition, the Fund presents risks not traditionally associated with
other mutual funds and ETFs. It is important that investors closely review all
of the risks listed below and understand them before making an investment
in the Fund.
Effects
of Compounding and Market Volatility Risk. The
Fund has a daily leveraged investment objective and the Fund’s performance for
periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from 200% of VSAT’s
performance, before fees and expenses. Compounding affects all investments, but
has a more significant impact on funds that are leveraged and that rebalance
daily and becomes more pronounced as volatility and holding periods increase.
The impact of compounding will impact each shareholder differently depending on
the period of time an investment in the Fund is held and the volatility of VSAT
during the shareholder’s holding period of an investment in the
Fund.
The
chart below provides examples of how VSAT volatility and its return could
affect the Fund’s performance. Fund performance for periods greater than one
single day can be estimated given any set of assumptions for the following
factors: a) VSAT volatility; b) VSAT performance; c) period of time; d)
financing rates associated with leveraged exposure; e) other Fund expenses; and
f) dividends or interest paid with respect to VSAT. The chart below illustrates
the impact of two principal factors – volatility and performance – on
Fund performance. The chart shows estimated Fund returns for a number of
combinations of VSAT volatility and VSAT performance over a one-year period.
Performance shown in the chart assumes that: (i) no dividends were paid with
respect to VSAT; (ii) there were no Fund expenses; and (iii) borrowing/lending
rates (to obtain leveraged exposure) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of VSAT.
During
periods of higher VSAT volatility, the volatility of VSAT may affect the Fund’s
return as much as, or more than, the return of VSAT. The impact of compounding
will impact each shareholder differently depending on the period of time an
investment in the Fund is held and the volatility of VSAT during a shareholder’s
holding period of an investment in the Fund.
As
shown in the chart below, the Fund would be expected to lose 6.1% if VSAT
provided no return over a one-year period during which VSAT experienced
annualized volatility of 25%. At higher ranges of volatility, there is a chance
of a significant loss of value in the Fund, even if VSAT’s return is
flat. For
instance, if VSAT’s annualized volatility is 100%, the Fund would be expected to
lose 63.2% of its value, even if the cumulative return for the year was
0%. Areas
shaded red (or dark gray) represent those scenarios where the Fund can be
expected to return less than 200% of the performance of VSAT and those shaded
green (or light gray) represent those scenarios where the Fund can be expected
to return more than 200% of the performance of VSAT. The table below is not a
representation of the Fund’s actual returns, which may be significantly better
or worse than the returns shown below as a result of any of the factors
discussed above or in “Daily Correlation Risk” below.
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One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
VSAT’s
annualized historical daily volatility rate for the five-year period ended
December 31, 2025 was __%. VSAT’s annualized daily volatility rates were as
follows:
2021 __%
2022 __%
2023 __%
2024 __%
2025 __%
VSAT’s
annualized performance for the five-year period ended December 31, 2025 was __%.
Historical volatility and performance are not indications of what VSAT
volatility and performance will be in the future. VSAT’s stock price may be more
volatile, and may fluctuate more than the market. By way of example, currently,
the 52-week high stock price for VSAT is $__ on __, 2025 and
the 52-week low stock price for VSAT is $__, which occurred on __,
2025. VSAT’s 52-week high and low stock price may change significantly over a
short period of time.
For
information regarding the effects of volatility and performance on the
long-term performance of the Fund, see “Additional Information About Investment
Techniques and Policies.”
Leverage
Risk. The
Fund obtains investment exposure in excess of its net assets by utilizing
leverage and may lose more money in market conditions that are adverse to its
investment objective than a fund that does not utilize leverage. An investment
in the Fund is exposed to the risk that a decline in the daily performance of
VSAT will be magnified. This means that an investment in the Fund will be
reduced by an amount equal to 2% for every 1% daily decline in VSAT, not
including the costs of financing leverage and other operating expenses, which
would further reduce its value. The Fund could theoretically lose an amount
greater than its net assets in the event of a security decline of more than 50%.
This would result in a total loss of a shareholder’s investment in one day even
if VSAT subsequently moves in the opposite direction and eliminates all or a
portion of its earlier daily change. A total loss may occur in a single day even
if VSAT does not lose all of its value. Leverage will also have the effect of
magnifying any differences in the Fund’s correlation with VSAT and may increase
the volatility of the Fund.
To
the extent that the instruments utilized by the Fund are thinly traded or
have a limited market, the Fund may be unable to meet its investment objective
due to a lack of available investments or counterparties. During such periods,
the Fund’s ability to issue additional Creation Units may be adversely affected.
As a result, the Fund’s shares could trade
at
a premium or discount to their net asset value and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase
its transaction fee, change its investment objective by, for example, seeking to
track an alternative security, reduce its leverage or close. In such
circumstances, the Fund’s investment adviser will consult with counsel to the
Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
Derivatives
are financial instruments that derive value from the underlying reference
asset or assets, such as stocks, bonds, or funds (including ETFs), interest
rates or indexes. Investing in derivatives may be considered aggressive and may
expose the Fund to greater risks, and may result in larger losses or smaller
gains, than investing directly in the reference assets underlying those
derivatives, which may prevent the Fund from achieving its investment objective.
The
Fund expects to use swap agreements to achieve its investment objective.
The Fund’s investments in derivatives may pose risks in addition to, and greater
than, those associated with directly investing in securities or other
investments, including risk related to the market, leverage, imperfect
correlations with underlying investments or the Fund’s other portfolio holdings,
higher price volatility, lack of availability, counterparty, liquidity,
valuation, and legal restrictions. The performance of a derivative may not track
the performance of its reference asset, including due to fees and other costs
associated with it. Because derivatives often require only a limited initial
investment, the use of derivatives may expose the Fund to losses in excess of
the amount initially invested. As a result, the value of an investment in the
Fund may change quickly and without warning. Additionally, any financing,
borrowing or other costs associated with using derivatives may also have the
effect of lowering the Fund’s return. Such costs may increase as interest rates
rise.
Swap
Agreements.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection as exchange-traded
instruments, which may expose investors to significant losses.
The
Fund will be subject to regulatory constraints relating to the level of
value at risk that the Fund may incur through its derivatives portfolio. To the
extent the Fund exceeds these regulatory thresholds over an extended period, the
Fund may determine that it is necessary to make adjustments to the Fund’s
investment strategy and the Fund may not achieve its investment objective. To
the extent that the Fund exceeds the level of value at risk for an extended
period, the Fund may amend and/or supplement its prospectus as promptly as
feasible under the particular circumstances to include appropriate adjustments
to its investment strategy and if necessary, the Fund’s name.
Call
Options.
The
use of call options involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which is affected by fiscal and monetary policies and by
national and international politics, changes in the actual or implied volatility
or the reference asset, and the time remaining until the expiration of the
option contract and economic events. The values of the options contracts in
which the Fund invests are substantially influenced by the value of the
underlying instrument. The Fund may experience substantial downside from
specific option positions and certain option positions held by the Fund may
expire worthless. The options held by the Fund are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the value of the underlying instrument.
However, prior to expiry, the value of an option generally does not increase or
decrease at the same rate as the underlying instrument. There may at times be an
imperfect correlation between the movement in values of options contracts and
the reference asset, and there may at times not be a liquid secondary market for
certain
options
contracts. The value of the options held by the Fund will be determined based on
market quotations or other recognized pricing methods. As the options contracts
are exercised or expire the Fund may enter into new options contracts, a
practice referred to as rolling.
FLEX
Options.
The
FLEX Options held by the Fund will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset. FLEX Options are listed on an
exchange; however, it is not guaranteed that a liquid secondary trading market
will exist. In the event that trading in the FLEX Options is limited or absent,
the value of the FLEX Options may decrease.
Counterparty
Risk.
A
counterparty may be unwilling or unable to make timely payments to meet its
contractual obligations or may fail to return holdings that are subject to the
agreement with the counterparty. If the counterparty or its affiliate becomes
insolvent, bankrupt or defaults on its payment obligations to the Fund, the
value of an investment held by the Fund may decline. Additionally, if any
collateral posted by the counterparty for the benefit of the Fund is
insufficient or there are delays in the Fund’s ability to access such
collateral, the Fund may not be able to achieve its leveraged investment
objective.
In
addition, the Fund may enter into swap agreements with a limited number of
counterparties, which may increase the Fund’s exposure to counterparty credit
risk. Further, there is a risk that no suitable counterparties will be willing
to enter into, or continue to enter into, transactions with the Fund and, as a
result, the Fund may not be able to achieve its leveraged investment objective
or may decide to change its leveraged investment objective. The risk of a
limited number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Fund is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of VSAT, it is important for investors to
understand that significant increases in the costs of entering into the swaps
may negatively impact investment results after
fees and expenses.
Rebalancing
Risk.
If
for any reason the Fund is unable to rebalance all or a part of its
portfolio, or if all or a portion of the portfolio is rebalanced incorrectly,
the Fund’s investment exposure may not be consistent with its investment
objective. In these instances, the Fund may have investment exposure to VSAT
that is significantly greater or significantly less than its stated multiple.
The Fund may be more exposed to leverage risk than if it had been properly
rebalanced and may not achieve its investment objective, leading to
significantly greater losses or reduced gains.
Intra-Day
Investment Risk.
The Fund seeks leveraged investment results from the close of the market on a
given trading day until the close of the market on the subsequent trading day.
The exact exposure of an investment in the Fund intraday in the secondary market
is a function of the difference between the value of VSAT at the market close on
the first trading day and the value of VSAT at the time of purchase. If VSAT
gains value, the Fund’s net assets will rise by the same amount as the Fund’s
exposure. Conversely, if VSAT declines, the Fund’s net assets will decline by
the same amount as the Fund’s exposure. Thus, an investor that purchases shares
intra-day may experience performance that is greater than, or less than, the
Fund’s stated multiple of VSAT.
If
there is a significant intra-day market event and/or the securities
experience a significant change in value, the Fund may not meet its investment
objective, may not be able to rebalance its portfolio appropriately, or may
experience significant premiums or discounts, or widened bid-ask spreads.
Additionally, the Fund may close to purchases and sales of shares (“Shares”)
prior to the close of trading on the Exchange and incur significant
losses.
Daily
Correlation Risk.
There is no guarantee that the Fund will achieve a high degree of correlation to
VSAT and therefore achieve its daily leveraged investment objective. The
Fund’s exposure to VSAT is impacted by VSAT’s movement. Because of this, it
is unlikely that the Fund will be perfectly exposed to VSAT at the end of each
day. The possibility of the Fund being materially over- or under-exposed to VSAT
increases on days when VSAT is volatile near the close of the trading day.
Market disruptions, regulatory restrictions and high volatility will also
adversely affect the Fund’s ability to adjust exposure to the required
levels.
The
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, accounting standards and their application to
income items, disruptions, illiquid or high volatility in the markets for the
securities or financial instruments in which the Fund invests, early and
unanticipated closings of the markets on which the holdings of the Fund trade,
resulting in the inability of the Fund to execute intended portfolio
transactions, regulatory and tax considerations, which may cause the Fund to
hold (or not to hold) VSAT. The Fund may take or refrain from taking positions
in order to improve tax efficiency, comply with regulatory restrictions, or for
other reasons, each of which may negatively affect the Fund’s desired
correlation with VSAT. The Fund may be subject to large movements of assets into
and out of the Fund, potentially resulting in the Fund being over- or
under-exposed to VSAT. Additionally, the Fund’s underlying investments and/or
reference assets may trade on markets that may not be open on the same day as
the Fund, which may cause a difference between the changes in the daily
performance of the Fund and changes in the performance of VSAT. Any of these
factors could decrease the correlation between the performance of the Fund and
VSAT and may hinder the Fund’s ability to meet its daily leveraged investment
objective on or around that day.
Market
Risk. The
Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, changes in interest rates, changes in the actual or
perceived creditworthiness of issuers, general market liquidity, exchange
trading suspensions and closures, and public health risks. The Fund is subject
to the risk that geopolitical events will disrupt markets and adversely affect
global economies, markets, and exchanges. Local, regional, or global events such
as war, acts of terrorism, natural disasters, the spread of infectious illness
or other public health issues, conflicts and social unrest or other events could
have a significant impact on the Fund, its investments, and the Fund’s ability
to achieve its investment objective.
Indirect
Investment Risk. Viasat,
Inc. is not affiliated with the Trust, the Adviser, or any affiliates
thereof and is not involved with this offering in any way, and has no obligation
to consider the Fund in taking any corporate actions that might affect the value
of the Fund. The Trust, the Fund and any affiliate are not responsible for the
performance of Viasat, Inc. and make no representation as to the performance of
VSAT. Investing in the Fund is not equivalent to investing in VSAT. Fund
shareholders will not have voting rights or rights to receive dividends or
other distributions or any other rights with respect to VSAT.
Underlying
Security Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may be more volatile than the market as a whole and may perform
differently from the value of the market as a whole.
Regulatory
Risk. The
Fund is subject to the risk that a change in U.S. law and related regulations
will impact the way a Fund operates, increase the particular costs of the Fund's
operations and/or change the competitive landscape. Additional legislative or
regulatory changes could occur that may materially and adversely affect the
Fund.
VSAT
Investing Risk. Issuer-specific
attributes may cause an investment held by the Fund to be more volatile than the
market generally. The value of an individual security or particular type of
security may perform differently from the market as a whole. In addition to the
risks associated generally with investments in equity securities, VSAT faces
risks unique to its operations as a provider of satellite communications,
broadband services, and secure networking solutions for commercial, government,
and defense markets. These risks include, among others, significant capital
requirements
associated
with the design, construction, launch, and operation of satellites; risks of
satellite launch failures, in-orbit malfunctions, or service disruptions; and
dependence on the successful deployment and performance of its satellite
fleet.
VSAT’s
business is subject to long development cycles and substantial upfront
investment, and its financial performance may be adversely affected by delays,
cost overruns, or technical issues related to satellite programs. The company
also faces intense competition from other satellite operators, terrestrial
broadband providers, and emerging low-Earth orbit (“LEO”) satellite
constellations, which may offer alternative services and pricing structures. In
addition, VSAT relies on regulatory approvals and access to spectrum, and
changes in spectrum allocation, licensing requirements, or international
regulations may impact its operations. The company’s global operations expose it
to geopolitical risks, including export controls, government contracting risks,
and dependence on defense and public sector customers. Because VSAT operates in
capital-intensive and technologically complex markets, its financial performance
and stock price may fluctuate significantly based on satellite deployment
timelines, customer demand, competitive dynamics, and broader economic
conditions. The trading price of VSAT’s common stock has been volatile and may
continue to experience significant fluctuations.
Technology
Sector Risk. The
market prices of technology-related securities tend to exhibit a greater
degree of market risk and sharp price fluctuations than other types of
securities. These securities may fall in and out of favor with investors
rapidly, which may cause sudden selling and dramatically lower market prices.
Technology securities may be affected by intense competition, obsolescence of
existing technology, general economic conditions and government regulation and
may have limited product lines, markets, financial resources, or personnel.
Technology companies may experience dramatic and often unpredictable changes in
growth rates and competition for qualified personnel. These companies are also
heavily dependent on patent and intellectual property rights, the loss or
impairment of which may adversely impact a company’s profitability. A small
number of companies represent a large portion of the technology industry. In
addition, a rising interest rate environment tends to negatively affect
technology companies, those technology companies seeking to finance expansion
would have increased borrowing costs, which may negatively impact earnings.
Technology companies having high market valuations may appear less attractive to
investors, which may cause sharp decreases in their market prices.
Industry
Concentration Risk. The
Fund will be concentrated in the industry to which Viasat, Inc. is assigned
(i.e., hold more than 25% of its total assets in investments that provide
exposure to the industry to which Viasat, Inc. is assigned). A portfolio
concentrated in a particular industry may present more risks than a portfolio
broadly diversified over several industries. As of the date of this prospectus,
VSAT is assigned to the communications equipment industry.
•Communication
Equipment Industry Risk. Communication
equipment companies can be significantly affected by competitive pressures,
rapid technological change, evolving industry standards, global supply chain
dependencies, and fluctuations in demand from network operators, enterprises,
and consumers. The market for products produced by communication equipment
companies is characterized by frequent innovation, short product life cycles,
cyclical capital spending by customers, and sensitivity to economic and
geopolitical conditions. The success of communication equipment companies
depends in substantial part on their ability to anticipate technological shifts,
develop products that meet emerging standards, manage complex supply chains, and
provide reliable technical support. An unexpected change in regulatory
requirements, delays in the deployment of next-generation networks, supply
shortages, or rapid product obsolescence could have a material adverse effect on
a participant’s operating results. Many communication equipment companies rely
on patents, proprietary technologies, and global distribution arrangements to
support their businesses. There can be no assurance that such protections and
arrangements will be adequate to prevent competitive disadvantages or that
rivals will not develop products that are substantially equivalent or
superior.
Fixed
Income Securities Risk.
When the Fund invests in fixed income securities, the value of your investment
in the Fund will fluctuate with changes in interest rates. Typically, a rise in
interest rates causes a decline in the value of fixed income securities owned by
the Fund. In general, the market price of fixed income securities with longer
maturities will increase or decrease more in response to changes in interest
rates than shorter-term securities. Other risk factors include credit
risk
(the debtor may default), extension risk (an issuer may exercise its right to
repay principal on a fixed rate obligation held by the Fund later than
expected), and prepayment risk (the debtor may pay its obligation early,
reducing the amount of interest payments). These risks could affect the value of
a particular investment by the Fund, possibly causing the Fund’s share price and
total return to be reduced and fluctuate more than other types of investments.
Money
Market Instrument Risk.
The
Fund may use a variety of money market instruments for cash management
purposes, including money market funds, depositary accounts and repurchase
agreements. Money market funds may be subject to credit risk with respect to the
debt instruments in which they invest. Depository accounts may be subject to
credit risk with respect to the financial institution in which the depository
account is held. Repurchase agreements may be subject to market and credit risk
related to the collateral securing the repurchase agreement. Money market
instruments may lose money.
Mid-Capitalization
Company Risk. Mid-capitalization
companies may have limited financial resources, narrower product lines, and less
diversified markets than larger, more established companies. While mid-cap
companies often have greater growth potential than large-cap firms, they may
also be more sensitive to changing market conditions, competitive pressures, and
economic downturns. Their securities may experience greater price volatility and
may be less liquid than those of large-cap companies, which could affect their
market value and investment returns.
Liquidity
Risk.
Holdings
of the Fund may be difficult to buy or sell or may be illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If the Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, the Fund may be adversely impacted. Certain market
conditions or restrictions may prevent the Fund from limiting losses, realizing
gains, or achieving a high correlation with VSAT. There is no assurance that a
security or derivative instrument that is deemed liquid when purchased will
continue to be liquid. Market illiquidity may cause losses for the Fund. To the
extent that VSAT value increases or decreases significantly, the Fund may be one
of many market participants that are attempting to transact in the VSAT. Under
such circumstances, the market for VSAT may lack sufficient liquidity for all
market participants' trades. Therefore, the Fund may have more difficulty
transacting in the securities or financial instruments and the Fund's
transactions could exacerbate the price changes of VSAT and may impact the
ability of the Fund to achieve its investment objective.
In
certain cases, the market for VSAT and/or Fund may lack sufficient
liquidity for all market participants' trades. Therefore, the Fund may have
difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, the Fund's transactions could exacerbate illiquidity and
volatility in the price of VSAT and correlated derivative
instruments.
Early
Close/Trading Halt Risk. Although
an underlying security’s shares are listed for trading on an exchange,
there can be no assurance that an active trading market for such shares will be
available at all times. An exchange or market may close or issue trading halts
on specific securities or financial instruments, including the shares of the
Fund. Under such circumstances, the ability to buy or sell certain portfolio
securities or financial instruments may be restricted, which may result in the
Fund being unable to buy or sell investments for its portfolio, may disrupt the
Fund’s creation/redemption process, and may temporarily prevent investors from
buying and selling shares of the Fund. In addition, the Fund may be unable to
accurately price its investments, may fail to achieve performance that is
correlated with VSAT and may incur substantial losses. If there is a significant
intra-day market event and/or VSAT experiences a significant price increase or
decrease, the Fund may not meet its investment objective or rebalance its
portfolio appropriately. Additionally, the Fund may close to purchases and sales
of Shares prior to the close of regular trading on Cboe BZX Exchange, Inc. and
incur significant losses.
Equity
Securities Risk. Publicly
issued equity securities, including common stocks, are subject to market risks
that may cause their prices to fluctuate over time. Fluctuations in the value of
equity securities in which the Fund invests, and/or has exposure to, will cause
the net asset value of the Fund to fluctuate. The Fund’s direct investments in
common stock
of
VSAT does not provide leveraged exposure to VSAT and, as a result, if the Fund
invests directly in common stock of VSAT to a greater extent, the Fund may not
achieve its 200% daily investment objective.
Cash
Transaction Risk.
The Fund intends to effect creations and redemptions for cash rather than for
in-kind securities. As a result, the Fund may not be tax efficient and may incur
brokerage costs related to buying and selling securities to achieve its
investment objective thus incurring additional expenses than if it had effected
creations and redemptions in kind. To the extent that such costs are not offset
by transaction fees paid by an authorized participant, the Fund may bear such
costs, which will decrease the Fund’s net asset value.
Tax
Risk. In
order to qualify for the special tax treatment accorded a regulated
investment company (“RIC”) and its shareholders, the Fund must derive at least
90% of its gross income for each taxable year from “qualifying income,” meet
certain asset diversification tests at the end of each taxable quarter, and meet
annual distribution requirements. The Fund’s pursuit of its investment strategy
will potentially be limited by the Fund’s intention to qualify for such
treatment and could adversely affect the Fund’s ability to so qualify. The Fund
may make certain investments, the treatment of which for these purposes is
unclear. If, in any year, the Fund were to fail to qualify for the special tax
treatment accorded a RIC and its shareholders, and were ineligible to or were
not to cure such failure, the Fund would be taxed in the same manner as an
ordinary corporation subject to U.S. federal income tax on all its income
at the fund level. The resulting taxes could substantially reduce the Fund’s net
assets and the amount of income available for distribution. In addition, in
order to requalify for taxation as a RIC, the Fund could be required to
recognize unrealized gains, pay substantial taxes and interest, and make certain
distributions. Please see the section entitled “Taxes” in the Statement of
Additional Information for more information.
Non-Diversification
Risk. The
Fund is classified as “non-diversified” under the Investment Company Act of
1940, as amended. This means it has the ability to invest a relatively high
percentage of its assets in the securities of a small number of issuers or in
financial instruments with a single counterparty or a few counterparties. This
may increase the Fund’s volatility and increase the risk that the Fund’s
performance will decline based on the performance of a single issuer or the
credit of a single counterparty and make the Fund more susceptible to risks
associated with a single economic, political, or regulatory occurrence than a
diversified fund.
ETF
Risks.
The Fund is an exchange-traded fund, and, as a result of an ETF’s structure, it
is exposed to the following risks:
•Authorized
Participants, Market Makers, and Liquidity Providers Limitation Risk.
The Fund has a limited number of financial institutions that may act as
Authorized Participants (“APs”). In addition, there may be a limited number of
market makers and/or liquidity providers in the marketplace. To the extent
either of the following events occur, Shares may trade at a material discount to
NAV and possibly face delisting: (i) APs exit the business or otherwise become
unable to process creation and/or redemption orders and no other APs step
forward to perform these services, or (ii) market makers and/or liquidity
providers exit the business or significantly reduce their business activities
and no other entities step forward to perform their functions.
•Cash
Redemption Risk.
The Fund intends to redeem Shares for cash or to otherwise include cash as part
of its redemption proceeds. The Fund may be required to sell or unwind portfolio
investments to obtain the cash needed to distribute redemption proceeds. This
may cause the Fund to recognize a capital gain that it might not have recognized
if it had made a redemption in-kind. As a result, the Fund may pay out higher
annual capital gain distributions than if the in-kind redemption process was
used.
•Costs
of Buying or Selling Shares.
Due to the costs of buying or selling Shares, including brokerage commissions
imposed by brokers and bid/ask spreads, frequent trading of Shares may
significantly reduce investment results and an investment in Shares may not be
advisable for investors who anticipate regularly making small
investments.
•Shares
May Trade at Prices Other Than NAV.
As with all ETFs, Shares may be bought and sold in the secondary market at
market prices. Although it is expected that the market price of Shares will
approximate the Fund’s NAV, there may be times when the market price of Shares
is more than the NAV intra-day (premium) or less than the NAV intra-day
(discount) due to supply and demand of Shares or during periods of market
volatility. This risk is heightened in times of market volatility and volatility
in the Fund’s portfolio holdings, periods of steep market declines, and periods
when there is limited trading activity for Shares in the secondary market, in
which case such premiums or discounts may be significant. If an investor
purchases Shares at a time when the market price is at a premium to the NAV of
the Shares or sells at a time when the market price is at a discount to the NAV
of the Shares, then the investor may sustain losses that are in addition to any
losses caused by a decrease in NAV.
•Trading.
Although Shares are listed for trading on a national securities exchange, and
may be traded on other U.S. exchanges, there can be no assurance that Shares
will trade with any volume, or at all, on any stock exchange. In stressed market
conditions, the liquidity of Shares may begin to mirror the liquidity of the
Fund’s underlying portfolio holdings, which can be significantly less liquid
than Fund Shares.
New
Fund Risk. As
of the date of this prospectus, the Fund has no operating history and currently
has fewer assets than larger funds. Like other new funds, large inflows and
outflows may impact the Fund’s market exposure for limited periods of time. This
impact may be positive or negative, depending on the direction of market
movement during the period affected.
The
Shares will change in value, and you could lose money by investing in the Fund.
The Fund may not achieve its investment objective.
Performance
History
The
Fund has not yet commenced operations and does not have a full calendar year of
performance history. In the future, performance information will be presented in
this section of the Prospectus. Performance information will contain a bar chart
and table that provide some indication of the risks of investing in the Fund by
showing changes in the Fund’s performance from year to year and by showing the
Fund’s average annual returns for certain time periods as compared to a broad
measure of market performance. Investors should be aware that past performance
before and after taxes is not necessarily an indication of how the Fund will
perform in the future.
Updated
performance information for the Fund, including its current net asset value per
share, is available by calling toll-free at (833) 759-6110.
Investment
Adviser
Tuttle
Capital Management, LLC (the “Adviser”) is the investment adviser to the
Fund.
Portfolio
Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as the Fund’s
portfolio manager since its inception.
Purchase
and Sale of Fund Shares
The
Fund will issue (or redeem) shares to certain institutional investors (typically
market makers or other broker-dealers) only in large blocks of at least XXXXX
shares known as “Creation Units.” Creation Unit transactions are typically
effected in cash, but the Fund reserves the right to accept in-kind securities.
Individual shares may only be purchased and sold on a national securities
exchange through a broker-dealer. You can purchase and sell individual shares of
the Fund throughout the trading day like any publicly traded security. The
Fund’s shares are listed on the Exchange (i.e.,
Cboe BZX
Exchange,
Inc.). The price of the Fund’s shares is based on market price, and because
exchange-traded fund shares trade at market prices rather than NAV, shares may
trade at a price greater than NAV (premium) or less than NAV (discount). When
buying or selling shares through a broker, most investors will incur customary
brokerage commissions and charges and you may pay some or all of the spread
between the bid and the offered prices in the secondary market for shares.
Except when aggregated in Creation Units, the Fund’s shares are not redeemable
securities. Recent information regarding the Fund, including its NAV, market
price, premiums and discounts, and bid/ask spreads, is available on the Fund’s
website at www.rexshares.com.
Tax
Information
The
Fund’s distributions will be taxed as ordinary income or capital gain, unless
you are investing through a tax-deferred arrangement, such as a 401(k) plan or
an individual retirement account in which case withdrawals from such
arrangements generally will be taxed.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of the Fund through a broker-dealer or other financial
intermediary (e.g.,
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 financial intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your financial intermediary’s website for more
information.
ADDITIONAL
INFORMATION ABOUT THE FUNDS’ INVESTMENTS
Each
Fund’s investment objective is described in the summary section for each Fund.
The summary section also describes each Fund’s principal investment strategies,
including the types of securities in which each Fund invests, and the principal
risks of investing in each Fund. The principal investment strategies are not the
only investment strategies available to each Fund, but they are the ones each
Fund primarily uses to achieve its investment objective.
The
Funds do not seek to achieve their stated investment objective for a period of
time different than a trading day. The Funds’ investment objectives may be
changed by the Board of Trustees (the “Board”) of ETF Opportunities Trust (the
“Trust”) without shareholder approval upon sixty (60) days’ written notice to
shareholders. Unless otherwise noted, all other policies of the Funds may be
changed without shareholder approval. Each Fund reserves the right to substitute
a different ETF, index, or security for the underlying security.
T-REX
2X Long AKAM Daily Target ETF
T-REX
2X Long CIEN Daily Target ETF
T-REX
2X Long DOCN Daily Target ETF
T-REX
2X Long FSLY Daily Target ETF
T-REX
2X Long JBL Daily Target ETF
T-REX
2X Long TER Daily Target ETF
T-REX
2X Long TSEM Daily Target ETF
T-REX
2X Long VIAV Daily Target ETF
T-REX
2X Long VSAT Daily Target ETF
(Each
a “2X Long ETF” or collectively, the “2X Long ETFs”).
The
Funds are not suitable for all investors. The Funds are designed to be utilized
only by sophisticated investors, such as traders and active investors
employing dynamic strategies. Such investors are expected to monitor and manage
their portfolios frequently. Investors in the Funds should: (a) understand the
risks associated with the use of leverage; (b) understand the consequences of
seeking daily leveraged investment results; and (c) intend to actively monitor
and manage their investments. Investors who do not understand the Funds or do
not intend to actively manage their funds and monitor their investments should
not buy the Funds.
There
is no assurance that the Funds will achieve their investment objective and an
investment in a Fund could lose money. No single Fund is a complete
investment program.
ETFs
are funds that trade like other publicly traded securities. Unlike shares of a
mutual fund, which can be bought and redeemed from the issuing fund by all
shareholders at a price based on NAV, shares of the Funds may be purchased or
redeemed directly from the Funds at NAV solely by Authorized Participants and
only in aggregations of a specified number of shares Creation Units. Also,
unlike shares of a mutual fund, shares of the Funds are listed on a national
securities exchange and trade in the secondary market at market prices that
change throughout the day.
Each
Fund will enter into swap agreements with respect to its underlying security
with financial institutions for a specified period ranging from one day to more
than one year whereby the Funds and the financial institution will agree to
exchange the return earned or realized on the underlying security. The gross
returns to be exchanged or “swapped” between the parties is calculated with
respect to a “notional amount,” e.g., the return on or change in value of a
particular dollar amount representing the underlying security.
Each
trading day the Adviser adjusts each 2X Long ETF’s exposure to its underlying
security such that the notional exposure of all swaps equals 200% of the ETF’s
aggregate net asset value. The impact of market movements during the day
determines whether the total notional swap exposure needs to be increased or
decreased. If the price of the underlying security has risen on a given day, the
value of the Fund’s net assets should rise, meaning its total notional swap
exposure will typically need to be increased. Conversely, if the price of the
underlying security has fallen on a given day, the value of the Fund’s net
assets should fall, meaning its total notional swap exposure will typically need
to be reduced.
The
time and manner in which each Fund rebalances its portfolio may vary from day to
day at the sole discretion of the Adviser depending upon market conditions and
other circumstances. Generally, at or near the close of the market at each
trading day, each Fund will position its portfolio to ensure that the Fund’s
exposure to its underlying security is consistent with its stated investment
objective. Each Fund reviews its notional exposure under each of its swap
agreements, which reflects the extent of the Fund’s total investment exposure
under the swap, to ensure that the Fund’s exposure is in-line with its stated
investment objective. The gross returns to be exchanged are calculated with
respect to the notional amount and the underlying security’s returns to which
the swap is linked. Swaps are typically closed out on a net basis. Thus, while
the notional amount reflects a Fund’s total investment exposure under the swap,
the net amount is the Fund’s current obligations (or rights) under the swap.
That is the amount to be paid or received under the agreement based on the
relative values of the positions held by each party to the agreement. If for any
reason a Fund is unable to rebalance all or a portion of its portfolio, or if
all or a portion of the portfolio is rebalanced incorrectly, a Fund’s investment
exposure may not be consistent with the Fund’s investment objective. As a
result, a Fund may be more or less exposed to leverage risk than if it had been
properly rebalanced and may not achieve its investment objective. To the extent
that a Fund needs to “roll” its swap positions (i.e., enter into new swap
positions with a later expiration date as the current positions approach
expiration), it could be subjected to increased costs, which could negatively
impact the Fund’s performance.
To
create the necessary exposure, each Fund will enter into one or more swap
agreements, which incur borrowing costs. In light of these charges and each
Fund’s operating expenses, the expected return of each 2X Long ETF over one
trading day is equal to the gross expected return, which is the daily underlying
stock return, minus (i) financing charges incurred by the Fund in addition to
the financing cost embedded in the underlying stock and (ii) daily operating
expenses. For instance, if an underlying stock returns 2% on a given day, the
gross expected return of the Fund would be 2% multiplied by the daily leverage
factor, but the net expected return, which factors in the cost of financing the
portfolio and the impact of operating expenses, would be lower.
The
Funds may invest in other exchange-traded funds for cash management purposes.
Such exchange-traded funds may include The Laddered T-Bill ETF, a series of REX
ETF Trust, which the Board of Trustees of the Fund has determined to be within
the same group of investment companies as the Funds.
Additionally,
the Funds may invest between 40-80% of each Fund’s portfolio depending on the
amount of collateral required by the Fund’s counterparties in (1) U.S.
Government securities, such as bills, notes and bonds issued by the U.S.
Treasury; (2) money market funds; (3) short term bond ETFs and/or (4) corporate
debt securities, such as commercial paper and other short-term unsecured
promissory notes issued by businesses that are rated investment grade or of
comparable quality.
NEITHER
THE FUNDS, ETF OPPORTUNITIES TRUST, AND TUTTLE CAPITAL MANAGEMENT, LLC ARE
AFFILIATED WITH AKAMAI TECHNOLOGIES, INC., CIENA CORPORATION,DIGITALOCEAN
HOLDINGS, INC., FASTLY, INC., JABIL INC., TERADYNE, INC., TOWER SEMICONDUCTOR
LTD., VIAVI SOLUTIONS INC., VIASAT, INC., OR REX SHARES, LLC.
Swap
Agreements
Each
Fund will enter into swap agreements to pursue its investment objective of
delivering daily investment results, before fees and expenses, of 200% of the
daily performance of its underlying security. The swap agreements may include as
a reference asset investment vehicle that seek exposure to the underlying
security.
Swap
agreements are contracts entered into with financial institutions for a
specified period ranging from a day to more than one year. In a standard “swap”
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined investments or
instruments. The gross return to be exchanged or “swapped” between the parties
is calculated with respect to a “notional amount,” e.g., the return on or change
in value of a particular dollar amount representing the underlying security.
Each Fund may use a combination of swaps on the underlying security and swaps on
various investment vehicles that are designed to track the performance of the
underlying security. The underlying investment vehicle may not track the
performance of the underlying security due to embedded costs and other factors,
which may increase a Fund’s correlation risk and impact the Fund’s ability to
correlate with the underlying security.
With
respect to the use of swap agreements, if the underlying security has a dramatic
move in price that causes a material decline in the Fund’s NAV over certain
stated periods agreed to by the Fund and the counterparty, the terms of a swap
agreement between a Fund and its counterparty may permit the counterparty to
immediately close out all swap transactions with the Fund. In that event, a Fund
may be unable to enter into another swap agreement or invest in other
derivatives to achieve the desired exposure consistent with its investment
objective. This, in turn, may prevent a Fund from achieving its investment
objective, even if the underlying security reverses all or a portion of its
price movement. Any costs associated with using swap agreements may also have
the effect of lowering a Fund’s return.
Each
Fund may also invest in U.S. Government Securities, money market funds and
corporate debt securities such as commercial paper or other short-term unsecured
promissory notes issued by businesses that are rated investment grade or of
comparable quality. Each Fund may also invest in short-term bond
ETFs.
U.S.
government securities include U.S. Treasury obligations and securities issued or
guaranteed by various agencies of the U.S. government, or by various
instrumentalities that have been established or sponsored by the U.S.
government. U.S. Treasury obligations are backed by the “full faith and credit”
of the U.S. government. Securities issued or guaranteed by federal agencies and
U.S. government sponsored instrumentalities may or may not be backed by the full
faith and credit of the U.S. government.
Non-Principal
Investments
Cash
Equivalents and Short-Term Investments
Each
Fund may invest in securities with maturities of less than one year or cash
equivalents, or they may hold cash. The percentage of each Fund invested in such
holdings varies and depends on several factors, including market conditions. For
more information on eligible short-term investments, see the SAI.
Synthetic
Exposure
Each
Fund may seek to replicate the long or short exposure to the underlying security
by creating a synthetic long or short position. To establish a synthetic long
position, a Fund purchases a call option on the underlying security and sells a
put option on the underlying security at the same strike price and expiration
date. This effectively results in similar risk exposures as would be the case if
the Fund held (or entered into a short position on) the underlying security. The
Funds may also vary the combination of puts and calls, strike prices, and
expiration dates to target 200% investment exposure.
Additional
Information Regarding Investment Techniques and Policies
The
Effects of Fees and Expenses on the Return of a Fund for a Single Trading
Day.
To create the necessary exposure, each Fund uses leveraged investment
techniques, which necessarily incur brokerage and financing charges. In light of
these charges and a Fund’s operating expenses, the expected return of a Fund
over one trading day is equal to the gross expected return, which is the daily
return of the underlying security multiplied by a Fund’s daily leveraged
investment objective, minus (i) financing charges incurred by the portfolio and
(ii) daily operating expenses. For instance, if the underlying security returned
2% on a given day, the gross expected return of the Fund would be 4%, but the
net expected return, which factors in the cost of financing the portfolio and
the impact of operating expenses, would be lower. Each Fund will reposition its
portfolio at the end of every trading day. Therefore, if an investor purchases a
2X Long ETF shares at close of the markets on a given trading day, the
investor’s exposure to the underlying security would reflect 200% of the
performance of the underlying security during the following trading day, subject
to the charges and expenses noted above.
A
Cautionary Note to Investors Regarding Dramatic Price Movement in the Underlying
Security.
Each Fund could lose an amount greater than its net assets in the event of a
movement of the underlying security in excess of 50% in a direction adverse to
the Fund (meaning a decline in excess of 50% of the value of the underlying
security for each 2X Long ETF). The risk of total loss exists.
If
the underlying security has a dramatic adverse move that causes a material
decline in the Fund’s net assets, the terms of a Fund’s swap agreements may
permit the counterparty to immediately close out all swap transactions with the
Fund. In that event, a Fund may be unable to enter into another swap agreement
or invest in other derivatives to achieve exposure consistent with a Fund’s
investment objective. This may prevent a Fund from achieving its leveraged
investment objective, even if the underlying security later reverses all or a
portion the move, and result in significant losses.
Examples
of the Impact of Daily Leverage and Compounding. Because
each Fund’s exposure to the underlying security is repositioned on a daily
basis, for a holding period longer than one day, the pursuit of a daily
investment objective will result in daily leveraged compounding for each Fund.
This means that the return of the underlying security over a period of time
greater than one day multiplied by a Fund’s daily leveraged investment objective
(e.g., 200%) generally will not equal the Fund’s performance over that same
period. As a consequence, investors should not plan to hold a Fund unmonitored
for periods longer than a single trading day. This deviation increases with
higher volatility in the underlying security and longer holding periods.
Further, the return for investors that invest for periods less than a full
trading day or for a period different than a trading day will not be the product
of the return of a Fund’s stated daily leveraged investment objective and the
performance of the underlying security for the full trading day. The actual
exposure will largely be a function of the performance of the underlying
security from the end of the prior trading day.
Consider
the following examples:
While
these examples are designed to show the effect on the Fund of leverage,
volatility, and performance with respect to the underlying security, these
examples apply to the underlying security.
Mary
is considering investments in two Funds, Funds A and B. Fund A is an ETF which
seeks (before fees and expenses) to match the performance of the underlying
security. Fund B is a leveraged ETF and seeks daily leveraged investment results
(before fees and expenses) that correspond to 200% of the daily performance of
the underlying security.
An
investment in Fund A would be expected to gain 5% on Day 1 and lose 4.76% on Day
2, returning the investment to its original value. The following example assumes
a $100 investment in Fund A when the underlying security is also valued at
$100:
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|
| Day |
The
Underlying Security Value |
The
Underlying Security Performance |
Value
of Fund A Investment |
|
$100.00 |
|
$100.00 |
| 1 |
$105.00 |
5.00% |
$105.00 |
| 2 |
$100.00 |
-4.76% |
$100.00 |
The
same $100 investment in Fund B would be expected to gain 10% on Day 1 (200% of
5%) but decline 9.52% on Day 2.
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|
|
| Day |
The
Underlying Security Performance |
200%
of the Underlying Security Performance |
Value
of Fund B Investment |
|
|
|
$100.00 |
| 1 |
5.00% |
10.0% |
$110.00 |
| 2 |
-4.76% |
-9.52% |
$99.52 |
Although
the percentage decline in Fund B is smaller on Day 2 than the percentage gain on
Day 1, the loss is applied to a higher principal amount, so the investment in
Fund B experiences a loss even when the aggregate value of the underlying
security for the two-day period has not declined. (These calculations do not
include the charges for fund fees and expenses).
As
you can see, an investment in Fund B has additional risks due to the effects of
leverage and compounding.
An
investor who purchases shares of the Fund intra-day will generally receive more,
or less, than 200% exposure to the underlying security from that point until the
end of the trading day. The actual exposure will be largely a function of the
performance of the underlying security from the end of the prior trading day. If
the Fund’s shares are held for a period longer than a single trading day, the
Fund’s performance is likely to deviate from 200% of the return of the
underlying security’s performance for the longer period. This deviation will
increase with higher volatility of the underlying security and longer holding
periods.
Examples
of the Impact of Volatility.
The Fund rebalances its portfolio on a daily basis, increasing exposure in
response to that day’s gains or reducing exposure in response to that day’s
losses. Daily rebalancing will typically cause the Fund to lose money if the
underlying security experiences volatility. A volatility rate is a statistical
measure of the magnitude of fluctuations in the underlying security’s returns
over a defined period. For periods longer than a trading day, volatility in the
performance of the
underlying
security from day to day is the primary cause of any disparity between the
Fund’s actual returns and the returns of the underlying security for such
period. Volatility causes such disparity because it exacerbates the effects of
compounding on the Fund’s returns. In addition, the effects of volatility are
magnified in the Fund due to leverage. Consider the following three examples
that demonstrate the effect of volatility on a hypothetical fund:
Example
1 – The Underlying Security Experiences Low Volatility
Mary
invests $10.00 in a 2X Long ETF at the close of trading on Day 1. During Day 2,
the underlying security rises from 100 to 102, a 2% gain. Mary’s investment
rises 4% to $10.40. Mary holds her investment through the close of trading on
Day 3, during which the underlying security rises from 102 to 104, a gain of
1.96%. Mary’s investment rises to $10.81, a gain during Day 3 of 3.92%. For the
two-day period since Mary invested in the Fund, the underlying security gained
4% although Mary’s investment increased by 8.1%. Because the underlying security
continued to trend upwards with low volatility, Mary’s return closely correlates
to the 200% return of the return of the underlying security for the period.
Example
2 – The Underlying Security Experiences High Volatility
Mary
invests $10.00 in a 2X Long ETF after the close of trading on Day 1. During Day
2, the underlying security rises from 100 to 102, a 2% gain, and Mary’s
investment rises 4% to $10.40. Mary continues to hold her investment through the
end of Day 3, during which the underlying security declines from 102 to 98, a
loss of 3.92%. Mary’s investment declines by 7.84%, from $10.40 to $9.58. For
the two-day period since Mary invested in the Fund, the underlying security lost
2% while Mary’s investment decreased from $10 to $9.58, a 4.2% loss. The
volatility of the underlying security affected the correlation between the
underlying security’s return for the two-day period and Mary’s return. In this
situation, Mary lost more than two times the return of the underlying security.
Example
3 – Intra-day Investment with Volatility
The
examples above assumed that Mary purchased the Fund at the close of trading on
Day 1 and sold her investment at the close of trading on a subsequent day.
However, if she made an investment intra-day, she would have received a beta
determined by the performance of the underlying security from the end of the
prior trading day until her time of purchase on the next trading day. Consider
the following example.
Mary
invests $10.00 in a 2X Long ETF at 11 a.m. on Day 2. From the close of trading
on Day 1 until 11 a.m. on Day 2, the underlying security moved from 100 to 102,
a 2% gain. In light of that gain, the Fund beta at the point at which Mary
invests is 196%. During the remainder of Day 2, the underlying security rises
from 102 to 110, a gain of 7.84%, and Mary’s investment rises 15.4% (which is
the underlying security’s gain of 7.84% multiplied by the 196% beta that she
received) to $11.54. Mary continues to hold her investment through the close of
trading on Day 3, during which the underlying security declines from 110 to 90,
a loss of 18.18%. Mary’s investment declines by 36.4%, from $11.54 to $7.34. For
the period of Mary’s investment, the underlying security declined from 102 to
90, a loss of 11.76%, while Mary’s investment decreased from $10.00 to $7.34, a
27% loss. The volatility of the underlying security affected the correlation
between the underlying security’s return for period and Mary’s return. In this
situation, Mary lost more than
two
times the return of the underlying security. Mary was also hurt because she
missed the first 2% move of the underlying security and had a beta of 196% for
the remainder of Day 2.
Market
Volatility.
Each Fund seeks to provide a return which is a multiple of the daily performance
of the underlying security. None of the Funds attempt to, and should not be
expected to, provide returns which are a multiple of the return of the
underlying security for periods other than a single day. Each Fund rebalances
its portfolio on a daily basis, increasing exposure in response to that day’s
gains or reducing exposure in response to that day’s losses.
Daily
rebalancing will impair a Fund’s performance if the underlying security
experiences volatility. For instance, a 2X Long ETF would be expected to lose 4%
(as shown in Table 1 below) if the underlying security provide no return over a
one-year period and experienced annualized volatility of 20%. If the underlying
security’s annualized volatility were to rise to 40%, the hypothetical loss for
a one-year period for a 2X Long ETF widens to approximately 15%.
Table
1
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|
| Volatility
Range |
Each
2X Long ETF Losses |
| 10% |
-1% |
| 20% |
-4% |
| 30% |
-9% |
| 40% |
-15% |
| 50% |
-23% |
| 60% |
-33% |
| 70% |
-47% |
| 80% |
-55% |
| 90% |
-76% |
| 100% |
-84% |
Note
that at higher volatility levels, there is a chance of a complete loss of Fund
assets even if the underlying security is flat.
For instance, if annualized volatility of the underlying security was 90%, a 2X
Long ETF based on the underlying security would be expected to lose 76%, even if
the underlying security returned 0% for the year.
Table
2 shows the annualized historical volatility rate for the underlying security
over the five-year period ended December 31, 2024. Since market volatility has
negative implications for funds which rebalance daily, investors should be sure
to monitor and manage their investments in the Funds particularly in volatile
markets. The negative implications of volatility in Table 1 can be combined with
the recent volatility in Table 2 to give investors some sense of the risks of
holding a Fund for longer periods over the past five years. Historical
volatility and performance are not likely indicative of future volatility and
performance.
Table
2 – Historic Volatility of the Underlying Security
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|
|
| The
Underlying Security |
5-Year
Historical
Volatility
Rate |
| AKAM |
|
| CIEN |
|
| DOCN |
|
| FSLY |
|
| JBL |
|
| TER |
|
| TSEM |
|
| VIAV |
|
| VSAT |
|
The
Projected Returns of Funds for Intra-Day Purchases. Because
the Funds rebalance their portfolio once daily, an investor who purchases shares
during a day will likely have more, or less, than 200% leveraged investment
exposure to the underlying security. The exposure to the underlying security
received by an investor who purchases a Fund intra-day will differ from the
Fund’s stated daily leveraged investment objective (e.g., 200%) by an amount
determined by the movement of the underlying security from their value at the
end of the prior day. If the underlying security moves in a direction favorable
to the Fund between the close of the market on one trading day through the time
on the next trading day when the investor purchases the Fund shares, the
investor will receive less exposure to the underlying security than the stated
fund daily leveraged investment objective (e.g., 200%). Conversely, if the
underlying security moves in a direction adverse to the Fund, the investor will
receive more exposure to the underlying security than the stated fund daily
leveraged investment objective (e.g., 200%).
Table
3 below indicates the exposure to the underlying security that an intra-day
purchase of each 2X Long ETF would be expected to provide based upon the
movement in the value of the underlying security from the close of the market on
the prior trading day. Such exposure holds until a subsequent sale on that same
trading day or until the close of the market on that trading day. For instance,
if the underlying security has moved 5% in a direction favorable to the Fund,
the investor would receive exposure to the performance of the underlying
security from that point until the investor sells later that day or the end of
the day equal to approximately 191% of the investor’s investment.
Conversely,
if the underlying security has moved 5% in a direction unfavorable to the Fund,
an investor at that point would receive exposure to the performance of the
underlying security from that point until the investor sells later that day or
the end of the day equal to approximately 211% of the investor’s investment.
The
table includes a range of the underlying security moves from 20% to -20% for the
Fund. Movement of the underlying security
beyond
the range noted below will result in exposure further from the Fund’s daily
leveraged investment objective.
Table
3 – Intra-Day Leverage of Each 2X Long ETF
|
|
|
|
|
|
| The
Underlying Security |
Resulting
Exposure for each 2X Long ETF |
| -20% |
267% |
| -15% |
243% |
| -10% |
225% |
| -5% |
211% |
| 0% |
200% |
| 5% |
191% |
| 10% |
183% |
| 15% |
177% |
| 20% |
171% |
The
Projected Returns of the Fund for Periods Other Than a Single Trading
Day.
The Funds seek leveraged investment results on a daily basis — from the close of
regular trading on one trading day to the close on the next trading day — which
should not be equated with seeking a leveraged investment objective for any
other period. For instance, if the underlying security gains 10% for a week, a
Fund should not be expected to provide a return of 20% for the week even if it
meets its daily leveraged investment objective throughout the week. This is true
because of the financing charges noted above but also because the pursuit of
daily goals may result in daily leveraged compounding, which means that the
return of the underlying security over a period of time greater than one day
multiplied by the Fund’s daily leveraged investment objective (e.g., 200%) will
not generally equal a Fund’s performance over that same period. In addition, the
effects of compounding become greater the longer Shares are held beyond a single
trading day.
The
following table sets out a range of hypothetical daily performances during a
given 10 trading days of a hypothetical underlying security and demonstrate how
changes in the hypothetical underlying security impacts the hypothetical Funds’
performance for a trading day and cumulatively up to, and including, the entire
10 trading day period. The charts
are
based on a hypothetical $100 investment in the hypothetical Fund over a
10-trading day period and do not reflect fees or expenses of any
kind.
Table
4 – The Underlying Security Lacks a Clear Trend
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| The
Underlying Security |
Each
2X Long ETF* |
|
Value |
Daily
Performance |
Cumulative
Performance |
NAV |
Daily
Performance |
Cumulative
Performance |
|
100 |
|
|
$100.00 |
|
|
| Day
1 |
105 |
5.00% |
5.00% |
$110.00 |
10.00% |
10.00% |
| Day
2 |
110 |
4.76% |
10.00% |
$120.48 |
9.52% |
20.47% |
| Day
3 |
100 |
-9.09% |
0.00% |
$98.57 |
-18.18% |
-1.43% |
| Day
4 |
90 |
-10.00% |
-10.00% |
$78.86 |
-20.00% |
-21.14% |
| Day
5 |
85 |
-5.56% |
-15.00% |
$70.10 |
-11.12% |
-29.91% |
| Day
6 |
100 |
17.65% |
0.00% |
$94.83 |
35.30% |
-5.17% |
| Day
7 |
95 |
-5.00% |
-5.00% |
$85.35 |
-10.00% |
-14.65% |
| Day
8 |
100 |
5.26% |
0.00% |
$94.34 |
10.52% |
-5.68% |
| Day
9 |
105 |
5.00% |
5.00% |
$103.77 |
10.00% |
3.76% |
| Day
10 |
100 |
-4.76% |
0.00% |
$93.89 |
-9.52% |
-6.12% |
*Figures
in this table have been rounded for convenience.
The
cumulative performance of the hypothetical underlying security in Table 4 is 0%
for 10 trading days. The return of the hypothetical 2X Long ETF for the
10-trading day period is -6.12%. The volatility of the hypothetical underlying
security’s performance and lack of a clear trend results in performance for the
hypothetical Fund for the period which bears little relationship to the
performance of the hypothetical underlying security for the 10-trading day
period.
Table
5 – The Underlying Security Rises in a Clear Trend
|
|
|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
| The
Underlying Security |
Each
2X Long ETF* |
|
Value |
Daily
Performance |
Cumulative
Performance |
NAV |
Daily
Performance |
Cumulative
Performance |
|
100 |
|
|
$100.00 |
|
|
| Day
1 |
102 |
2.00% |
2.00% |
$104.00 |
4.00% |
4.00% |
| Day
2 |
104 |
1.96% |
4.00% |
$108.08 |
3.92% |
8.08% |
| Day
3 |
106 |
1.92% |
6.00% |
$112.24 |
3.84% |
12.23% |
| Day
4 |
108 |
1.89% |
8.00% |
$116.47 |
3.78% |
16.47% |
| Day
5 |
110 |
1.85% |
10.00% |
$120.78 |
3.70% |
20.78% |
| Day
6 |
112 |
1.82% |
12.00% |
$125.18 |
3.64% |
25.17% |
| Day
7 |
114 |
1.79% |
14.00% |
$129.65 |
3.58% |
29.66% |
| Day
8 |
116 |
1.75% |
16.00% |
$134.20 |
3.50% |
34.19% |
| Day
9 |
118 |
1.72% |
18.00% |
$138.82 |
3.44% |
38.81% |
| Day
10 |
120 |
1.69% |
20.00% |
$143.53 |
3.38% |
43.50% |
*Figures
in this table have been rounded for convenience.
The
cumulative performance of the hypothetical underlying security in Table 5 is 20%
for 10 trading days. The return of the hypothetical 2X Long ETF for the
10-trading day period is 43.50%. In this case, because of the positive
hypothetical underlying security trend, the hypothetical 2X Long ETF’s gain is
greater than 200% of the hypothetical underlying security gain for the
10-trading day period.
Table
6 – The Underlying Security Declines in a Clear Trend
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|
|
|
|
| The
Underlying Security |
Each
2X Long ETF* |
|
Value |
Daily
Performance |
Cumulative
Performance |
NAV |
Daily
Performance |
Cumulative
Performance |
|
100 |
|
|
$100.00 |
|
|
| Day
1 |
98 |
-2.00% |
-2.00% |
$96.00 |
-4.00% |
-4.00% |
| Day
2 |
96 |
-2.04% |
-4.00% |
$92.08 |
-4.08% |
-7.92% |
| Day
3 |
94 |
-2.08% |
-6.00% |
$88.24 |
-4.16% |
-11.75% |
| Day
4 |
92 |
-2.13% |
-8.00% |
$84.49 |
-4.26% |
-15.51% |
| Day
5 |
90 |
-2.17% |
-10.00% |
$80.82 |
-4.34% |
-19.17% |
| Day
6 |
88 |
-2.22% |
-12.00% |
$77.22 |
-4.44% |
-22.76% |
| Day
7 |
86 |
-2.27% |
-14.00% |
$73.71 |
-4.54% |
-26.27% |
| Day
8 |
84 |
-2.33% |
-16.00% |
$70.29 |
-4.66% |
-29.71% |
| Day
9 |
82 |
-2.38% |
-18.00% |
$66.94 |
-4.76% |
-33.05% |
| Day
10 |
80 |
-2.44% |
-20.00% |
$63.67 |
-4.88% |
-36.32% |
*Figures
in this table have been rounded for convenience.
The
cumulative performance of the hypothetical underlying security in Table 6 is
-20% for 10 trading days. The return of the hypothetical 2X Long ETF for the
10-trading day period is -36.32%. In this case, because of the negative
hypothetical underlying security trend, the hypothetical 2X Long ETF’s decline
is less than 200% of the hypothetical underlying security decline for the
10-trading day period.
ADDITIONAL
INFORMATION ABOUT RISK
It
is important that you closely review and understand the risks of investing in
each Fund. Each Fund’s NAV and investment return will fluctuate based upon
changes in the value of its portfolio securities. You could lose money on your
investment in each Fund, and each Fund could underperform other investments.
There is no guarantee that each Fund will meet its investment objective. An
investment in the Funds is not a deposit of a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Below
are some of the specific risks of investing in the Funds including the risks of
the investment strategies of the underlying security.
Additional
Information About Principal Risks.
The principal risks of investing in each Fund are summarized in the Fund Summary
for that Fund. The discussion below provides additional information about
certain of those principal risks and certain risks that are particularly
relevant to the Funds’ investment strategies. All of the principal risks
identified in the Fund Summary apply to an investment in the Fund, even if not
discussed below in detail.
Effects
of Compounding and Market Volatility Risk – Each 2X Long ETF
Each
Fund has a daily leveraged investment objective and the Fund’s performance
for periods greater than a trading day will be the result of each day's returns
compounded over the period, which is very likely to differ from an underlying
security’s performance times the stated multiple in the Fund’s investment
objective, before fees and expenses. Compounding affects all investments, but
has a more significant impact on leveraged funds and funds that rebalance
daily.
Over
time, the cumulative percentage increase or decrease in the value of a
Fund’s portfolio may diverge significantly from the cumulative percentage
increase of 200% of the return of the Fund's underlying security due to the
compounding effect of losses and gains on the returns of the Fund. It also is
expected that a Fund's use of leverage will cause the Fund to underperform the
return of 200% of its underlying security in a trendless or flat
market.
The
chart below provides examples of how volatility could affect a Fund’s
performance. A security’s volatility rate is a statistical measure of the
magnitude of fluctuations in the returns of the security. Fund performance for
periods greater than one single day can be estimated given any set of
assumptions for the following factors: a) volatility; b) performance; c) period
of time; d) financing rates associated with leveraged exposure; e) other Fund
expenses; and f) dividends or interest paid with respect to securities in its
underlying security. The chart below illustrates the impact of two principal
factors –
volatility and performance – on Fund performance. The chart shows estimated
Fund returns for a number of combinations of volatility and performance over a
one-year period. Performance shown in the chart assumes that: (i) no dividends
were paid with respect to the securities included in its underlying security;
(ii) there were no Fund expenses; and (iii) borrowing/lending rates (to obtain
leveraged exposure for the Funds) of 0%. If Fund expenses and/or actual
borrowing/lending rates were reflected, the estimated returns would be different
than those shown. Particularly during periods of higher volatility, compounding
will cause results for periods longer than a trading day to vary from 200% of
the performance of the underlying security.
During
periods of higher volatility, the volatility of the underlying security may
affect the Fund’s return as much as, or more than, the return of the underlying
security. The impact of compounding will impact each shareholder differently
depending on the period of time an investment in the Fund is held and the
volatility of the underlying security during a shareholder’s holding period of
an investment in the Fund.
As
shown below, a Fund would be expected to lose 6.1% if its underlying
security provided no return over a one-year period during which its underlying
security experienced annualized volatility of 25%. If its underlying security’s
annualized volatility were to rise to 75%, the hypothetical loss for a one-year
period for a Fund widens to approximately 43%.
At
higher ranges of volatility, there is a chance of a significant loss of
value in a Fund. For instance, if an underlying security’s annualized volatility
is 100%, the Fund would be expected to lose approximately 63.2% of its value,
even if the cumulative return of its underlying security for the year was 0%.
The volatility of ETFs or instruments that reflect the value of the underlying
security, such as swaps, may differ from the volatility of the Fund's
underlying security.
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|
|
One
Year |
200%
One
Year |
Volatility
Rate |
|
Return |
Return |
10% |
25% |
50% |
75% |
100% |
|
-60% |
-120% |
-84.2% |
-85.0% |
-87.5% |
-90.9% |
-94.1% |
|
-50% |
-100% |
-75.2% |
-76.5% |
-80.5% |
-85.8% |
-90.8% |
|
-40% |
-80% |
-64.4% |
-66.2% |
-72.0% |
-79.5% |
-86.8% |
|
-30% |
-60% |
-51.5% |
-54.0% |
-61.8% |
-72.1% |
-82.0% |
|
-20% |
-40% |
-36.6% |
-39.9% |
-50.2% |
-63.5% |
-76.5% |
|
-10% |
-20% |
-19.8% |
-23.9% |
-36.9% |
-53.8% |
-70.2% |
|
0% |
0% |
-1.0% |
-6.1% |
-22.1% |
-43.0% |
-63.2% |
|
10% |
20% |
19.8% |
13.7% |
-5.8% |
-31.1% |
-55.5% |
|
20% |
40% |
42.6% |
35.3% |
12.1% |
-18.0% |
-47.0% |
|
30% |
60% |
67.3% |
58.8% |
31.6% |
-3.7% |
-37.8% |
|
40% |
80% |
94.0% |
84.1% |
52.6% |
11.7% |
-27.9% |
|
50% |
100% |
122.8% |
111.4% |
75.2% |
28.2% |
-17.2% |
|
60% |
120% |
153.5% |
140.5% |
99.4% |
45.9% |
-5.8% |
Holding
an unmanaged position opens the investor to the risk of market volatility
adversely affecting the performance of the investment. The Funds are not
appropriate for investors who do not intend to actively monitor and manage their
portfolios. The table is intended to underscore the fact that the Fund is
designed as a short-term trading vehicle for investors who intend to actively
monitor and manage their portfolios.
For
additional information and examples demonstrating the effects of volatility
and performance on the long-term performance of the Funds, see the “Additional
Information About Investment Techniques and Policies.”
Leverage
Risk. To
achieve its daily investment objective, the Funds employ leverage and are
exposed to the risk that adverse daily performance of the Fund's underlying
security will be magnified. This means that, if a Fund's underlying security
experiences adverse daily performance (meaning a decline in the value of the
underlying security of the Fund for each 2X Long ETF), an investment in the Fund
will be reduced by an amount equal to 2% for every 1% of adverse performance,
not including the costs of financing leverage and other operating expenses,
which would further reduce its value.
A
Fund could theoretically lose an amount greater than its net assets if its
underlying security moves more than 50% in a direction adverse to the Fund
(meaning a decline in the value of the underlying security of the Fund for each
2X Long ETF). This would result in a total loss of a shareholder’s investment in
one day even if its underlying security subsequently moves in the opposite
direction and eliminates all or a portion of its earlier daily change. A total
loss may occur in a single day even if its underlying security does not lose all
of its value. Leverage will also have the effect of magnifying any differences
in the Fund’s correlation with the underlying security or may increase the
Fund’s volatility.
To
the extent that the instruments utilized by the Funds are thinly traded or have
a limited market, a Fund may be unable to meet its investment
objective due to a lack of available investments or
counterparties. During such periods, the Fund’s ability to issue additional
Creation Units may be adversely affected. As a result, the Fund’s shares could
trade at a premium or discount to their NAV and/or the bid-ask spread of the
Fund’s shares could widen. Under such circumstances, the Fund may increase its
transaction fee, change its investment objective by, for example, seeking
to track an alternative underlying security, reduce its leverage or
close.
In
such circumstances, the Fund’s investment adviser will consult with counsel to
the Trust and its Board of Trustees, and if determined to be necessary, the Fund
will amend and/or supplement the prospectus as promptly as feasible under the
circumstances to include appropriate disclosures.
Derivatives
Risk.
A Fund may obtain exposure through derivatives by investing in swap
agreements. Investing in derivatives may be considered aggressive and may
expose a Fund to risks different from, and possibly greater
than, risks associated with investing directly in the reference
asset(s) underlying the derivative. The use of derivatives may result
in larger losses or smaller gains than investing in the underlying security
directly. The use of derivatives may expose a Fund to additional risks such as
counterparty risk, liquidity risk and increased daily correlation risk. When a
Fund uses derivatives, there may be imperfect correlation between the value of
the underlying reference assets and the derivative, which may prevent a Fund
from achieving its investment objective.
A
Fund expects to use a combination of swaps on the underlying security. The
performance of an ETF may not track the performance of its underlying security
due to embedded costs and other factors. Thus, to the extent a Fund invests in
swaps that use an ETF as the reference asset, the Fund may be subject to greater
correlation risk and may not achieve as high a degree of correlation with its
underlying security as it would if the Fund only used swaps on the underlying
security. If the underlying security has a dramatic move in price that causes a
material decline in a Fund’s NAV over certain stated periods agreed to by the
Fund and the counterparty, the terms of the swap agreement between a Fund and
its counterparty may allow the counterparty to immediately close out of all swap
transactions with a Fund. In such circumstances, a Fund may be unable to enter
into another swap agreement or invest in other derivatives to achieve the
desired exposure consistent with a Fund’s daily leveraged investment objective.
This may prevent a Fund from achieving its daily leveraged investment objective
even if the underlying security reverses all or a portion of its price movement.
The value of an investment in the Fund may change quickly and without warning.
Any financing, borrowing or other costs associated with using derivatives may
also have the effect of lowering a Fund’s return. Such costs may increase as
interest rates rise.
Swaps
Risk.
Swap agreements are entered into with financial institutions for a specified
period which may range from one day to more than one year. In a standard swap
transaction, two parties agree to exchange the return (or differentials in rates
of return) earned or realized on particular predetermined reference or
underlying securities or instruments. The gross return to be exchanged or
swapped between the parties is calculated based on a notional amount or the
return on or change in value of a particular dollar amount invested in a
reference asset. Swap agreements are generally traded over-the-counter, and
therefore, may not receive as much regulatory protection, which may expose
investors to significant losses.
Counterparty
Risk.
Counterparty risk is the risk that a counterparty is unwilling or unable to
make timely payments to meet its contractual obligations with respect to the
amount a Fund expects to receive from a counterparty to a financial instrument
entered into by a Fund. Each Fund generally enters into derivatives
transactions, such as the swap agreements, with counterparties such that either
party can terminate the contract without penalty prior to the termination
date. If a counterparty terminates a contract, a Fund may not be able to
invest in other derivatives to achieve the desired exposure, or achieving such
exposure may be more expensive. A Fund may be negatively impacted if
a
counterparty becomes bankrupt or otherwise fails to perform its obligations
under such a contract, or if any collateral posted by the counterparty for the
benefit of a Fund is insufficient or there are delays in a Fund’s ability to
access such collateral. If the counterparty becomes bankrupt or defaults on its
payment obligations to a Fund, it may experience significant delays in obtaining
any recovery, may obtain only a limited recovery or obtain no recovery and the
value of an investment held by a Fund may decline. The Fund may also not be able
to exercise remedies, such as the termination of transactions, netting of
obligations and realization on collateral, if such remedies are stayed or
eliminated under special resolutions adopted in the United States, the European
Union, and various other jurisdictions. European Union rules and regulations
intervene when a financial institution is experiencing financial difficulties
and could reduce, eliminate, or convert to equity a counterparty’s obligations
to a Fund (sometimes referred to as a “bail in”).
A
Fund typically enters into transactions with counterparties that present
minimal risks based on the Adviser’s assessment of the counterparty’s
creditworthiness, or its capacity to meet its financial obligations during the
term of the derivative agreement or contract. The Adviser considers factors such
as counterparty credit rating among other factors when determining whether a
counterparty is creditworthy. The Adviser regularly monitors the
creditworthiness of each counterparty with which a Fund transacts. Each Fund
generally enters into swap agreements or other financial instruments with
financial institutions and seeks to mitigate risks by generally requiring that
the counterparties for each Fund to post collateral, marked to market daily, in
an amount approximately equal to what the counterparty owes a Fund, subject to
certain minimum thresholds. To the extent any such collateral is insufficient or
there are delays in accessing the collateral, the Funds will be exposed to the
risks described above. If a counterparty’s credit ratings decline, a Fund may be
subject to a bail-in, as described above.
In
addition, a Fund may enter into swap agreements with a limited number of
counterparties, which may increase a Fund’s exposure to counterparty credit
risk. A Fund does not specifically limit its counterparty risk with respect to
any single counterparty. There is a risk that no suitable counterparties are
willing to enter into, or continue to enter into, transactions with a Fund and,
as a result, a Fund may not be able to achieve its investment objective or may
decide to change its leveraged investment objective. The risk of a limited
number of counterparties may be, and historically has been, particularly
accentuated during times of significant market volatility. During times of
significant market volatility, the costs to enter into the swaps that the Fund
utilizes may increase significantly, which may negatively impact the Fund’s
returns. While the objective of the Funds is to seek daily investment results,
before
fees and expenses,
of 200% of the daily performance of the underlying security, it is important for
investors to understand that significant increases in the costs of entering into
the swaps may negatively impact investment results after
fees and expenses.
Additionally, although a counterparty to a centrally cleared swap agreement is
often backed by a futures commission merchant (“FCM”) or a clearing organization
that is further backed by a group of financial institutions, there may be
instances in which a FCM or a clearing organization would fail to perform its
obligations, causing significant losses to a Fund.
Intra-Day
Investment Risk.
Each Fund seeks daily leveraged investment results, which should not be
equated with seeking an investment objective for shorter than a day. Thus, an
investor who purchases Fund shares after the close of the markets on one trading
day and before the close of the markets on the next trading day will likely have
more, or less, than 200% leveraged investment exposure to the underlying
security, depending upon the movement of the underlying security from the end of
one trading day until the time of purchase. If the underlying security moves in
a direction favorable to a Fund, the investor will receive less than 200%
exposure to the underlying security. Conversely, if the underlying security
moves in a direction adverse to a Fund, the investor will receive exposure to
the underlying security greater than 200%. Thus, an investor that purchases
shares intra-day may experience performance that is greater than, or less than,
a Fund’s stated multiple of its underlying security.
Options
Contracts. The
use of options contracts involves investment strategies and risks different from
those associated with ordinary portfolio securities transactions. The prices of
options are volatile and are influenced by, among other things, actual and
anticipated changes in the value of the underlying instrument, including the
anticipated volatility, which are affected by fiscal and monetary policies and
by national and international politics, changes in the actual or implied
volatility or the reference asset, the time remaining until the expiration of
the option contract and economic events. The values of the options contracts in
which the Funds invest are substantially influenced by the value of the
underlying instrument. The Funds may experience substantial downside from
specific option positions and certain option positions held by the Funds may
expire worthless. The options held by the Funds are exercisable at the strike
price on their expiration date. As an option approaches its expiration date, its
value typically increasingly moves with the
value
of the underlying instrument. However, prior to expiry, the value of an option
generally does not increase or decrease at the same rate as the underlying
instrument. There may at times be an imperfect correlation between the movement
in values options contracts and the reference asset, and there may at times not
be a liquid secondary market for certain options contracts. The value of the
options held by the Funds will be determined based on market quotations or other
recognized pricing methods. As the options contracts are exercised or expire the
Funds may enter into new options contracts, a practice referred to as rolling.
FLEX
Options Risk. The
FLEX Options held by the Funds will be exercisable at the strike price only on
their expiration date. Prior to the expiration date, the value of the FLEX
Options will be determined based upon market quotations or using other
recognized pricing methods. The value of the FLEX Options prior to the
expiration date may vary because of related factors other than the value of the
reference asset. Factors that may influence the value of the FLEX Options, other
than gains or losses in the reference asset, may include interest rate changes,
changing supply and demand, decreased liquidity of the FLEX Options, and
changing volatility levels of the reference asset.
FLEX
Options are listed on an exchange; however, it is not guaranteed that a liquid
secondary trading market will exist. In the event that trading in the FLEX
Options is limited or absent, the value of the FLEX Options may
decrease.
Daily
Correlation Risk.
There is no guarantee that a Fund will achieve a high degree of correlation
to an underlying security and therefore achieve its respective daily leveraged
investment objective. Each Fund’s exposure to an underlying security is impacted
by an underlying security’s movement. Because of this, it is unlikely that a
Fund will be perfectly exposed to its an underlying security at the end of each
day. The possibility of a Fund being materially over- or under-exposed to an
underlying security increase on days when an underlying security is volatile
near the close of the trading day. Market disruptions, regulatory restrictions
and high volatility will also adversely affect a Fund’s ability to adjust
exposure to the required levels.
Each
Fund may have difficulty achieving its daily leveraged investment objective
for many reasons, including fees, expenses, transaction costs, financing costs
related to the use of derivatives, investments in ETFs, directly or indirectly,
accounting standards and their application to income items, disruptions,
illiquid or high volatility in the markets for the securities or financial
instruments in which a Fund invests, early and unanticipated closings of the
markets on which the holdings of a Fund trade, resulting in the inability of a
Fund to execute intended portfolio transactions, regulatory and tax
considerations, which may cause a Fund to hold (or not to hold) an underlying
security. Each Fund may take or refrain from taking positions in order to
improve tax efficiency, comply with regulatory restrictions, or for other
reasons, each of which may negatively affect each Fund’s correlation with
an underlying security. A Fund may be subject to large movements of assets into
and out of each Fund, potentially resulting in each Fund being over- or
under-exposed to an underlying security. Additionally, each Fund’s underlying
investments and/or reference assets may trade on markets that may not be open on
the same day as each Fund, which may cause a difference between the changes in
the daily performance of a Fund and changes in the performance of an underlying
security. Any of these factors could decrease the correlation between the
performance of a Fund and an underlying security and may hinder a Fund’s ability
to meet its daily investment objective on or around that day.
Cash
Transaction Risk.
Unlike most ETFs, a Fund effects creation, and redemptions principally for
cash, rather than principally for in-kind securities, because of the nature of
the financial instruments held by a Fund. As such, investment in a Fund is not
expected to be tax efficient and will incur brokerage costs related to buying
and selling securities to achieve a Fund’s investment objective. To the extent
that such costs are not offset by fees payable by an authorized participant, the
Fund may bear such costs, which will decrease the Fund’s net asset value. ETFs
generally are able to make in-kind redemptions and avoid being taxed on gains on
the distributed portfolio securities at the fund level. Because each Fund
effects redemptions principally for cash, each Fund may be required to sell
portfolio securities in order to obtain the cash needed to distribute redemption
proceeds. A Fund may recognize a capital gain on these sales that might not have
been incurred if such Fund had made a redemption in-kind and this may decrease
the tax efficiency of the Fund compared to ETFs that utilize an in-kind
redemption process. Additionally, because the Funds are conducting the portfolio
transactions rather than receiving securities in-kind the Funds will incur
brokerage commissions and other related expenses thus the Funds’ expenses
will be higher than funds that utilize in-kind creations and
redemptions.
Market
Risk.
A Fund’s investments are subject to changes in general economic conditions,
general market fluctuations and the risks inherent in investment in securities
markets. Investment markets can be volatile and prices of investments can change
substantially due to various factors including, but not limited to, economic
growth or recession, inflation rates and/or investor expectations concerning
such rates, changes in interest rates, changes in the actual or perceived
creditworthiness of issuers, general market liquidity, exchange trading
suspensions and closures, and public health risks. Securities markets also may
experience long periods of decline in value. During a general downturn in the
securities markets, multiple asset classes may decline in value simultaneously
and changes in the financial condition of a single issuer can impact the markets
broadly. A Fund is subject to the risk that geopolitical events will disrupt
markets and adversely affect global economies, markets, and exchanges. Local,
regional, or global events such as war, acts of terrorism, natural disasters,
the spread of infectious illness or other public health issues, conflicts and
social unrest or other events could have a significant impact on a Fund, its
investments and a Fund’s ability to achieve its investment
objective.
Markets
and market participants are increasingly reliant on information data
systems. Inaccurate data, software or other technology malfunctions, programming
inaccuracies, unauthorized use or access and similar circumstances may impair
the performance of these systems and may have an adverse impact upon a single
issuer, a group of issuers, or securities markets more broadly.
Liquidity
Risk.
Some securities held by a Fund may be difficult to buy or sell or illiquid,
particularly during times of market turmoil. Illiquid securities may be
difficult to value, especially in changing or volatile markets. If a Fund is
forced to buy or sell an illiquid security or derivative instrument at an
unfavorable time or price, a Fund may incur a loss. Certain market conditions
may prevent a Fund from limiting losses, realizing gains, or achieving a high
correlation with its underlying security. There is no assurance that a security
or derivative instrument that is deemed liquid when purchased will continue to
be liquid. Market illiquidity may cause losses for certain Funds. For these
Funds, to the extent that a Fund's underlying security moves adversely, a Fund
may be one of many market participants that are attempting to facilitate a
transaction. Under such circumstances, the market may lack sufficient liquidity
for all market participants' trades. Therefore, a Fund may have more difficulty
transacting in the security or correlated derivative instruments and a Fund's
transactions could exacerbate the price change of the security. Additionally,
because a Fund is leveraged, a minor adverse change in the value of underlying
security should be expected to have a substantial adverse impact on a Fund and
impact its ability to achieve its investment objective.
In
certain cases, the market for its underlying security and/or Fund may lack
sufficient liquidity for all market participants' trades. Therefore, a Fund may
have difficulty transacting in it and/or in correlated investments, such as swap
contracts. Further, a Fund's transactions could exacerbate illiquidity and
volatility in the price of the securities and correlated derivative
instruments.
Early
Close/Trading Halt Risk.
Although an underlying security’s shares are listed for trading on an
exchange, there can be no assurance that an active trading market for such
shares will be available at all times. When securities experience a sharp
decline in price, an exchange or market may close entirely or halt for a
period of time in accordance with exchange “circuit breaker” rules or issue
trading halts on specific securities and therefore, a Fund’s ability to buy or
sell certain securities or financial instruments may be restricted. These
exchange or market actions may result in a Fund being unable to buy or sell
certain securities or financial instruments. A Fund may be unable to rebalance
its portfolio, may be unable to accurately price its investments and/or may
incur substantial trading losses. If a Fund is unable to rebalance its portfolio
due to a market closure, a trading halt, an emergency, or other market
disrupting event, it may result in a Fund not achieving its investment objective
and a Fund having a significantly larger leverage multiple than 200%, which may
result in significant losses to Fund shareholders in certain
circumstances.
Additionally,
exchange or market closures or trading halts may result in a Fund’s shares
trading at an increasingly large discount to NAV and/or at increasingly wide
bid-ask spreads during part of, or all of, the trading day.
Special
Risks of Exchange-Traded Funds
Authorized
Participants Concentration Risk. A
Fund may have a limited number of financial institutions that may act as
Authorized Participants. To the extent that those Authorized Participants exit
the business or are unable to process
creation
and/or redemption orders, Shares may trade at larger bid-ask spreads and/or
premiums or discounts to NAV. Authorized Participant concentration risk may be
heightened for a fund that invests in non-U.S. securities or other securities or
instruments that have lower trading volumes.
Absence
of Active Market Risk.
Although Shares are listed for trading on a stock exchange, there is no
assurance that an active trading market for them will develop or be maintained.
In the absence of an active trading market for Shares, they will likely trade
with a wider bid/ask spread and at a greater premium or discount to
NAV.
Market
Price Variance Risk.
Shares of a Fund can be bought and sold in the secondary market at market prices
rather than at NAV. When Shares trade at a price greater than NAV, they are said
to trade at a “premium.” When they trade at a price less than NAV, they are said
to trade at a “discount.” The market price of Shares fluctuates based on changes
in the value of a Fund’s holdings and on the supply and demand for Shares.
Because Shares can be created and redeemed in Creation Units at NAV, the
Adviser believes that large discounts or premiums to the net asset value of
Shares should not be sustained over the long term. Nevertheless, the market
price of Shares may vary significantly from NAV during periods of market
volatility. Further, to the extent that exchange specialists, market makers
and/or Authorized Participants are unavailable or unable to trade a Fund’s
Shares and/or create and redeem Creation Units, bid/ask spreads and premiums or
discounts may widen. The exact exposure of an investment in a Fund intraday in
the secondary market is a function of the difference between the value of the
underlying security at the market close on the first trading day and the value
of the underlying security at the time of purchase. Thus, an investor that
purchases shares intra-day may experience performance that is greater than, or
less than, a Fund’s stated multiple of its underlying security.
Trading
Cost Risk.
Buying or selling Fund shares on an exchange involves two types of costs that
apply to all securities transactions. When buying or selling shares of a Fund
through a broker, you will likely incur a brokerage commission and other
charges. In addition, you may incur the cost of the “spread”; that is, the
difference between what investors are willing to pay for Fund shares (the “bid”
price) and the price at which they are willing to sell Fund shares (the “ask”
price). The spread, which varies over time for shares of a Fund based on trading
volume and market liquidity, is generally narrower if the Fund has more trading
volume and market liquidity and wider if the Fund has less trading volume and
market liquidity. In addition, increased market volatility may cause wider
spreads. There may also be regulatory and other charges that are incurred as a
result of trading activity. Because of the costs inherent in buying or selling
Fund shares, frequent trading may detract significantly from investment results
and an investment in Fund shares may not be advisable for investors who
anticipate regularly making small investments through a brokerage
account.
Exchange
Trading Risk.
Trading in Shares on an exchange may be halted due to market conditions or for
reasons that, in the view of that exchange, make trading in Shares inadvisable,
such as extraordinary market volatility or other reasons. Extraordinary market
volatility can lead to trading halts pursuant to “circuit breaker” rules of the
exchange or market. There can be no assurance that Shares will continue to meet
the listing requirements of the exchange on which they trade, and the listing
requirements may be amended from time to time.
MANAGEMENT
The
Investment Adviser.
Tuttle Capital Management, LLC (the “Adviser”), 155 Lockwood Rd., Riverside, CT
06878, is the investment adviser for the Funds. The Adviser is registered as an
investment adviser under the Investment Advisers Act of 1940, as amended. The
Adviser is a Delaware limited liability company and was organized in
2012.
Under
the Investment Advisory Agreement between the Adviser and the Trust, on behalf
of the Funds (the “Investment Advisory Agreement”), the Adviser is responsible
for the day-to-day management of each Fund’s investments. The Adviser also: (i)
furnishes the Funds with office space and certain administrative services; and
(ii) provides guidance and policy direction in connection with its daily
management of each Fund’s assets, subject to the authority of the Board. For its
services, the Adviser is entitled to receive an annual management fee calculated
daily and payable monthly, as a percentage of each Fund’s average daily net
assets, at the following rates:
|
|
|
|
|
|
| Fund |
Management
Fee |
|
T-REX
2X LONG AKAM DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG CIEN DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG DOCN DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG FSLY DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG JBL DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG TER DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG TSEM DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG VIAV DAILY TARGET ETF |
1.50% |
|
T-REX
2X LONG VSAT DAILY TARGET ETF |
1.50% |
Under
the Investment Advisory Agreement, the Adviser has agreed, at its own expense
and without reimbursement from the Fund, to pay all expenses of the Funds,
except for: the fee paid to the Adviser pursuant to the Investment Advisory
Agreement, interest expenses, taxes, acquired fund fees and expenses, brokerage
commissions and any other portfolio transaction related expenses and fees
arising out of transactions effected on behalf of the Funds, credit facility
fees and expenses, including interest expenses, and litigation and
indemnification expenses and other extraordinary expenses not incurred in the
ordinary course of the Funds’ business.
A
discussion regarding the basis for the Board approving the Investment Advisory
Agreement for the Funds will be available in each Fund’s semi-annual report
filed on Form N-CSR once that report is produced.
Fund
Sponsor
REX
Shares, LLC (“REX” or the "Sponsor"), a Delaware limited liability company,
located in Miami, Florida, is an independent sponsor of ETFs. The research of an
affiliate of REX was used in the creation of the Funds’ trading strategy. REX
does not make investment decisions, provide investment advice, or otherwise act
in the capacity of an investment adviser to the Funds. REX is not related to the
Adviser, the Fund or any of the underlying stocks of the Funds. REX makes no
representation or warranty, express or implied, to the owners of the Shares or
any member of the public regarding the advisability of investing in securities
generally or in the Shares in particular, or as to the ability of any Fund to
meet its investment objective.
The
Adviser has entered into an agreement with the Sponsor pursuant to which the
Sponsor and the Adviser have jointly assumed the obligation of the Adviser to
pay all expenses of the Funds, except excluded expenses. The Sponsor will also
provide marketing support for the Funds including, but not limited to, providing
the Funds with access to and the use of the Sponsor’s marketing capabilities,
including leveraging the Sponsor’s expertise in developing marketing strategies
and communications through print and electronic media. For its services, the
Sponsor is entitled to a fee from the Adviser, which is calculated daily and
paid monthly, based on a percentage of the average daily net assets of the
Funds. The Sponsor does not act as a distributor to the Funds and does not sell
shares of the Funds. All Funds are distributed through the
Distributor.
The
Portfolio Manager
Matthew
Tuttle, Chief Executive Officer of the Adviser, has served as each Fund’s
portfolio manager since their inception in 2026. Matthew Tuttle has been
involved in the financial services industry since 1990. He has an MBA in finance
from Boston University and is the author of two financial books, Financial
Secrets of My Wealthy Grandparents
and How
Harvard and Yale Beat the Market.
He has been launching and managing ETFs since 2015.
The
SAI provides additional information about the portfolio manager’s compensation,
other accounts managed by the portfolio manager, and the portfolio manager’s
ownership in each Fund.
The
Trust
Each
Fund is a non-diversified series of the ETF Opportunities Trust, an open-end
management investment company organized as a Delaware statutory trust on March
18, 2019. The Board supervises the operations of the Funds according to
applicable state and federal law, and the Board is responsible for the overall
management of the Funds’ business affairs.
Portfolio
Holdings
A
description of the Funds’ policies and procedures with respect to the disclosure
of each Fund’s portfolio securities is available in the Funds’ SAI. Complete
holdings are published on the Funds’ website on a daily basis. Please visit the
Fund’s website at www.rexshares.com. In addition, each Fund’s complete holdings
(as of the dates of such reports) are available in reports on Form N-PORT and
Form N-CSR filed with the SEC.
DISTRIBUTION
(12B-1) PLAN
The
Board has adopted a Distribution and Shareholder Service Plan (the “Plan”)
pursuant to Rule 12b-1 under the 1940 Act. In accordance with the Plan, each
Fund is authorized to pay an amount up to 0.25% of its average daily net assets
each year for certain distribution-related activities and shareholder
services.
No
Rule 12b-1 fees are currently paid by the Funds, and there are no current plans
to impose these fees. However, in the event Rule 12b-1 fees are charged in the
future, because the fees are paid out of each Fund’s assets, over time these
fees will increase the cost of your investment and may cost you more than
certain other types of sales charges.
HOW
TO BUY AND SELL SHARES
Most
investors will buy and sell shares of the Funds through broker-dealers at market
prices. Shares of the Funds are listed for trading on the Exchange and on the
secondary market during the trading day and can be bought and sold throughout
the trading day like other shares of publicly traded securities. Shares may only
be purchased and sold on the secondary market when the Exchange is open for
trading. The following table shows the trading symbol of each Fund. The trading
symbols for Funds that have not commenced operations are not currently
available, but this Prospectus will be supplemented to reflect the trading
symbol prior to the commencement of operations.
|
|
|
|
|
|
|
FUND |
TICKER |
|
T-REX
2X LONG AKAM DAILY TARGET ETF |
|
|
T-REX
2X LONG CIEN DAILY TARGET ETF |
|
|
T-REX
2X LONG DOCN DAILY TARGET ETF |
|
|
T-REX
2X LONG FSLY DAILY TARGET ETF |
|
|
T-REX
2X LONG JBL DAILY TARGET ETF |
|
|
T-REX
2X LONG TER DAILY TARGET ETF |
|
|
T-REX
2X LONG TSEM DAILY TARGET ETF |
|
|
T-REX
2X LONG VIAV DAILY TARGET ETF |
|
|
T-REX
2X LONG VSAT DAILY TARGET ETF |
|
When
buying or selling shares through a broker, you will incur customary brokerage
commissions and charges, and you may pay some or all of the spread between the
bid and the offered price in the secondary market on each leg of a round trip
(purchase and sale) transaction.
The
NAV of the Funds’ shares is calculated at the close of regular trading on the
Exchange, generally 4:00 p.m. New York time, on each day the Exchange is open.
The NAV of the Funds’ Shares is determined by dividing the total value of the
Funds’ portfolio investments and other assets, less any liabilities, by the
total number of Shares outstanding of the Funds.
In
calculating its NAV, the Funds generally value their assets on the basis of
market quotations, last sale prices, or estimates of value furnished by a
pricing service or brokers who make markets in such instruments.
Fair
value pricing is used by the Funds when market quotations are not readily
available or are deemed to be unreliable or inaccurate based on factors such as
evidence of a thin market in the security or a significant event occurring after
the close of the market but before the time as of which the Funds’ NAV is
calculated. When fair-value pricing is employed, the prices of securities used
by the Funds to calculate its NAV may differ from quoted or published prices for
the same securities.
APs
may acquire shares directly from the Funds, and APs may tender their shares for
redemption directly to the Funds, at NAV per share only in large blocks, or
Creation Units, of at least XXXXX shares. Purchases and redemptions directly
with the Funds must follow the Funds’ procedures, which are described in the
SAI.
Under
normal circumstances, the Funds will pay out redemption proceeds to a redeeming
AP within two (2) days after the AP’s redemption request is received, in
accordance with the process set forth in the Funds’ SAI and in the agreement
between the AP and the Funds’ distributor. However, the Funds reserve the right,
including under stressed market conditions, to take up to seven (7) days after
the receipt of a redemption request to pay an AP, all as permitted by the 1940
Act. Each Fund anticipates regularly meeting redemption requests primarily in
cash, although each Fund reserves the right to pay all or portion of the
redemption proceeds to an AP in-kind. Cash used for redemptions will be raised
from the sale of portfolio assets or may come from existing holdings of cash or
cash equivalents.
Each
Fund may liquidate and terminate at any time without shareholder
approval.
Book
Entry
Shares
are held in book entry form, which means that no stock certificates are issued.
The Depository Trust Company (“DTC”) or its nominee is the record owner of all
outstanding shares and is recognized as the owner of all shares for all
purposes.
Investors
owning shares are beneficial owners as shown on the records of DTC or its
participants. DTC serves as the securities depository for all shares.
Participants in DTC include securities brokers and dealers, banks, trust
companies, clearing corporations and other institutions that directly or
indirectly maintain a custodial relationship with DTC. As a beneficial owner of
shares, you are not entitled to receive physical delivery of stock certificates
or to have shares registered in your name, and you are not considered a
registered owner of shares. Therefore, to exercise any right as an owner of
shares, you must rely upon the procedures of DTC and its participants. These
procedures are the same as those that apply to any other securities that you
hold in book entry or “street name” form.
FREQUENT
PURCHASES AND REDEMPTIONS OF FUND SHARES
Shares
can only be purchased and redeemed directly from the Funds in Creation Units by
APs, and the vast majority of trading in shares occurs on the secondary market.
Because the secondary market trades do not directly involve the Funds, it is
unlikely those trades would cause the harmful effects of market timing,
including dilution, disruption of portfolio management, increases in the Funds’
trading costs and the realization of capital gains. With regard to the purchase
or redemption of Creation Units directly with each Fund, to the extent effected
in-kind (i.e.,
for securities), those trades do not cause the harmful effects that may result
from frequent cash trades. To the extent trades are effected in whole or in part
in cash, those trades could result in dilution to the Funds and increased
transaction costs, which could negatively impact a Fund’s ability to achieve its
investment objective. However, direct trading by APs is critical to ensuring
that shares trade at or close to NAV. The Funds also employ fair valuation
pricing to minimize potential dilution from market timing. In addition, the
Funds impose transaction fees on purchases and redemptions of shares to cover
the custodial and other costs incurred by the Funds in effecting trades. These
fees increase if an investor substitutes cash in part or in whole for
securities, reflecting the fact that a Fund’s trading costs increase in those
circumstances. Given this structure, the Trust has determined that it is not
necessary to adopt policies and procedures to detect and deter market timing of
the shares.
DIVIDENDS,
OTHER DISTRIBUTIONS AND TAXES
Shares
are traded throughout the day in the secondary market on a national securities
exchange on an intra-day basis and are created and redeemed in-kind and/or for
cash in Creation Units at each day’s next calculated NAV. The Funds currently
intend to create and redeem Creation Units in cash. Satisfying redemptions in
cash may result in the Fund selling portfolio securities to obtain cash to meet
net Fund redemptions which can have an adverse tax impact on taxable
shareholders. These sales may generate taxable gains for the ongoing
shareholders of the Fund. In-kind arrangements are designed to protect ongoing
shareholders from the adverse effects on a Fund’s portfolio that could arise
from frequent cash redemption transactions. In the event that a Fund redeems
Creation Units in-kind, the shares’ in-kind redemption mechanism generally will
not lead to a tax event for the Fund or its ongoing shareholders.
Ordinarily,
the Funds will distribute any net investment income and any net realized capital
gains annually. The Funds may also pay a special distribution at the end of a
calendar year to comply with U.S. federal income tax requirements.
No
dividend reinvestment service is provided by the Funds. Broker-dealers may make
available the DTC book-entry Dividend Reinvestment Service for use by beneficial
owners of the Funds for reinvestment of their dividend distributions. Beneficial
owners should contact their broker to determine the availability and costs of
the service and the details of participation therein. Brokers may require
beneficial owners to adhere to specific procedures and timetables. If this
service is available and used, dividend distributions of both income and
realized gains will be automatically reinvested in additional whole shares of
the Fund purchased in the secondary market.
Distributions
in cash may be reinvested automatically in additional whole shares only if the
broker through whom you purchased shares makes such option
available.
Taxes
As
with any investment, you should consider how your investment in shares will be
taxed. The tax information in this Prospectus is provided as general
information. You should consult your own tax professional about the tax
consequences of an investment in shares.
Unless
your investment in shares is made through a tax-exempt entity or tax-deferred
account, such as an individual retirement account, you need to be aware of the
possible tax consequences when:
-A
Fund makes distributions,
-You
sell your shares listed on the Exchange, and
-You
purchase or redeem Creation Units.
Taxes
on Distributions
Distributions
from each Fund’s net investment income, including net short-term capital gains,
if any, are taxable to you as ordinary income, except that each Fund’s dividends
attributable to its “qualified dividend income” (e.g.,
dividends received on stock of most domestic and certain foreign corporations
with respect to which the Fund satisfies certain holding period and other
requirements), if any, generally are subject to U.S. federal income tax for U.S.
non-corporate shareholders who satisfy those restrictions with respect to their
shares at the rate for net capital gain. A part of each Fund’s dividends also
may be eligible for the dividends-received deduction allowed to U.S.
corporations subject to similar requirements. However, dividends a U.S.
corporate shareholder deducts pursuant to that deduction are subject indirectly
to the U.S. federal alternative minimum tax. 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 affect each Fund’s performance.
In
general, distributions received from each Fund are subject to U.S. federal
income tax when they are paid, whether taken in cash or reinvested in the Fund
(if that option is available). Distributions reinvested in additional shares
through the means of a dividend reinvestment service, if available, will be
taxable to shareholders acquiring the additional shares to the same extent as if
such distributions had been received in cash. Distributions of net long-term
capital gains, if any, in excess of net short-term capital losses are taxable as
long-term capital gains, regardless of how long you have held the shares in a
Fund.
Distributions
in excess of a Fund’s current and accumulated earnings and profits are treated
as a tax-free return of capital to the extent of your basis in the shares and as
capital gain thereafter. A distribution will reduce a Fund’s NAV per share and
may be taxable to you as ordinary income or capital gain (as described above)
even though, from an investment standpoint, the distribution may constitute a
return of capital.
The
Funds are required to backup withhold twenty-four percent (24%) of your
distributions and redemption proceeds if you have not provided the Fund with a
correct Social Security number for individual(s) in the required manner and in
certain other situations.
Taxes
on Exchange-Listed Share Sales
Any
capital gain or loss realized upon a sale of shares is generally treated as
long-term capital gain or loss if the shares have been held for more than one
year and as short-term capital gain or loss if the shares have been held for one
year or less. The ability to deduct capital losses from sales of shares may be
limited.
Taxes
on Purchase and Redemption of Creation Units
An
Authorized Participant who exchanges securities for Creation Units generally
will recognize a gain or a loss equal to the difference between the market value
of the Creation Units at the time of the exchange and the sum of the exchanger’s
aggregate basis in the securities surrendered plus any cash it pays. An
Authorized Participant who exchanges Creation Units for securities will
generally recognize a gain or loss equal to the difference between the
exchanger’s basis in the Creation Units and the sum of the aggregate market
value of the securities received plus any cash received. The Internal Revenue
Service (“Service”), however, may assert that a loss realized upon an exchange
of securities for Creation Units cannot be deducted currently under the rules
governing “wash sales” or for other reasons.
Persons
exchanging securities should consult their own tax adviser with respect to
whether the wash sale rules apply and when a loss might be
deductible.
Any
capital gain or loss realized upon redemption of Creation Units is generally
treated as long-term capital gain or loss if the Creation Units have been held
for more than one year and as short-term capital gain or loss if the Creation
Units have been held for one year or less.
If
you purchase or redeem Creation Units, you will be sent a confirmation statement
showing how many Creation Units you purchased or sold and at what price. See
“Taxes” in the SAI for a description of the requirement regarding basis
determination methods applicable to share redemptions (including redemptions of
Creation Units) and each Fund’s obligation to report basis information to the
Service.
At
the time that this prospectus is being prepared, various administrative and
legislative changes to the U.S. federal tax laws are under consideration, but it
is not possible at this time to determine whether any of these changes will take
place or what the changes might entail.
The
foregoing discussion summarizes some of the possible consequences under current
U.S. federal income tax law of an investment in the Funds. It is not a
substitute for personal tax advice. Consult your personal tax adviser about the
potential tax consequences of an investment in the shares under all applicable
tax laws. See “Taxes” in the SAI for more information.
FUND
SERVICE PROVIDERS
Commonwealth
Fund Services, Inc.
(the “Administrator”) is the Funds’ administrator. The firm is primarily in the
business of providing administrative services to retail and institutional mutual
funds and exchange-traded funds.
[_____________] serves
as the Fund’s fund accountant, and it provides certain other services to the
Fund not provided by the Administrator. [__________] is primarily in the
business of providing administrative, fund accounting services to retail and
institutional exchange-traded funds and mutual funds.
As
transfer agent, [__________],
has, among other things, agreed to: issue and redeem shares of the Fund; make
dividend and other distributions to shareholders of the Fund; effect transfers
of shares; mail communications to shareholders of the Funds, including account
statements, confirmations, and dividend and distribution notices; facilitate the
electronic delivery of shareholder statements and reports; and maintain
shareholder accounts.
[__________] acts
as custodian for the Fund. As such, [__________] holds
all securities and cash of the Fund, delivers and receives payment for
securities sold, receives and pays for securities purchased, collects income
from investments, and performs other duties, all as directed by officers of the
Trust. [__________] does
not exercise any supervisory function over management of the Fund, the purchase
and sale of securities, or the payment of distributions to
shareholders.
Foreside
Fund Services, LLC (the
“Distributor”) serves as the Distributor of Creation Units for the Fund on an
agency basis. The Distributor does not maintain a secondary market in
shares.
Practus,
LLP serves
as legal counsel to the Trust and the Fund.
[__________] serves
as the Fund’s independent registered public accounting firm. The independent
registered public accounting firm is responsible for auditing the annual
financial statements of the Fund.
OTHER
INFORMATION
Continuous
Offering
The
method by which Creation Units of shares are created and traded may raise
certain issues under applicable securities laws. Because new Creation Units of
shares are issued and sold by the Funds on an ongoing basis, a
“distribution,”
as such term is used in the Securities Act of 1933, as amended (the “Securities
Act”), may occur at any point. Broker-dealers and other persons are cautioned
that some activities on their part may, depending on the circumstances, result
in their being deemed participants in a distribution in a manner which could
render them statutory underwriters and subject them to the prospectus delivery
requirement and liability provisions of the Securities Act.
For
example, a broker-dealer firm or its client may be deemed a statutory
underwriter if it takes Creation Units after placing an order with the
Distributor, breaks them down into constituent shares and sells the shares
directly to customers or if it chooses to couple the creation of a supply of new
shares with an active selling effort involving solicitation of secondary market
demand for shares. A determination of whether one is an underwriter for purposes
of the Securities Act must take into account all the facts and circumstances
pertaining to the activities of the broker-dealer or its client in the
particular case, and the examples mentioned above should not be considered a
complete description of all the activities that could lead to a characterization
as an underwriter.
Broker-dealer
firms should also note that dealers who are not “underwriters” but are effecting
transactions in shares, whether or not participating in the distribution of
shares, are generally required to deliver a prospectus. This is because the
prospectus delivery exemption in Section 4(3) of the Securities Act is not
available in respect of such transactions as a result of Section 24(d) of the
1940 Act. As a result, broker-dealer firms should note that dealers who are not
“underwriters” but are participating in a distribution (as contrasted with
engaging in ordinary secondary market transactions) and thus dealing with the
shares that are part of an overallotment within the meaning of Section 4(3)(C)
of the Securities Act, will be unable to take advantage of the prospectus
delivery exemption provided by Section 4(3) of the Securities Act. For delivery
of prospectuses to exchange members, the prospectus delivery mechanism of Rule
153 under the Securities Act is only available with respect to transactions on a
national exchange.
Dealers
effecting transactions in the shares, whether or not participating in this
distribution, are generally required to deliver a Prospectus. This is in
addition to any obligation of dealers to deliver a Prospectus when acting as
underwriters.
Premium/Discount
Information
When
available, information regarding how often the shares of each Fund traded on the
Exchange at a price above (i.e., at
a premium) or below (i.e., at
a discount) the NAV of each Fund will be available at
www.rexshares.com.
FINANCIAL
HIGHLIGHTS
Because
the Funds have not yet commenced operations as of the date hereof, no financial
highlights are available. In the future, financial highlights will be presented
in this section of the Prospectus.
FOR
MORE INFORMATION
You
will find more information about the Funds in the following
documents:
Statement
of Additional Information: For
more information about the Fund, you may wish to refer to the Funds’ SAI dated
___________, 2026, which is on file with the SEC and incorporated by reference
into this prospectus.
Annual/Semi-Annual
Reports: Additional
information about each Fund’s investments, once available, will be available in
the Funds’ annual and semi-annual reports to shareholders and in Form N-CSR. In
each Fund’s annual report, you will find a discussion of the market conditions
and investment strategies that significantly affected the Funds’ performance
during its last fiscal year. In Form N-CSR, you will find the Funds’ annual and
semi-annual financial statements.
You
can obtain a free copy of the SAI, annual and semi-annual reports, other
information, such as the Funds’ financial statements, by writing to the Funds at
8730 Stony Point Parkway, Suite 205, Richmond, Virginia 23235, by calling the
Fund toll-free at (833)
759-6110,
by email at: [email protected]. Each Fund’s annual and semi-annual reports,
prospectus and SAI are all available for viewing/downloading at
www.rexshares.com. General inquiries regarding the Funds may also be directed to
the above address or telephone number.
Copies
of these documents and other information about the Funds are available on the
EDGAR Database on the Commission’s Internet site at http://www.sec.gov, and
copies of these documents may also be obtained, after paying a duplication fee,
by electronic request at the following email address:
[email protected].
(Investment
Company Act File No. 811-23439)