As filed with the Securities and Exchange Commission on February 8, 2019

N-14/A 1 american14a201902.htm As filed with the Securities and Exchange Commission on February 8, 2019

As filed with the Securities and Exchange Commission on February 8, 2019

Securities Act File No. 333-228478

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549.

FORM N-14

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

☒ Pre-Effective Amendment No. 1

¨ Post-Effective Amendment No.

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AMERICAFIRST QUANTITATIVE FUNDS

(Exact Name of Registrant as Specified in Charter)

300 Harding Blvd., Suite 215

Roseville, CA 95678

(Address of Principal Executive Offices)(Zip Code)

Registrant's Telephone Number, including Area Code: (916) 787-9940

Mutual Shareholder Services, LLC.

8000 Town Centre Drive, Suite 400 Broadview Heights OH 44147

(Name and Address of Agent for Service)

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Title of securities being registered: Shares of AmericaFirst Tactical Alpha Fund, a series of the Registrant.

No filing fee is required because the Registrant is relying on Section 24(f) of the Investment Company Act of 1940, as amended, pursuant to which it has previously registered an indefinite number of shares.

Approximate date of proposed public offering: As soon as practicable after this Registration Statement becomes effective under the Securities Act of 1933, as amended.

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment that specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

AMERICAFIRST QUANTITATIVE STRATEGIES FUND

A SERIES OF AMERICAFIRST QUANTITATIVE FUNDS

300 Harding Blvd., Suite 215

Roseville, CA 95678

February [_], 2019

Dear Shareholder:

We wish to provide you with some important information concerning your investment. You are receiving this Information Statement because you own shares of the AmericaFirst Quantitative Strategies Fund, a series of the AmericaFirst Quantitative Funds. The Board of Trustees (the "Board") of AmericaFirst Quantitative Funds (the "Trust"), after careful consideration, has approved the reorganization (the "Reorganization") of the AmericaFirst Quantitative Strategies Fund (the "Target Fund"), into the AmericaFirst Tactical Alpha Fund (the "Survivor Fund"), which is also a series of the Trust. The Target Fund and the Survivor Fund are sometimes each referred to separately as a "Fund", and together as the "Funds". The series surviving the Reorganization, the Survivor Fund, will also be referred to herein as the "Combined Fund". The Reorganization does not require your approval, and you are not being asked to vote. The attached Information Statement contains information about the Survivor Fund and provides details about the terms and conditions of the Reorganization. You should review the Information Statement carefully and retain it for future reference.

The Target Fund and Survivor Fund have similar investment objectives and their principal investment strategies are similar. While the Funds use somewhat different investment techniques and allocations at times, both Funds primarily seek capital appreciation by investing in a combination of equity and fixed income securities, as well as other asset types. The Survivor Fund seeks to achieve capital appreciation with a focus on producing positive returns regardless of the direction of the financial markets; while the Target Fund seeks to achieve long-term capital appreciation and to achieve positive returns through all market cycles. In seeking to fulfill each Fund's investment objective, the portfolio manager may engage in frequent trading of each Fund's portfolio securities. Currently, the Funds are managed by the same portfolio manager. We anticipate that the Reorganization will result in benefits to the shareholders of the Target Fund as discussed more fully in the Information Statement. As a general matter, we believe that after the Reorganization, the Combined Fund will provide you with a similar investment objective with lower gross expenses, somewhat higher net expenses, as well as portfolio management efficiencies. Following the Reorganization, all share classes of the Combined Fund are expected to have lower gross expenses. Class I shares are expected to have somewhat higher net expenses (0.04% higher when compared to Target Fund Class I shares); Class U shares are expected to have slightly higher net expenses (0.01% higher when compared to the Target Fund Class C shares); and Class A shares are expected to have somewhat higher net expenses

(0.05% higher when compared to the Target Fund Class A shares). The increase in expected net expenses are attributable to the investment advisor's right to recoup or recapture previously waived advisory fees, which are described in further detail in the "Questions and Answers" section below.

After considering the performance of each Fund and the expenses associated with the investment structure of the Target Fund, the Funds' advisor recommended to the Board that the Target Fund be reorganized into the Survivor Fund. The Board has concluded that the Reorganization is in the best interests of each of the Funds and their respective shareholders. In approving the Reorganization, the Board considered, among other things, the similarities between the Funds' investment objectives and strategies, the management fee for the Target Fund and the Combined Fund (as lowered), the differences in historical performance between the Target Fund and the Survivor Fund, and the terms and conditions of the Agreement and Plan of Reorganization (the "Plan of Reorganization"). The Board also considered that it is not anticipated that the Reorganization will have any tax consequences for shareholders.

The Plan of Reorganization provides that the Target Fund will transfer all of its assets and liabilities to the Survivor Fund. In exchange for the transfer of these assets and liabilities, the Survivor Fund will simultaneously issue shares to the Target Fund in an amount equal in value to the net asset value of the Target Fund's shares as of the close of business on the business day preceding the foregoing transfers. Class A shares of the Target Fund will receive Class A shares of the Survivor Fund; Class C shares of the Target Fund will receive Class U shares of the Survivor Fund; and Class I shares of the Target Fund will receive Class I shares of the Survivor Fund. These transfers are expected to occur on or about February [28], 2019 (the "Closing Date"). Immediately after the Reorganization, the Target Fund will make a liquidating distribution to its shareholders of the Survivor Fund shares received, so that a holder of shares in the Target Fund at the Closing Date of the Reorganization will receive a number of shares of the Survivor Fund with the same aggregate value as the shareholder had in the Target Fund immediately before the Reorganization.

Following the Reorganization, the Target Fund will cease operations as a separate series of the Trust. Shareholders of the Target Fund will not be assessed any sales charges, redemption fees or any other shareholder fee in connection with the Reorganization.

NO ACTION ON YOUR PART IS REQUIRED TO EFFECT THE REORGANIZATION.

If you have questions, please contact the Fund toll-free at 1-877-217-8363.

Sincerely,

Rick Gonsalves, President

QUESTIONS AND ANSWERS

We recommend that you read the complete Information Statement. The following Questions and Answers provide an overview of the key features of the reorganization (the "Reorganization") of the AmericaFirst Quantitative Strategies Fund (the "Target Fund"), into the AmericaFirst Tactical Alpha Fund (the "Survivor Fund" and, together with the Target Fund, the "Funds" and each, a "Fund") and of the information contained in this Information Statement.

What is this document and why did we send it to you?

This is an Information Statement that provides you with information about a plan of reorganization between the Target Fund and the Survivor Fund. Both the Target Fund and the Survivor Fund are series of the AmericaFirst Quantitative Funds (the "Trust"). The Target Fund and the Survivor Fund are sometimes each referred to separately as a "Fund", and together as the "Funds." The Funds pursue similar investment objectives and have similar investment strategies. When the Reorganization is completed, your shares of the Target Fund will be exchanged for shares of the Survivor Fund, and the Target Fund will be terminated as a series of the Trust. Class A shares of the Target Fund will receive Class A shares of the Survivor Fund; Class C shares of the Target Fund will receive Class U shares of the Survivor Fund; and Class I shares of the Target Fund will receive Class I shares of the Survivor Fund. Please refer to the Information Statement for a detailed explanation of the Reorganization, and a more complete description of the Survivor Fund.

You are receiving this Information Statement because you own shares of the Target Fund as of February 4, 2019. The Reorganization does not require approval by you or by shareholders of either the Target or Survivor Fund, and you are not being asked to vote.

How do the principal investment strategies and principal investment risks of the Funds differ?

Both Funds share the same fundamental investment limitations. However, the Target Fund employs a "multi-strategy approach," that seeks to smooth out returns, reduce volatility, and mitigate asset-class and single-strategy risks. The Survivor Fund does not employ such a strategy and is distinct in that it has a more wide-ranging investment strategy mandate that does not expressly contemplate reduced volatility and risk reduction. In seeking to fulfill each Fund's investment objective, the portfolio manager may engage in frequent trading of each Fund's portfolio securities. Both Funds may invest from a similar menu of asset classes including equity and debt securities. Because of their similar investment strategies, the primary risks associated with an investment in the Survivor Fund are nearly identical to those associated with an investment in the Target Fund. The Survivor Fund describes

aspects of fixed income investing in more detail than the Target Fund by providing a separate Interest Rate Risk disclosure.

Has the Board of Trustees approved the Reorganization?

Yes, the Board of Trustees of the Trust (the "Board") has approved the Reorganization. After careful consideration, the Board, including all of the Trustees who are not "interested persons" of the Funds (as defined in the Investment Company Act of 1940 (the "1940 Act")) (the "Independent Trustees"), determined that the Reorganization is in the best interests of the Target Fund's and Survivor Fund's shareholders and that neither Fund's existing shareholders' interests will be diluted as a result of the Reorganization.

Why is the Reorganization occurring?

The Board has determined that Target Fund shareholders may benefit from an investment in the Combined Fund in the following ways:


(i)	Shareholders of the Target Fund will remain invested in an open-end fund that has greater net assets that is expected to result in future operating efficiencies (e.g., certain fixed costs, such as audit fees, compliance expenses, accounting fees and other expenses, will be spread across a larger asset base, thereby potentially lowering the total expense ratio borne by shareholders of the Combined Fund);
(ii)	The Survivor Fund management fee is the same (as revised) and projected gross expense structure is lower; and

(iii)	The historical performance of the Surviving Fund as compared to the Target Fund, and the potential of the Survivor Fund to gather additional assets while shareholders of the Combined Fund benefit from increased economies of scale.

How will the Reorganization affect me as a shareholder?

Upon the closing of the Reorganization, Target Fund shareholders will become shareholders of the Survivor Fund. With the Reorganization, all of the assets and the liabilities of the Target Fund will be combined with those of the Survivor Fund. You will receive shares of the Survivor Fund equal to the value of the shares you own of the Target Fund. Class A shares of the Target Fund will receive Class A shares of the Survivor Fund; Class C shares of the Target Fund will receive Class U shares of the Survivor Fund; and Class I shares of the Target Fund will receive Class I shares of the Survivor Fund. An account will be created for each shareholder that will be credited with shares of the Survivor Fund with an aggregate net asset value equal to the aggregate net asset value of the shareholder's Target Fund shares at the time of the Reorganization.

The number of shares a shareholder receives (and thus the number of shares allocated to a shareholder) will depend on the relative net asset values per share of each class of shares of the two Funds immediately prior to the Reorganization. Thus, although the aggregate net asset value in a shareholder's account will be the same, a shareholder may receive a greater or lesser number of shares than it currently holds in the Target Fund. No physical share certificates will be issued to shareholders. As a result of the Reorganization, a Target Fund shareholder will hold a smaller percentage of ownership in the Combined Fund than such shareholder held in the Target Fund prior to the Reorganization.

Why is no shareholder action necessary?

Neither a vote of the shareholders of the Target Fund nor a vote of the shareholders of the Survivor Fund is required to approve the Reorganization under the Delaware Statutory Trust Act or under the Trust's declaration of Trust. Under Rule 17a-8 of the 1940 Act, a vote of shareholders of the Target Fund is not required.

When will the Reorganization occur?

The Reorganization is expected to take effect on or about February [28], 2019 (Closing Date), or as soon as possible thereafter.

Who will pay for the Reorganization?

The costs of the Reorganization will be borne by the investment advisor to the Funds.

Will the Reorganization result in any federal tax liability to me?

The Reorganization is not expected to result in a tax consequence to Target Fund shareholders.

Can I redeem my shares of the Target Fund before the Reorganization takes place?

Yes. You may redeem your shares, at any time before the Reorganization takes place, as set forth in the Target Fund's prospectus. If you choose to do so, your request will be treated as a normal exchange or redemption of shares. Shares that are held as of the February [28], 2019 Closing Date will be exchanged for shares of the Survivor Fund.

Will shareholders have to pay any sales load, commission or other similar fee in connection with the Reorganization?

iii

No. Shareholders will not pay any sales load, commission or other similar fee in connection with the Reorganization, and thus Target Fund shareholders will not pay any such fee indirectly.

Are there differences in front-end sales loads or contingent deferred sales charges?

Yes. The Target Fund Class A shares have a maximum sales load of 4%, while Class A shares of the Survivor Fund have a maximum sales load of 5%. Both the Target Fund and Survivor Fund Class A shares have a maximum deferred sales charge of 1%. The Target Fund Class C shares have a maximum sales load of 1%, while Class U shares of the Survivor Fund have a maximum sales load of 2.5%. The Target Fund Class C shares have no deferred sales charge; while Class U shares of the Survivor Fund have maximum deferred sales charge of 1%. Class I shares of both Funds have no loads or deferred sales charges. The following presents this information in table format.


	Target Class A	Survivor Class A	Target Class C	Survivor Class U	Target Class I	Survivor Class A
Maximum Sales Charge (Load)	4.0%	5.0%	1.0%	2.5%	0.0%	0.0%
Maximum Deferred Sales Charge (Load)	1.0%	1.0%	0.0%	1.0%	0.0%	0.0%

Are there differences in gross and net operating expenses?

Yes. Following the Reorganization, all share classes of the Combined Fund are expected to have lower gross expenses than the Target Fund and the Survivor Fund. Following the Reorganization, Class I shares are expected to have somewhat higher net expenses (0.04% higher when compared to Target Fund Class I shares); Class U shares are expected to have slightly higher net expenses (0.01% higher when compared to the Target Fund Class C shares); and Class A shares are expected to have somewhat higher net expenses (0.05% higher when compared to the Target Fund Class A shares). The increase in expected net expenses are attributable to the investment advisor's right to recoup or recapture previously waived advisory fees. An element of the expense limitation agreement between the investment advisor and the Trust provides that the investment advisor may recoup previously waived advisory fees if the Fund's respective share class current operating expenses are below the current expense cap level and the expense cap level that was in place when the advisory fees were waived.

Whom do I contact for further information?

You can contact your financial adviser for further information. You may also contact the Funds toll-free at 1-877-217-8363. You may also visit the Funds' website at http://americafirstfunds.com.

Important additional information about the Reorganization is set forth in the accompanying Information Statement. Please read it carefully.

INFORMATION STATEMENT FOR

AMERICAFIRST QUANTITATIVE STRATEGIES FUND,

A SERIES OF AMERICAFIRST QUANTITATIVE FUNDS

300 Harding Blvd., Suite 215

Roseville, CA 95678

PROSPECTUS FOR

AMERICAFIRST TACTICAL ALPHA FUND

A SERIES OF AMERICAFIRST QUANTITATIVE FUNDS

300 Harding Blvd., Suite 215

Roseville, CA 95678

Dated February [_], 2019

RELATING TO THE REORGANIZATION OF

AMERICAFIRST QUANTITATIVE STRATEGIES FUND

WITH AND INTO

AMERICAFIRST TACTICAL ALPHA FUND

EACH A SERIES OF AMERICAFIRST QUANTITATIVE FUNDS

This Information Statement is furnished to you as a shareholder of the AmericaFirst Quantitative Strategies Fund (the "Target Fund"), a series of AmericaFirst Quantitative Funds, a Delaware statutory trust (the "Trust"). As provided in the Agreement and Plan of Reorganization (the "Plan of Reorganization"), the Target Fund will be reorganized into the AmericaFirst Tactical Alpha Fund (the "Survivor Fund"), also a series of the Trust (the "Reorganization"). The Target Fund and the Survivor Fund are each referred to herein as a "Fund", and together, the "Funds." The Fund surviving the Reorganization, the Survivor Fund, will be referred to herein as the "Combined Fund." For purposes of this Information Statement, the terms "shareholder," "you" and "your" may refer to the shareholders of the Target Fund.

The Board of Trustees of the Trust (the "Board"), on behalf of each Fund, has approved the Reorganization and has determined that the Reorganization is in the best interests of the Funds and their respective shareholders. The Survivor Fund pursues an investment objective nearly identical to that of the Target Fund, and the investment strategies of the Funds are similar. Please see "Summary—Investment Objectives and Principal Investment Strategies" below.

At the closing of the Reorganization, the Survivor Fund will acquire substantially all of the assets and the liabilities of the Target Fund in exchange for shares of the Survivor Fund. Class A shares of the Target Fund will receive Class A shares of the Survivor Fund; Class C shares of the Target Fund will receive Class U shares of the Survivor Fund; and Class I shares of the Target Fund will receive Class I shares of the

Survivor Fund. Immediately after receiving the Survivor Fund shares, the Target Fund will distribute these shares to its shareholders in the liquidation of the Target Fund. Target Fund shareholders will receive shares of the Survivor Fund with an aggregate net asset value equal to the aggregate net asset value of the Target Fund shares they held immediately prior to the Reorganization. After distributing these shares, the Target Fund will be terminated as a series of the Trust. As a result of the Reorganization, a shareholder of the Target Fund will have a smaller percentage of ownership in the Combined Fund than such shareholder's percentage of ownership in the Target Fund prior to the Reorganization.

This Information Statement sets forth concisely the information you should know about the Reorganization of the Target Fund and constitutes an offering of the shares of the Survivor Fund issued in the Reorganization. Please read it carefully and retain it for future reference.

In addition, the following documents each have been filed with the Securities and Exchange Commission (the "SEC"), and are incorporated herein by reference:

the Prospectus related to the Target Fund, dated November 1, 2018 (File Nos. 811-22669 and 333-179594), which has previously been sent to shareholders of the Target Fund;

the Statement of Additional Information related to the Target Fund and Survivor Fund, dated November 1, 2018 (File Nos. 811-22669 and 333-179594);

the Annual Report to shareholders of the Target Fund and the Survivor Fund for the fiscal year ended June 30, 2018 (File Nos. 811-22669 and 333-179594), which has previously been sent to shareholders of the Target Fund.

The Funds are subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended (the "1940 Act"), and in accordance therewith, file reports and other information, including proxy materials, with the SEC.

The Funds' Prospectus, Statement of Additional Information, each as supplemented, and their annual and semi-annual reports, are available upon request and without charge by writing to the Funds at c/o Mutual Shareholder Services, LLC, 8000 Town Centre Drive, Suite 400 Broadview Heights, OH 44147 or by calling toll-free at 1-877-217-8363. They are also available, free of charge, at the Funds' website at http://americafirstfunds.com. Information about the Funds can also be reviewed and copied at the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549-0102. Call 1-202-551-8090 for information on the operation of the public reference room. This information is also accessible via the Edgar database on the SEC's internet site at www.sec.gov and copies may be obtained upon payment of a duplicating fee, by electronic request at the following E-mail address: publicinfo@sec.gov, or by writing the SEC's Public Reference Section, Washington, D.C. 20549-1520.

THIS INFORMATION STATEMENT IS EXPECTED TO BE SENT TO SHAREHOLDERS ON OR ABOUT FEBRUARY [_], 2019.

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.

TABLE OF CONTENTS


SUMMARY	5
The Reorganization	5
Investment Objectives and Principal Investment Strategies	7
Principal Investment Risks	9
Fees and Expenses	12
Portfolio Turnover	15
Federal Tax Consequences	16
Purchase, Exchange, Redemption, Transfer and Valuation of Shares	16

COMPARISON OF THE TARGET FUND AND SURVIVOR FUND	16

Investment Objectives and Principal Investment Strategies	16
Comparison of Investment Objectives and Principal Investment Strategies	18
Fundamental Investment Policies	20
Risks of the Funds	21
Performance History	23
Management of the Funds	27
Portfolio Manager	28
Other Service Providers	29
Purchase, Redemption and Pricing of Fund Shares	29
Frequent Purchases And Redemption of Fund Shares	32
Dividends, Distributions and Taxes	32

FINANCIAL HIGHLIGHTS	34
INFORMATION RELATING TO THE REORGANIZATION	34
Description of the Reorganization	34
Terms of the Reorganization	35
Reasons for the Reorganization	36
Federal Income Taxes	36
Expenses of the Reorganization	37
Continuation of Shareholder Accounts and Plans; Share Certificates	37

OTHER INFORMATION	37

Capitalization	37
Shareholder Information	39
Shareholder Rights and Obligations	40
Shareholder Proposals	41

EXHIBIT A: AGREEMENT AND PLAN OF REORGANIZATION	A-1
EXHIBIT B: FINANCIAL HIGHLIGHTS	B-1

SUMMARY

The following is a summary of certain information contained elsewhere in this Information Statement and is qualified in its entirety by references to the more complete information contained herein. Shareholders should read the entire Information Statement carefully.

The Trust, organized under the laws of the state of Delaware, is an open-end management investment company registered with the SEC. The Target Fund and Survivor Fund are organized as separate series of the Trust. The investment objective of each Fund are as follows. The Survivor Fund seeks to achieve capital appreciation with a focus on producing positive returns regardless of the direction of the financial markets; while the Target Fund seeks to achieve long-term capital appreciation and to achieve positive returns through all market cycles.

AmericaFirst Capital Management, LLC ("ACM" or "Advisor") is the investment advisor for the Funds and will serve as the investment advisor for the Combined Fund. Rick Gonsalves is the portfolio manager for both the Target Fund and the Survivor Fund, and is expected to continue the day-to-day management of the Combined Fund following the Reorganization.

The Reorganization.

The Proposed Reorganization. The Board, including the Trustees who are not "interested persons" of the Trust (as defined in the 1940 Act) (the "Independent Trustees"), on behalf of each of the Target Fund and the Survivor Fund, has approved the Agreement and Plan of Reorganization (the "Plan of Reorganization"). The Plan of Reorganization provides for:

the transfer of substantially all of the assets and the liabilities of the Target Fund to the Survivor Fund in exchange for shares of the Survivor Fund;

the distribution of such shares to the Target Fund's shareholders; and

the termination of the Target Fund as a separate series of the Trust.

If the proposed Reorganization is completed, the Survivor Fund will acquire substantially all of the assets and the liabilities of the Target Fund. As of February 4, 2019, the securities held by the Target fund comply with the investment restrictions and guidelines of the Survivor Fund and no sale of Target Fund portfolio securities are planned. Shareholders of the Target Fund will receive shares of the Survivor Fund with an aggregate net asset value equal to the aggregate net asset value of the Target Fund shares that the shareholders own immediately prior to the Reorganization. Class A shares of the Target Fund will receive Class A shares of the Survivor Fund; Class C shares of the Target Fund will receive Class U shares of the Survivor Fund; and Class I shares of the Target Fund will receive Class I shares of the Survivor Fund.

Background and Reasons for the Proposed Reorganization. The Reorganization has been proposed because the Advisor believes that it is in the best interests of each Fund's shareholders if the Target Fund is merged with the Survivor Fund because (1) the Survivor Fund has a similar investment objective and similar investment strategies as the Target Fund; (2) the Survivor Fund has had better historical performance than the Target Fund; (3) the Survivor Fund has the same management fee (as adjusted) as the Target Fund; and (4) the prospects for growth, and for achieving economies of scale, of the combined Target Fund and Survivor Fund.

In approving the Plan of Reorganization, the Board, on behalf of the Target Fund, including the Independent Trustees, determined that the Reorganization is in the best interests of the Target Fund and that the interests of the Target Fund shareholders will not be diluted as a result of the Reorganization. Before reaching this conclusion, the Board engaged in a thorough review process relating to the proposed Reorganization. The Board approved the Reorganization at meetings held on September 18, 2018 and October 3, 2018.

The factors considered by the Board with regard to the Reorganization include, but are not limited to, the following:

After the Reorganization, shareholders will be invested in a Combined Fund with a similar investment objective and similar principal investment strategies;

The same portfolio manager that currently manages each Fund will manage the Combined Fund following the closing of the Reorganization;

The historical performance of the Target Fund and the Survivor Fund, and the fact that the Survivor Fund has outperformed the Target Fund for the one-year, three-year, and five-year periods ended June 30, 2018;

Each Fund has (or will have) a management fee of 1.00% of the Fund's average daily net assets;

The Combined Fund resulting from the completion of the Reorganization may achieve certain operating efficiencies in the future from its larger net asset size;

The Combined Fund, as a result of economies of scale, may have a future lower ratio of expenses to average net assets than that of the Target Fund prior to the Reorganization;

The Reorganization is not expected to result in any tax consequence to shareholders; and

The Target Fund shareholders will receive Survivor Fund shares with the same aggregate net asset value as their Target Fund shares.

The Board, including all of the Independent Trustees, concluded, based upon the factors and determinations summarized above, that completion of the Reorganization is advisable and in the best interests of the shareholders of each Fund, and that the interests of the shareholders of each Fund will not be diluted as a result of the Reorganization, and the Advisor will bear Reorganization expenses. The determinations on behalf of each Fund were made on the basis of each Board member's business judgment after consideration of all of the factors taken as a whole, though individual Board members may have placed different weight on various factors and assigned different degrees of materiality to various conclusions.

In addition, under Rule 17a-8 under the 1940 Act, a vote of the shareholders of the Target Fund is not required if as a result of the Reorganization: (i) there is no policy of the Target Fund that under Section 13 of the 1940 Act could not be changed without a vote of a majority of its outstanding voting securities that is materially different from a policy of the Survivor Fund; (ii) the Survivor Fund's advisory contract is not materially different from that of the Target Fund; (iii) the Independent Trustees of the Target Fund who were elected by its shareholders will comprise a majority of the Independent Trustees of the Board overseeing the Survivor Fund; and (iv) after the Reorganization, the Survivor Fund will not be authorized to pay fees under a 12b-1 plan that are greater than fees authorized to be paid by the Target Fund under such a plan. The Reorganization meets all of these conditions, and, therefore, a vote of shareholders is not required under the 1940 Act.

Investment Objectives and Principal Investment Strategies

The Funds have similar investment objectives and similar investment strategies. The Combined Fund's investment objective and principal investment strategies will be those of the Survivor Fund. See "Comparison of the Target Fund and the Survivor Fund — Comparison of Investment Objectives and Principal Investment Strategies" below.

Each Fund's investment objective is similar. The Survivor Fund seeks to achieve capital appreciation with a focus on producing positive returns regardless of the

direction of the financial markets; while the Target Fund seeks to achieve long-term capital appreciation and to achieve positive returns through all market cycles.

The Target Fund is classified as a "Multi-Strategy" fund. By definition, multi-strategy funds engage in a variety of investment strategies. By using a multi-strategy approach, we seek to smooth out returns, reduce volatility, and mitigate asset-class and single-strategy risks. The Target Fund seeks to achieve the Target Fund's investment objective by investing, under normal circumstances, in individual equity and fixed income securities. The Fund will invest in equity securities regardless of market capitalization. The Fund may invest in fixed income securities regardless of maturity or credit rating (including lower-rated securities commonly known as "junk bonds" or "high yield bonds" or "below investment grade"). The Fund incorporates aspects of several of the Advisor's proprietary investment models. Specific portions of the Fund's portfolio may be allocated towards models constructed to achieve a variety of objectives including, but not limited to: absolute return, income, total return and growth. Investment selection is based upon rules-based criteria for each of the investment models selected.

The Fund's portfolio of securities may include common stocks of foreign and domestic companies, preferred securities, fixed income securities (i.e., bonds) of domestic or foreign issuers, closed-end management investment companies ("closed-end funds"), exchange-traded portfolios ("Exchange Traded Portfolios"), master limited partnerships ("MLPs"), and real estate investment trusts ("REITs"). For purposes of the strategy, Exchange Traded Portfolios include open-end funds and unit investment trusts ("UITs") registered under the 1940 Act (commonly referred to as "ETFs" including inverse and leveraged ETFs), commodity pools and investment funds that invest in physical commodities, in each case, that issue shares that are approved for listing and trading on a national securities exchange. Inverse ETFs are designed to produce results opposite to market direction, which may serve to hedge portfolio investments. Inverse ETFs seek daily investment results, before fees and expenses, which correspond to the inverse (opposite) of the daily performance of a specific benchmark, such as the S&P 500 Index. Leveraged ETFs seek to use financial derivatives and debt to amplify the returns of an underlying index. The Advisor does not rebalance inverse ETFs positions daily to adjust for daily changes in the reference index. Open-end funds, closed-end funds and exchange traded portfolios are collectively referred to as "acquired funds." It is possible that the Fund may not include all of these types of securities and may only include one of these types of securities in the portfolio at any given time. The Fund will rebalance a significant portion of its holdings, based on the rules-based models, on a quarterly or more frequent basis. The Fund may hold significantly higher than normal short-term cash positions during rebalancing or when conditions warrant. The Fund may employ seasonal and/or market timing trading strategies based upon the Advisor's rules-based models.

The Survivor Fund seeks to achieve its investment objective through long positions in global equity, credit, commodity and interest rate markets. The Fund will invest in securities regardless of market capitalization and regardless of industry sector. With regard to fixed income securities, the Fund may invest in fixed income securities

regardless of maturity or credit rating (including lower-rated securities commonly known as "junk bonds" or "high yield bonds" or "below investment grade"). The Fund's portfolio of securities may include common stocks of foreign and domestic companies, preferred securities, fixed income securities (i.e., bonds) of domestic or foreign issuers, closed-end management investment companies ("closed-end funds"), exchange-traded portfolios ("Exchange Traded Portfolios"), master limited partnerships ("MLPs"), and real estate investment trusts ("REITs"). For purposes of the strategy, Exchange Traded Portfolios include exchange traded funds ("ETFs"), commodity pools and investment funds that invest in physical commodities, in each case, that issue shares that are approved for listing and trading on a national securities exchange. It is possible that the Fund may not include all of these types of securities and may only include one of these types of securities in the portfolio at any given time. The Fund may also invest in ETFs with inverse market exposure and leveraged ETFs. Inverse ETFs are designed to hedge portfolio investments by producing results opposite to market direction. Inverse ETFs seek daily investment results, before fees and expenses, which correspond to the inverse (opposite) of the daily performance of a specific benchmark, such as the S&P 500 Index. The Advisor does not rebalance inverse ETFs positions daily to adjust for daily changes in the reference index. Leveraged ETFs seek to use financial derivatives and debt to amplify the returns of an underlying index. When applicable, the Fund may rebalance a significant portion of its holdings based on the Advisor's rules-based models, on a quarterly or more frequent basis.

Both the Target Fund and the Survivor Fund are diversified. In seeking to fulfill each Fund's investment objective, the portfolio manager may engage in frequent trading of each Fund's portfolio securities. For information on risks, see "Comparison of the Target Fund and Survivor Fund — Risks of the Funds", below. The fundamental investment policies applicable to each Fund are identical.

Principal Investment Risks

Because of their similar investment strategies, the primary risks associated with an investment in the Survivor Fund are nearly identical to those associated with an investment in the Target Fund. The Survivor Fund describes aspects of fixed income investing in more detail than the Target Fund by providing a separate Interest Rate Risk disclosure as noted below.

Except as otherwise noted, the following risks apply to each of the Fund's direct and indirect investments.

Commodity Related Risk. The Fund's exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities due to changes in interest rates, or sectors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

Credit Risk. There is a risk that issuers and counterparties will not make payments on securities and other investments held by the Fund, resulting in losses to the Fund.

ETF Risk. When the Fund invests in another investment company, including an ETF, it will indirectly bear its proportionate share of any fees and expenses payable directly by the other investment company. Therefore, the Fund will incur higher expenses, many of which may be duplicative. In addition, the Fund may be affected by losses of the underlying funds and the level of risk arising from the investment practices of the underlying funds (such as the use of leverage by the funds). The Fund has no control over the investments and related risks taken by the underlying funds in which it invests. Additionally, investments in ETFs are also subject to the following risks: (i) the market price of an ETF's shares may trade above or below their net asset value; (ii) an active trading market for an ETF's shares may not develop or be maintained; or (iii) trading of an ETF's shares may be halted for a number of reasons.

Fixed Income Risk. When the Fund invests in fixed income securities, or acquired funds that own bonds, the value of your investment in the Fund will fluctuate with changes in interest rates. Other risk factors include credit risk (the debtor may default) and prepayment risk (the debtor may pay its obligation early, reducing the amount of interest payments).

Foreign and Currency Exposure Risk. Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, market, or economic developments and can perform differently from the U.S. market. The value of foreign securities is also affected by the value of the local currency relative to the U.S. dollar.

High-Yield Risk. High-yield, high-risk securities, commonly called "junk bonds," are considered speculative. While generally providing greater income than investments in higher-quality securities, these lower-quality securities will involve greater risk of principal and income than higher-quality securities.

Interest Rate Risk. (Survivor Fund Only) Interest rate risk is the risk that bond prices overall, including the prices of securities held by the Fund, will decline over short or even long periods of time due to rising interest rates. Bonds with longer maturities tend to be more sensitive to interest rates than bonds with shorter maturities. Recently, interest rates have been historically low. Current conditions may result in a rise in interest rates. As a result, for the present, interest rate risk may be heightened.

Inverse ETF Risk. Inverse or "short" ETFs seek to deliver returns that are opposite of the return of a benchmark (e.g., if the benchmark goes up by 1%, the ETF will go down by 1%), typically using a combination of derivative strategies. Inverse ETFs contain all of the risks that regular ETFs present. Because inverse ETFs typically seek to obtain their objective on a daily basis, holding inverse ETFs for longer than a day may produce unexpected results particularly when the benchmark index experiences large ups and downs. Unexpected results include an Inverse ETF failing to rise in price despite a drop in the reference index. Inverse ETFs may also be leveraged. Inverse ETFs contain all of the risks that regular ETFs present.

Leveraged ETF Risk. Investing in leveraged ETFs will amplify the Fund's gains and losses. Most leveraged ETFs "reset" daily. Due to the effect of compounding, their performance over longer periods of time can differ significantly from the performance of their underlying index or benchmark during the same period of time.

Liquidity Risk. Liquidity risk exists when particular investments of the Fund would be difficult to purchase or sell, possibly preventing the Fund from selling such illiquid securities at an advantageous time or price, or possibly requiring a Fund to dispose of other investments at unfavorable times or prices in order to satisfy its obligations.

Management Risk. The portfolio manager's judgments about the attractiveness, value and potential appreciation of particular asset classes, sectors, acquired funds or other securities in which the Fund invests may prove to be incorrect and there is no guarantee that the portfolio manager's judgment will produce the desired results.

MLP Risk. Investments in MLPs involve risks different from those of investing in common stock including risks related to limited control and limited rights to vote on matters affecting the MLP, cash flow risks, dilution risks and risks related to the general partner's limited call right. MLPs are generally considered interest-rate sensitive investments. During periods of interest rate volatility, these investments may not provide attractive returns. Many MLPs are focused on energy-related business and are subject to energy sector risks, such as decline in the price of petroleum.

Preferred Stock Risk. The value of preferred stocks will fluctuate with changes in interest rates. Typically, a rise in interest rates causes a decline in the value of preferred stock. Preferred stocks are also subject to credit risk, which is the possibility that an issuer of preferred stock will fail to make its dividend payments.

Real Estate Risk. Because of its investment in REITs, the Fund is subject to the risks of the real estate market as a whole, such as taxation, regulations and economic and political factors that negatively impact the real estate market and the direct ownership of real estate.

Security Risk. The value of the Fund may decrease in response to the activities and financial prospects of an individual security in the Fund's portfolio.

Small and Medium (Mid) Capitalization Stock Risk. The earnings and prospects of small and mid-capitalization companies are more volatile than larger companies, they may experience higher failure rates than larger companies and normally have a lower trading volume than larger companies, which may tend to make their market price fall more disproportionately than larger companies in response to selling pressures.

Stock Market Risk. Overall stock market risks may also affect the value of the Fund. Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets.

Stock Value Risk. Stocks involve the risk that they may never reach what the portfolio manager believes is their full market value, either because the market fails to recognize the stock's intrinsic worth or the manager misgauged that worth.

Tracking Risk. Investment in the Fund should be made with the understanding that the acquired funds, such as ETFs, in which the Fund invests will not be able to replicate exactly the performance of the indices or sector they track, if any, because the total return generated by the securities will be reduced by transaction costs incurred in adjusting the actual balance of the securities.

Turnover Risk. Because the Fund will rebalance its holdings on an at least quarterly basis, the Fund may have portfolio turnover rates significantly in excess of 100%.

Increased portfolio turnover causes the Fund to incur higher brokerage costs, which may adversely affect the Fund's performance and may produce increased taxable distributions.

Fees and Expenses

As an investor, shareholders pay fees and expenses to buy and hold shares of the Fund. Shareholders may pay shareholder fees directly when they buy or sell shares. Shareholders pay annual fund operating expenses indirectly because they are deducted from Fund assets.

The following tables allow you to compare the shareholder fees and annual fund operating expenses as a percentage of the aggregate daily net assets of each Fund that you may pay for buying and holding shares of the Fund. The pro forma columns show expenses of the Combined Fund as if the Reorganization had occurred on the last day of the Fund's fiscal year ended June 30, 2018. The management fee for the Target Fund is currently 1.00% of the Fund's average daily net assets, which is the same as that of the Survivor Fund (commencing on the closing of the Reorganization) as a result of the Advisor's agreement to reduce its management fee for the Survivor Fund from 1.25% to 1.00% commencing as of the closing of the Reorganization. Each Fund's share classes have the same Distribution and/or Service (12b-1) Fees. The Other Expenses for the Target Fund are higher than those of the Survivor Fund, based on projected combined assets. The Acquired Fund Fees and Expenses for the Survivor Fund are slightly higher than those for the Target Fund. Overall, the total gross operating expense ratios for each of the share classes of the Target Fund are higher than those of the corresponding share classes of the Survivor Fund, based on projected combined assets.

The Annual Fund Operating Expenses table and Example tables shown below are based on actual expenses incurred during each Fund's fiscal year ended June 30, 2018. Please keep in mind that, as a result of changing market conditions, total asset levels, and other factors, expenses at any time during the current fiscal year may be significantly different from those shown.

Shareholder Fees (fees paid directly from your investment):


	Target Fund Class A shares	Survivor Fund Class A shares	Pro Forma Combined Fund Class A shares
Maximum Sales Charge (Load) Imposed on Purchases (as a % of offering price)¹	4.00%	5.00%	5.00%
Maximum Deferred Sales Charge (Load) (as a % of the lower of original purchase price)	1.00%	1.00%	1.00%
Redemption Fee (as a % of amount redeemed, if sold within 90 days)	1.00%	1.00%	1.00%
Wire Transfer Fee	$15	$15	$15

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Target Fund Class A shares	Survivor Fund Class A shares	Pro Forma Combined Fund Class A shares
Management Fees	1.00%	1.25%	1.00%*
Distribution and/or Service (12b-1) Fees	0.25%	0.25%	0.25%
Other expenses	1.33%	1.70%	1.03%
Acquired Fund Fees and Expenses⁽¹⁾	0.02%	0.06%	0.04%
Total Annual Fund Operating Expenses	2.60%	3.26%	2.32%
Less Fee Waiver⁽²⁾	(0.00)%	(0.61)%	(0.00)%
Plus Fee Recapture ⁽³⁾	0.00%	0.00%	0.33%
Total Annual Fund Operating Expenses After Fee Waiver or Recapture	2.60%	2.65%	2.65%

Shareholder Fees (fees paid directly from your investment):


	Target Fund Class C shares	Survivor Fund Class U shares	Pro Forma Combined Fund Class U shares
Maximum Sales Charge (Load) Imposed on Purchases (as a % of offering price)¹	1.00%	2.50%	2.50%
Maximum Deferred Sales Charge (Load) (as a % of the lower of original purchase price)	0.00%	1.00%	1.00%
Redemption Fee (as a % of amount redeemed, if sold within 90 days)	1.00%	1.00%	1.00%
Wire Transfer Fee	$15	$15	$15

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Target Fund Class C shares	Survivor Fund Class U shares	Pro Forma Combined Fund Class U shares
Management Fees	1.00%	1.25%	1.00%*
Distribution and/or Service (12b-1) Fees	1.00%	1.00%	1.00%
Other expenses	1.33%	1.71%	1.03%
Acquired Fund Fees and Expenses⁽¹⁾	0.02%	0.06%	0.04%
Total Annual Fund Operating Expenses	3.35%	4.02%	3.07%
Less Fee Waiver ⁽²⁾	(0.21)%	(0.86)%	(0.00)%
Plus Fee Recapture ⁽³⁾	0.00%	0.00%	0.08%
Total Annual Fund Operating Expenses After Fee Waiver or Recapture	3.14%	3.16%	3.15%

Shareholder Fees (fees paid directly from your investment):


	Target Fund Class I shares	Survivor Fund Class I shares	Pro Forma Combined Fund Class I shares
Maximum Sales Charge (Load) Imposed on Purchases (as a % of offering price)¹	0.00%	0.00%	0.00%
Maximum Deferred Sales Charge (Load) (as a % of the lower of original purchase price)	0.00%	0.00%	0.00%
Redemption Fee (as a % of amount redeemed, if sold within 90 days)	1.00%	1.00%	1.00%
Wire Transfer Fee	$15	$15	$15

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Target Fund Class I shares	Survivor Fund Class I shares	Pro Forma Combined Fund Class I shares
Management Fees	1.00%	1.25%*	1.00%
Distribution and/or Service (12b-1) Fees	0.00%	0.00%	0.00%
Other expenses	1.29%	1.62%	1.03%
Acquired Fund Fees and Expenses⁽¹⁾	0.02%	0.06%	0.04%
Total Annual Fund Operating Expenses	2.31%	2.93%	2.07%
Fee Waiver⁽²⁾	(0.65)%	(1.21)%	(0.37)%
Total Annual Fund Operating Expenses After Fee Waiver	1.66%	1.72%	1.70%

* The Advisor has agreed to reduce its contractual management fee for the Survivor Fund to 1.00% from 1.25% of average daily net assets, effective upon the closing of the Reorganization, pursuant to an amendment to the Management Agreement with the Trust, on behalf of the Funds. Expense information in the table has been restated to reflect current fees.

1. Acquired Fund Fees and Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund's consolidated financial highlights because the consolidated financial statements include only the direct operating expenses incurred by the Fund.

2. The Advisor and the Trust have entered into an expense limitation agreement whereby the Advisor has contractually agreed to waive a portion of its fees and/or reimburse certain Fund operating expenses. Operating Expenses with respect to the Fund are defined to include all expenses necessary or appropriate for the operation of the Fund and including the Advisor's investment advisory fee, Rule 12b-1 fees, taxes, fees of the dividend disbursing agent, shareholder service agent, custodian, transfer agent, administrator, accounting and pricing services agent, expenses for legal and auditing services, clerical expenses, expenses to issue, sell, and redeem shares of the Fund, the cost of preparing and distributing reports and notices to shareholders, the cost of printing or preparing prospectuses and statements of additional information for delivery to shareholders, the cost of printing or preparing any other documents, statements or reports to shareholders, expenses of shareholders' meetings and proxy solicitations, SEC filing fees, expenses of registering the shares under the federal securities laws, state filing fees, trustee fees, insurance, interest, litigation and other extraordinary or nonrecurring expenses, borrowing costs (such as (a) interest and (b) dividend expenses on

securities sold short). Amounts subject to waiver and/or reimbursement do not include: (i) any front-end or contingent deferred loads; (ii) brokerage fees and commissions, (iii) acquired fund fees and expenses; (iv) borrowing costs (such as interest and dividend expense on securities sold short); (v) taxes; (vi) legal fees; and (vii) extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees, contractual indemnification of Fund service providers (other than the Advisor). Subject to the preceding conditions and exclusions, the Adviser has agreed to waive a portion of its fees and/or reimburse certain Fund operating expenses in order to limit annual fund operation expenses to 2.45%, 2.95% and 1.50% for Class A, Class U and Class I shares, respectively. These expense limitations will remain in effect until at least February 29, 2020. This agreement may be terminated by the Fund's Board of Trustees on 60 days' written notice to the Advisor. These fee waivers and expense reimbursements are subject to possible recoupment (also known as recapture) from the Fund in future years on a rolling three-year basis (within the three years after the fees have been waived or reimbursed) if such recoupment can be achieved within the lesser of the foregoing expense limits and any expense limits in place at the time of the recoupment.

3. An element of the expense limitation agreement between the Advisor and the Trust provides that the Advisor may recoup previously waived advisory fees if the Fund's current operating expenses are below the current expense cap level and the expense cap level that was in place when the advisory fees were waived. The current expense cap levels, with certain exclusions as described above in footnote number 2, for the Fund are 2.45%, 2.95% and 1.50% for Class A, Class U and Class I shares, respectively. Because Class A and Class U shares of the Fund, in its combined form, are expected to have operating expenses below their respective cap levels, the Advisor is permitted to recoup (or recapture) previously waived advisory fees in the amounts indicated in the fee tables above.

EXAMPLES

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund's operating expenses remain the same. The Example further assumes that the expense limitation described in the footnotes to the fee table is in effect only until the end of the 1-year period. Although your actual costs may be higher or lower, based on these assumptions your costs would be:


Class A	1 year	3 years	5 years	10 years
Target Fund	$653	$1,176	$1,725	$3,217
Survivor Fund	$755	$1,400	$2,067	$3,841
Pro Forma — Combined Fund	$755	$1,282	$1,768	$3,099


Class C/U	1 year	3 years	5 years	10 years
Target Fund (C)	$414	$1,101	$1,810	$3,690
Survivor Fund (U)	$561	$1,367	$2,189	$4,316
Pro Forma — Combined Fund	$560	$1,197	$1,842	$3,566


Class I	1 year	3 years	5 years	10 years
Target Fund	$169	$659	$1,176	$2,596
Survivor Fund	$175	$793	$1,436	$3,166
Pro Forma — Combined Fund	$173	$613	$1,080	$2,371

Portfolio Turnover

Each 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. These costs, which are not reflected in annual fund operating expenses or in the examples, affect the Fund's performance. During the most recent

fiscal year, the Target Fund's portfolio turnover rate was 852.98% of the average value of its portfolio, and the Survivor Fund's portfolio turnover rate was 794.40% of the average value of its portfolio.

Federal Tax Consequences

It is expected that the Reorganization itself will be a tax-free reorganization under Section 368(a) of the Internal Revenue Code. Accordingly, no gain or loss is expected to be recognized by the Funds as a direct result of the Reorganization. The Funds will receive a tax-related legal opinion supporting the tax matters and consequences to shareholders discussed in the prospectus.

Purchase, Exchange, Redemption, Transfer and Valuation of Shares

The policies of the Target Fund and the Survivor Fund regarding the purchase, redemption, exchange, transfer and valuation of shares are identical. Please see "Comparison of the Target Fund and Survivor Fund—Distribution and Shareholder Servicing Arrangements" and "Purchase, Redemption and Valuation of Shares" below for information regarding the purchase, redemption and valuation of shares.

COMPARISON OF THE TARGET FUND AND SURVIVOR FUND

Investment Objectives and Principal Investment Strategies

Target Fund. The Fund is classified as a "Multi-Strategy" fund. By definition, multi-strategy funds engage in a variety of investment strategies. By using a multi-strategy approach, we seek to smooth out returns, reduce volatility, and mitigate asset-class and single-strategy risks.

The Fund intends to achieve its investment objective by investing, under normal circumstances, in individual equity and fixed income securities. The Fund will invest in equity securities regardless of market capitalization. The Fund may invest in fixed income securities regardless of maturity or credit rating (including lower-rated securities commonly known as "junk bonds" or "high yield bonds" or "below investment grade"). The Fund incorporates aspects of several of the Advisor's proprietary investment models. Specific portions of the Fund's portfolio may be allocated towards models constructed to achieve a variety of objectives including, but not limited to: absolute return, income, total return and growth. Investment selection is based upon rules-based criteria for each of the investment models selected.

"ETFs" including inverse and leveraged ETFs), commodity pools and investment funds that invest in physical commodities, in each case, that issue shares that are approved for listing and trading on a national securities exchange. Inverse ETFs are designed to produce results opposite to market direction, which may serve to hedge portfolio investments. Inverse ETFs seek daily investment results, before fees and expenses, which correspond to the inverse (opposite) of the daily performance of a specific benchmark, such as the S&P 500 Index. Leveraged ETFs seek to use financial derivatives and debt to amplify the returns of an underlying index. The Advisor does not rebalance inverse ETFs positions daily to adjust for daily changes in the reference index. Open-end funds, closed-end funds and exchange traded portfolios are collectively referred to as "acquired funds." It is possible that the Fund may not include all of these types of securities and may only include one of these types of securities in the portfolio at any given time.

The Fund will rebalance a significant portion of its holdings, based on the rules-based models, on a quarterly or more frequent basis. The Fund may hold significantly higher than normal short-term cash positions during rebalancing or when conditions warrant. The Fund may employ seasonal and/or market timing trading strategies based upon the Advisor's rules-based models. In seeking to fulfill the Fund's investment objective, the portfolio manager may engage in frequent trading of the Fund's portfolio securities.

Survivor Fund. The Fund seeks to achieve its investment objective through long positions in global equity, credit, commodity and interest rate markets. The Fund will invest in securities regardless of market capitalization and regardless of industry sector. With regard to fixed income securities, the Fund may invest in fixed income securities regardless of maturity or credit rating (including lower-rated securities commonly known as "junk bonds" or "high yield bonds" or "below investment grade").

The Fund may also invest in ETFs with inverse market exposure and leveraged ETFs. Inverse ETFs are designed to hedge portfolio investments by producing results opposite to market direction. Inverse ETFs seek daily investment results, before fees and expenses, which correspond to the inverse (opposite) of the daily performance of a specific benchmark, such as the S&P 500 Index. The Advisor does not rebalance inverse ETFs positions daily to adjust for daily changes in the reference index.

Leveraged ETFs seek to use financial derivatives and debt to amplify the returns of an underlying index.

When applicable, the Fund may rebalance a significant portion of its holdings based on the Advisor's rules-based models, on a quarterly or more frequent basis. In seeking to fulfill the Fund's investment objective, the portfolio manager may engage in frequent trading of the Fund's portfolio securities.

Combined Fund. The Combined Fund's investment objective and principal investment strategies will be those of the Survivor Fund.

Comparison of Investment Objectives and Principal Investment Strategies

The table below compares the investment objectives and principal investment strategies of the two Funds:


Target Fund		Survivor Fund

Investment Objective		Investment Objective

The Fund seeks to achieve long-term capital appreciation and to achieve positive returns through all market cycles.		The Fund seeks to achieve capital appreciation with a focus on producing positive returns regardless of the direction of the financial markets.

Principal Investment Strategies		Principal Investment Strategies

The Fund is classified as a "Multi-Strategy" fund. By definition, multi-strategy funds engage in a variety of investment strategies. By using a multi-strategy approach, we seek to smooth out returns, reduce volatility, and mitigate asset-class and single-strategy risks.		The Fund does not employ a comparable strategy.


The Fund intends to achieve its investment objective by investing, under normal circumstances, in individual equity and fixed income securities. The Fund will invest in equity securities regardless of market capitalization. The Fund may invest in fixed income securities regardless of maturity or credit rating (including lower-rated securities commonly known as "junk bonds" or "high yield bonds"). The Fund incorporates aspects of several of the Advisor's proprietary investment models. Specific portions of the Fund's portfolio may be allocated towards models constructed to achieve a variety of objectives including, but not limited to: absolute return, income, total return and growth. Investment selection is based upon rules-based criteria for each of the investment models selected.		The Fund's portfolio of securities may include common stocks of foreign and domestic companies, preferred securities, fixed income securities (i.e., bonds) of domestic or foreign issuers, closed-end management investment companies ("closed-end funds"), exchange-traded portfolios ("Exchange Traded Portfolios"), master limited partnerships ("MLPs"), and real estate investment trusts ("REITs"). For purposes of the strategy, we define Exchange Traded Portfolios to include exchange traded funds ("ETFs"), commodity pools and investment funds that invest in physical commodities, in each case, that issue shares that are approved for listing and trading on a national securities exchange. It is possible that the Fund may not include all of these types of securities and may only include one of these types of securities in the portfolio at any given time. The Fund may also invest in ETFs with inverse market exposure and leveraged ETFs. Inverse ETFs are designed to hedge portfolio investments by producing results opposite to market direction. Inverse ETFs seek daily investment results, before fees and expenses, which correspond to the inverse (opposite) of the daily performance of a specific benchmark, such as the S&P 500 Index. The Advisor does not rebalance inverse ETFs positions daily to adjust for daily changes in the reference index. Leveraged ETFs seek to use financial derivatives and debt to amplify the returns of an underlying index.


The Fund will rebalance a significant portion of its holdings, based on the rules-based models, on a quarterly or more frequent basis. The Fund may hold significantly higher than normal short-term cash positions during rebalancing or when conditions warrant. The Fund may employ seasonal and/or market timing trading strategies based upon the Advisor's rules-based models. In seeking to fulfill the Fund's investment objective, the portfolio manager may engage in frequent trading of the Fund's portfolio securities.		When applicable, the Fund may rebalance a significant portion of its holdings based on the Advisor's rules-based models, on a quarterly or more frequent basis. In seeking to fulfill the Fund's investment objective, the portfolio manager may engage in frequent trading of the Fund's portfolio securities.

Overall, the Target Fund and Survivor Fund have similar investment objectives and their principal investment strategies are similar. While the Funds use somewhat different investment techniques and allocations at times, both Funds primarily seek capital appreciation by investing in a combination of equity and fixed income securities, as well as other asset types. The Survivor Fund seeks to achieve capital appreciation with a focus on producing positive returns regardless of the direction of the financial markets; while the Target Fund seeks to achieve long-term capital appreciation and to achieve positive returns through all market cycles. In seeking to fulfill each Fund's investment objective, the portfolio manager may engage in frequent trading of each Fund's portfolio securities.

Fundamental Investment Policies

Each Fund has adopted the following investment restrictions that may not be changed without approval by a "majority of the outstanding shares" of the Fund which means the vote of the lesser of (a) 67% or more of the shares of the Fund represented at a meeting, if the holders of more than 50% of the outstanding shares of the Fund are present or represented by proxy, or (b) more than 50% of the outstanding shares of the Fund.

As a matter of fundamental policy, the Funds may not:

(a) borrow money, except as permitted under the 1940 Act, and as interpreted or modified by regulatory authority having jurisdiction, from time to time;

(b) issue senior securities, except as permitted under the 1940 Act, and as interpreted or modified by regulatory authority having jurisdiction, from time to time;

(c) engage in the business of underwriting securities issued by others, except to the extent that a Fund may be deemed to be an underwriter in connection with the disposition of portfolio securities;

(d) purchase or sell real estate, which does not include securities of companies which deal in real estate or mortgages or investments secured by real estate or interests therein, except that the Funds reserve freedom of action to hold and to sell real estate acquired as a result of the Fund's ownership of securities;

(e) purchase physical commodities or forward contracts relating to physical commodities;

(f) make loans to other persons, except (i) loans of portfolio securities, and (ii) to the extent that entry into repurchase agreements and the purchase of debt instruments or interests in indebtedness in accordance with a Fund's investment objective and policies may be deemed to be loans;

(g) invest 25% or more of its total assets in a particular industry or group of related industries other than other investment companies. The 25% limitation is not applicable to investments in obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities or repurchase agreements with respect thereto.

The Combined Fund will have the same fundamental investment policies as the Target and Survivor Funds.

Risks of the Funds

Except as otherwise noted, the following risks apply to each of the Fund's direct and indirect investments.

Credit Risk. There is a risk that issuers and counterparties will not make payments on securities and other investments held by the Fund, resulting in losses to the Fund.

Fixed Income Risk. When the Fund invests in fixed income securities, or acquired funds that own bonds, the value of your investment in the Fund will fluctuate with

changes in interest rates. Other risk factors include credit risk (the debtor may default) and prepayment risk (the debtor may pay its obligation early, reducing the amount of interest payments).

provide attractive returns. Many MLPs are focused on energy-related business and are subject to energy sector risks, such as decline in the price of petroleum.

Security Risk. The value of the Fund may decrease in response to the activities and financial prospects of an individual security in the Fund's portfolio.

Turnover Risk. Because the Fund will rebalance its holdings on an at least quarterly basis, the Fund may have portfolio turnover rates significantly in excess of 100%. Increased portfolio turnover causes the Fund to incur higher brokerage costs, which may adversely affect the Fund's performance and may produce increased taxable distributions.

Performance History

The accompanying bar chart and table provide some indication of the risks of investing in the Funds. They show changes in each Fund's performance for each year since inception and each Fund's average annual returns for the last one year and since inception compared to those of a broad-based securities market index.

The bar charts show performance of each Fund's Class A shares for each full calendar year since the inception. The performance tables compare the performance of each Fund's Class A shares and other class shares over time to the performance of a

broad-based market index. You should be aware that each Fund's past performance (before and after taxes) may not be an indication of how the Fund will perform in the future. To obtain performance information up to the most recent month end, call toll free 1-877-217-8363.

Target Fund

The Fund was reorganized on January 4, 2013 from the AmericaFirst Quantitative Strategies Fund ("the Predecessor Fund"), a series of the Mutual Fund Series Trust, into a series of AmericaFirst Quantitative Funds, a Delaware statutory trust. The Fund is a continuation of the Predecessor Fund and, therefore, the performance information includes the performance of the Predecessor Fund. The bar chart and performance table below show the variability of the Fund’s returns, which is some indication of the risks of investing in the Fund. The bar chart shows performance of the Fund’s Class A shares for each full calendar year since the Fund’s inception. The sales charge is not reflected in the bar chart, and if it were, returns would be less than those shown. The performance table compares the performance of the Fund’s shares over time to the performance of a broad-based market index. You should be aware that the Fund’s past performance (before and after taxes) may not be an indication of how the Fund will perform in the future. Updated performance information is available at no cost by calling 1-877-217-8363.

Performance Bar Chart For Calendar Years Ended December 31

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Best Quarter:	June-09	32.01%
Worst Quarter:	Dec-18	(13.38)%

Performance Table

Average Annual Total Returns

(For periods ended December 31, 2018)


Class A Shares	One Year	Five Years	Ten Years	Since Inception⁽¹⁾
Return before taxes	-15.21%	-1.45%	8.08%	0.00%
Return after taxes on distributions	-15.21%	-2.70%	5.99%	-2.02%
Return after taxes on distributions and sale of Fund shares	-9.00%	-1.64%	5.60%	-0.84%
Class C Shares
Return before taxes	-12.01%	-1.31%	7.76%	-0.33%
Class I Shares
Return before taxes	-11.50%	n/a	n/a	-1.01%
Lipper Flexible Portfolio Funds Index⁽²⁾(reflects no deduction for taxes)	-3.59%	4.96%	9.46%	2.30%
S&P 500 Total Return Index⁽³⁾(reflects no deduction for fees, expenses, or taxes)	-4.38%	8.49%	13.11%	6.76%

(1)

The inception date of the Fund's Class A and C Shares is September 28, 2007. The inception date of the Fund's Class I Shares is December 31, 2014.

(2)

The Lipper Flexible Portfolio Funds Index is an equal-dollar-weighted index of the largest mutual funds within Lipper's Flexible Portfolio Funds classification, which is defined as those funds that allocate investments across various asset classes, including domestic common stocks, bonds, and money market instruments with a focus on total return. Inception date used is September 28, 2007.

(3)

The S&P 500 is an unmanaged market capitalization-weighted index which is comprised of 500 of the largest U.S. domiciled companies and includes the reinvestment of all dividends. Inception date used is September 28, 2007.

After-tax returns are estimated and were calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold shares of the Fund through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for only one Class and after-tax returns for other Classes will vary.

Survivor Fund

The Fund was reorganized on January 4, 2013 from the AmericaFirst Absolute Return Fund ("the Predecessor Fund"), a series of the Mutual Fund Series Trust, into a series of AmericaFirst Quantitative Funds, a Delaware statutory trust. The Fund is a continuation of the Predecessor Fund and, therefore, the performance information includes the performance of the Predecessor Fund. The bar chart and performance table below show the variability of the Fund’s returns, which is some indication of the risks of investing in the Fund. The bar chart shows performance of the Fund’s Class A shares for each full calendar year since the Fund’s inception. The sales charge is not reflected in the bar chart, and if it were, returns would be less than those shown. The performance table compares the performance of the Fund’s shares over time to the performance of a broad-based market index. You should be aware that the Fund’s past performance (before and after taxes) may not be an indication of how the Fund will

perform in the future. Updated performance information is available at no cost by calling 1-877-217-8363.

Performance Bar Chart For Calendar Years Ended December 31

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Best Quarter:	Dec-13	13.03%
Worst Quarter:	Sept-11	(13.89)%

Performance Table

Average Annual Total Returns

(For periods ended December 31, 2018)


Class A Shares	One Year	Five Year	Since Inception⁽¹⁾
Return before taxes	-11.91%	-0.53%	2.19%
Return after taxes on distributions	-11.91%	-0.53%	1.93%
Return after taxes on distributions and sale of Fund shares	-7.05%	-0.40%	1.60%
Class I Shares
Return before taxes	-6.35%	1.50%	4.76%
Class U Shares
Return before taxes	-7.75%	0.00%	2.26%
Lipper Absolute Return Funds Index⁽²⁾(reflects no deduction for taxes)	-2.79%	1.31%	1.88%
S&P 500 Total Return Index⁽³⁾(reflects no deduction for fees, expenses, or taxes)	-4.38%	8.49%	12.01%

(1)

The inception date of the Fund's Class A and U shares is February 26, 2010. The inception date for the Fund's Class I shares is July 12, 2010.

(2)

The Lipper Absolute Return Funds Index is an equal-dollar-weighted index of the largest mutual funds within Lipper's Absolute Return Funds classification, which is defined as those funds that aim for positive returns in all market conditions. The funds are not benchmarked against a traditional long-only market index but rather have the aim of outperforming a cash or risk-free benchmark. Inception date used is February 26, 2010.

(3)

The Survivor Fund had better performance than the Target Fund over the one-year, three-year and five-year periods ended June 30, 2018. The accounting survivor of the Reorganization will be the Survivor Fund. As such, the Combined Fund will continue the performance history of the Survivor Fund after the closing of the Reorganization.

Management of the Funds

Investment Advisor

AmericaFirst Capital Management, LLC, a California limited liability company located at 300 Harding Blvd., Suite 215, Roseville, CA 95678, serves as advisor to the Funds. The Advisor was formed in January 2007 and has been advising the Funds and

Predecessor Funds since their inception. As an SEC-registered investment adviser, management of the Funds is currently the Advisor's primary business. Under the terms of the management agreement, the Advisor is responsible for formulating the Funds' investment policies, making ongoing investment decisions and directing portfolio transactions.

Pursuant to an advisory agreement between the Funds and the Advisor, the Advisor is entitled to receive, on a monthly basis, an annual advisory fee equal to the following percentage of the respective Fund's average daily net assets.


Fund	Management Fee
(Target Fund)	1.00%
(Survivor Fund)	1.00%*

* Commencing on completion of reorganization, previously 1.25%.

Portfolio Manager

Rick Gonsalves is the co-founder and President of the Advisor. Mr. Gonsalves co-founded the Advisor in January 2007. He currently serves as the Advisor's President and Chief Executive Officer, positions he has held since the Advisor's inception. Mr. Gonsalves has managed investment portfolios for over 20 years via numerous Broker/Dealer relationships. Mr. Gonsalves has been the portfolio manager for the Funds since their inception.

The Combined Fund will have an annual advisory fee equal to 1.00% of its average daily net assets.

The Advisor is contractually limiting total annual operating expenses of the Target Fund through October 31, 2019 and the Survivor Fund through February 29, 2020 to ensure that total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding any front-end or contingent deferred loads; brokerage fees and commissions, acquired fund fees and expenses, fees and expenses associated with instruments in other collective investment vehicles or derivative instruments (including for example options and swap fees and expenses), borrowing costs (such as interest and dividend expense on securities sold short), taxes; and extraordinary expenses, such as litigation expenses, (which may include indemnification of Fund officers and Trustees, and contractual indemnification of Fund service providers (other than the Advisor) as follows, expressed as a percentage of the Fund's average daily net assets.


Fund/Class	A	C	U	I	Contractual Period
(Survivor Fund)	2.45%	n/a	2.95%	1.50%	February 29, 2020
(Target Fund)	2.45%	2.95%	n/a	1.50%	October 31, 2019

These fee waivers and expense reimbursements are subject to possible recoupment from a Fund in future years on a rolling three year basis (within the three

years after the end of the fiscal year during which fees have been waived or reimbursed) if such recoupment can be achieved within the foregoing expense limits. This agreement may be terminated only by the Funds' Board of Trustees, on 60 days' written notice to the Advisor. Fee waiver and reimbursement arrangements can decrease a Fund's expenses and boost its performance. For the fiscal year ended June 30, 2018, the Advisor received a net advisory fee equal to 0.23% of the Target Fund's average daily net assets and a net advisory fee equal to 0.49% of Survivor Fund's average daily net assets. A discussion regarding the basis for the Board of Trustees' approval of the Management Agreement is available in the Funds' annual shareholder report dated June 30, 2018.

Other Service Providers

The Funds use the same service providers. The Board of Trustees supervises the business activities of the Trust. Like other registered investment companies, the Trust retains various organizations to perform specialized services. The Trust retains AmericaFirst Capital Management, LLC, located at 300 Harding Blvd., Suite 215, Roseville, CA 95678, as the investment adviser to the Trust. Arbor Court Capital, LLC, located at 8000 Town Centre Drive, Suite 400 Broadview Heights, OH 44147 is serving as the Fund's principal underwriter and acts as the distributor of the Fund's shares on a best efforts basis, subject to various conditions. Mutual Shareholder Services, LLC, located at 8000 Town Centre Drive, Suite 400 Broadview Heights, OH 44147 provides the Trust with transfer agent and accounting services. Empirical Administration, LLC, located at 8000 Town Centre Drive, Suite 400 Broadview Heights, OH 44147 provides the Trust with administration services.

Combined Fund. Following the Reorganization, the Funds' current service providers will serve the Combined Fund.

Purchase, Redemption and Pricing of Fund Shares

The procedures for the purchase, redemption and pricing of Investor Class shares of the Target Fund and the Survivor Fund are similar. Class A shares of the Target Fund have a maximum initial sales charge of 4.00%, while Class A shares of the Survivor Fund have a maximum initial sales charge of 5.00%. Both have a maximum deferred sales charge of 1.00%. Class C shares of the Target Fund have a maximum initial sales charge of 1.00%, while Class U shares of the Survivor Fund have a maximum initial sales charge of 2.50%. Class C shares of the Target Fund have no deferred sales charge, while Class U shares of the Survivor Fund have a maximum deferred sales charge of 1.00%. Class I shares of the Target Fund and the Survivor Fund have no initial or deferred sales charges. All share classes of the Target Fund and the Survivor Fund are subject to a 1.00% redemption fee on shares sold within 90 days; and a $15 wire transfer fee for redemptions paid by wire. The procedures for the pricing of shares of the Target Fund and the Survivor Fund are identical, except for initial sales charges and breakpoints. Additional information about the purchase, redemption and pricing of the Fund's shares can be found in each Fund's prospectus. Shares of a Fund may not be available for purchase in all states.

Class A Shares – Survivor Fund

You can buy Class A shares at the public offering price, which is the NAV plus an up-front sales charge. You may qualify for a reduced sales charge, or the sales charge may be waived, as described below. The up-front sales charge also does not apply to Class A shares acquired through reinvestment of dividends and capital gains distributions. The up-front Class A sales charge and the commissions paid to dealers are as follows:


Amount of Purchase	Sales Charge as % of Public Offering Price⁽¹⁾	Sales Charge as % of Net Amount Invested	Authorized Dealer Commission as % of Public Offering Price
Less than $100,000	5.00%	5.26%	4.50%
$100,000 but less than $250,000	4.00%	4.17%	3.50%
$250,000 but less than $500,000	3.00%	3.09%	2.50%
$500,000 but less than $1,000,000	2.00%	2.04%	1.50%
$1,000,000 and above⁽²⁾	0.00%	0.00%	0.00%

(1)

Offering price includes the front-end sales load. The sales charge you pay may differ slightly from the amount set forth above because of rounding that occurs in the calculation used to determine your sales charge.

(2)

Class A Shares – Target Fund


Amount of Purchase	Sales Charge as % of Public Offering Price⁽¹⁾	Sales Charge as % of Net Amount Invested	Authorized Dealer Commission as % of Public Offering Price
Less than $50,000	4.00%	4.17%	3.50%
$50,000 but less than $100,000	3.50%	3.63%	3.00%
$100,000 but less than $250,000	3.00%	3.09%	2.50%
$250,000 but less than $500,000	2.50%	2.56%	2.00%
$500,000 but less than $1,000,000	2.00%	2.04%	1.50%
$1,000,000 and above⁽²⁾	0.00%	0.00%	0.00%

(1)

(2)

If you invest $1 million or more either as a lump sum or through rights of accumulation quantity discount or letter of intent programs, you can buy shares without an initial sales charge. The Funds' Advisor may advance to, or reimburse, a Fund such that it may pay a commission up to 1.00% to broker-dealers who initiate and are responsible for the purchase of shares of $1 million or more. However, when such a payment is made, the respective Class A shares are subject to a contingent deferred sales charge (CDSC) as described above.

Class U Shares – Survivor Fund

You can buy Class U shares at the public offering price, which is the NAV plus an up-front sales charge. You may qualify for a reduced sales charge, or the sales charge may be waived, as described below. The up-front sales charge also does not apply to Class U shares acquired through reinvestment of dividends and capital gains distributions. The up-front Class U sales charge and the commissions paid to dealers are as follows:


Amount of Purchase	Sales Charge as % of Public Offering Price⁽¹⁾	Sales Charge as % of Net Amount Invested	Authorized Dealer Commission as % of Public Offering Price
Less than $100,000	2.50%	2.56%	2.25%
$100,000 but less than $250,000	2.00%	2.04%	1.75%
$250,000 but less than $500,000	1.50%	1.52%	1.25%
$500,000 but less than $1,000,000	1.00%	1.01%	0.75%
$1,000,000 and above⁽²⁾	0.00%	0.00%	0.00%

(1)

(2)

In the case of investments at or above the $1 million breakpoint (where you do not pay an initial sales charge), a 1.00% CDSC may be assessed on shares redeemed less than 12 months after the date of purchase (excluding shares purchased with reinvested dividends and/or distributions). If Class U shares are purchased load-waived (even though the purchase is below the $1 million breakpoint) when no dealer commission is paid, these shares are not subject to a 12 month 1% CDSC, and the dealer begins receiving the distribution and service (12b-1) fee at the time of purchase. These shares are still subject to 90 day 1% redemption fee.

Class C Shares – Target Fund

Sales of Class C shares are subject to a 1.00% front-end sales charge.

Each Fund prices purchases based upon the next determined offering price (net asset value plus applicable sales load) or net asset value after your order is received. The net asset value ("NAV") and offering price (NAV plus any applicable sales charges) of each class of shares is determined at 4:00 p.m. (Eastern Time) on each day the New

York Stock Exchange ("NYSE") is open for business although they may be determined earlier in the event the NYSE closes prior to 4:00 p.m. (Eastern Time). NAV is computed by determining, on a per class basis, the aggregate market value of all assets of each Fund, less its liabilities, divided by the total number of shares outstanding ((assets-liabilities)/number of shares = NAV). The NYSE is closed on weekends and New Year's Day, Martin Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. The NAV takes into account, on a per class basis, the expenses and fees of each Fund, including management, administration, and distribution fees (if any), which are accrued daily. The determination of NAV for a share class for a particular day is applicable to all applications for the purchase of shares, as well as all requests for the redemption of shares, received by each Fund (or an authorized broker or agent, or its authorized designee) before the close of trading on the NYSE on that day.

Frequent Purchases and Redemption of Fund Shares

All share classes the Target Fund and the Survivor Fund are subject to a 1.00% redemption fee on shares sold within 90 days.

Dividends, Distributions And Taxes

Dividends and Distributions

The Funds typically distribute substantially all of their net investment income in the form of dividends and taxable capital gains to their shareholders. These distributions are automatically reinvested in the Funds unless you request cash distributions on your application or through a written request to the Funds. The Funds expect that its distributions will consist of both capital gains and dividend income. The Funds will generally make distributions of their net realized capital gains (after any reductions for capital loss carry forwards) annually. Additionally, the AmericaFirst Income Fund will generally make distributions of its net investment income quarterly, but may make such distributions as frequently as monthly.

Taxes

Unless you are investing in a Fund through an individual retirement account or an tax-exempt plan, you generally will be subject to federal income tax (and any other taxes, including state and local income taxes, if applicable) on dividends and capital gains distributions (whether such dividends or distributions are paid in cash or reinvested in additional shares) and will generally recognize gain or loss upon a redemption or exchange of your shares.

Generally, dividends paid by the Funds from interest, dividends, or net short-term capital gains will be taxed as ordinary income. Distributions properly designated by a Fund as deriving from net capital gains are taxable as long-term capital gains regardless of how long you have held your shares. Distributions in excess of a Fund's earnings and profits will be first treated as a return of a capital to the extent of your

basis in your Fund shares and thereafter will be treated as gain from the sale of Fund shares.

The amount of the gain or loss upon a redemption or exchange of your shares is measured by the difference between your adjusted tax basis in the shares redeemed or exchanged and the amount of the proceeds received in exchange for such shares. Any gain or loss arising from the redemption or exchange of shares generally is a capital gain or loss. This capital gain or loss normally is treated as a long-term capital gain or loss if you have held your shares for more than one year at the time of such redemption or exchange; otherwise, it generally will be classified as short-term capital gain or loss. If, however, you receive a capital gain dividend with respect to any share of a Fund, and if the share is sold before you have held it for at least six months, then any loss on the redemption or exchange of the share, to the extent of the capital gain dividend, is treated as a long-term capital loss.

A dividend or distribution made shortly after the purchase of shares of a Fund by a shareholder, although in effect a return of capital to that shareholder, would be taxable to that shareholder as described above. Distributions declared in October, November, or December, payable to shareholders of record in one of those months, and actually paid in January of the following year will be treated as paid on December 31 of the preceding year.

Investments by a Fund in foreign securities may be subject to foreign withholding taxes. In that case, the Fund's yield on those securities would be decreased. Shareholders may be entitled to claim a credit or deduction with respect to foreign taxes paid by the Fund. In addition, a Fund's investments in foreign securities or foreign currencies may increase or accelerate the Fund's recognition of ordinary income and may affect the timing or amount of the Fund's distributions.

Investments by a Fund in certain debt instruments or derivatives may cause the Fund to recognize taxable income in excess of the cash generated by such instruments. As a result, a Fund could be required at times to liquidate other investments in order to satisfy its distribution requirements under the Internal Revenue Code. A Fund's use of derivatives will also affect the amount, timing, and character of the Fund's distributions.

Because of tax law requirements, you must provide a Fund with an accurate and certified taxpayer identification number (for individuals, generally a Social Security number) to avoid "back-up" withholding, which is currently imposed at a rate of approximately 28%.

Early in each calendar year, a Fund or your broker will notify you of the amount and tax status of distributions paid to you for the preceding year. In addition, for shares acquired after January 1, 2012, a Fund or your broker will notify you of the amount of gain or loss recognized on any redemption or exchange of Fund shares. For this purposes, you will need to select a cost basis method to be used to calculate your reported gains and losses prior to or at the time of any redemption or exchange. If you do not select a method, a default method will be applied to the transactions. Each Fund's default method is average cost, but your broker may use an alternative default method. The cost basis method used on your account could significantly affect your

taxes due and should be carefully considered. You should consult your tax advisor for more information on your own tax situation, including possible foreign, state, and local taxes.

Special tax rules apply to investments in a Fund through an individual retirement account or a tax-exempt plan. You should consult a tax advisor to determine the suitability of a Fund as an investment for such individual retirement account or tax-exempt plan.

The tax considerations described in this section do not apply to non-U.S. investors. Non-U.S. investors should consult their own tax advisor to discuss the tax consequences of an investment in a Fund by a non-U.S. investor.

The information contained in this prospectus is not a complete description of the federal, state, local, or foreign tax consequences of investing in a Fund. Because each investor's tax situation is unique, you should consult your tax advisor before investing in a Fund.

This summary is not intended to be and should not be construed to be legal or tax advice. You should consult your own tax advisors to determine the tax consequences of owning a Fund's shares. The Statement of Additional Information also has more information regarding the tax status of the Funds.

FINANCIAL HIGHLIGHTS

The fiscal year end of each Fund is June 30. The audited financial highlights of the Target Fund and the Survivor Fund are included with this combined Prospectus/Information Statement as Exhibit B.

The financial highlights of the Target Fund and the Survivor Fund are also contained in: (i) the Annual Report to shareholders of the Target Fund and Survivor Fund for the fiscal year ended June 30, 2018, which have been audited by BBD, LLP, the Funds' registered independent public accounting firm. The Annual Report, which has previously been sent to shareholders, is available on request and without charge by writing to the Funds at c/o Mutual Shareholder Services, LLC, 8000 Town Centre Drive, Suite 400 Broadview Heights, OH 44147, by calling toll-free at 1-877-217-8363, or by visiting the Funds' website at http://americafirstfunds.com; and, with respect to the Target Fund and Survivor Fund, are incorporated by reference into this combined Prospectus/Information Statement.

INFORMATION RELATING TO THE REORGANIZATION

Description of the Reorganization

The following summary is qualified in its entirety by reference to the Plan of Reorganization found in Exhibit A.

The Plan of Reorganization provides that substantially all of the assets and liabilities of the Target Fund will be transferred to the Survivor Fund in exchange for shares of the Survivor Fund. The shares of the Survivor Fund issued to the Target Fund will have an aggregate net asset value equal to the aggregate net asset value of the Target Fund's shares outstanding as of the close of trading on the New York Stock Exchange ("NYSE") on the Closing Date (as defined in Exhibit A) of the Reorganization (the "Valuation Time"). Upon receipt by the Target Fund of the shares of the Survivor Fund, the Target Fund will distribute Survivor Fund shares to its shareholders and will be terminated as a series of the Trust.

The distribution of the Survivor Fund shares to the Target Fund shareholders will be accomplished by opening new accounts on the books of the Survivor Fund in the names of the Target Fund shareholders and transferring to those shareholder accounts the shares of the Survivor Fund. Such newly-opened accounts on the books of Survivor Fund will represent the respective pro rata number of shares of the Survivor Fund that the Target Fund is to receive under the terms of the Plan of Reorganization. See "Terms of the Reorganization" below.

Accordingly, as a result of the Reorganization, each Target Fund shareholder will own shares of the Survivor Fund with an aggregate net asset value equal to the aggregate net asset value of the shares of the Target Fund that the shareholders owned immediately prior to the Reorganization.

No sales charge or fee of any kind will be assessed to the Target Fund shareholders in connection with their receipt of shares of the Survivor Fund in the Reorganization.

Terms of the Reorganization

Pursuant to the Plan of Reorganization, on the Closing Date, the Target Fund will transfer to the Survivor Fund all of its assets in exchange solely for shares of the Survivor Fund. The aggregate net asset value of the shares issued by the Survivor Fund will be equal to the value of the assets of the Target Fund transferred to the Survivor Fund as of the Closing Date, as determined in accordance with the Survivor Fund's valuation procedures, net of the liabilities of the Target Fund assumed by the Survivor Fund. The Target Fund expects to distribute the shares of the Survivor Fund to its shareholders promptly after the Closing Date. Thereafter, the Target Fund will be terminated as a series of the Trust.

The Plan of Reorganization contains customary representations, warranties, and conditions. The Plan of Reorganization may be terminated with respect to the Reorganization if, on the Closing Date, any of the required conditions have not been met or if the representations and warranties are not true or, if at any time before the Effective Time, the Board or an authorized officer of the Trust determines the Reorganization is inadvisable. The Plan of Reorganization may be terminated or amended by the mutual consent of the parties.

Reasons for the Reorganization