0001193125-21-098168.txt : 20210329 0001193125-21-098168.hdr.sgml : 20210329 20210329152212 ACCESSION NUMBER: 0001193125-21-098168 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 36 FILED AS OF DATE: 20210329 DATE AS OF CHANGE: 20210329 EFFECTIVENESS DATE: 20210401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Natixis Funds Trust II CENTRAL INDEX KEY: 0000052136 IRS NUMBER: 041990692 STATE OF INCORPORATION: MA FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-00242 FILM NUMBER: 21781391 BUSINESS ADDRESS: STREET 1: 888 BOYLSTON STREET STREET 2: 8TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 800-283-1155 MAIL ADDRESS: STREET 1: 888 BOYLSTON STREET STREET 2: 8TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: IXIS Advisor Funds Trust II DATE OF NAME CHANGE: 20050502 FORMER COMPANY: FORMER CONFORMED NAME: CDC NVEST FUNDS TRUST II DATE OF NAME CHANGE: 20010503 FORMER COMPANY: FORMER CONFORMED NAME: NVEST FUNDS TRUST II DATE OF NAME CHANGE: 20000202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Natixis Funds Trust II CENTRAL INDEX KEY: 0000052136 IRS NUMBER: 041990692 STATE OF INCORPORATION: MA FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-11101 FILM NUMBER: 21781390 BUSINESS ADDRESS: STREET 1: 888 BOYLSTON STREET STREET 2: 8TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 800-283-1155 MAIL ADDRESS: STREET 1: 888 BOYLSTON STREET STREET 2: 8TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: IXIS Advisor Funds Trust II DATE OF NAME CHANGE: 20050502 FORMER COMPANY: FORMER CONFORMED NAME: CDC NVEST FUNDS TRUST II DATE OF NAME CHANGE: 20010503 FORMER COMPANY: FORMER CONFORMED NAME: NVEST FUNDS TRUST II DATE OF NAME CHANGE: 20000202 0000052136 S000034097 Loomis Sayles Senior Floating Rate and Fixed Income Fund C000105118 Class A LSFAX C000105119 Class C LSFCX C000105120 Class Y LSFYX C000188118 Class N LSFNX C000188119 Class T LSFTX 0000052136 S000037523 Vaughan Nelson Select Fund C000115831 Class A VNSAX C000115832 Class C VNSCX C000115833 Class Y VNSYX C000188120 Class N VNSNX C000188121 Class T VNSTX 0000052136 S000053353 Loomis Sayles Global Growth Fund C000167848 Class A LSAGX C000167849 Class C LSCGX C000167850 Class Y LSGGX C000188122 Class N LSNGX C000188123 Class T LGGTX 485BPOS 1 d98636d485bpos.htm NATIXIS FUNDS TRUST II Natixis Funds Trust II
485BPOS2020-11-30Natixis Funds Trust II0000052136false0.12040.43390.06390.10760.02410.02810.01140.06940.11510.23790.32000.05060.04560.06710.00390.27810.30580.05410.18590.35330.01422020-06-302020-06-302020-06-302020-03-312020-03-312020-03-31<div style="display:none">~ http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div><div style="display:none">~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~</div>A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.Other expenses for Class T shares are estimated for the current fiscal year.In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.15%, 1.90%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.15%, 1.90%, 0.85%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, dividend expenses on securities sold short, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s investment adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.Natixis Advisors has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.The Fund’s operating expenses have been restated to reflect a reduction in management fees, effective as of December 15, 2020, as if such reduction had been in effect during the fiscal year ended November 30, 2020. The information has been restated to better reflect anticipated expenses of the Fund.Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.20%, 1.95%, 1.20%, and 0.95% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.20%, 1.95%, 0.90%, 1.20% and 0.95% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.05%, 1.80%, 0.75%, 1.05% and 0.80% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees or expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed. 0000052136 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115831Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115832Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000188120Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000188121Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115833Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167848Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167849Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000188122Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000188123Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167850Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105118Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105119Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000188118Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000188119Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105120Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115833Member rr:AfterTaxesOnDistributionsMember 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115833Member rr:AfterTaxesOnDistributionsAndSalesMember 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:Sp500IndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167850Member rr:AfterTaxesOnDistributionsMember 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167850Member rr:AfterTaxesOnDistributionsAndSalesMember 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:MsciAllCountryWorldIndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105120Member rr:AfterTaxesOnDistributionsMember 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105120Member rr:AfterTaxesOnDistributionsAndSalesMember 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:SpLstaLeveragedLoanIndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:Sp500IndexMarch312017Member 2021-04-01 2021-04-01 0000052136 nftii:MsciAllCountryWorldIndexNetMarch312017Member nftii:S000053353Member 2021-04-01 2021-04-01 0000052136 nftii:SpLstaLeveragedLoanIndexMarch312017Member nftii:S000034097Member 2021-04-01 2021-04-01 iso4217:USD xbrli:pure
Registration Nos.
002-11101
811-00242
 
 
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
FORM
N-1A
REGISTRATION STATEMENT
UNDER
  
THE SECURITIES ACT OF 1933
 
  
Pre-Effective Amendment No. 
    
 
  
Post-Effective Amendment No. 233
 
and/or
REGISTRATION STATEMENT
UNDER
  
THE INVESTMENT COMPANY ACT OF 1940
 
  
Amendment No. 161
 
(Check appropriate box or boxes.)
 
 
NATIXIS FUNDS TRUST II
(Exact Name of Registrant as Specified in Charter)
 
 
 
888 Boylston Street, Boston, Massachusetts
 
02199
(Address of principal executive offices)
 
(Zip Code)
Registrant’s Telephone Number, including Area Code (617)
449-2822
 
 
Russell Kane, Esq.
Natixis Distribution, L.P.
888 Boylston Street
Boston, Massachusetts 02199
(Name and Address of Agent for Service)
Copy to:
John M. Loder, Esq.
Ropes & Gray
800 Boylston Street
Boston, Massachusetts 02199
 
 
Approximate Date of Public Offering
It is proposed that this filing will become effective (check appropriate box):
 
Immediately upon filing pursuant to paragraph (b)
On April 1, 2021 pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)(1)
On (date) pursuant to paragraph (a)(1)
75 days after filing pursuant to paragraph (a)(2)
On (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
 
This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
 
 
 

 
Prospectus

April 1, 2021
pr3890img004.jpg 
         
 
Class A
Class C
Class N
Class T
*
Class Y
Loomis Sayles Global Growth Fund
LSAGX
LSCGX
LSNGX
LGGTX
LSGGX
Loomis Sayles Senior Floating Rate and Fixed Income
Fund
LSFAX
LSFCX
LSFNX
LSFTX
LSFYX
Vaughan Nelson Select Fund
VNSAX
VNSCX
VNSNX
VNSTX
VNSYX
*
Class T shares of the Funds are not currently available for purchase.
The Securities and Exchange Commission (“SEC”) has not approved or disapproved any Fund’s shares or determined whether this Prospectus is truthful
or complete. Any representation to the contrary is a crime.

 
 

 
Table of Contents
 
Fund shares are not bank deposits and are not guaranteed, endorsed or insured by the Federal Deposit Insurance Corporation or any other government
agency, and are subject to investment risks, including possible loss of the principal invested.

 

 
Fund Summary
 

 
Loomis Sayles Global Growth Fund
Investment Goal
The Fund’s investment goal is long-term growth of capital.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price)
5.75%
None
None
2.50%
None
Maximum deferred sales charge (load) (as a percentage of original purchase price or
redemption proceeds, as applicable)
None
*
1.00%
None
None
None
Redemption fees
None
None
None
None
None
*
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
Class A
Class C
Class N
Class T
Class Y
Management fees
1
0.75%
0.75%
0.75%
0.75%
0.75%
Distribution and/or service (12b-1) fees
0.25%
1.00%
0.00%
0.25%
0.00%
Other expenses
0.39%
0.39%
0.33%
0.39%
2
0.39%
Total annual fund operating expenses
1.39%
2.14%
1.08%
1.39%
1.14%
Fee waiver and/or expense reimbursement
3
,
4
0.19%
5
0.19%
5
0.18%
0.19%
5
0.19%
5
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1.20%
1.95%
0.90%
1.20%
0.95%
1
The Fund’s operating expenses have been restated to reflect a reduction in management fees, effective as of December 15, 2020, as if such reduction had been in effect during
the fiscal year ended November 30, 2020. The information has been restated to better reflect anticipated expenses of the Fund.
2
Other expenses for Class T shares are estimated for the current fiscal year.
3
Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund
operating expenses to 1.20%, 1.95%, 0.90%, 1.20% and 0.95% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage
expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This
undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to
recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense
limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the
fiscal year in which the fees or expenses were waived/reimbursed.
4
Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This
undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
5
In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser
may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or
expense reimbursement lower than 1.20%, 1.95%, 1.20%, and 0.95% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver
may be terminated at any time.
Example
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same
, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into

 
1
 

Fund Summary
 

 
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:
If shares are redeemed:
1 year
3 years
5 years
10 years
Class A
$
690
$
972
$
1,275
$
2,132
Class C
$
298
$
652
$
1,132
$
2,457
Class N
$
92
$
326
$
578
$
1,301
Class T
$
369
$
661
$
974
$
1,861
Class Y
$
97
$
343
$
609
$
1,369
If shares are not redeemed:
1 year
3 years
5 years
10 years
Class C
$
198
$
652
$
1,132
$
2,457
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
44
% of the average value of its portfolio.
Investments, Risks and Performance
Principal Investment Strategies
Under normal market conditions, the Fund will invest primarily in equity securities, including common stocks and depositary receipts. The Fund will invest in securities that provide exposure to no fewer than three countries, which will include the U.S. In addition, the Fund will invest at least 40% of its assets in securities of companies that maintain their principal place of business or conduct their principal business activities outside the U.S., companies that have their securities traded on non-U.S. exchanges or companies that have been formed under the laws of non-U.S. countries. Notwithstanding the foregoing, the Adviser does not consider a security to be foreign if it is included in the U.S. equity indices published by S&P Global Ratings or Russell Investments or if the security’s country of risk defined by Bloomberg is the United States. The Fund may also invest up to 30% of its assets in emerging markets securities. The Fund considers a security to be an emerging markets security if its country of risk as defined by Bloomberg is included within the MSCI Emerging & Frontier Markets Index. The Fund focuses on stocks of large capitalization companies, but the Fund may invest in companies of any size.
The Fund normally invests across a wide range of sectors and industries. The Fund’s portfolio manager employs a growth style of equity management, which means that the Fund seeks to invest in companies with sustainable competitive advantages versus others, long-term structural growth drivers that will lead to above-average future cash flow growth, attractive cash flow returns on invested capital, and management teams focused on creating long-term value for shareholders. The Fund’s portfolio manager also aims to invest in companies when they trade at a significant discount to the estimate of intrinsic value (i.e., companies with share prices trading significantly below what the portfolio manager believes the share price should be).
The Fund will consider selling a portfolio investment when the portfolio manager believes an unfavorable structural change occurs within a given business or the markets in which it operates, when a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes available, when the current price fully reflects intrinsic value, or for other investment reasons which the portfolio manager deems appropriate.
The Fund may also engage in foreign currency transactions (including foreign currency forwards and foreign currency futures) for hedging purposes, invest in options for hedging and investment purposes and invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”). Under normal market conditions, the Adviser does not intend to hedge currency risk, which may cause the Fund to incur losses that would not have been incurred had the risk been hedged. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.

 
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. Growth stocks are generally more sensitive
to market movements than other types of stocks primarily because their stock prices are based heavily on future expectations. If the Adviser’s assessment of
the prospects for a company’s growth is wrong, or if the Adviser’s judgment of how other investors will value the company’s growth is wrong, then the price

 
2
 

 

 
of the company’s stock may fall or not approach the value that the Adviser has placed on it. In the event an issuer is liquidated or declares bankruptcy, the
claims of owners of the issuer’s bonds generally take precedence over the claims of those who own preferred stock or common stock. 
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services. 
Management Risk:
A strategy used by the Fund’s portfolio manager 
may fail to produce the intended result.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit
/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges and clearing houses, such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself.
Currency Risk:
Fluctuations in the exchange rates between different currencies may negatively affect an investment.
The Fund may be subject to currency
risk because it may invest in foreign currency forwards and foreign currency futures and may invest in securities or other instruments denominated in, or that
generate income denominated in, foreign currencies. Under normal market conditions, the Fund does not intend to hedge currency risk, which may cause the
Fund to incur losses that would not have been incurred had the risk been hedged.
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including foreign currency forwards, foreign currency futures and
options) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as
the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, uncleared swaps and other OTC derivatives), the risk of difficulties in pricing and
valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices;
liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the
Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial
difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Large Investor Risk:
Ownership of shares of the Fund may be concentrated in one or a few large investors. Such investors may redeem shares in large
quantities or on a frequent basis. Redemptions by a large investor can affect the performance of the Fund, may increase realized capital gains, including
short-term capital gains taxable as ordinary income, may accelerate the realization of taxable income to shareholders and may increase transaction costs.
These transactions potentially limit the use of any capital loss carryforwards and certain other losses to offset future realized capital gains (if any). Such
transactions may also increase the Fund’s expenses.

 
3
 

 

 
Leverage Risk:
Leverage is the risk associated with securities or investment practices (e.g., borrowing and the use of certain derivatives) that multiply small
index, market or asset-price movements into larger changes in value. The use of leverage increases the impact of gains and losses on the Fund’s returns, and
may lead to significant losses if investments are not successful.
Small- and Mid-Capitalization Companies Risk:
Compared to large-capitalization companies, small- and mid-capitalization companies are more likely to
have limited product lines, markets or financial resources. Stocks of these companies often trade less frequently and in limited volume and their prices may
fluctuate more than stocks of large-capitalization companies. As a result, it may be relatively more difficult for the Fund to buy and sell securities of small-
and mid-capitalization companies.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year to
year and by showing how the Fund’s average annual returns for the one-year,
life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the
future.
Updated performance information is available online at im.natixis.com and/or by calling the Fund toll-free at 800-225-5478.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
pr3890img001.jpg
Highest Quarterly Return:

Second Quarter 2020,
26.23%


Lowest Quarterly Return:

First Quarter 2020,
-14.45%
Average Annual Total Returns
(for the periods ended December 31, 2020)
Past 1 Year
Life of Class N

(3/31/17)
Life of Fund

(3/31/16)
Class Y - Return Before Taxes
35.33%
-
19.25%
Return After Taxes on Distributions
33.46%
-
17.89%
Return After Taxes on Distributions and Sale of Fund Shares
22.24%
-
15.29%
Class A - Return Before Taxes
27.27%
-
17.47%
Class C - Return Before Taxes
33.04%
-
18.04%
Class N - Return Before Taxes
35.47%
20.35%
-
Class T - Return Before Taxes
31.65%
-
18.30%
MSCI All Country World Index (Net)
16.25%
12.27%
12.83%
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual
retirement accounts.
 
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Index
performance reflects no deduction for fees, expenses or taxes.

 
4
 

 

 
Management
Investment Adviser
Loomis, Sayles & Company, L.P. 
Portfolio Manager
Aziz V. Hamzaogullari, CFA
®
, Chief Investment Officer and Founder of the Growth Equity Strategies Team, Executive Vice President and Director of the
Adviser, has served as portfolio manager of the Fund since 2016.
Purchase and Sale of Fund Shares
Class A and C Shares
The following chart shows the investment minimums for various types of accounts:
Type of Account
Minimum Initial
Purchase
Minimum Subsequent
Purchase
Any account other than those listed below
$
2,500
$
50
For shareholders participating in Natixis Funds’ Investment Builder Program
$
1,000
$
50
For Traditional IRA, Roth IRA, Rollover IRA, SEP-IRA and Keogh plans using the Natixis Funds’ prototype document (direct
accounts, not held through intermediary)
$
1,000
$
50
Coverdell Education Savings Accounts using the Natixis Funds’ prototype document (direct accounts, not held through
intermediary)
$
500
$
50
There is no initial or subsequent investment minimum for:
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 
The minimum investment requirements for Class A shares may be waived or lowered for investments effected through certain financial intermediaries that
have entered into special arrangements with Natixis Distribution, L.P. (the “Distributor”). Consult your financial intermediary for additional information
regarding the minimum investment requirement applicable to your investment.
Class N Shares
Class N shares of the Fund are subject to a $1,000,000 initial investment minimum. This minimum applies to Fee Based Programs and accounts (such as wrap
accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary, accounts established via a transfer, or any other transaction in
which a new account is established. There is no subsequent investment minimum for these shares. There is no initial investment minimum for:
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Sub-accounts
held within an omnibus account, where the omnibus account has at least $1,000,000.
 
Funds of funds
that are distributed by
the Distributor.
 
In its sole discretion, the Distributor may waive the investment minimum requirement for accounts as to which the Distributor reasonably believes will have
enough assets to exceed the investment minimum requirement within a relatively short period of time following the establishment date of such accounts in
Class N. If, after two years, an account’s value does not exceed the investment minimum requirement, the Distributor and the Fund reserve the right to
redeem such account.
Class T Shares
Class T shares of the Fund are not currently available for purchase.
Class T shares of the Fund may only be purchased by investors who are investing through an authorized third party, such as a broker-dealer or other financial
intermediary, that has entered into a selling agreement with the Distributor. Investors may not hold Class T shares directly with the Fund. Class T shares are
subject to a minimum initial investment of $2,500 and a minimum subsequent investment of $50.  Not all financial intermediaries make Class T shares
available to their clients.
Class Y Shares
Class Y shares of the Fund are generally subject to a minimum initial investment of $100,000 and a minimum subsequent investment of $50, except there is
no minimum initial or subsequent investment for:

 
5
 

 

 
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Certain Individual Retirement Accounts
if the amounts invested represent rollover distributions from investments by any of the retirement plans
invested in the Fund.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 
Fund Trustees,
former Fund trustees, employees of affiliates of the Natixis Funds and other individuals who are affiliated with any Natixis Fund (this also
applies to any spouse, parents, children, siblings, grandparents, grandchildren and in-laws of those mentioned) and Natixis affiliate employee benefit
plans.
 
At the discretion of Natixis Advisors, L.P., clients of Natixis Advisors, L.P. and its affiliates may purchase Class Y shares of the Fund below the stated
minimums.
Due to operational limitations at your financial intermediary, certain fee based programs, retirement plans, individual retirement accounts and accounts of
registered investment advisers may be subject to the investment minimums described above.


The Fund’s shares are available for purchase and are redeemable on any business day through your investment dealer, directly from the Fund by writing to the
Fund at Natixis Funds, P.O. Box 219579, Kansas City, MO 64121-9579, by exchange, by wire, by internet at im.natixis.com (certain restrictions may apply),
through the Automated Clearing House system, or, in the case of redemptions, by telephone at 800-225-5478 or by the Systematic Withdrawal Plan. 
Tax Information
Fund distributions are generally taxable to you as ordinary income or capital gains, except for distributions to retirement plans and other investors that qualify
for tax-advantaged treatment under U.S. federal income tax law generally. Investments in such tax-advantaged plans will generally be taxed only upon
withdrawal of monies from the tax-advantaged arrangement.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the
intermediary for the sale of the Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other
intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for
more information.

 
6
 

 

 
Loomis Sayles Senior Floating Rate and Fixed
Income Fund
Investment Goal
The Fund seeks to provide a high level of current income.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price)
3.50%
None
None
2.50%
None
Maximum deferred sales charge (load) (as a percentage of original purchase price or
redemption proceeds, as applicable)
None
*
1.00%
None
None
None
Redemption fees
None
None
None
None
None
*
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
Class A
Class C
Class N
Class T
Class Y
Management fees
0.60%
0.60%
0.60%
0.60%
0.60%
Distribution and/or service (12b-1) fees
0.25%
1.00%
0.00%
0.25%
0.00%
Other expenses
0.35%
0.35%
0.64%
0.35%
1
0.35%
Total annual fund operating expenses
1.20%
1.95%
1.24%
1.20%
0.95%
Fee waiver and/or expense reimbursement
2
,
3
0.13%
0.13%
0.47%
0.13%
0.13%
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1.07%
1.82%
0.77%
1.07%
0.82%
1
Other expenses for Class T shares are estimated for the current fiscal year.
2
Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund
operating expenses to 1.05%, 1.80%, 0.75%, 1.05% and 0.80% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage
expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This
undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to
recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense
limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees or expenses more than one year after the end of the
fiscal year in which the fees or expenses were waived/reimbursed.
3
Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This
undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
Example
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. This example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:

 
7
 

 

 
If shares are redeemed:
1 year
3 years
5 years
10 years
Class A
$
455
$
705
$
975
$
1,743
Class C
$
285
$
600
$
1,040
$
2,264
Class N
$
79
$
347
$
636
$
1,458
Class T
$
356
$
609
$
881
$
1,657
Class Y
$
84
$
290
$
513
$
1,154
If shares are not redeemed:
1 year
3 years
5 years
10 years
Class C
$
185
$
600
$
1,040
$
2,264
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover rate was
65
% of the average value of its portfolio.
Investments, Risks and Performance
Principal Investment Strategies
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in a combination of
adjustable floating rate loans and other floating rate debt instruments issued by U.S. and non-U.S. corporations or other business entities and fixed-income
securities, including derivatives that reference the returns of these instruments.
Under normal market conditions, the Fund will invest at least 65% of its net assets (plus any borrowings made for investment purposes) in floating rate loans
that either hold a senior position in the capital structure of the borrower, hold an equal ranking with other senior debt, or have characteristics (such as a
senior position secured by liens with other senior debt) that the Adviser believes justify treatment as senior debt (“Senior Loans”). The Fund may invest in
Senior Loans directly as an original lender or by assignment from a lender, or it may invest indirectly through participation agreements, interests in
collateralized loan obligations (“CLOs”) and derivatives that reference such instruments. Derivatives that reference the returns of Senior Loans may pay
returns at fixed rather than variable rates. The Fund’s investments may also include, but are not limited to, subordinated loans, below investment grade
corporate bonds and investment grade fixed-income debt securities. The fixed-income securities in which the Fund may invest include preferred stocks. The
Fund may invest in pay-in-kind (“PIK”) securities and zero-coupon securities. The Fund may receive debt, equity or other securities or instruments as a result of
the general restructuring of the debt of an issuer, the restructuring of a floating rate loan or as part of a package of securities acquired with a loan.
The Fund may invest any portion of its assets in securities of Canadian issuers and up to 20% of its net assets (plus any borrowings made for investment
purposes) in other foreign securities, including up to 10% of its net assets (plus any borrowings made for investment purposes) in emerging market securities.
Although certain securities purchased by the Fund may be issued by domestic companies incorporated outside of the United States, the Adviser does not
consider these securities to be foreign if the issuer is included in the U.S. fixed-income indices published by Bloomberg Barclays.
Floating rate loans are debt obligations that have interest rates that adjust or “float” periodically (normally on a monthly or quarterly basis) based on a
generally recognized base rate, such as the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by one or more major U.S. banks. Floating rate
loans are generally unrated or rated less than investment grade and may be subject to restrictions on resale. The Fund may invest without limit in securities of
any rating, including those that are in default. The Fund has no requirements as to the range of maturities of the debt instruments in which it can invest or as
to the market capitalization of the issuers of those instruments.
The Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its
cash flow or to redeem shares, a technique referred to as “leverage.” The Fund may also use derivative instruments, including, but not limited to, futures
contracts, forward contracts, swaps (including, among others, credit default swaps, credit default swap indices, loan-only credit default swaps and loan-only
credit default swap indices) and structured notes to try to increase the Fund’s leverage, to enhance income, to hedge against fluctuations in interest rates or
currency exchange rates, and/or as a substitute for the purchase or sale of securities.
The Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), convertible securities,
exchange-traded funds (“ETFs”), and mortgage-related securities, including adjustable rate mortgage securities and collateralized mortgage obligations,
asset-backed securities, and U.S. government securities (including its agencies, instrumentalities and sponsored entities). The Fund may also engage in
currency-related transactions. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.
When deciding which securities to buy and sell, the Adviser will consider credit quality and whether credit quality is improving or declining, as well as return
potential, in the context of market and economic risks. In addition to security selection, the Adviser expects to use cycle evaluation in conjunction with sector
rotation in an effort to enhance or offset cyclical influences.

 
8
 

 
 

 
The Fund is “non-diversified.” As a non-diversified fund, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer
issuers, as compared with other mutual funds that are diversified.
The Fund expects to engage in active and frequent trading of securities and other instruments. Effects of frequent trading may include high transaction costs,
which may lower the Fund’s return, and realization of short-term capital gains, distributions of which are taxable to shareholders who are individuals as
ordinary income. Trading costs and tax effects associated with frequent trading may adversely affect the Fund’s performance.
With the exception of the 80% test described above, the percentage limitations set forth herein are not investment restrictions and the Fund may exceed
these limits from time to time. In addition, when calculating these exposures, the Fund may use the notional value or an adjusted notional value of a
derivative to reflect what the Adviser believes to be the most accurate assessment of the Fund’s real economic exposure.
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Senior Loans Risk:
 The risks associated with Senior Loans are similar to the risks of investing in below investment-grade securities. The Senior Loans in
which the Fund invests will generally not be rated investment grade by the rating agencies. Economic downturns generally lead to higher non-payment rates
and a Senior Loan could lose a substantial part of its value prior to default. Senior Loans are subject to credit risk, and secured Senior Loans may not be
adequately collateralized. The interest rates of Senior Loans reset frequently, and thus Senior Loans are subject to interest rate risk. Senior Loans are
generally less liquid than many other debt securities and there may also be less public information available about Senior Loans as compared to other debt
securities. Senior Loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask spreads and extended
trade settlement periods. Transactions in Senior Loans may take significantly longer than seven days to settle and, as a result, proceeds related to the sale of
Senior Loans may not be readily available to make additional investments or to meet the Fund’s redemption obligations. In order to satisfy redemption
requests pending settlement of Senior Loans, the Fund may take a variety of measures, including, without limitation drawing on its cash and other short term
positions and borrowing from banks (including under the Fund’s line of credit), all of which may adversely affect the Fund’s performance. With limited
exceptions, the Adviser will take steps intended to ensure that it does not receive material non-public information about the issuers of Senior Loans who also
issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of the Senior Loans in which it seeks
to invest. Investing in Senior Loan participations exposes the Fund to the credit of the counterparty issuing the participation in addition to the credit of the
ultimate borrower.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. In the event of bankruptcy
of a borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a Senior Loan. Senior
Loans and other floating rate securities that are rated below investment-grade are considered predominantly speculative with respect to the ability of the
issuer to make timely principal and interest payments. The value of loans made to such borrowers is likely to be more sensitive to adverse news about the
borrower, markets or economy. As a result, the Fund may sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to
credit/counterparty risks with respect to the counterparties to its derivatives transactions. This risk will be heightened to the extent the Fund enters into
derivative transactions with a single counterparty (or affiliated counterparties that are part of the same organization), causing the Fund to have significant
exposure to such counterparty. Many of the protections afforded to participants on organized exchanges and clearing houses, such as the performance
guarantee given by a central clearing house, are not available in connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency
transactions. For centrally cleared derivatives, such as cleared swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness
of the Fund’s clearing broker and the central clearing house itself.

 
9
 

 

 
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Borrowing and Leverage Risk:
Borrowing and other investment techniques that utilize leverage, including use of derivatives, will increase the Fund’s
exposure to fluctuations in the prices of its assets and, therefore, the volatility of its share price. This magnifies the potential for gain and the risk of loss.
Leverage may also cause the Fund to liquidate positions at unfavorable times or prices. The costs of leverage, such as interest on borrowed funds, will
increase the Fund’s expenses.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including futures contracts, forward contracts, swaps and structured
notes) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, swaps and other OTC derivatives), the risk of difficulties in pricing and valuation, the
risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices; liquidity risk;
allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the Fund may be
unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial difficulties or
otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
Senior Loans typically have adjustable
interest rates. As a result, it is expected that the values of Senior Loans held by the Fund will fluctuate less in response to interest rate changes than will
fixed-rate debt securities; however, the interest rates paid by these loans will generally decrease if interest rates fall. Senior Loans and other fixed-income
securities are subject to the risk that borrowers pay off the debts sooner than expected, possibly requiring the Fund to re-invest in lower-yielding securities.
The value of zero-coupon bonds may be more sensitive to fluctuations in interest rates than other fixed-income securities. In addition, an economic downturn
or period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Investments in Other Investment Companies Risk:
The Fund will indirectly bear the management, service and other fees of any other investment
companies, including ETFs, in which it invests in addition to its own expenses.
LIBOR Risk:
LIBOR risk is the risk that the transition away from the London Interbank Offered Rate (“LIBOR”) may lead to increased volatility and illiquidity in
markets that are tied to LIBOR. LIBOR is a benchmark interest rate that is used extensively as a “reference rate” for financial instruments, including many
corporate and municipal bonds, bank loans, asset-backed and mortgage-related securities, interest rate swaps and other derivatives. Additionally, the Fund
may borrow money at rates that are based on LIBOR. In July 2017, the head of the United Kingdom Financial Conduct Authority, the agency that oversees
LIBOR, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement
suggests that LIBOR may cease to be published after that time. The transition away from LIBOR poses a number of other risks, including changed values of
LIBOR-related investments and reduced effectiveness of hedging strategies, each of which may adversely affect the Fund’s performance.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Mortgage-Related and Asset-Backed Securities Risk:
In addition to the risks associated with investments in fixed-income securities generally (for
example, credit, liquidity and valuation risk), mortgage-related and asset-backed securities are subject to the risks of the mortgages and assets underlying the
securities as well as prepayment risk, the risk that the securities may be prepaid and result in the reinvestment of the prepaid amounts in securities with
lower yields than the prepaid obligations. Conversely, there is a risk that a rise in interest rates will extend the life of a mortgage-related or asset-backed
security beyond the expected prepayment time, typically reducing the security’s value, which is called extension risk. The Fund also may incur a loss when

 
10
 

Fund Summary
 

 
there is a prepayment of securities that were purchased at a premium. The Fund’s investments in other asset-backed securities are subject to risks similar to
those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets
.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to
those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at
800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
pr3890img002.jpg
Highest Quarterly Return:

Second Quarter 2020,
10.92%

Lowest Quarterly Return:

First Quarter 2020,
-16.32%
Average Annual Total Returns
(for the periods ended December 31, 2020)
Past 1 Year
Past 5 Years
Life of Class N

(3/31/17)
Life of Fund

(9/30/11)
Class Y - Return Before Taxes
1.42%
4.69%
-
5.07%
Return After Taxes on Distributions
-0.78%
2.17%
-
2.50%
Return After Taxes on Distributions and Sale of Fund Shares
0.76%
2.48%
-
2.77%
Class A - Return Before Taxes
-2.42%
3.68%
-
4.40%
Class C - Return Before Taxes
-0.57%
3.64%
-
4.02%
Class N - Return Before Taxes
1.34%
-
2.91%
-
Class T - Return Before Taxes
-1.39%
3.89%
-
4.52%
S&P / LSTA Leveraged Loan Index
3.10%
5.21%
4.00%
4.78%
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.

 
11
 

Fund Summary
 

 
Management
Investment Adviser
Loomis, Sayles & Company, L.P. (“Loomis Sayles”)
Portfolio Managers
John R. Bell, Vice President of the Adviser, has served as co-portfolio manager of the Fund since 2011.
Michael L. Klawitter, CFA
®
, Vice President of the Adviser, has served as co-portfolio manager of the Fund since 2018.
Heather M. Young, CFA
®
, Vice President of the Adviser, has served as co-portfolio manager of the Fund since 2020.
Purchase and Sale of Fund Shares
Class A and C Shares
The following chart shows the investment minimums for various types of accounts:
Type of Account
Minimum Initial
Purchase
Minimum Subsequent
Purchase
Any account other than those listed below
$
2,500
$
50
For shareholders participating in Natixis Funds’ Investment Builder Program
$
1,000
$
50
For Traditional IRA, Roth IRA, Rollover IRA, SEP-IRA and Keogh plans using the Natixis Funds’ prototype document (direct
accounts, not held through intermediary)
$
1,000
$
50
Coverdell Education Savings Accounts using the Natixis Funds’ prototype document (direct accounts, not held through
intermediary)
$
500
$
50
There is no initial or subsequent investment minimum for:
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 
The minimum investment requirements for Class A shares may be waived or lowered for investments effected through certain financial intermediaries that
have entered into special arrangements with Natixis Distribution, L.P. (the “Distributor”). Consult your financial intermediary for additional information
regarding the minimum investment requirement applicable to your investment.
Class N Shares
Class N shares of the Fund are subject to a $1,000,000 initial investment minimum. This minimum applies to Fee Based Programs and accounts (such as wrap
accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary, accounts established via a transfer, or any other transaction in
which a new account is established. There is no subsequent investment minimum for these shares. There is no initial investment minimum for:
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Sub-accounts
held within an omnibus account, where the omnibus account has at least $1,000,000.
 
Funds of funds
that are distributed by
the Distributor.
 
In its sole discretion, the Distributor may waive the investment minimum requirement for accounts as to which the Distributor reasonably believes will have
enough assets to exceed the investment minimum requirement within a relatively short period of time following the establishment date of such accounts in
Class N. If, after two years, an account’s value does not exceed the investment minimum requirement, the Distributor and the Fund reserve the right to
redeem such account.
Class T Shares
Class T shares of the Fund are not currently available for purchase.
Class T shares of the Fund may only be purchased by investors who are investing through an authorized third party, such as a broker-dealer or other financial
intermediary, that has entered into a selling agreement with the Distributor. Investors may not hold Class T shares directly with the Fund. Class T shares are
subject to a minimum initial investment of $2,500 and a minimum subsequent investment of $50.  Not all financial intermediaries make Class T shares
available to their clients.

 
12
 

Fund Summary
 

 
Class Y Shares
Class Y shares of the Fund are generally subject to a minimum initial investment of $100,000 and a minimum subsequent investment of $50, except there is
no minimum initial or subsequent investment for:
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Certain Individual Retirement Accounts
if the amounts invested represent rollover distributions from investments by any of the retirement plans
invested in the Fund.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 
Fund Trustees,
former Fund trustees, employees of affiliates of the Natixis Funds and other individuals who are affiliated with any Natixis Fund (this also
applies to any spouse, parents, children, siblings, grandparents, grandchildren and in-laws of those mentioned) and Natixis affiliate employee benefit
plans.
 
At the discretion of Natixis Advisors, L.P., clients of Natixis Advisors, L.P. and its affiliates may purchase Class Y shares of the Fund below the stated
minimums.
Due to operational limitations at your financial intermediary, certain fee based programs, retirement plans, individual retirement accounts and accounts of
registered investment advisers may be subject to the investment minimums described above.


The Fund’s shares are available for purchase and are redeemable on any business day through your investment dealer, directly from the Fund by writing to the
Fund at Natixis Funds, P.O. Box 219579, Kansas City, MO 64121-9579, by exchange, by wire, by internet at im.natixis.com (certain restrictions may apply),
through the Automated Clearing House system, or, in the case of redemptions, by telephone at 800-225-5478 or by the Systematic Withdrawal Plan. 
Tax Information
Fund distributions are generally taxable to you as ordinary income or capital gains, except for distributions to retirement plans and other investors that qualify
for tax-advantaged treatment under U.S. federal income tax law generally. Investments in such tax-advantaged plans will generally be taxed only upon
withdrawal of monies from the tax-advantaged arrangement.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the
intermediary for the sale of the Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other
intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for
more information.

 
13
 

Fund Summary
 

 
Vaughan Nelson Select Fund
Investment Goal
The Fund seeks long-term capital appreciation.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price)
5.75%
None
None
2.50%
None
Maximum deferred sales charge (load) (as a percentage of original purchase price or
redemption proceeds, as applicable)
None
*
1.00%
None
None
None
Redemption fees
None
None
None
None
None
*
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
Class A
Class C
Class N
Class T
Class Y
Management fees
0.75%
0.75%
0.75%
0.75%
0.75%
Distribution and/or service (12b-1) fees
0.25%
1.00%
0.00%
0.25%
0.00%
Other expenses
0.18%
0.18%
71.10%
0.18%
1
0.18%
Total annual fund operating expenses
2
,
3
1.18%
4
1.93%
4
71.85%
1.18%
4
0.93%
4
Fee waiver and/or expense reimbursement
0.03%
0.03%
71.00%
0.03%
0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement
1.15%
1.90%
0.85%
1.15%
0.90%
1
Other expenses for Class T shares are estimated for the current fiscal year.
2
Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to
1.15%, 1.90%, 0.85%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense,
taxes, acquired fund fees and expenses, dividend expenses on securities sold short, organizational and extraordinary expenses, such as litigation and indemnification
expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s
investment adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods
fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more
than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
3
Natixis Advisors has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect
through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
4
In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser
may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or
expense reimbursement lower than 1.15%, 1.90%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver
may be terminated at any time.
Example
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the date noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although
your actual costs may be higher or lower, based on these assumptions your costs would be:

 
14
 

Fund Summary
 

 
If shares are redeemed:
1 year
3 years
5 years
10 years
Class A
$
685
$
925
$
1,184
$
1,922
Class C
$
293
$
603
$
1,039
$
2,251
Class N
$
87
$
6,721
$
7,450
$
7,540
Class T
$
364
$
612
$
880
$
1,643
Class Y
$
92
$
293
$
512
$
1,140
If shares are not redeemed:
1 year
3 years
5 years
10 years
Class C
$
193
$
603
$
1,039
$
2,251
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
88
% of the average value of its portfolio.
Investments, Risks and Performance
Principal Investment Strategies
The Fund, under normal market conditions, will invest primarily in equity securities, including common stocks, preferred stocks, limited partnership interests,
interests in limited liability companies, real estate investment trusts (“REITs”) or other trusts and similar securities. The Fund is non-diversified, which means
that it may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers than a diversified fund. Typically, the Fund’s
portfolio will hold 20 to 40 securities. The Fund may invest in companies with any market capitalization, although, it will typically focus its investments in mid-
to large-capitalization companies. When opportunities present themselves, the Fund may establish short positions in specific equity securities or indices.
While the Fund typically invests in equity securities, it may also invest in debt securities, including below investment grade fixed-income securities (commonly
known as “junk bonds”). A fixed-income security is considered below investment grade quality when none of the three major rating agencies (Moody’s
Investors Service, Inc., Fitch Investor Services, Inc. or S&P Global Ratings) have rated the securities in one of their top four ratings categories.
Vaughan Nelson invests in companies of all market capitalizations with a focus on those companies meeting Vaughan Nelson’s return expectations.
Vaughan Nelson uses a bottom-up value oriented investment process in constructing the Fund’s portfolio. Vaughan Nelson seeks companies with the
following characteristics, although not all of the companies selected will have these attributes:
 
Companies earning a positive return on capital with stable-to-improving returns.
 
Companies valued at discount to their asset value
.
 
Companies with an attractive and sustainable dividend level.
 
In selecting investments for the Fund, Vaughan Nelson generally employs the following strategies:
 
Vaughan Nelson employs a value-driven investment philosophy that selects securities selling at a relatively low value based on discounted cash flow
models. Vaughan Nelson selects companies that it believes are out-of-favor or misunderstood.
 
Vaughan Nelson starts with the entire U.S. exchange-traded equity investment universe. Vaughan Nelson then narrows the investment universe by using
fundamental analysis to construct a portfolio of 20 to 40 securities.
 
Vaughan Nelson uses fundamental analysis to construct a portfolio that, in the opinion of Vaughan Nelson, is made up of quality companies with the
potential to provide significant increases in share price over a three year period.
 
Vaughan Nelson will also employ its value driven investment philosophy to identify out-of-favor or misunderstood debt securities.
 
Vaughan Nelson will generally sell a security when it reaches Vaughan Nelson’s price target or when the issuer shows a change in financial condition,
competitive pressures, poor management decisions or internal or external forces reducing future expected returns from the investment thesis.
 
The Fund also may:
 
Invest in convertible preferred stock and convertible debt securities.
 
Invest in publicly traded master limited partnerships.
 
Invest in foreign securities, including emerging market securities, traded in U.S. markets directly or through depositary receipt programs such as American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”).
 
Invest in REITs.
 
Invest in securities offered in initial public offerings (“IPOs”) and securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A
securities”).
 
Invest in derivative securities, such as options, for hedging and investment purposes.
 

 
15
 

Fund Summary
 

 
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. 
Securities issued in IPOs tend to involve
greater market risk than other equity securities due, in part, to public perception and the lack of publicly available information and trading history. In the event
an issuer is liquidated or declares bankruptcy, the claims of owners of the issuer’s bonds generally take precedence over the claims of those who own
preferred stock or common stock.
Securities of real estate-related companies and REITs in which the Fund may invest may be considered equity securities,
thus subjecting the Fund to the risks of investing in equity securities generally.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including options) are subject to changes in the value of the
underlying assets or indices on which such instruments are based. There is no guarantee that the use of derivatives will be effective or that suitable
transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have a significant impact on the Fund’s exposure
to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets may be insufficient to support its obligations
under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a speculative activity, and involves greater risks
than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those that would have occurred had derivatives not been
used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to a derivative contract, which is greater for OTC
derivatives, the risk of difficulties in pricing and valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the
value of relevant assets, rates or indices; liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives
positions. There is also the risk that the Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative
counterparties may experience financial difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges, and clearing houses such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself. 
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.

 
16
 

 
Fund Summary
 

 
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
The Fund’s investments in foreign securities also are subject to the effects of foreign currency fluctuations. Foreign securities may be subject to higher
volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
 In addition, an economic downturn or
period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Leverage Risk:
Taking short positions in stocks also results in a form of leverage. Leverage is the risk associated with securities or investment practices
(e.g., borrowing and the use of certain derivatives) that multiply small index, market or asset-price movements into larger changes in value. The use of
leverage increases the impact of gains and losses on the Fund’s returns, and may lead to significant losses if investments are not successful.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
REITs Risk:
 
Investments in the real estate industry, including REITs, are particularly sensitive to economic downturns and are sensitive to factors such as
changes in real estate values, property taxes and tax laws, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations
affecting zoning, land use and rents and the management skill and creditworthiness of the issuer. Companies in the real estate industry also may be subject
to liabilities under environmental and hazardous waste laws. In addition, the value of a REIT is affected by changes in the value of the properties owned by
the REIT or mortgage loans held by the REIT. REITs are also subject to default and prepayment risk. Many REITs are highly leveraged, increasing their risk. The
Fund will indirectly bear its proportionate share of expenses, including management fees, paid by each REIT in which it invests in addition to the expenses of
the Fund.
Short Sale Risk:
Short sales can increase the volatility of the Fund and may lower the Fund’s return or result in losses, which potentially may be unlimited. If
the Fund is unable to borrow securities in connection with a short sale at an advantageous time or price, the Fund may be limited in its ability to pursue its
short sale strategy or may incur losses. The use of short sales also exposes the Fund to leverage risk
.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at 800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
pr3890img003.jpg
Highest Quarterly Return:

Second Quarter 2020,
25.72%


Lowest Quarterly Return:

First Quarter 2020,
-21.55%

 
17
 

 

 
Average Annual Total Returns
(for the periods ended December 31, 2020)
Past 1 Year
Past 5 Years
Life of Class N

(3/31/17)
Life of Fund

(6/29/12)
Class Y - Return Before Taxes
18.59%
13.88%
-
15.18%
Return After Taxes on Distributions
16.68%
12.02%
-
13.26%
Return After Taxes on Distributions and Sale of Fund Shares
12.33%
10.79%
-
11.99%
Class A - Return Before Taxes
11.48%
12.27%
-
14.09%
Class C - Return Before Taxes
16.41%
12.76%
-
14.04%
Class N - Return Before Taxes
18.64%
-
14.75%
-
Class T - Return Before Taxes
15.33%
13.03%
-
14.54%
S&P 500® Index
18.40%
15.22%
15.31%
14.94%
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares. 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.
Management
Investment Adviser
Natixis Advisors, L.P. (“Natixis Advisors”)
Subadviser
Vaughan Nelson Investment Management, L.P. (“Vaughan Nelson”)
Portfolio Managers
Chris D. Wallis, CFA
®
, Chief Executive Officer and Lead Senior Portfolio Manager of Vaughan Nelson, has served as co-manager of the Fund since 2012.
Scott J. Weber, CFA
®
, Lead Senior Portfolio Manager of Vaughan Nelson, has served as co-manager of the Fund since 2012.
Purchase and Sale of Fund Shares
Class A and C Shares
The following chart shows the investment minimums for various types of accounts:
Type of Account
Minimum Initial
Purchase
Minimum Subsequent
Purchase
Any account other than those listed below
$
2,500
$
50
For shareholders participating in Natixis Funds’ Investment Builder Program
$
1,000
$
50
For Traditional IRA, Roth IRA, Rollover IRA, SEP-IRA and Keogh plans using the Natixis Funds’ prototype document (direct
accounts, not held through intermediary)
$
1,000
$
50
Coverdell Education Savings Accounts using the Natixis Funds’ prototype document (direct accounts, not held through
intermediary)
$
500
$
50
There is no initial or subsequent investment minimum for:
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 

 
18
 

 

 
The minimum investment requirements for Class A shares may be waived or lowered for investments effected through certain financial intermediaries that
have entered into special arrangements with Natixis Distribution, L.P. (the “Distributor”). Consult your financial intermediary for additional information
regarding the minimum investment requirement applicable to your investment.
Class N Shares
Class N shares of the Fund are subject to a $1,000,000 initial investment minimum. This minimum applies to Fee Based Programs and accounts (such as wrap
accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary, accounts established via a transfer, or any other transaction in
which a new account is established. There is no subsequent investment minimum for these shares. There is no initial investment minimum for:
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Sub-accounts
held within an omnibus account, where the omnibus account has at least $1,000,000.
 
Funds of funds
that are distributed by
the Distributor.
 
In its sole discretion, the Distributor may waive the investment minimum requirement for accounts as to which the Distributor reasonably believes will have
enough assets to exceed the investment minimum requirement within a relatively short period of time following the establishment date of such accounts in
Class N. If, after two years, an account’s value does not exceed the investment minimum requirement, the Distributor and the Fund reserve the right to
redeem such account.
Class T Shares
Class T shares of the Fund are not currently available for purchase.
Class T shares of the Fund may only be purchased by investors who are investing through an authorized third party, such as a broker-dealer or other financial
intermediary, that has entered into a selling agreement with the Distributor. Investors may not hold Class T shares directly with the Fund. Class T shares are
subject to a minimum initial investment of $2,500 and a minimum subsequent investment of $50.  Not all financial intermediaries make Class T shares
available to their clients.
Class Y Shares
Class Y shares of the Fund are generally subject to a minimum initial investment of $100,000 and a minimum subsequent investment of $50, except there is
no minimum initial or subsequent investment for:
 
Fee Based Programs
(such as wrap accounts) where an advisory fee is paid to the broker-dealer or other financial intermediary. Please consult your
financial representative to determine if your fee based program is subject to additional or different conditions or fees.
 
Certain Retirement Plans.
Please consult your retirement plan administrator to determine if your retirement plan is subject to additional or different
conditions or fees imposed by the plan administrator.
 
Certain Individual Retirement Accounts
if the amounts invested represent rollover distributions from investments by any of the retirement plans
invested in the Fund.
 
Clients of a
Registered Investment Adviser
where the Registered Investment Adviser receives an advisory, management or consulting fee.
 
Fund Trustees,
former Fund trustees, employees of affiliates of the Natixis Funds and other individuals who are affiliated with any Natixis Fund (this also
applies to any spouse, parents, children, siblings, grandparents, grandchildren and in-laws of those mentioned) and Natixis affiliate employee benefit
plans.
 
At the discretion of Natixis Advisors, L.P., clients of Natixis Advisors, L.P. and its affiliates may purchase Class Y shares of the Fund below the stated
minimums.
Due to operational limitations at your financial intermediary, certain fee based programs, retirement plans, individual retirement accounts and accounts of
registered investment advisers may be subject to the investment minimums described above.


The Fund’s shares are available for purchase and are redeemable on any business day through your investment dealer, directly from the Fund by writing to the
Fund at Natixis Funds, P.O. Box 219579, Kansas City, MO 64121-9579, by exchange, by wire, by internet at im.natixis.com (certain restrictions may apply),
through the Automated Clearing House system, or, in the case of redemptions, by telephone at 800-225-5478 or by the Systematic Withdrawal Plan. 
Tax Information
Fund distributions are generally taxable to you as ordinary income or capital gains, except for distributions to retirement plans and other investors that qualify
for tax-advantaged treatment under U.S. federal income tax law generally. Investments in such tax-advantaged plans will generally be taxed only upon
withdrawal of monies from the tax-advantaged arrangement.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the
intermediary for the sale of the Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other

 
19
 

 
 
Investment Goals, Strategies and Risks
 

 
intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for
more information.
More About Goals and Strategies
Loomis Sayles Global Growth Fund
Investment Goal
The Fund’s investment goal is long-term growth of capital. The Fund’s investment goal may be changed without shareholder approval. The Fund will
provide 60 days’ prior notice to shareholders before changing the investment goal.
Principal Investment Strategies
Under normal market conditions, the Fund will invest primarily in equity securities, including common stocks and depositary receipts. The Fund will invest in
securities that provide exposure to no fewer than three countries, which will include the U.S. In addition, the Fund will invest at least 40% of its assets in
securities of companies that maintain their principal place of business or conduct their principal business activities outside the U.S., companies that have
their securities traded on non-U.S. exchanges or companies that have been formed under the laws of non-U.S. countries. Notwithstanding the foregoing, the
Adviser does not consider a security to be foreign if it is included in the U.S. equity indices published by S&P Global Ratings or Russell Investments or if the
security’s country of risk defined by Bloomberg is the United States. The Fund may also invest up to 30% of its assets in emerging markets securities. The
Fund considers a security to be an emerging markets security if its country of risk as defined by Bloomberg is included within the MSCI Emerging & Frontier
Markets Index. The Fund focuses on stocks of large capitalization companies, but the Fund may invest in companies of any size.
The Fund normally invests across a wide range of sectors and industries. The Fund’s portfolio manager employs a growth style of equity management, which
means that the Fund seeks to invest in companies with sustainable competitive advantages versus others, long-term structural growth drivers that will lead to
above-average future cash flow growth, attractive cash flow returns on invested capital, and management teams focused on creating long-term value for
shareholders. The Fund’s portfolio manager also aims to invest in companies when they trade at a significant discount to the estimate of intrinsic value (i.e.,
companies with share prices trading significantly below what the portfolio manager believes the share price should be).
The Fund will consider selling a portfolio investment when the portfolio manager believes an unfavorable structural change occurs within a given business or
the markets in which it operates, when a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes
available, when the current price fully reflects intrinsic value, or for other investment reasons which the portfolio manager deems appropriate.
The Fund may also engage in foreign currency transactions (including foreign currency forwards and foreign currency futures) for hedging purposes, invest in
options for hedging and investment purposes and invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”).
Under normal market conditions, the Adviser does not intend to hedge currency risk, which may cause the Fund to incur losses that would not have been
incurred had the risk been hedged. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Investment Goal
The Fund seeks to provide a high level of current income. The Fund’s investment goal may be changed without shareholder approval. The Fund will provide 60
days’ prior notice to shareholders before changing the investment goal.
Principal Investment Strategies
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in a combination of
adjustable floating rate loans and other floating rate debt instruments issued by U.S. and non-U.S. corporations or other business entities and fixed-income
securities, including derivatives that reference the returns of these instruments.
Under normal market conditions, the Fund will invest at least 65% of its net assets (plus any borrowings made for investment purposes) in floating rate loans
that either hold a senior position in the capital structure of the borrower, hold an equal ranking with other senior debt, or have characteristics (such as a
senior position secured by liens with other senior debt) that the Adviser believes justify treatment as senior debt (“Senior Loans”). The Fund may invest in
Senior Loans directly as an original lender or by assignment from a lender, or it may invest indirectly through participation agreements, interests in
collateralized loan obligations (“CLOs”) and derivatives that reference such instruments. Derivatives that reference the returns of Senior Loans may pay
returns at fixed rather than variable rates. The Fund’s investments may also include, but are not limited to, subordinated loans, below investment grade
corporate bonds and investment grade fixed-income debt securities. The fixed-income securities in which the Fund may invest include preferred stocks. The
Fund may invest in pay-in-kind (“PIK”) securities and zero-coupon securities. The Fund may receive debt, equity or other securities or instruments as a result of
the general restructuring of the debt of an issuer, the restructuring of a floating rate loan or as part of a package of securities acquired with a loan.

 
20
 

 
Investment Goals, Strategies and Risks
 

 
The Fund may invest any portion of its assets in securities of Canadian issuers and up to 20% of its net assets (plus any borrowings made for investment
purposes) in other foreign securities, including up to 10% of its net assets (plus any borrowings made for investment purposes) in emerging market securities.
Although certain securities purchased by the Fund may be issued by domestic companies incorporated outside of the United States, the Adviser does not
consider these securities to be foreign if the issuer is included in the U.S. fixed-income indices published by Bloomberg Barclays.
Floating rate loans are debt obligations that have interest rates that adjust or “float” periodically (normally on a monthly or quarterly basis) based on a
generally recognized base rate, such as the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by one or more major U.S. banks. Floating rate
loans are generally unrated or rated less than investment grade and may be subject to restrictions on resale. The Fund may invest without limit in securities of
any rating, including those that are in default. The Fund has no requirements as to the range of maturities of the debt instruments in which it can invest or as
to the market capitalization of the issuers of those instruments.
The Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its
cash flow or to redeem shares, a technique referred to as “leverage.” The Fund may also use derivative instruments, including, but not limited to, futures
contracts, forward contracts, swaps (including, among others, credit default swaps, credit default swap indices, loan-only credit default swaps and loan-only
credit default swap indices) and structured notes to try to increase the Fund’s leverage, to enhance income, to hedge against fluctuations in interest rates or
currency exchange rates, and/or as a substitute for the purchase or sale of securities.
The Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), convertible securities,
exchange-traded funds (“ETFs”), and mortgage-related securities, including adjustable rate mortgage securities and collateralized mortgage obligations,
asset-backed securities, and U.S. government securities (including its agencies, instrumentalities and sponsored entities). The Fund may also engage in
currency-related transactions. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.
When deciding which securities to buy and sell, the Adviser will consider credit quality and whether credit quality is improving or declining, as well as return
potential, in the context of market and economic risks. In addition to security selection, the Adviser expects to use cycle evaluation in conjunction with sector
rotation in an effort to enhance or offset cyclical influences.
The Fund is “non-diversified.” As a non-diversified fund, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer
issuers, as compared with other mutual funds that are diversified.
The Fund expects to engage in active and frequent trading of securities and other instruments. Effects of frequent trading may include high transaction costs,
which may lower the Fund’s return, and realization of short-term capital gains, distributions of which are taxable to shareholders who are individuals as
ordinary income. Trading costs and tax effects associated with frequent trading may adversely affect the Fund’s performance.
With the exception of the 80% test described above, the percentage limitations set forth herein are not investment restrictions and the Fund may exceed
these limits from time to time. In addition, when calculating these exposures, the Fund may use the notional value or an adjusted notional value of a
derivative to reflect what the Adviser believes to be the most accurate assessment of the Fund’s real economic exposure.
Vaughan Nelson Select Fund
 Investment Goal
The Fund seeks long-term capital appreciation. The Fund’s investment goal may be changed without shareholder approval. The Fund will provide 60 days’
prior notice to shareholders before changing the investment goal.
Principal Investment Strategies
The Fund, under normal market conditions, will invest primarily in equity securities, including common stocks, preferred stocks, limited partnership interests,
interests in limited liability companies, real estate investment trusts (“REITs”) or other trusts and similar securities. The Fund is non-diversified, which means
that it may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers than a diversified fund. Typically, the Fund’s
portfolio will hold 20 to 40 securities. The Fund may invest in companies with any market capitalization, although, it will typically focus its investments in mid-
to large-capitalization companies. When opportunities present themselves, the Fund may establish short positions in specific equity securities or indices.
While the Fund typically invests in equity securities, it may also invest in debt securities, including below investment grade fixed-income securities (commonly
known as “junk bonds”). A fixed-income security is considered below investment grade quality when none of the three major rating agencies (Moody’s
Investors Service, Inc., Fitch Investor Services, Inc. or S&P Global Ratings) have rated the securities in one of their top four ratings categories.
Vaughan Nelson invests in companies of all market capitalizations with a focus on those companies meeting Vaughan Nelson’s return expectations.
Vaughan Nelson uses a bottom-up value oriented investment process in constructing the Fund’s portfolio. Vaughan Nelson seeks companies with the
following characteristics, although not all of the companies selected will have these attributes:
 
Companies earning a positive return on capital with stable-to-improving returns.
 
Companies valued at discount to their asset value.
 
Companies with an attractive and sustainable dividend level.
 
In selecting investments for the Fund, Vaughan Nelson generally employs the following strategies:

 
21
 

 
Investment Goals, Strategies and Risks
 

 
 
Vaughan Nelson employs a value-driven investment philosophy that selects securities selling at a relatively low value based on discounted cash flow
models. Vaughan Nelson selects companies that it believes are out-of-favor or misunderstood.
 
Vaughan Nelson starts with the entire U.S. exchange-traded equity investment universe. Vaughan Nelson then narrows the investment universe by using
fundamental analysis to construct a portfolio of 20 to 40 securities.
 
Vaughan Nelson uses fundamental analysis to construct a portfolio that, in the opinion of Vaughan Nelson, is made up of quality companies with the
potential to provide significant increases in share price over a three year period.
 
Vaughan Nelson will also employ its value driven investment philosophy to identify out-of-favor or misunderstood debt securities.
 
Vaughan Nelson will generally sell a security when it reaches Vaughan Nelson’s price target or when the issuer shows a change in financial condition,
competitive pressures, poor management decisions or internal or external forces reducing future expected returns from the investment thesis.
 
The Fund also may:
 
Invest in convertible preferred stock and convertible debt securities.
 
Invest in publicly traded master limited partnerships.
 
Invest in foreign securities, including emerging market securities, traded in U.S. markets directly or through depositary receipt programs such as American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”).
 
Invest in REITs.
 
Invest in securities offered in initial public offerings (“IPOs”) and securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A
securities”).
 
Invest in derivative securities, such as options, for hedging and investment purposes.
 
All Funds
Temporary Defensive Measures
Temporary defensive measures may be used by a Fund during adverse economic, market, political or other conditions. In this event, a Fund may hold any
portion of its assets in cash (U.S. dollars, foreign currencies or multinational currency units) and/or invest in cash equivalents such as money market
instruments or high-quality debt securities as it deems appropriate. A Fund may miss certain investment opportunities if it uses defensive strategies and thus
may not achieve its investment goal.
Securities Lending
Loomis Sayles Global Growth Fund and Vaughan Nelson Select Fund
 may lend a portion of their portfolio securities to brokers, dealers and other financial
institutions provided a number of conditions are satisfied, including that the loan is fully collateralized. Please see “Investment Strategies” in the statement
of additional information (“SAI”) for details. If a Fund lends portfolio securities, its investment performance will continue to reflect changes in the value of the
securities loaned and the Fund will also receive a fee or interest on the collateral. These fees or interest are income to each Fund, although a Fund often must
share the income with the securities lending agent and/or the borrower. Securities lending involves, among other risks, the risk of loss of rights in the
collateral or delay in recovery of the collateral if the borrower fails to return the security loaned or becomes insolvent. A Fund may pay lending fees to the
party arranging the loan.
In addition, any investment of cash is generally at the sole risk of a Fund. Any income or gains and losses from investing and reinvesting any cash collateral
delivered by a borrower pursuant to a loan are generally at a Fund’s risk, and to the extent any such losses reduce the amount of cash below the amount
required to be returned to the borrower upon the termination of any loan, the Fund may be required by the securities lending agent to pay or cause to be paid
to such borrower an amount equal to such shortfall in cash, possibly requiring it to liquidate other portfolio securities to satisfy its obligations. Each Fund’s
securities lending activities are implemented pursuant to policies and procedures approved by the Board of Trustees and are subject to Board oversight.
Percentage Investment Limitations
Except as set forth in the SAI, the percentage limitations set forth in this Prospectus and the SAI apply at the time an investment is made and shall not be
considered violated unless an excess or deficiency occurs or exists immediately after and as a result of such investment.
Portfolio Holdings
A description of each Fund’s policies and procedures with respect to the disclosure of each Fund’s portfolio securities is available in the section “Portfolio
Holdings Information” in the SAI. A “snapshot” of each Fund’s investments may be found in its annual and semiannual reports. In addition, a list of each
Fund’s full portfolio holdings, which is updated monthly after an aging period of at least 15 days for the Vaughan Nelson Select Fund, and at least 30 days for
the Loomis Sayles Global Growth Fund and Loomis Sayles Senior Floating Rate and Fixed Income Fund, is available on the Funds’ website at im.natixis.com/
us/fund-documents. These holdings will remain accessible on the website until each Fund files its respective Form N-CSR or Form N-PORT with the SEC for
the period that includes the date of the information. In addition, a list of the Funds’ top 10 holdings as of the month end is generally available within 7
business days after the month end on the Funds’ website at im.natixis.com/holdings (click fund name).

 
22
 

 
More About Risks
 

 
More About Risks
This section provides more information on certain principal risks that may affect a Fund’s portfolio, as well as information on additional risks a Fund may be
subject to because of its investments or practices. In seeking to achieve its investment goals, a Fund may also invest in various types of securities and engage
in various investment practices which are not a principal focus of the Fund and therefore are not described in this Prospectus. These securities and
investment practices and their associated risks are discussed in the Funds’ SAI, which is available without charge upon request (see back cover). The
significance of any specific risk to an investment in a Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions, and
other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to a Fund. 
Recent Market Events Risk
The COVID-19 pandemic and efforts to contain its spread have resulted in, among other things, extreme volatility in the financial markets and severe losses;
reduced liquidity of many instruments; exchange trading suspensions and closures; higher default rates; border closings and other significant travel
restrictions and disruptions; significant disruptions to business operations, supply chains and customer activity; lower consumer demand for goods and
services; significant job losses and increasing unemployment; event cancellations and restrictions; service cancellations, reductions and other changes;
significant challenges in healthcare service preparation and delivery; prolonged quarantines; as well as general concern and uncertainty that has negatively
affected the economic environment. The impact of this pandemic and any other epidemic or pandemic that may arise in the future could adversely affect the
economies of many nations or the entire global economy and the financial performance of individual issuers, sectors, industries, asset classes, and markets in
significant and unforeseen ways. The U.S. government and the Federal Reserve, as well as certain foreign governments and central banks, are taking
extraordinary actions to support local and global economies and the financial markets in response to the COVID-19 pandemic, including by decreasing interest
rates to very low levels and implementing a variety of emergency stimulus measures. These actions may not succeed or have the intended effect, and in some
cases, including in the United States, have resulted in a large expansion of government deficits and debt, the long term consequences of which are not
known. This crisis or other public health crises may also exacerbate other pre-existing political, social, economic, market and financial risks. The effects of the
COVID-19 pandemic or any future outbreak in developing or emerging market countries may be greater due to less established health care systems. The
duration of the COVID-19 pandemic and its effects cannot be determined with certainty. Such effects could impair a Fund’s ability to maintain operational
standards (such as with respect to satisfying redemption requests), disrupt the operations of the Fund’s service providers, adversely affect the value and
liquidity of the Fund’s investments and negatively impact the Fund’s performance and your investment in the Fund.
Below Investment Grade Fixed-Income Securities Risk
Below investment grade fixed-income securities, also known as “junk bonds,” are rated below investment grade quality and may be considered speculative
with respect to the issuer’s continuing ability to make principal and interest payments. To be considered rated below investment grade quality, a security
must not have been rated by any of the three major rating agencies (Moody’s Investors Service, Inc., Fitch Investor Services, Inc. or S&P Global Ratings) in one
of their respective top four rating categories at the time a Fund acquires the security or, if the security is unrated, the portfolio managers have determined it
to be of comparable quality. Analysis of the creditworthiness of issuers of below investment grade fixed-income securities may be more complex than for
issuers of higher-quality debt securities, and a Fund’s ability to achieve its investment objectives may, to the extent the Fund invests in below investment
grade fixed-income securities, be more dependent upon the portfolio managers’ credit analysis than would be the case if the Fund were investing in higher-
quality securities. The issuers of these securities may be in default or have a currently identifiable vulnerability to default on their payments of principal and
interest, or may otherwise present elements of danger with respect to payments of principal or interest. Below investment grade fixed-income securities may
be more susceptible to real or perceived adverse economic and competitive industry conditions than higher-grade securities. Yields on below investment
grade fixed-income securities will fluctuate. If the issuer of below investment grade fixed-income securities defaults, a Fund may incur additional expenses to
seek recovery.
The secondary markets in which below investment-grade securities are traded may be less liquid than the market for higher-grade securities. A lack of
liquidity in the secondary trading markets could adversely affect the price at which a Fund could sell a particular below investment-grade security when
necessary to meet liquidity needs or in response to a specific economic event, such as a deterioration in the creditworthiness of the issuer, and could
adversely affect and cause large fluctuations in the net asset value (“NAV”) of a Fund’s shares. Adverse publicity and investor perceptions may decrease the
values and liquidity of high yield securities generally. It is reasonable to expect that any adverse economic conditions could disrupt the market for below
investment-grade securities, have an adverse impact on the value of such securities and adversely affect the ability of the issuers of such securities to repay
principal and pay interest thereon. New laws and proposed new laws may adversely impact the market for below investment-grade fixed-income securities.
Borrowing and Leverage Risk
Borrowing and other investment techniques that utilize leverage, including investments in derivatives, will increase a Fund’s exposure to fluctuations in the
prices of its assets and, therefore, the volatility of its share price, exaggerating any increase or decrease in the net asset value of the Fund. In addition, the
interest that a Fund pays on borrowed money, together with any other costs of borrowing, are additional costs borne by the Fund and could reduce or
eliminate any net investment profits. Unless profits on assets acquired with borrowed funds exceed the costs of borrowing, the use of borrowing will diminish
the investment performance of a Fund compared with what it would have been without borrowing. When a Fund borrows money it must comply with certain
asset coverage requirements, which at times may require the Fund to dispose of some of its holdings at unfavorable times or prices.

 
23
 

 
More About Risks
 

 
Credit/Counterparty Risk
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or other transaction, will be
unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may sustain losses or be
unable or delayed in its ability to realize gains. A Fund will be subject to credit/counterparty risk with respect to the counterparties to its derivatives
transactions. Many of the protections afforded to participants on organized exchanges, such as the performance guarantee given by a central clearing house,
are not available in connection with OTC derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself.
Currency Risk
Fluctuations in the exchange rates between different currencies may negatively affect an investment. A Fund may be subject to currency risk because it may
invest in currency-related instruments and/or securities or other instruments denominated in, or that generate income denominated in, foreign currencies. The
market for some or all currencies may from time to time have low trading volume and become illiquid, which may prevent a Fund from effecting a position or
from promptly liquidating unfavorable positions in such markets, thus subjecting the Fund to substantial losses. A Fund may elect not to hedge currency risk,
or may hedge such risk imperfectly, which may cause the Fund to incur losses that would not have been incurred had the risk been hedged.
Cybersecurity and Technology Risk
The Funds, their service providers, and other market participants increasingly depend on complex information technology and communications systems, which
are subject to a number of different threats and risks that could adversely affect the Funds and their shareholders. These risks include, among others, theft,
misuse, and improper release of confidential or highly sensitive information relating to the Funds and their shareholders, as well as compromises or failures
to systems, networks, devices and applications relating to the operations of the Funds and their service providers. Power outages, natural disasters,
equipment malfunctions and processing errors that threaten these systems, as well as market events that occur at a pace that overloads these systems, may
also disrupt business operations or impact critical data. Cybersecurity and other operational and technology issues may result in financial losses to the Funds
and their shareholders, impede business transactions, violate privacy and other laws, subject the Funds to certain regulatory penalties and reputational
damage, and increase compliance costs and expenses. Although the Funds have developed processes, risk management systems and business continuity
plans designed to reduce these risks, the Funds do not directly control the cybersecurity defenses, operational and technology plans and systems of their
service providers, financial intermediaries and companies in which they invest or with which they do business. The Funds and their shareholders could be
negatively impacted as a result. Similar types of cybersecurity risks also are present for issuers of securities in which the Funds invest, which could result in
material adverse consequences for such issuers, and may cause the Funds’ investment in such securities to lose value.
Derivatives Risk
As described herein and in the SAI, the use of derivatives involves special risks. Derivatives are financial contracts whose value depends upon or is derived
from the value of an underlying asset, reference rate or index. There is no guarantee that the use of derivatives will be effective or that suitable transactions
will be available. Even a small investment in derivatives may give rise to leverage risk and can have a significant impact on a Fund’s exposure to securities
market values, interest rates or currency exchange rates. It is possible that a Fund’s liquid assets may be insufficient to support its obligations under its
derivatives positions. A Fund’s use of derivatives, such as futures contracts, forward contracts, options, swaps (including, among others, credit default swaps,
credit default swap indices, loan-only credit default swaps and loan-only credit default swap indices) and structured notes involves other risks, such as the
credit/counterparty risk relating to the other party to a derivative contract (which is generally greater for OTC derivatives than for centrally cleared
derivatives), the risk of difficulties in pricing and valuation; the risk that changes in the value of a derivative may not correlate as expected with relevant
assets, rates or indices; liquidity risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk
that a Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The use of derivatives may cause a Fund to incur losses
greater than those which would have occurred had derivatives not been used. Losses resulting from the use of derivatives will reduce a Fund’s net asset
value, and possibly income. It is possible that a Fund’s liquid assets may be insufficient to support its obligations under its derivatives positions. To the extent
that a Fund uses a derivative for purposes other than as a hedge, or if a Fund hedges imperfectly, the Fund is directly exposed to the risks of that derivative
and any loss generated by the derivative will not be offset by a gain. When used, derivatives may affect the amount, timing or character of distributions
payable to, and thus taxes payable by, shareholders. Similarly, for accounting and performance reporting purposes, income and gain characteristics may be
different than if the Fund held the underlying securities or other assets directly. 
On October 28, 2020, the Securities and Exchange Commission (“SEC”) adopted Rule 18f-4 under the Investment Company Act, as amended, providing for the
regulation of a registered investment company’s use of derivatives and certain related instruments. Among other things, Rule 18f-4 limits a fund’s derivatives
exposure through a value-at- risk test and requires the adoption and implementation of a derivatives risk management program for certain derivatives users.
Subject to certain conditions, limited derivatives users (as defined in Rule 18f-4), however, will not be subject to the full requirements of Rule 18f-4. In
connection with the adoption of Rule 18f-4, the SEC also eliminated the asset segregation framework arising from prior SEC guidance for covering derivatives
and certain financial instruments. Compliance with Rule 18f-4 will not be required until August 2022. As a Fund comes into compliance, the approach to asset
segregation and coverage requirements described in this Prospectus will be impacted. In addition, Rule 18f-4 could restrict a Fund’s ability to engage in
certain derivatives transactions and/or increase the costs of such derivatives transactions, which could adversely affect the value or performance of a Fund.

 
24
 

 
More About Risks
 

 
Emerging Markets Risk
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks arising from political or
economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the United States) and an
issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be smaller and have shorter
operating histories than companies in developed markets.
Economic and Political Risks.
Emerging market countries often experience instability in their political and economic structures and have less market depth,
infrastructure, capitalization and regulatory oversight than more developed markets. Government actions could have a significant impact on the economic
conditions in such countries, which in turn would affect the value and liquidity of the assets of a Fund invested in emerging market securities. Specific risks
that could decrease a Fund’s return include seizure of a company’s assets, restrictions imposed on payments as a result of blockages on foreign currency
exchanges and unanticipated social or political occurrences.
The ability of the government of an emerging market country to make timely payments on its debt obligations will depend on many factors, including the
extent of its reserves, fluctuations in interest rates and access to international credit and investments. A country that has non-diversified exports or relies on
certain key imports will be subject to greater fluctuations in the pricing of those commodities. Failure to generate sufficient earnings from foreign trade will
make it difficult for an emerging market country to service its foreign debt.
Companies trading in developing securities markets are generally smaller and have shorter operating histories than companies trading in developed markets.
Foreign investors may be required to register the proceeds of sales. Settlement of securities transactions in emerging markets may be subject to risk of loss
and may be delayed more often than transactions settled in the United States, in part because a Fund will need to use brokers and counterparties that are
less well capitalized, and custody and registration of assets in some countries may be unreliable compared to more developed countries. Disruptions resulting
from social and political factors may cause the securities markets to close. If extended closings were to occur, the liquidity and value of a Fund’s assets
invested in corporate debt obligations of emerging market companies would decline.
Investment Controls; Repatriation.
Foreign investment in emerging market country debt securities is restricted or controlled to varying degrees. These
restrictions may at times limit or preclude foreign investment in certain emerging market country debt securities. Certain emerging market countries require
government approval of investments by foreign persons, limit the amount of investments by foreign persons in a particular issuer, limit investments by foreign
persons only to a specific class of securities of an issuer that may have less advantageous rights than the classes available for purchase by domiciliaries of
the countries and/or impose additional taxes or controls on foreign investors or currency transactions. Certain emerging market countries may also restrict
investment opportunities in issuers in industries deemed important to national interests.
Emerging market countries may require governmental approval for the repatriation of investment income, capital or proceeds of sale of securities by foreign
investors. In addition, if a deterioration occurs in an emerging market country’s balance of payments, the country could impose temporary restrictions on
foreign capital remittances. A Fund could be adversely affected by delays in, or a refusal to grant, any required governmental approval for repatriation of
capital, as well as by the application to a Fund of any restrictions on investments. Investing in local markets in emerging market countries may require a Fund
to adopt special procedures, seek local governmental approvals or take other actions, each of which may involve additional costs to a Fund.
Equity Securities Risk
The value of your investment in a Fund is based on the market value (or price) of the securities the Fund holds. You may lose money on your investment due to
unpredictable declines in the value of individual securities and/or periods of below-average performance in individual securities, industries or in the equity
market as a whole. This may impact a Fund’s performance and may result in higher portfolio turnover, which may increase the tax liability to taxable
shareholders and the expenses incurred by the Fund. The market value of a security can change daily due to political, economic and other events that affect
the securities markets generally, as well as those that affect particular companies or governments. These price movements, sometimes called volatility, will
vary depending on the types of securities a Fund owns and the markets in which they trade. Historically, the equity markets have moved in cycles, and the
value of a Fund’s equity securities may fluctuate drastically from day to day. Individual companies may report poor results or be negatively affected by
industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response to such trends and
developments.
Securities issued in IPOs tend to involve greater market risk than other equity securities due, in part, to public perception and the lack of
publicly available information and trading history.
Rule 144A securities may be less liquid than other equity securities. Small-capitalization and emerging
growth companies may be subject to more abrupt price movements, limited markets and less liquidity than larger, more established companies, which could
adversely affect the value of a Fund’s portfolio. Growth stocks are generally more sensitive to market movements than other types of stocks primarily because
their stock prices are based heavily on future expectations. If the Adviser’s assessment of the prospects for a company’s growth is wrong, or if the Adviser’s
judgment of how other investors will value the company’s growth is wrong, then the price of the company’s stock may fall or not approach the value that the
Adviser has placed on it.
Value stocks can perform differently from the market as a whole and from other types of stocks. Value stocks also present the risk
that their lower valuations fairly reflect their business prospects and that investors will not agree that the stocks represent favorable investment
opportunities, and they may fall out of favor with investors and underperform growth stocks during any given period. Common stocks represent an equity or
ownership interest in an issuer. In the event an issuer is liquidated or declares bankruptcy, the claims of owners of the issuer’s bonds generally take
precedence over the claims of those who own preferred stock or common stock.

 
25
 

 
More About Risks
 

 
Foreign Securities Risk
Foreign securities risk is the risk associated with investments in issuers located in foreign countries. A Fund’s investments in foreign securities may
experience more rapid and extreme changes in value than investments in securities of U.S. issuers. The securities markets of many foreign countries are
relatively small, with a limited number of issuers and a small number of securities. In addition, foreign companies often are not subject to the same degree of
regulation as U.S. companies. Reporting, accounting, disclosure, custody and auditing standards and practices of foreign countries differ, in some cases
significantly, from U.S. standards and practices, and are often not as rigorous. The Public Company Accounting Oversight Board, which regulates auditors of
U.S. public companies, is unable to inspect audit work papers in certain foreign countries. Many countries, including developed nations and emerging
markets, are faced with concerns about high government debt levels, credit rating downgrades, the future of the euro as a common currency, possible
government debt restructuring and related issues, all of which may cause the value of a Fund’s non-U.S. investments to decline. Nationalization, expropriation
or confiscatory taxation, currency blockage, the imposition of sanctions by other countries (such as the United States), political changes or diplomatic
developments may also cause the value of a Fund’s non-U.S. investments to decline. When imposed, foreign withholding or other taxes reduce a Fund’s
return on foreign securities. In the event of nationalization, expropriation or other confiscation, a Fund could lose its entire foreign investment. Investments in
emerging markets may be subject to these risks to a greater extent than those in more developed markets and securities of developed market companies that
conduct substantial business in emerging markets may also be subject to greater risk. These risks also apply to securities of foreign issuers traded in the
United States or through depositary receipt programs such as American Depositary Receipts. To the extent a Fund invests a significant portion of its assets in
a specific geographic region, the Fund may have more exposure to regional political, economic, environmental, credit/counterparty and information risks. In
addition, foreign securities may be subject to increased credit/counterparty risk because of the potential difficulties of requiring foreign entities to honor their
contractual commitments.
Interest Rate Risk
Interest rate risk is the risk that changes in interest rates will affect the value of a Fund’s investments in fixed-income securities, such as bonds, notes, asset-
backed securities and other income-producing securities and derivatives. Fixed-income securities are obligations of the issuer to make payments of principal
and/or interest on future dates. Increases in interest rates may cause the value of a Fund’s investments to decline. In addition, the value of certain derivatives
(such as interest rate futures) is related to changes in interest rates and their value may suffer significant decline as a result of interest rate changes. A
prolonged period of low interest rates may cause a Fund to have a low or negative yield, potentially reducing the value of your investment. Generally, the
value of fixed-income securities, including short-term fixed-income securities, rises when prevailing interest rates fall and falls when interest rates rise.
Interest rate risk generally is greater for funds that invest in fixed-income securities with relatively longer durations than for funds that invest in fixed-income
securities with shorter durations. A significant change in interest rates could cause a Fund’s share price (and the value of your investment) to change.
The
value of zero-coupon bonds may be more sensitive to fluctuations in interest rates than other fixed-income securities. Potential future changes in government
monetary policy may affect the level of interest rates.
Investments in Other Investment Companies Risk
A Fund will indirectly bear the management, service and other fees of any other investment companies, including ETFs, in which it invests in addition to its
own expenses. A Fund is also indirectly exposed to the same risks as the underlying funds in proportion to the allocation of the Fund’s assets among the
underlying funds. In addition, investments in ETFs have unique characteristics, including, but not limited to, the expense structure and additional expenses
associated with investing in ETFs.
Large Investor Risk
Ownership of shares of a Fund may be concentrated in one or a few large investors. Such investors may redeem shares in large quantities or on a frequent
basis. If a large investor redeems a portion or all of its investment in a Fund or redeems frequently, the Fund may be forced to sell investments at unfavorable
times or prices, which can affect the performance of the Fund and may increase realized capital gains, including short-term capital gains taxable as ordinary
income. In addition, such transactions may accelerate the realization of taxable income to shareholders if a Fund’s sales of investments result in gains, and
also may increase transaction costs. These transactions potentially limit the use of any capital loss carryforwards and certain other losses to offset future
realized capital gains (if any). Such transactions may also increase a Fund’s expenses or could result in a Fund’s current expenses being allocated over a
smaller asset base, leading to an increase in the Fund’s expense ratios.
Leverage Risk
Taking short positions in stocks also results in a form of leverage. Leverage is the risk associated with securities or investment practices (e.g., borrowing and
the use of certain derivatives) that multiply small index, market or asset-price movements into larger changes in value. Leverage magnifies the potential for
gain and the risk of loss. As a result, a relatively small decline in the value of the underlying investments could result in a relatively large loss. The use of
leverage will increase the impact of gains and losses on a Fund’s returns, and may lead to significant losses if investments are not successful.
LIBOR Risk
LIBOR risk is the risk that the transition away from the London Interbank Offered Rate (“LIBOR”) may lead to increased volatility and illiquidity in markets that
are tied to LIBOR. LIBOR is a benchmark interest rate at which major global banks lend to one another in the international interbank market for short-term
loans, and is used extensively in the United States and globally as a “reference rate” for certain financial instruments in which the Fund may invest, including
corporate and municipal bonds, bank loans, asset-backed and mortgage-related securities, interest rate swaps and other derivatives. Additionally, the Fund
may borrow money at rates that are based on LIBOR. In July 2017, the head of the United Kingdom Financial Conduct Authority, the agency that oversees

 
26
 

 
More About Risks
 

 
LIBOR, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement
suggests that LIBOR may cease to be published after that time. Actions by regulators have resulted in the establishment of alternative reference rates to
LIBOR in most major currencies; however, the process for amending the interest rate provisions of existing contracts to transition away from LIBOR remains
unclear. While some contracts may include “fallback” provisions that provide for an alternative rate setting methodology in the event of the unavailability of
LIBOR, not all contracts have such provisions or such provisions may not contemplate the permanent unavailability of LIBOR. There is also significant
uncertainty regarding the effectiveness of any such alternative methodologies, including the risk of economic value transfer at the time of transition. The
transition away from LIBOR poses a number of other risks, including changed values of LIBOR-related investments and reduced effectiveness of hedging
strategies, each of which may adversely affect the Fund’s performance. It is difficult at this time to predict the exact impact of the transition away from LIBOR
on the Fund or the financial instruments in which the Fund invests.
Liquidity Risk
Liquidity risk is the risk that a Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it expects. Decreases in
the number of financial institutions willing to make markets in a Fund’s investments or in their capacity or willingness to transact may increase the Fund’s
exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also negatively impact the
liquidity of a Fund’s investments when it needs to dispose of them. If a Fund is forced to sell its investments at an unfavorable time and/or under adverse
conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private placement, such as Rule 144A
securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there may be no liquid secondary
market or ready purchaser for such securities. Derivatives, and particularly OTC derivatives, are generally subject to liquidity risk as well. Liquidity issues may
also make it difficult to value a Fund’s investments. In some cases, especially during periods of market turmoil, a redemption may dilute the interest of the
remaining shareholders. 
Management Risk
Management risk is the risk that the portfolio managers’ investment techniques could fail to achieve a Fund’s objective and could cause your investment in a
Fund to lose value. Each Fund is subject to management risk because each Fund is actively managed. The portfolio managers will apply their investment
techniques and risk analyses in making investment decisions for the Funds, but there can be no guarantee that such decisions will produce the desired
results. For example, securities that the portfolio managers expect to appreciate in value may, in fact, decline. Similarly, in some cases, derivative and other
investment techniques may be unavailable or the portfolio managers may determine not to use them, even under market conditions where their use could
have benefited the Funds.
Market/Issuer Risk
The market value of a Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon political, regulatory, market, economic,
and social conditions, as well as developments that impact specific economic sectors, industries, or segments of the market, including conditions that directly
relate to the issuers of a Fund’s investments, such as management performance, financial condition, and demand for the issuers’ goods and services. A Fund
is subject to the risk that geopolitical events will adversely affect global economies and markets. War, terrorism, and related geopolitical events have led, and
in the future may lead, to increased short-term market volatility and may have adverse long-term effects on global economies and markets. Likewise, natural
and environmental disasters and epidemics or pandemics may be highly disruptive to economies and markets.
Mortgage-Related and Asset-Backed Securities Risk
In addition to the risks associated with investments in fixed-income securities generally (for example, credit, liquidity and valuation risk), mortgage-related
and asset-backed securities are subject to the risks of the mortgages and assets underlying the securities as well as prepayment risk, the risk that the
securities may be prepaid and result in the reinvestment of the prepaid amounts in securities with lower yields than the prepaid obligations. Conversely, there
is a risk that a rise in interest rates will extend the life of a mortgage-related or asset-backed security beyond the expected prepayment time, typically
reducing the security’s value, which is called extension risk. A Fund also may incur a loss when there is a prepayment of securities that were purchased at a
premium. The value of some mortgage-related securities and other asset-backed securities in which a Fund invests may be particularly sensitive to changes in
prevailing interest rates, and the ability of a Fund to successfully utilize these instruments may depend in part upon the ability of the Fund’s Adviser or
Subadviser to forecast interest rates and other economic factors correctly. The risk of non-payment is greater for mortgage-related securities that are backed
by mortgage pools that contain “subprime” or “Alt-A” loans (loans made to borrowers with weakened credit histories or with a lower capacity to make timely
payments on their loans), but a level of risk exists for all loans. Market factors adversely affecting mortgage loan repayments may include a general economic
downturn, high unemployment, a general slowdown in the real estate market, a drop in the market prices of real estate, or an increase in interest rates
resulting in higher mortgage payments by holders of adjustable rate mortgages. A Fund’s investments in other asset-backed securities are subject to risks
similar to those associated with the servicing of those assets. These types of securities may also decline for reasons associated with the underlying
collateral.
Non-Diversification Risk
Compared with diversified mutual funds, a non-diversified Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer
issuers. Therefore, a non-diversified Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.

 
27
 

 
More About Risks
 

 
REITs Risk
The performance of a Fund that invests in REITs may be dependent in part on the performance of the real estate market and the real estate industry in
general. The real estate industry is particularly sensitive to economic downturns. Securities of companies in the real estate industry, including REITs, are
sensitive to factors such as changes in real estate values, property taxes and tax laws, interest rates, cash flow of underlying real estate assets, occupancy
rates, government regulations affecting zoning, land use and rents, and the management skill and creditworthiness of the issuer. Companies in the real estate
industry also may be subject to liabilities under environmental and hazardous waste laws. In addition, the value of a REIT is affected by changes in the value
of the properties owned by the REIT or the mortgage loans held by the REIT. REITs also are subject to default and prepayment risk. REITs are dependent upon
cash flow from their investments to repay financing costs and also on the ability of the REITs’ managers. A Fund will indirectly bear its proportionate share of
expenses, including management fees, paid by each REIT in which it invests in addition to the expenses of the Fund.
Senior Loans Risk
The risks associated with Senior Loans are similar to the risks of investing in below investment-grade securities. The Senior Loans in which the Loomis Sayles
Senior Floating Rate and Fixed Income Fund invests will generally not be rated investment grade by the rating agencies. Economic downturns generally lead
to higher non-payment rates and a Senior Loan could lose a substantial part of its value prior to default. Senior Loans are subject to credit risk, and secured
Senior Loans may not be adequately collateralized. The interest rates of Senior Loans reset frequently, and thus Senior Loans are subject to interest rate risk.
Senior Loans are generally less liquid than many other debt securities and there may also be less public information available about Senior Loans as
compared to other debt securities. Senior Loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask
spreads and extended trade settlement periods. Transactions in Senior Loans may take significantly longer than seven days to settle and, as a result,
proceeds related to the sale of Senior Loans may not be readily available to make additional investments or to meet the Fund’s redemption obligations. In
order to satisfy redemption requests pending settlement of Senior Loans, the Fund may take a variety of measures, including, without limitation drawing on
its cash and other short term positions and borrowing from banks (including under the Fund’s line of credit), all of which may adversely affect the Fund’s
performance. With limited exceptions, the Adviser will take steps intended to ensure that it does not receive material non-public information about the
issuers of Senior Loans who also issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of
the Senior Loans in which it seeks to invest. Investing in Senior Loan participations exposes the Fund to the credit of the counterparty issuing the participation
in addition to the credit of the ultimate borrower. Senior Loans may not be considered “securities,” and purchasers, such as the Fund, therefore may not be
entitled to rely on the anti-fraud protections of the federal securities laws. Loans and other debt instruments that are not in the form of securities may
therefore offer less legal protection to the Fund in the event of fraud or misrepresentation.
Short Sale Risk
A Fund’s use of short sales involves additional investment risks and transaction costs. To sell a security short, a Fund must borrow that security from a lender,
such as a prime broker, and deliver it to a counterparty. If a Fund is unable to borrow the security it wishes to sell short at an advantageous time or price, the
Fund’s ability to pursue its short sale strategy may be adversely affected. When closing a short position, a Fund will have to purchase the security it originally
sold short. A Fund may not be able to purchase that security at an advantageous time or price, which may lower the Fund’s return or result in a loss. The sale
of a security that is borrowed may subject a Fund to potentially unlimited losses. While short sales can be used to further a Fund’s investment objective,
under certain market conditions, they can increase the volatility of a Fund and decrease the liquidity of a Fund. Asset segregation and collateral posting
requirements related to short sales may limit a Fund’s investment flexibility. Ordinarily, a Fund will incur a fee or pay a premium to borrow securities, may
also be required to pay interest charges and will have to repay the lender any dividends or interest that accrue on the security while the loan is outstanding.
The amount of the premium, dividends, interest or expenses a Fund pays in connection with the short sale will decrease the amount of any gain from a short
sale and increase the amount of any loss. Taking short positions in securities also exposes a Fund to leverage risk.
Small- and Mid-Capitalization Companies Risk
Compared to companies with large market capitalization, small- and mid-capitalization companies are more likely to have limited product lines, markets or
financial resources, or to depend on a small, inexperienced management group. Securities of these companies often trade less frequently and in limited
volume and their prices may fluctuate more than stocks of large-capitalization companies. Securities of small- and mid-capitalization companies may
therefore be more vulnerable to adverse developments than those of large-capitalization companies. As a result, it may be relatively more difficult for a Fund
to buy and sell securities of small- and mid-capitalization companies.
Valuation Risk
This is the risk that a Fund has valued certain securities or positions at a higher price than the price at which they can be sold. This risk may be especially
pronounced for investments, such as derivatives, which may be illiquid or which may become illiquid.

 
28
 

 
Management Team
 

 
Management Team
Meet the Funds’ Investment Advisers
The Natixis Funds family currently includes 40 mutual funds (the “Natixis Funds”). The Natixis Funds family had combined assets of $55.2 billion as of
December 31, 2020. Natixis Funds are distributed through Natixis Distribution, L.P. (the “Distributor”).
Adviser
Loomis Sayles
, located at One Financial Center, Boston, Massachusetts 02111, serves as adviser to the Loomis Sayles Global Growth Fund and the Loomis
Sayles Senior Floating Rate and Fixed Income Fund. Founded in 1926, Loomis Sayles is one of the oldest investment advisory firms in the United States with
over $347.8 billion in assets under management as of December 31, 2020.
Natixis Advisors
,
 
located at 888 Boylston Street, Suite 800, Boston, Massachusetts 02199, serves as the adviser to the Vaughan Nelson Select Fund.
Natixis Advisors is a limited partnership organized in 1995 and has two advisory divisions, Managed Portfolio Advisors and Active Investment Advisors
®
. As
of December 31, 2020 Natixis Advisors had approximately $616.30 billion in assets under management. Natixis Advisors oversees, evaluates, and monitors
the subadvisory services provided to the Vaughan Nelson Select Fund.  Natixis Advisors does not determine what investments will be purchased or sold by
the Vaughan Nelson Select Fund.
The aggregate advisory fee paid during the fiscal year ended November 30, 2020 by the Loomis Sayles Global Growth Fund (after waiver) as a percentage of
the Fund’s average daily net assets was 0.62%.
The aggregate advisory fee paid during the fiscal year ended November 30, 2020 by the Vaughan Nelson Select Fund (after waiver) as a percentage of the
Fund’s average daily net assets was 0.70%.
The aggregate advisory fee paid during the fiscal year ended November 30, 2020 by the Loomis Sayles Senior Floating Rate and Fixed Income Fund (after
waiver) was 0.47% of the Fund’s “Average Daily Managed Assets.” “Average Daily Managed Assets” of the Fund means the average daily value of the total
assets of the Fund, less all accrued liabilities of the Fund (other than the aggregate amount of any outstanding borrowings constituting financial leverage).
Because the Management fees paid by the Loomis Sayles Senior Floating Rate and Fixed Income Fund are calculated on the basis of the Fund’s Average Daily
Managed Assets, which include amounts attributable to leverage, the dollar amount of the fees paid by the Fund to Loomis Sayles will be higher when
leverage is utilized. Loomis Sayles will utilize leverage only if it believes such action would result in a net benefit to the Fund’s shareholders after taking into
account the higher fees and expenses associated with leverage (including higher Management fees).
Subadviser
Vaughan Nelson
, located at 600 Travis Street, Suite 3800, Houston, Texas 77002, serves as subadviser to the Vaughan Nelson Select Fund. Vaughan
Nelson is a subsidiary of Natixis Investment Managers, LLC (“Natixis Investment Managers”). Originally founded in 1970, Vaughan Nelson focuses primarily
on managing equity and fixed-income funds for clients who consist of foundations, university endowments, corporate retirement plans and family/individual
funds. As of December 31, 2020, Vaughan Nelson had $14.1 billion in assets under management.
Subadvisory Agreements
Natixis Advisors and the Natixis Funds have received an exemptive order from the SEC (the “Order”), which permits Natixis Advisors, subject to approval by
the Board of Trustees but without shareholder approval, to hire or terminate, and to modify any existing or future subadvisory agreement with, subadvisers
that are not affiliated with Natixis Advisors as well as subadvisers that are indirect or direct wholly-owned subsidiaries of Natixis Advisors or of another
company that, indirectly or directly, wholly owns Natixis Advisors. Before any Natixis Fund can begin to rely on the exemptions described above, a majority of
the shareholders of the Fund must approve the Fund’s ability to rely on the Order. Shareholders of certain Natixis Funds have already approved the Fund’s
operation under the manager-of-managers structure contemplated by the Order. If a new subadviser is hired for a Fund, shareholders will receive information
about the new subadviser within 90 days of the change.
A discussion of the factors considered by the Funds’ Board of Trustees in approving the Funds’ investment advisory and sub-advisory contracts is available in
each Fund’s semi-annual report for the period ended May 31, 2020.
The Funds consider the series of Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Gateway Trust, Loomis Sayles Funds I, Loomis Sayles
Funds II, Natixis ETF Trust and Natixis ETF Trust II, all of which are advised or subadvised by Natixis Advisors, L.P., Loomis Sayles, AEW Capital Management,
L.P., AlphaSimplex Group, LLC, Gateway Investment Advisers, LLC, Mirova US LLC, Harris Associates L.P. or Vaughan Nelson Investment Management, L.P.
(collectively, the “Affiliated Investment Managers”), to be part of the “same group of investment companies” under Section 12(d)(1)(G) of the Investment
Company Act of 1940, as amended (the “1940 Act”), for the purchase of other investment companies. The Affiliated Investment Managers are all under
common control.

 
29
 

 
Management Team
 

 
Portfolio Trades
In placing portfolio trades, a Fund’s adviser or subadviser may use brokerage firms that market the Fund’s shares or are affiliated with Natixis Investment
Managers, Natixis Advisors or any adviser or subadviser. In placing trades, any adviser or subadviser will seek to obtain the best combination of price and
execution, which involves a number of subjective factors. Such portfolio trades are subject to applicable regulatory restrictions and related procedures
adopted by the Board of Trustees.
Meet the Funds’ Portfolio Managers
The following persons have had primary responsibility for the day-to-day management of the indicated Fund’s portfolio since the dates stated below. 
Loomis Sayles
John R. Bell
- John R. Bell has served as co-portfolio manager of the Loomis Sayles Senior Floating Rate and Fixed Income Fund since its inception in 2011.
Mr. Bell, Vice President of Loomis Sayles, began his investment career in 1988 and joined Loomis Sayles in 2001. Prior to joining Loomis Sayles, he was a
vice president and portfolio manager at Back Bay Advisors and was head of credit at Jurika & Voyles. Mr. Bell received a B.B.A. from the University of
Massachusetts at Amherst and an M.B.A from the University of California, Berkeley. Mr. Bell has over 32 years of investment experience.
Aziz V. Hamzaogullari, CFA
®
 - Aziz V. Hamzaogullari, Chief Investment Officer and founder of the Global Equity Strategies Team, has managed the Loomis
Sayles Global Growth Fund since its inception in 2016. He is an Executive Vice President and Director of Loomis Sayles. Mr. Hamzaogullari received a B.S.
from Bilkent University in Turkey and an M.B.A. from George Washington University. He holds the designation of Chartered Financial Analyst
®
and has over
27 years of investment industry experience.
Michael L. Klawitter, CFA
®
- Michael L. Klawitter has served as co-portfolio manager of the Loomis Sayles Senior Floating Rate and Fixed Income Fund
since 2018. Mr. Klawitter, Vice President of Loomis Sayles, began his investment career in 1997 and joined Loomis Sayles in 2000. He earned a B.A. from the
University at Buffalo and an MSF from Boston College. Mr. Klawitter holds the designation of Chartered Financial Analyst
®
and has over 24 years of
investment experience.
Heather M. Young, CFA
®
- Heather M. Young has served as co-portfolio manager of the Loomis Sayles Senior Floating Rate and Fixed Income Fund since
2020. Ms. Young, Vice President of Loomis Sayles, began her investment career in 2006. She rejoined Loomis Sayles in 2016, and before that, had worked at
Loomis Sayles from 2008 to 2011. She earned a B.A. in Economics from Boston University and an M.B.A. from the Massachusetts Institute of Technology. Ms.
Young holds the designation of Chartered Financial Analyst® and has over 15 years of investment experience.
Vaughan Nelson
Chris D. Wallis, CFA
®
- Chris D. Wallis has co-managed the Vaughan Nelson Select Fund since 2012. Mr. Wallis, Chief Executive Officer and a Senior
Portfolio Manager of Vaughan Nelson, joined the firm in 1999. Mr. Wallis received a B.B.A. from Baylor University and an M.B.A. from Harvard Business
School. Mr. Wallis holds the designation of Chartered Financial Analyst
®
and has over 29 years of investment/financial analysis and accounting experience.
Scott J. Weber, CFA
®
- Scott J. Weber has co-managed the Vaughan Nelson Select Fund since 2012. Mr. Weber, a Senior Portfolio Manager of Vaughan
Nelson, joined the firm in 2003. Mr. Weber received a B.S. from the University of the South and an M.B.A. from Tulane University. He has over 25 years of
investment management and financial analysis experience.
Please see the SAI for information on portfolio manager compensation, other accounts under management by the portfolio managers and the portfolio
managers’ ownership of securities in the Funds.
Additional Information
The
Funds enter into contractual arrangements with various parties, including, among others, the advisers, the Distributor and the
Funds’ custodian and
transfer agent, who provide services to the
Funds. Shareholders are not parties to, or intended to be third-party beneficiaries of, any of those contractual
arrangements, and those contractual arrangements are not intended to create in any individual shareholder or group of shareholders any right to enforce such
arrangements against the service providers or to seek any remedy thereunder against the service providers, either directly or on behalf of the
Funds.
This Prospectus provides information concerning the
Funds that you should consider in determining whether to purchase shares of the
Funds. None of this
Prospectus, the SAI or any contract that is an exhibit to the
Funds’ registration statement, is intended to, nor does it, give rise to an agreement or contract
between the
Funds and any investor, or give rise to any contract or other rights in any individual shareholder, group of shareholders or other person other than
any rights conferred explicitly by applicable federal or state securities laws that may not be waived.

 
30
 

 
Fund Services
 

 
           
Fund Services
Investing in the Funds
Choosing a Share Class
Each class has different costs associated with buying, selling and holding Fund shares, which allows you to choose the class that best meets your needs.
Which class is best for you depends upon a number of factors, including the size of your investment and how long you intend to hold your shares. Certain
share classes and certain shareholder features may not be available to you if you hold your shares through a financial intermediary. Your financial
representative can help you decide which class of shares is most appropriate for you. The Funds may engage financial intermediaries to receive purchase,
exchange and sell orders on their behalf. Accounts established directly with the Funds will be serviced by the Funds’ transfer agent. The Funds, the Funds’
transfer agent and the Distributor do not provide investment advice.
Class A Shares
 
You pay a sales charge when you buy Class A shares. There are several ways to reduce this charge. See the section “How Sales Charges Are Calculated.”
 
You pay lower annual expenses than Class C shares, giving you the potential for higher returns per share. However, where front-end sales charges are
applicable, returns are earned on a smaller amount of your investment.
 
You pay higher expenses than Class N and Class Y shares.
 
You do not pay a sales charge if your total investment reaches $1 million or more, but you may pay a charge on redemptions if you redeem these shares
within 18 months of purchase.
 
Class C Shares
 
You do not pay a sales charge when you buy Class C shares. All of your money goes to work for you right away.
 
You pay higher annual expenses than Class A, Class N, Class T and Class Y shares.
   
 
You may pay a sales charge on redemptions if you sell your Class C shares within one year of purchase.
 
Investors will not be permitted to purchase $1 million or more of Class C shares as a single investment per account. There may be certain exceptions to
this restriction for omnibus and other nominee accounts. Investors may want to consider the lower operating expense of Class A shares in such instances.
You may pay a charge on redemptions if you redeem Class A shares within 18 months of purchase.
 
Except as noted below, Class C shares will automatically convert to Class A shares after ten years
(effective May 1, 2021, Class C shares will
automatically convert to Class A shares after eight years). Please see the section “Exchanging or Converting Shares” for details regarding a conversion of
shares. Generally, to be eligible to have your Class C shares automatically converted to Class A shares, the Fund or the financial intermediary through
which you purchased your shares will need to have records verifying that your Class C shares have been held for the required time period. Due to
operational limitations at your financial intermediary, your ability to have your Class C shares automatically converted to Class A shares may be limited.
Group retirement plans of certain financial intermediaries who hold Class C shares with the Fund in an omnibus account do not track participant level aging
of shares and therefore these shares will not be eligible for an automatic conversion. Please consult your financial representative for more information.
 
Class N Shares 
 
You have a minimum initial investment of $1,000,000. There are several ways to waive this minimum. See the section “Purchase and Sale of Fund Shares.”
 
You do not pay a sales charge when you buy Class N shares. All of your money goes to work for you right away.
 
You do not pay a sales charge on redemptions.
 
You pay lower annual expenses than Class A, Class C and Class T
shares, giving you the potential for higher returns per share.
 
You may pay lower annual expenses than Class Y shares.
 
Class T Shares
 
Class T shares of the Funds are not currently available for purchase.
 
The shares are available to a limited type of investor. See the section “Purchase and Sale of Fund Shares.”
 
You pay a sales charge when you buy Class T shares. This charge is reduced for purchases of $250,000 or more. See the section “How Sales Charges Are
Calculated.”
 
You pay lower annual expenses than Class C 
shares, shares, giving you the potential for higher returns per share. However, where front-end sales charges
are applicable, returns are earned on a smaller amount of your investment.
 
You pay higher expenses than Class N and Class Y shares.
 
Class Y Shares
 
You have a minimum initial investment of $100,000. There are several ways to waive this minimum. See the section “Purchase and Sale of Fund Shares.”
 
You do not pay a sales charge when you buy Class Y shares. All of your money goes to work for you right away.
 
You do not pay a sales charge on redemptions.
 
You pay lower annual expenses than Class A, Class C and Class T shares, giving you the potential for higher returns per share.
 

31
 

Fund Services
 

 
 
You may pay higher annual expenses than Class N shares.
 
For information about a Fund’s expenses, see the section “Fund Fees & Expenses” in each Fund Summary.
How Sales Charges Are Calculated
Class A Shares
The price that you pay when you buy Class A shares (the “offering price”) is their NAV plus a sales charge (sometimes called a “front-end sales charge”),
which varies depending upon the size of your purchase:
Class A Sales Charges
*
,
**
Loomis Sayles Global Growth Fund and Vaughan Nelson Select Fund
Your Investment
As a % of offering price
As a % of your investment
Less than $50,000
5.75%
6.10%
$50,000-$99,999
4.50%
4.71%
$100,000-$249,999
3.50%
3.63%
$250,000-$499,999
2.50%
2.56%
$500,000-$999,999
2.00%
2.04%
$1,000,000 or more
***
0.00%
0.00%
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Your Investment
As a % of offering price
As a % of your investment
Less than $100,000
3.50%
3.63%
$100,000 - $249,999
3.00%
3.09%
$250,000 - $499,999
2.25%
2.30%
$500,000 - $999,999
1.75%
1.78%
$1,000,000 or more
***
0.00%
0.00%
*
Due to rounding, the actual sales charge for a particular transaction may be higher or lower than the rates listed above.
**
Not imposed on shares that are purchased with reinvested dividends or other distributions.
***
For purchases of Class A shares of the Fund of $1 million or more, there is no front-end sales charge, but a CDSC of 1.00% may apply to redemptions of your shares within 18
months of the date of purchase. See the section “How the CDSC is Applied to Your Shares.”
If you invest in Class A shares through a financial intermediary, it is the responsibility of the financial intermediary to ensure that you obtain the proper
“breakpoint” discount. At the time of purchase you must inform the Distributor and the financial intermediary of the existence of other accounts in which
there are holdings eligible to be aggregated to meet sales load breakpoints of the Funds. You may be required to provide certain records and information,
such as account statements, with respect to all of your accounts that hold shares, including accounts with other financial intermediaries and your family
members’ and other related party accounts, in order to verify your eligibility for a reduced sales charge. If the Distributor is not notified that you are eligible
for a reduced sales charge, the Distributor will be unable to ensure that the reduction is applied to your account. Additional information concerning sales load
breakpoints is available from your financial intermediary, by visiting the Funds’ website at im.natixis.com (click on “Sales Charges” at the bottom of the home
page) or in the SAI.
Reducing Front-End Sales Charges

There are several ways you can lower your sales charge for Class A shares, including:
 
Letter of Intent —
By signing a Letter of Intent, you may purchase Class A shares of any Natixis Fund over a 13-month period but pay sales charges as if
you had purchased all shares at once. This program can save you money if you plan to invest
$50,000 or more (or $100,000 or more for the Loomis Sayles
Senior Floating Rate and Fixed Income Fund) 
 within 13 months.
 
Cumulative Purchase Discount —
You may be entitled to a reduced sales charge if your “total investment” reaches a breakpoint for a reduced sales
charge. The total investment is determined by adding the amount of your current purchase in a Fund, including the applicable sales charge, to the current
public offering price of all series and classes of shares (excluding Class T shares) of the Natixis Funds held by you in one or more accounts. If your total
investment exceeds a sales charge breakpoint in the table above, the lower sales charge applies to the entire amount of your current purchase in a Fund.
 
Combining Accounts —
This allows you to combine shares of multiple Natixis Funds and classes for purposes of calculating your sales charge.
 
Individual Accounts:
You may elect to combine your purchase(s) and your total investment, as defined above, with the purchases and total investment of your
spouse, parents, children, siblings, grandparents, grandchildren, in-laws (of those previously mentioned), individual retirement accounts, sole proprietorships,
single trust estates and any other individuals acceptable to the Distributor.

 
32
 

Fund Services
 

 

Certain Retirement Plan Accounts:
The Distributor may, at its discretion, combine the purchase(s) and total investment of all qualified participants in the same
retirement plan for purposes of determining the availability of a reduced sales charge.

In most instances, individual accounts may not be linked with certain retirement plan accounts for the purposes of calculating sales charges. Savings
Incentive Match Plan for Employees (“SIMPLE IRA”) contributions will automatically be linked with those of other participants in the same SIMPLE IRA Plan
(Class A shares only) using the Natixis Funds prototype document. SIMPLE IRA accounts may not be linked with any other Natixis Fund account for rights of
accumulation. Please refer to the SAI for more detailed information on combining accounts.
Eliminating Front-End Sales Charges and CDSCs
Class A shares may be offered without front-end sales charges or a CDSC to the following individuals and institutions:
 
Clients of a financial intermediary that has entered into an agreement with the Distributor and has been approved by the Distributor to offer Fund shares to
self-directed investment brokerage accounts that may or may not charge a transaction fee;
 
Any government entity that is prohibited from paying a sales charge or commission to purchase mutual fund shares;
 
All employees of financial intermediaries under arrangements with the Distributor (this also applies to spouses and children under the age of 21 of those
mentioned);
 
Fund trustees, former trustees, employees of affiliates of the Natixis Funds and other individuals who are affiliated with any Natixis Fund (this also applies
to any spouse, parents, children, siblings, grandparents, grandchildren and in-laws of those mentioned);
 
Certain Retirement Plans. The availability of this pricing may depend upon the policies and procedures of your specific financial intermediary; consult your
financial adviser;
 
Non-discretionary and non-retirement accounts of bank trust departments or trust companies, but only if they principally engage in banking or trust
activities;
 
Fee Based Programs of certain broker-dealers, the
Advisers or the Distributor. Please consult your financial representative to determine if your fee based
program is subject to additional or different conditions or fees; and
 
Registered Investment Advisers investing on behalf of clients in exchange for an advisory, management or consulting fee.
 
In order to receive Class A shares without a front-end sales charge or a CDSC, you must notify the appropriate Fund of your eligibility at the time of purchase.
Due to operational limitations at your financial intermediary, a sales charge or a CDSC may be assessed; please consult your financial representative.
The availability of certain sales charge waivers and discounts will depend on whether you purchase your shares directly from a Fund or through a financial
intermediary. Intermediaries may have different policies and procedures regarding the availability of front-end sales load waivers or CDSC waivers, which are
discussed below. In all instances, it is the purchaser’s responsibility to notify a Fund or the purchaser’s financial intermediary at the time of purchase of any
relationship or other facts qualifying the purchaser for sales charge waivers or discounts.
For waivers and discounts not available through a particular
intermediary, shareholders will have to purchase Fund shares directly from the Fund or through another intermediary to receive these
waivers or discounts. Please see Appendix A to this Prospectus for information regarding eligibility for load waivers and discounts
available through specific financial intermediaries, which may differ from those disclosed elsewhere in this Prospectus or in the SAI.
Repurchasing Fund Shares
You may apply proceeds from redeeming Class A shares of a Fund to repurchase Class A shares of any Natixis Fund
without paying a front-end sales
charge.
To qualify, you must reinvest some or all of the proceeds within 120 days after your redemption and notify Natixis Funds in writing (directly or
through your financial representative) at the time of reinvestment that you are taking advantage of this privilege. You may reinvest your proceeds by returning
your original redemption check or sending a new check for some or all of the redemption amount. Please note: for U.S. federal income tax purposes,
a
redemption generally is treated as a sale that involves tax consequences, even if the proceeds are later reinvested.
Please consult your tax
adviser to discuss how a redemption would affect you.
Eliminating the CDSC
As long as the Distributor is notified at the time you sell, the CDSC for Class A shares will generally be eliminated in the following cases: (1) to make
distributions from Certain Retirement Plans (to pay plan participants or beneficiaries due to death, disability, separation from service, normal or early
retirement, loans from the plan, hardship withdrawals, return of excess contributions, or required minimum distributions at age 72
*
 (an individual participant’s
voluntary distribution or a total plan termination or total plan redemption) may incur a CDSC); (2) to make payments through a systematic withdrawal plan; (3)
due to shareholder death or disability; (4) to return excess IRA contributions; or (5) to make required minimum distributions at age 72* (applies only to the
amount necessary to meet the required minimum distributions). 
Due to operational limitations at your financial intermediary, a CDSC may be assessed, notwithstanding the exemptions above; please consult your financial
representative. Please see the SAI for more information on eliminating or reducing front-end sales charges and the CDSC.
*
The Required Minimum Distribution age is 70 1/2 if you turned this age on or before December 31, 2019. If you turned 70 1/2 after December 31, 2019, the Required Minimum
Distribution age is 72.

 
33
 

Fund Services
 

 
Class C Shares
The offering price of Class C shares is their NAV without a front-end sales charge. Class C shares are subject to a CDSC of 1.00% on redemptions made
within one year of the date of their acquisition. The holding period for determining the CDSC will continue to run after an exchange to Class C shares of
another Natixis Fund.
Class C Contingent Deferred Sales Charges
Year Since Purchase
CDSC on Shares Being Sold
1st
1.00%
Thereafter
0.00%
Eliminating the CDSC
The availability of certain CDSC waivers will depend on whether you purchase your shares directly from the Fund or through a financial intermediary.
Intermediaries may have different policies and procedures regarding the availability of CDSC waivers, which are discussed below. In all instances, it is the
purchaser’s responsibility to notify the Fund or the purchaser’s financial intermediary at the time of purchase of any relationship or other facts qualifying the
purchaser for sales charge waivers or discounts.
For waivers not available through a particular intermediary, shareholders will have to purchase
Fund shares directly from the Fund or through another intermediary to receive these waivers or discounts. Please see Appendix A to this
Prospectus for information regarding eligibility for CDSC discounts available through specific financial intermediaries, which may differ
from those disclosed elsewhere in this Prospectus or in the SAI.
As long as the Distributor is notified at the time you sell, the CDSC for Class C shares will generally be eliminated in the following cases: (1) to make
distributions from Certain Retirement Plans (to pay plan participants or beneficiaries due to death, disability, separation from service, normal or early
retirement, loans from the plan, hardship withdrawals, return of excess contributions, or required minimum distributions at age 72
*
 (an individual participant’s
voluntary distribution or a total plan termination or total plan redemption) may incur a CDSC); (2) to make payments through a systematic withdrawal plan; (3)
due to shareholder death or disability; (4) to return excess IRA contributions; or (5) to make required minimum distributions at age 72* (applies only to the
amount necessary to meet the required minimum distributions).
Due to operational limitations at your financial intermediary, a CDSC may be assessed, notwithstanding the exemptions above; please consult your financial
representative. Please see the SAI for more information on eliminating or reducing front-end sales charges and the CDSC.
*
The Required Minimum Distribution age is 70 1/2 if you turned this age on or before December 31, 2019. If you turned 70 1/2 after December 31, 2019, the Required Minimum
Distribution age is 72.
How the CDSC is Applied to Your Shares
The CDSC is a sales charge you pay when you redeem certain Fund shares. The CDSC:
 
 Is calculated based on the number of shares you are selling;
 
 Calculation is based on either your original purchase price or the current NAV of the shares being sold, whichever is lower in order to minimize your CDSC;
 
 Is deducted from the proceeds of the redemption unless you request, at the time of the redemption, that it be deducted from the amount remaining in your
account; and
 
 Applies to redemptions made within the time frame shown above for each class.
 
A CDSC will not be charged on:
 
Increases in NAV above the purchase price;
 
Shares you acquired by reinvesting your dividends or capital gains distributions; or
 
Exchanges. However, the original purchase date of the shares from which the exchange is made determines if the newly acquired shares are subject to the
CDSC when they are sold.
 
To minimize the amount of the CDSC you may pay when you redeem shares, the relevant Fund will first redeem shares acquired through reinvested dividends
and capital gain distributions. Shares will be sold in the order in which they were purchased (earliest to latest).
Class N and Class Y Shares
The offering price of Class N and Class Y shares is their NAV without a front-end load sales charge. No CDSC applies when you redeem your shares. You
must meet eligibility criteria in order to invest in Class N or Class Y shares.
Class T Shares
The offering price of Class T shares is their NAV plus a front-end sales charge, which varies depending upon the size of your purchase.

 
34
 

Fund Services
 

 
Class T Sales Charges
*
,
**
Your Investment
As a % of offering price
As a % of your investment
Less than $250,000
2.50%
2.56%
$250,000 – $499,999
2.00%
2.04%
$500,000 – $999,999
1.50%
1.52%
$1,000,000 or more
1.00%
1.01%
*
Due to rounding, the actual sales charge for a particular transaction may be higher or lower than the rates listed above.
**
Not imposed on shares that are purchased with reinvested dividends or other distributions.
Information about purchasing shares of the Funds and sales loads is available on the Funds’ website at im.natixis.com
Compensation to Securities Dealers
As part of their business strategies, each Fund pays securities dealers and other financial institutions (collectively, “dealers”) that sell their shares. This
compensation originates from two sources: sales charges (front-end or deferred) and 12b-1 fees (comprising the annual service and/or distribution fees paid
under a plan adopted pursuant to Rule 12b-1 under the 1940 Act). The sales charges, some or all of which may be paid to dealers, are discussed in the section
“How Sales Charges Are Calculated” and dealer commissions are disclosed in the SAI. Class A, Class C and Class T shares pay an annual service fee each of
0.25% of their respective average daily net assets. Class C shares are subject to an annual distribution fee of 0.75% of their average daily net assets.
Generally, the 12b-1 fees are paid to securities dealers on a quarterly basis, but may be paid on other schedules. The SAI includes additional information
about the payment of some or all of such fees to dealers. Because these distribution fees and service (12b-1) fees are paid out of each Fund’s assets on an
ongoing basis, over time these fees for Class C shares will increase the cost of your investment and may cost you more than paying the front-end sales
charge and service fees on Class A or Class T shares. Similarly, over time the fees for Class A, Class C and Class T shares will increase the cost of your
investment and will cost you more than an investment in Class N or Class Y shares.
In addition, each Fund may make payments to financial intermediaries that provide shareholder services to shareholders whose shares are held of record in
omnibus, other group accounts (for example, 401(k) plans) or accounts traded through registered securities clearing agents to compensate those
intermediaries for services they provide to such shareholders, including, but not limited to, sub-accounting, sub-transfer agency, similar shareholder or
participant recordkeeping, shareholder or participant reporting, or shareholder or participant transaction processing (“recordkeeping and processing-related
services”). The actual payments, and the services provided, vary from firm to firm. These fees are paid by each Fund
(with the exception of Class N shares,
which do not bear such expenses)
in light of the fact that other costs may be avoided by each Fund where the intermediary, not each Fund’s service provider,
provides services to Fund shareholders.
The Distributor, a Fund’s Adviser and each of their respective affiliates may, out of their own resources, which generally come directly or indirectly from fees
paid by the Funds, make payments to certain dealers and other financial intermediaries that satisfy certain criteria established from time to time by the
Distributor. Payments may vary based on sales, the amount of assets a dealer’s or intermediary’s clients have invested in the Funds, and other factors. These
payments may also take the form of sponsorship of seminars or informational meetings or payments for attendance by persons associated with a dealer or
intermediary at informational meetings. The Distributor and its affiliates may also make payments for recordkeeping and processing-related services to
financial intermediaries that sell Fund shares
; such payments will not be made with respect to Class N shares
. These payments may be in addition to
payments made by each Fund for similar services.
The payments described in this section, which may be significant to the dealers and the financial intermediaries, may create an incentive for a dealer or
financial intermediary or their representatives to recommend or sell shares of a particular Fund or share class over other mutual funds or share classes.
Additionally, these payments may result in the Funds receiving certain marketing or servicing advantages that are not generally available to mutual funds that
do not make such payments, including placement on a sales list, including a preferred or select sales list, or in other sales programs. These payments, which
are in addition to any amounts you may pay your dealer or other financial intermediary, may create potential conflicts of interest between an investor and a
dealer or other financial intermediary who is recommending a particular mutual fund over other mutual funds. Before investing, you should consult with your
financial representative and review carefully any disclosure by the dealer or other financial intermediary as to the services it provides, what monies it
receives from mutual funds and their advisers and distributors, as well as how your financial representative is compensated. Please see the SAI for additional
information about payments made by the Distributor and its affiliates to dealers and intermediaries.
How to Purchase Shares
Each Fund is generally available for purchase in the United States, Puerto Rico, Guam and the U.S. Virgin Islands. The Funds will only accept investments from
U.S. citizens with a U.S. address (including an APO or FPO address) or resident aliens with a U.S. address (including an APO or FPO address) and a U.S.
taxpayer identification number. U.S. citizens living abroad are not allowed to purchase shares in the Funds. 
 
Class N and Class T shares are not eligible to be
exchanged or purchased through the website or through the Natixis Funds Automated Voice Response System.

 
35
 

Fund Services
 

 
Each Fund sells its shares at the NAV next calculated after the Fund receives a properly completed investment order. The Fund generally must receive your
properly completed order before the close of regular trading on the New York Stock Exchange (“NYSE”) for your shares to be bought or sold at the Fund’s NAV
on that day.
All purchases made by check should be in U.S. dollars and made payable to Natixis Funds. Third party checks, travelers checks, starter checks and credit card
convenience checks will not be accepted, except that third party checks under $10,000 may be accepted. You may return an uncashed redemption check from
your account to be repurchased back into your account. Upon redemption of an investment by check or by periodic account investment, redemption proceeds
may be withheld until the check has cleared or the shares have been in your account for 10 days.
A Fund may periodically close to new purchases of shares or refuse any order to buy shares if the Fund determines that doing so would be in the best
interests of the Fund and its shareholders. See the section “Restrictions on Buying, Selling and Exchanging Shares.”
The Funds are not available to new SIMPLE IRA plans using the Natixis Funds’ Prototype document.
You can buy shares of each Fund in several ways:
The Funds may engage financial intermediaries to receive purchase, exchange and sell orders on their behalf. Accounts established directly with the Funds
will be serviced by the Funds’ transfer agent. The Funds, the Funds’ transfer agent and the Distributor do not provide investment advice.
Through a financial adviser (certain restrictions may apply).
Your financial adviser will be responsible for furnishing all necessary documents to
Natixis Funds. Your financial adviser may charge you for these services. Your financial adviser must receive your request in proper form before the close of
regular trading on the NYSE for you to receive that day’s NAV.
Through a broker-dealer (certain restrictions may apply).
You may purchase shares of the Funds through a broker-dealer that has been approved by the
Distributor. Your broker-dealer may charge you a fee for effecting such transactions. Your broker-dealer must receive your request in proper form before the
close of regular trading on the NYSE for you to receive that day’s NAV.
Directly from the Fund.
Natixis Funds’ transfer agent must receive your purchase request in proper form before the close of regular trading on the NYSE in
order for you to receive that day’s NAV.
You can purchase shares directly from each Fund in several ways:
By mail.
You can buy shares of each Fund by submitting a completed application form, which is available online at www.im.natixis.com or by calling Natixis
Funds at 800-225-5478, along with a check payable to Natixis Funds for the amount of your purchase to:
Regular Mail

Natixis Funds

P.O. Box 219579

Kansas City, MO 64121-9579
Overnight Mail

Natixis Funds

330 West 9th Street

Kansas City, MO 64105-1514
After your account has been established, you may send subsequent investments directly to Natixis Funds at the above addresses. Please include either the
investment slip from your account statement or a letter specifying the Fund name, your account number and your name, address and telephone number.
By wire.
You also may wire subsequent investments. Call Natixis Funds at 800-225-5478 to obtain wire transfer instructions. At the time of the wire transfer,
you will need to include the Fund name, your class of shares, your account number and the registered account owner name(s). Your bank may charge you for
such a transfer.
By telephone.
You can make subsequent investments by calling Natixis Funds at 800-225-5478 if you have already established electronic transfer privileges.
By exchange.
You may purchase shares of a Fund by exchange of shares of the same class of another Fund by sending a signed letter of instruction to
Natixis Funds, by calling Natixis Funds at 800-225-5478 or by accessing your account online at www.im.natixis.com.
Through Automated Clearing House (“ACH”).
Before you can purchase shares of Natixis Funds through ACH, you must provide specific instructions to
Natixis Funds in writing (see STAMP2000 Medallion Signature Guarantee below). You may purchase shares of a Fund through ACH by either calling Natixis
Funds at 800-225-5478 or by accessing your account online at www.im.natixis.com.
By internet.
If you have established a Personal Identification Number (“PIN”) and you have established the electronic transfer privilege, you can make
subsequent investments through your online account at www.im.natixis.com. If you have not established a PIN, but you have established the electronic
transfer privilege, go to www.im.natixis.com, click on “Account Access,” and follow the instructions.
Through systematic investing.
You can make regular investments of $50 or more per month through automatic deductions from your bank checking or
savings account. If you did not establish the electronic transfer privilege on your application, you may add the privilege by obtaining a Service Options Form
through your financial adviser, by calling Natixis Funds at 800-225-5478 or by visiting www.im.natixis.com. A medallion signature guarantee may be required
to add this option.

 
36
 

 
Fund Services
 

 
Minimum Investment Requirements for each fund and share class are described in the section “Purchase and Sale of Fund Shares.”
Minimum Balance Policy
In order to address the relatively higher costs of servicing smaller fund positions, on an annual basis each Fund may close an account and send the account
holder the proceeds if the account falls below $500. The valuation of account balances for this purpose and liquidation itself generally occur during October of
each calendar year, although they may occur at another date in the year.
Certain accounts, such as accounts using the Natixis Funds’ prototype document (including IRAs, Keogh Plans, 403(b)(7) plans and Coverdell Education
Savings Accounts), accounts associated with fee-based programs (such as wrap programs), trust networked accounts, accounts initially funded within six
months of the liquidation date, certain retirement accounts, or accounts that fall below the minimum as a result of an automatic conversion of Class C to
Class A shares, are excluded from the liquidation. 
Due to operational limitations, the Funds’ ability to apply the Minimum Balance Policy to shareholder accounts held through an intermediary in an omnibus
fashion may be limited. The Funds may work with these intermediaries to enforce the Minimum Balance Policy on these accounts as can best be applied per
the timing and constraints of the intermediaries’ account recordkeeping systems. For information about the policy for Class N shares, see the section
“Purchase and Sale of Fund Shares” in each Fund summary.
Accounts held through certain financial intermediaries that have entered into special arrangements with the Distributor may be subject to a different
minimum balance policy than the one described above. Please see Appendix A to the Prospectus for more information regarding the minimum balance
policies of specific financial intermediares, which may differ from those disclosed elsewhere in the Prospectus or in the SAI. Consult your financial
intermediary for additional information regarding the minimum balance policy applicable to your investment.
Certain Retirement Plans
Natixis Funds defines “Certain Retirement Plans” as it relates to load waivers, share class eligibility, and account minimums as follows:
Certain Retirement Plans includes 401(k) plans, 457 plans, 401(a) plans (including profit-sharing and money purchase pension plans), 403(b) and 403(b)(7)
plans, defined benefit plans, non-qualified deferred compensation plans, Taft Hartley multi-employer plans and retiree health benefit plans. The accounts
must be plan level omnibus accounts to qualify.
Certain Retirement Plans does not include individual retirement plan accounts such as IRAs, SIMPLE, SEP, SARSEP, Roth IRA, etc. Any retirement plan
accounts registered in the name of a participant would not qualify.
How to Redeem Shares
You can redeem shares of each Fund directly from the Fund on any day on which the NYSE is open for business. The information below details the various
ways you can redeem shares of a Fund. Except as noted below and in the “Selling Restrictions” section of this Prospectus, each Fund typically expects to pay
out redemption proceeds on the next business day after a redemption request is received in good order. The information below also notes certain fees that
may be charged by a Fund, its agents, your bank or your financial representative in connection to your redemption request. The Funds do not currently impose
any redemption charge other than the contingent deferred sales charge (CDSC) imposed by the Funds’ distributor, as described in the “How Sales Charges are
Calculated” section of this Prospectus. The Funds’ Board of Trustees reserves the right to impose additional charges at any time.
Each Fund may fund a redemption request from various sources, including sales of portfolio securities, holdings of cash or cash equivalents, and borrowings
from banks (including overdrafts from the Fund’s custodian bank and/or under the Fund’s line of credit, which is shared across certain other Natixis Funds and
Loomis Sayles Funds). Each Fund typically will redeem shares for cash; however, as described in more detail below, each Fund reserves the right to pay the
redemption price wholly or partly in-kind (i.e., in portfolio securities rather than cash), if the Fund’s Adviser determines it to be advisable and in the best
interest of shareholders. If a shareholder receives a distribution in-kind, the shareholder will bear the market risk associated with the distributed securities
and would incur brokerage or other charges in converting the securities to cash.
Because large redemptions are likely to require liquidation by a Fund of portfolio holdings, payment for large redemptions may be delayed for up to seven
days to provide for orderly liquidation of such holdings. Under unusual circumstances, the Funds may suspend redemptions or postpone payment for more
than seven days as permitted by the SEC.
Redemptions totaling more than $100,000 from a single fund/account cannot be processed on the same day unless the proceeds of the redemption are sent
via pre-established banking information on the account. Please see the section “STAMP2000 Medallion Signature Guarantee” for details.
Generally, for expedited payment of redemption proceeds, a transaction fee of $5.50 for wire transfers, $50 for international wire transfers or $20.50 for
overnight delivery will be charged. These fees are subject to change.
Redemptions through your financial adviser.
Your financial adviser must receive your request in proper form before the close of regular trading on the
NYSE for you to receive that day’s NAV. Your financial adviser will be responsible for furnishing all necessary documents to Natixis Funds on a timely basis
and may charge you for his or her services.
Redemptions through your broker-dealer.
You may redeem shares of the Funds through a broker-dealer that has been approved by the Distributor, which
can be contacted at 888 Boylston Street, Suite 800, Boston, MA 02199-8197. Your broker-dealer may charge you a fee for effecting such transaction. Your

 
37
 

 
Fund Services
 

 
broker-dealer must receive your request in proper form before the close of regular trading on the NYSE for you to receive that day’s NAV. Your redemptions
generally will be wired to your broker-dealer on the first business day after your request is received in good order.
Redemptions directly to the Funds.
Natixis Funds’ transfer agent must receive your redemption request in proper form before the close of regular trading
on the NYSE in order for you to receive that day’s NAV. Your redemptions generally will be sent to you on the first business day after your request is received
in good order, although it may take longer.
You may make redemptions directly from each Fund in several ways:
By mail.
Send a signed letter of instruction that includes the name of the Fund, the exact name(s) in which the shares are registered, any special capacity in
which you are signing (such as trustee or custodian or on behalf of a partnership, corporation, or other entity), your address, telephone number, account
number and the number of shares or dollar amount to be redeemed to the following address:
Regular Mail

Natixis Funds

P.O. Box 219579

Kansas City, MO 64121-9579
Overnight Mail

Natixis Funds

330 West 9th Street

Kansas City, MO 64105-1514
All owners of shares must sign the written request in the exact names in which the shares are registered. The owners should indicate any special capacity in
which they are signing (such as trustee or custodian or on behalf of a partnership, corporation or other entity).
By exchange.
You may sell some or all of your shares of a Fund and use the proceeds to buy shares of the same class of another fund by sending a signed
letter of instruction to Natixis Funds, by calling Natixis Funds at 800-225-5478 or by accessing your account online at www.im.natixis.com.
By internet.
If you have established a Personal Identification Number (“PIN”) and you have established the electronic transfer privilege, you can redeem
shares through your online account at www.im.natixis.com. If you have not established a PIN but you have established the electronic transfer privilege, go to
www.im.natixis.com, click on “Account Access,” and follow the instructions.
By telephone.
You may redeem shares by calling Natixis Funds at 800-225-5478. Proceeds from telephone redemption requests (less any applicable fees)
can be wired to your bank account, sent electronically by ACH to your bank account or sent by check in the name of the registered owner(s) to the address of
record. A wire fee will be deducted from your proceeds. Your bank may charge you a fee to receive the wire.
The telephone redemption privilege may be modified or terminated by the Funds without notice. 
You may redeem by telephone to have a check sent to the address of record for the maximum amount of $100,000 per day from a single fund/account. For
your protection, telephone or internet redemption requests will not be permitted if Natixis Funds has been notified of an address change or bank account
information change for your account within the preceding 30 days. If you prefer, you can decline telephone redemption and transfer privileges by calling
Natixis Funds at 800-225-5478.
Systematic Withdrawal Plan.
If the value of your account is $10,000 or more, you can have periodic redemptions automatically paid to you or to someone
you designate. Please call 800-225-5478 for more information or to set up a systematic withdrawal plan or visit www.im.natixis.com to obtain a Service
Options Form.
In-Kind.
Shares normally will be redeemed for cash upon receipt of a redemption request in good order, although each Fund reserves the right to pay the
redemption price wholly or partly in-kind if the Fund’s Adviser
or Sub-adviser(s) determines it to be advisable and in the best interest of shareholders. For
example, a Fund may pay a redemption in-kind under stressed market conditions or if the redemption amount is large.
You may also request an in-kind redemption of your shares by calling Natixis Funds at 800-225-5478. In-kind redemptions typically take several weeks to
effectuate following a redemption request given the operational steps necessary to coordinate with the redeeming shareholder’s custodian. Typically, the
redemption date is mutually-agreed upon by the Fund and the redeeming shareholder. A Fund is not required to pay a redemption in-kind even if requested
and may in its discretion pay the redemption proceeds in cash.
Redemptions in-kind will generally, but not necessarily, result in a pro rata distribution of each security held in a Fund’s portfolio. If a shareholder receives a
distribution in-kind, the shareholder will bear the market risk associated with the distributed securities and would incur brokerage or other charges in
converting the securities to cash.
By wire.
Before Natixis Funds can wire redemption proceeds (less any applicable fees) to your bank account, you must provide specific wire instructions to
Natixis Funds in writing (see “STAMP2000 Medallion Signature Guarantee” below). A wire fee will be deducted from the proceeds of each wire.
By ACH.
Before Natixis Funds can send redemptions through ACH, you must provide specific wiring instructions to Natixis Funds in writing (see
“STAMP2000 Medallion Signature Guarantee” below). For ACH redemptions, proceeds will generally arrive at your bank within three business days.

 
38
 

 
Fund Services
 

 
STAMP2000 Medallion Signature Guarantee.
You must have your signature guaranteed by a bank, broker-dealer or other financial institution that can
issue a STAMP2000 Medallion Signature Guarantee for the following types of redemptions:
 
If you are selling more than $100,000 per day from a single fund/account and you are requesting the proceeds by check (this does not apply to IRA transfer
of assets to new custodian).
 
If you are requesting that the proceeds check (of any amount) be made out to someone other than the registered owner(s) or sent to an address other than
the address of record.
 
If the account registration or bank account information has changed within the past 30 days.
 
If you are instructing us to send the proceeds by check, wire or ACH to a bank not already active on the fund account.
 
The Funds will only accept STAMP2000 Medallion Signature Guarantees bearing the STAMP2000 Medallion imprint. The surety amount of the STAMP2000
medallion imprint must meet or exceed the amount on the request. Please note that a notary public cannot provide a STAMP2000 Medallion Signature
Guarantee. This signature guarantee requirement may be waived by Natixis Funds in certain cases.
Exchanging or Converting Shares
In general, you may exchange shares of each Fund (excluding Class T shares) for shares of the same class of another Natixis Fund that offers such class of
shares (see the sections “How to Purchase Shares” and “How to Redeem Shares”) without paying a sales charge or a CDSC, if applicable, subject to
restrictions noted below. Class T shares of the Funds do not have exchange privileges. The exchange must be for at least the minimum to open an account (or
the total NAV of your account, whichever is less), or, once the fund minimum is met, exchanges under the Automatic Exchange Plan must be made for at least
$50 (see the section “Additional Investor Services”). All exchanges are subject to the eligibility requirements of the fund into which you are exchanging and
any other limits on sales of or exchanges into that fund. The exchange privilege may be exercised only in those states where shares of such funds may be
legally sold. For U.S. federal income tax purposes, an exchange of Fund shares for shares of another fund is generally treated as a sale on which gain or loss
may be recognized. Subject to the applicable rules of the SEC, the Board of Trustees reserves the right to modify the exchange privilege at any time. Before
requesting an exchange into any other fund, please read its prospectus carefully. You may be unable to hold your shares through the same financial
intermediary if you engage in certain share exchanges. You should contact your financial intermediary for further details. Please refer to the SAI for more
detailed information on exchanging Fund shares. Class N shares are not eligible to be exchanged through the website or through the Natixis Funds
Automated Voice Response System.
In certain circumstances, you may convert shares of your Fund from your current share class into another share class in the same Fund. A conversion is
subject to the eligibility requirements of the share class of your Fund that you are converting into including investment minimum requirements. The conversion
from one class of shares to another will be based on the respective NAVs of the separate share classes on the trade date for the conversion. Except as noted
below, Class C shares will automatically convert to Class A shares after eight years. Generally, to be eligible to have your Class C shares automatically
converted to Class A shares, the Fund or the financial intermediary through which you purchased your shares will need to have records verifying that your
Class C shares have been held for eight years. Due to operational limitations at your financial intermediary, your ability to have your Class C shares
automatically converted to Class A shares may be limited. Group retirement plans of certain financial intermediaries who hold Class C shares with the Fund in
an omnibus account do not track participant level aging of shares and therefore these shares will not be eligible for an automatic conversion. Certain
intermediaries may convert your Class C shares to Class A shares in accordance with a conversion schedule that may differ from the one described above.
Please consult your financial representative for more information.
Any account with an outstanding CDSC liability will be assessed the CDSC before converting to the new share class. Any conversions into a class of shares
with a front end sales charge will not be subject to an initial sales charge; however, future purchases may be subject to a sales charge, if applicable.
Generally, a conversion between share classes of the same fund is a nontaxable event to the shareholder. All requests for conversions must follow the
procedures set forth by the Distributor. The Fund reserves the right to refuse any conversion request. Due to operational limitations at your financial
intermediary, your ability to convert share classes of the same fund or have your Class C shares automatically converted to Class A shares may be limited.
Please consult your financial representative for more information.
In general, you may sell Class Y shares of any Natixis Fund and use the proceeds to purchase Class I shares in any Loomis Sayles Fund, subject to the
eligibility requirements, including fund minimums, of the fund you are purchasing into.
Cost Basis Reporting.
Upon the redemption or exchange of your shares in a Fund, the Fund, or, if you purchased your shares through a broker-dealer or
other financial intermediary, your financial intermediary will be required to provide you and the Internal Revenue Service (“IRS”) with cost basis and certain
other related tax information about the Fund shares you redeemed or exchanged. The cost basis reporting requirement is effective for shares purchased,
including through dividend reinvestment, on or after January 1, 2012. Please contact the Fund at 800-225-5478, visit im.natixis.com or consult your financial
intermediary, as appropriate, for more information regarding available methods for cost basis reporting and how to select a particular method. Please also
consult your tax adviser to determine which available cost basis method is best for you.
Restrictions on Buying, Selling and Exchanging Shares
The Funds discourage excessive short-term trading that may be detrimental to the Funds and their shareholders. Frequent purchases and redemptions of Fund
shares by shareholders may present certain risks for other shareholders in a Fund. This includes the risk of diluting the value of Fund shares held by long-term

 
39
 

 
Fund Services
 

 
shareholders, interfering with the efficient management of each Fund’s portfolio and increasing brokerage and administrative costs. Funds investing in
securities that require special valuation processes (such as foreign securities, below investment grade securities or small capitalization securities), also may
have increased exposure to these risks. The Board of Trustees has adopted the following policies to address and discourage such trading.
Each Fund reserves the right to suspend or change the terms of purchasing or exchanging shares. Each Fund and the Distributor reserve the right to reject any
purchase or exchange order for any reason, including if the transaction is deemed not to be in the best interests of the Fund’s other shareholders or possibly
disruptive to the management of the Fund. A shareholder whose exchange order has been rejected may still redeem its shares by submitting a redemption
request as described under “How to Redeem Shares.”
Limits on Frequent Trading.
Excessive trading activity in a Fund is measured by the number of round trip transactions in a shareholder’s account. A round
trip is defined as (1) a purchase (including a purchase by exchange) into a Fund followed by a redemption (including a redemption by exchange) of any amount
out of the same Fund; or (2) a redemption (including a redemption by exchange) out of a Fund followed by a purchase (including a purchase by exchange) of
any amount into the same Fund. Two round trip transactions in a single Fund within a rolling 90-day period is considered to be excessive and will constitute a
violation of the Fund’s trading limitations. After the detection of a first violation, the Fund or the Distributor will issue the shareholder and/or his or her
financial intermediary, if any, a written warning. After the detection of a second violation (
i.e.
, two more round trip transactions in the Fund within a rolling
90-day period), the Fund or the Distributor will restrict the shareholder from making subsequent purchases (including purchases by exchange) for 90 days.
After the detection of a third violation, the Fund or the Distributor will permanently restrict the account and any other accounts under the shareholder’s
control in any Natixis Fund or Loomis Sayles Fund from making subsequent purchases (including purchases by exchange). The above limits are applicable
whether a shareholder holds shares directly with a Fund or indirectly through a financial intermediary, such as a broker, bank, investment adviser,
recordkeeper for retirement plan participants, or other third party. The preceding is not an exclusive description of activities that a Fund and the Distributor
may consider to be excessive and, at its discretion, a Fund and the Distributor may restrict or prohibit transactions by such identified shareholders or
intermediaries.
Notwithstanding the above, certain financial intermediaries, such as retirement plan administrators, may monitor and restrict the frequency of purchase and
redemption transactions in a manner different from that described above. The policies of these intermediaries may be more or less restrictive than the
generally applicable policies described above. Each Fund may choose to rely on a financial intermediary’s restrictions on frequent trading in place of the
Fund’s own restrictions if the Fund determines, at its discretion, that the financial intermediary’s restrictions provide reasonable protection for the Fund from
excessive short-term trading activity. Please contact your financial representative for additional information regarding their policies for limiting the frequent
trading of Fund shares.
This policy also does not apply with respect to shares purchased by certain funds-of-funds or similar asset allocation programs that rebalance their
investments only infrequently. To be eligible for this exemption, the fund-of-funds or asset allocation program must identify itself to and receive prior written
approval from a Fund or the Distributor. A Fund and the Distributor may request additional information to enable them to determine that the fund-of-funds or
asset allocation program is not designed to and/or is not serving as a vehicle for disruptive short-term trading, which may include requests for (i) written
assurances from the sponsor or investment manager of the fund-of-funds or asset allocation program that it enforces the Fund’s frequent trading policy on
investors or another policy reasonably designed to deter disruptive short-term trading in Fund shares, and/or (ii) data regarding transactions by investors in
the fund-of-funds or asset allocation program, for periods and on a frequency determined by the Fund and the Distributor, so that the Fund can monitor
compliance by such investors with the trading limitations of the Fund or of the fund-of-funds or asset allocation program. Under certain circumstances,
waivers to these conditions (including waivers to permit more frequent rebalancing) may be approved for programs that in the Fund’s opinion are not vehicles
for market timing and are not likely to engage in abusive trading.
Trade Activity Monitoring.
Trading activity is monitored selectively on a daily basis in an effort to detect excessive short-term trading activities. If a Fund or
the Distributor believes that a shareholder or financial intermediary has engaged in excessive, short-term trading activity, it may, at its discretion, request that
the shareholder or financial intermediary stop such activities or refuse to process purchases or exchanges in the accounts. At its discretion, a Fund and the
Distributor, as well as an adviser to a Fund may ban trading in an account if, in their judgment, a shareholder or financial intermediary has engaged in short-
term transactions that, while not necessarily in violation of the Fund’s stated policies on frequent trading, are harmful to a Fund or its shareholders. A Fund
and the Distributor also reserve the right to notify financial intermediaries of the shareholder’s trading activity.
Accounts Held by Financial Intermediaries.
The ability of a Fund and the Distributor to monitor trades that are placed by omnibus or other nominee
accounts is severely limited in those instances in which the financial intermediary maintains the record of a Fund’s underlying beneficial owners. In general,
each Fund and the Distributor will review trading activity at the omnibus account level. If a Fund and the Distributor detect suspicious activity, they may
request and receive personal identifying information and transaction histories for some or all underlying shareholders (including plan participants) to
determine whether such shareholders have engaged in excessive short-term trading activity. If a Fund believes that a shareholder has engaged in excessive
short-term trading activity in violation of the Fund’s policies through an omnibus account, the Fund will attempt to limit transactions by the underlying
shareholder that engaged in such trading, although it may be unable to do so. A Fund may also limit or prohibit additional purchases of Fund shares by an
intermediary. Investors should not assume a Fund will be able to detect or prevent all trading practices that may disadvantage a Fund.
Purchase Restrictions
Each Fund is required by federal regulations to obtain certain personal information from you and to use that information to verify your identity. The Funds may
not be able to open your account if the requested information is not provided.
Each Fund reserves the right to refuse to open an account, close an

 
40
 

 
Fund Services
 

 
account and redeem your shares at the then-current price or take other such steps that the Fund deems necessary to comply with federal
regulations if your identity cannot be verified.
Selling Restrictions
The table below describes restrictions placed on selling shares of a Fund.  Please see the SAI for additional information regarding redemption payment
policies.
Restriction
Situation
Each Fund may suspend the right of redemption:
When the NYSE is closed (other than a weekend/holiday) as permitted by the SEC.
During an emergency as permitted by the SEC.
During any other period permitted by the SEC.
Each Fund reserves the right to suspend account services or refuse transaction
requests:
With a notice of a dispute between registered owners or death of a registered
owner.
With suspicion/evidence of a fraudulent act.
Each Fund may pay the redemption price in whole or in part by a distribution in-kind
of readily marketable securities in lieu of cash or may take up to 7 days to pay a
redemption request in order to raise capital:
When or if it is advisable for the Fund to redeem in-kind, as determined in the sole
discretion of the Adviser
or subadviser, or if requested by the redeeming
shareholder and agreed to by the Fund.
Each Fund may withhold redemption proceeds for 10 days from the purchase date:
When redemptions are made within 10 calendar days of purchase by check or ACH
to allow the check or ACH transaction to clear.
The Funds reserve the right to suspend account services or refuse transaction requests if a Fund receives notice of a dispute between registered owners or of
the death of a registered owner or a Fund suspects a fraudulent act. If a Fund refuses a transaction request because it receives notice of a dispute, the
transaction will be processed at the NAV next determined after the Fund receives notice that the dispute has been settled or a court order has been entered
adjudicating the dispute. If a Fund determines that its suspicion of fraud or belief that a dispute existed was mistaken, the transaction will be processed as of
the NAV next determined after the transaction request was first received in good order.
Certificates. 
Certificates will not be issued or honored for any class of shares.
Self-Servicing Your Account
Shareholders that hold their accounts directly with Funds may use the following self-service options. Shareholders that hold Fund shares through a financial
intermediary should consult their financial intermediary regarding any self-service options that they may offer.
(Excludes
Class N and Class T shares)
Natixis Funds Website.
You can access our website at www.im.natixis.com to perform transactions (purchases, redemptions or exchanges), review your account information and
Fund NAVs, change your address, order duplicate statements or tax forms or obtain a prospectus, an SAI, an application or periodic reports (certain
restrictions may apply).
Natixis Funds Automated Voice Response System.
You have access to your account 24 hours a day by calling Natixis Funds’ Automated Voice Response
System at 800-225-5478, option 1. Using this customer service option, you may review your account balance and Fund NAV, order duplicate statements, order
duplicate tax forms, obtain distribution and performance information and obtain wiring instructions (certain restrictions may apply).
Restructuring and Liquidations
Investors should note that each Fund reserves the right to merge or reorganize at any time, or to cease operations or liquidate itself. At any time prior to the
liquidation of a Fund, shareholders may redeem their shares of the Fund pursuant to the procedures set forth under “How to Redeem Shares.” The proceeds
from any such redemption will be the NAV of the Fund’s shares. Shareholders may also exchange their shares, subject to investment minimums and other
restrictions on exchanges as described under “Exchanging or Converting Shares.” For federal income tax purposes, an exchange of a Fund’s shares for shares
of another Natixis Fund or Loomis Sayles Fund is generally treated as a sale on which a gain or loss may be recognized.
Retirement Accounts.
Absent an instruction to the contrary prior to the liquidation date of a Fund, for shares of a Fund held using a Natixis Funds’ prototype
document, in individual retirement accounts, in custodial accounts under a SEP, SIMPLE, SARSEP or 403(b) plan, or in certain other retirement accounts,
Natixis Distribution, L.P. will exchange any shares remaining in the Fund on the liquidation date for shares of Loomis Sayles Limited Term Government and
Agency Fund (or, if that fund is no longer in existence, then in shares of another comparable Natixis Fund or Loomis Sayles Fund) at NAV. Please refer to your
plan documents or contact your plan administrator or plan sponsor to determine whether the preceding sentence applies to you.

 
41
 

Fund Services
 

 
How Fund Shares Are Priced
NAV is the price of one share of a Fund without a sales charge, and is calculated each business day using this formula:
pr3890img005.jpg
The NAV of Fund shares is determined pursuant to policies and procedures approved by the Board of Trustees, as summarized below:
 
A share’s NAV is determined at the close of regular trading on the NYSE on the days the NYSE is open for trading. This is normally 4:00 p.m., Eastern time.
A Fund’s shares will not be priced on the days on which the NYSE is closed for trading. In addition, a Fund’s shares will not be priced on the holidays listed
in the SAI. See the section “Net Asset Value” in the SAI for more details.
 
The price you pay for purchasing, redeeming or exchanging a share will be based upon the NAV next calculated (plus or minus applicable sales charges as
described earlier in the Fund Summary) after your order is received by the transfer agent, DST Asset Manager Solutions, Inc., (rather than when the order
arrives at the P.O. box) “in good order” (meaning that the order is complete and contains all necessary information).
1
 
Requests received by the Funds after the NYSE closes will be processed based upon the NAV determined at the close of regular trading on the next day
that the NYSE is open. If the transfer agent receives the order in good order prior to the NYSE market close (normally 4:00 p.m., Eastern time), the
shareholder will receive that day’s NAV. Under limited circumstances, the Distributor may enter into contractual agreements pursuant to which orders
received by your investment dealer before a Fund determines its NAV and transmitted to the transfer agent prior to market open on the next business day
are processed at the NAV determined on the day the order was received by your investment dealer.
Please contact your investment dealer to
determine whether it has entered into such a contractual agreement. If your investment dealer has not entered into such a contractual
agreement, your order will be processed at the NAV next determined after your investment dealer submits the order to a Fund.
 
If a Fund invests in foreign securities, it may have NAV changes on days when you cannot buy or sell its shares.
 
1
Please see the section “How to Purchase Shares,” which provides additional information regarding who can receive a purchase order.
Generally, during times of substantial economic or market change, it may be difficult to place your order by phone.  During these times, you may send your
order by mail as described in the sections “How to Purchase Shares” and “How to Redeem Shares.”
Fund securities and other investments for which market quotations are readily available, as outlined in the Funds’ policies and procedures, are valued at
market value. The Funds may use independent pricing services recommended by the Adviser and subadviser and approved by the Board of Trustees to obtain
market quotations and other valuation information, such as evaluated bids. Generally, Fund securities and other investments are valued as follows:
 
Equity securities (including shares of closed-end investment companies and exchange-traded funds (“ETFs”)), exchange traded notes,
rights, and warrants —
 listed equity securities are valued at the last sale price quoted on the exchange where they are traded most extensively or,
if there is no reported sale during the day, the closing bid quotation as reported by an independent pricing service. Securities traded on the NASDAQ
Global Select Market, NASDAQ Global Market and NASDAQ Capital Market are valued at the NASDAQ Official Closing Price (“NOCP”), or if lacking an
NOCP, at the most recent bid quotations on the applicable NASDAQ Market. Unlisted equity securities (except unlisted preferred equity securities
discussed below) are valued at the last sale price quoted in the market where they are traded most extensively or, if there is no reported sale during the
day, the closing bid quotation as reported by an independent pricing service. If there is no sale price or closing bid quotation available, unlisted equity
securities will be valued using evaluated bids furnished by an independent pricing service, if available. In some foreign markets, an official close price and
a last sale price may be available from the foreign exchange or market. In those cases, the official close price is used. Valuations based on information
from foreign markets may be subject to the Funds’ fair value policies described below. If a right is not traded on any exchange, its value is based on the
market value of the underlying security, less the cost to subscribe to the underlying security (e.g., to exercise the right), adjusted for the subscription ratio.
If a warrant is not traded on any exchange, a price is obtained from a broker-dealer.
 
Debt securities and unlisted preferred equity securities —
evaluated bids furnished to a Fund by an independent pricing service using market
information, transactions for comparable securities and various relationships between securities, if available, or bid prices obtained from broker-dealers.
 
Senior Loans —
bid prices supplied by an independent pricing service, if available, or bid prices obtained from broker-dealers.
 
Bilateral Swaps —
 bilateral credit default swaps are valued based on mid prices (between the bid price and the ask price) supplied by an independent
pricing service. Bilateral interest rate swaps and bilateral standardized commodity and equity index total return swaps are valued based on prices supplied
by an independent pricing service. If prices from an independent pricing service are not available, prices from a broker-dealer may be used.
 
Centrally Cleared Swaps —
settlement prices of the clearing house on which the contracts were traded or prices obtained from broker-dealers.
 
Options
— domestic exchange-traded index and single name equity options contracts (including options on ETFs) are valued at the mean of the National
Best Bid and Offer quotations as determined by the Options Price Reporting Authority. Foreign exchange-traded single name equity options contracts are
valued at the most recent settlement price. Options contracts on foreign indices are priced at the most recent settlement price. Options on futures
contracts are valued using the current settlement price on the exchange on which, over time, they are traded most extensively. Other exchange-traded
options are valued at the average of the closing bid and ask quotations on the exchange on which, over time, they are traded most extensively. OTC
currency options and swaptions are valued at mid prices (between the bid price and the ask price) supplied by an independent pricing service, if available.
Other OTC options contracts (including currency options and swaptions not priced through an independent pricing service) are valued based on prices
obtained from broker-dealers. Valuations based on information from foreign markets may be subject to the Funds’ fair value policies as described below.
 

 
42
 
 

 
Fund Services
 

 
 
Futures —
 most recent settlement price on the exchange on which the Adviser believes that, over time, they are traded most extensively. Valuations
based on information from foreign markets may be subject to the Funds’ fair value policies as described below.
 
Forward Foreign Currency Contracts —
interpolated rates determined based on information provided by an independent pricing service.
 
Foreign denominated assets and liabilities are translated into U.S. dollars based upon foreign exchange rates supplied by an independent pricing service.
Fund securities and other investments for which market quotations are not readily available are valued at fair value as determined in good faith by the
Adviser or subadviser pursuant to procedures approved by the Board of Trustees. A Fund may also value securities and other investments at fair value in other
circumstances such as when extraordinary events occur after the close of a foreign market but prior to the close of the NYSE. This may include situations
relating to a single issuer (such as a declaration of bankruptcy or a delisting of the issuer’s security from the primary market on which it has traded) as well as
events affecting the securities markets in general (such as market disruptions or closings and significant fluctuations in U.S. and/or foreign markets). When
fair valuing its securities or other investments, each Fund may, among other things, use modeling tools or other processes that may take into account factors
such as securities or other market activity and/or significant events that occur after the close of the foreign market and before the time a Fund’s NAV is
calculated. Fair value pricing may require subjective determinations about the value of a security, and fair values used to determine a Fund’s NAV may differ
from quoted or published prices, or from prices that are used by others, for the same securities. In addition, the use of fair value pricing may not always result
in adjustments to the prices of securities held by a Fund. Valuations for securities traded in the OTC market may be based on factors such as market
information, transactions for comparable securities, various relationships between securities or bid prices obtained from broker-dealers. Evaluated prices
from an independent pricing service may require subjective determinations and may be different than actual market prices or prices provided by other pricing
services. The Funds’ fair value policies and procedures and valuation practices may be impacted as the Funds come into compliance with Rule 2a-5 under the
1940 Act.
Trading in some of the portfolio securities or other investments of some of the Funds takes place in various markets outside the United States on days and at
times other than when the NYSE is open for trading. Therefore, the calculation of these Funds’ NAV does not take place at the same time as the prices of
many of its portfolio securities or other investments are determined, and the value of these Funds’ portfolios may change on days when these Funds are not
open for business and their shares may not be purchased or redeemed.
Dividends and Distributions 
The Funds generally distribute annually all or substantially all of their net investment income (other than capital gains) in the form of dividends. The following
table shows when each Fund expects to distribute dividends. Each Fund expects to distribute all or substantially all of its net realized long- and short-term
capital gains annually (or, in the case of short-term capital gains, more frequently than annually if determined by the Fund to be in the best interest of
shareholders), after applying any capital loss carryovers. To the extent permitted by law, the Board of Trustees may adopt a different schedule for making
distributions as long as payments are made at least annually. A Fund’s distribution rate fluctuates over time for various reasons, and there can be no
assurance that a Fund’s distributions will not decrease or that a Fund will make any distributions when scheduled. 
Annual
Daily
Loomis Sayles Global Growth Fund
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Vaughan Nelson Select Fund
Declares dividends for each class daily and pays them monthly.
Distributions will automatically be reinvested in shares of the same class of the distributing Fund at NAV unless you select one of the following alternatives:
 
Participate in the Dividend Diversification Program, which allows you to have all dividends and distributions automatically invested at NAV in shares of the
same class of another Natixis Fund registered in your name. Certain investment minimums and restrictions may apply. For more information about the
program, see the section “Additional Investor Services;”
 
Receive distributions from dividends and interest in cash while reinvesting distributions from capital gains in additional shares of the same class of the
Fund, or in the same class of another Natixis Fund; 
 
Receive distributions from capital gains in cash while reinvesting distributions from dividends and interest in additional shares of the same class of the
Fund, or in the same class of another Natixis Fund; or
 
Receive all distributions in cash.
 
For accounts held directly with a Fund, any cash distributions to be paid by check, in an amount of $10 or less, will instead be automatically reinvested in
additional Fund shares. If a dividend or capital gain distribution check remains uncashed for six months and your account is still open, each Fund will reinvest
the dividend or distribution in additional shares of the Fund promptly after making this determination and the check will be canceled. In addition, future
dividends and capital gain distributions will be automatically reinvested in additional shares of a Fund unless you subsequently contact the Fund and request
to receive distributions by check.
If you do not select an option when you open your account, all distributions will be reinvested.

 
43
 
 

 
Fund Services
 

 
Generally, if you earn more than $10 annually in taxable income from a Natixis Fund held in a non-retirement plan account, you will receive a Form 1099-DIV
to help you report the prior calendar year’s distributions on your U.S. federal income tax return. This information will also be reported to the IRS. Be sure to
keep this Form 1099-DIV as a permanent record. A fee may be charged for any duplicate information requested.
Tax Consequences
Except as noted, the discussion below addresses only the U.S. federal income tax consequences of an investment in the Funds and does not address any non-
U.S., state or local tax consequences.
Each Fund intends to meet all requirements under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) necessary to qualify and be
eligible for treatment each year as a “regulated investment company” and thus does not expect to pay any U.S. federal income tax on income and capital
gains that are timely distributed to shareholders.
Unless otherwise noted, the discussion below, to the extent it describes shareholder-level tax consequences, pertains solely to taxable shareholders. 
Taxation of Distributions from the Funds
. For U.S. federal income tax purposes, distributions of investment income generally are taxable to Fund
shareholders as ordinary income. Taxes on distributions of capital gains are determined by how long a Fund owned (or is deemed to have owned) the
investments that generated them, rather than how long a shareholder has owned his or her shares. Distributions attributable to the excess of net long-term
capital gains from the sale of investments that a Fund owned (or is deemed to have owned) for more than one year over net short-term capital losses from the
sale of investments that a Fund owned (or is deemed to have owned) for one year or less, and that are properly reported by the Fund as capital gain dividends
(“Capital Gain Dividends”) generally will be taxable to a shareholder receiving such distributions as long-term capital gain includible in net capital gain and
taxed to individuals at reduced rates. Distributions attributable to the excess of net short-term capital gains from the sale of investments that a Fund owned
(or is deemed to have owned) for one year or less over net long-term capital losses from the sale of investments that a Fund owned (or is deemed to have
owned) for more than one year, will be taxable as ordinary income. The Funds’ transactions in options or other derivatives or short sales may cause a larger
portion of distributions to be taxable to shareholders as ordinary income than would be the case absent such transactions.
Distributions of investment income properly reported by a Fund as derived from “qualified dividend income” will be taxed in the hands of individuals at the
reduced rates applicable to net capital gain, provided holding period and other requirements are met at both the shareholder and Fund levels. Income
generated by investments in fixed-income securities, derivatives and REITs generally is not eligible for treatment as qualified dividend income. 
An additional Medicare contribution tax is imposed on the net investment income of certain individuals, trusts and estates to the extent their income exceeds
certain threshold amounts. Net investment income generally includes for this purpose dividends, including any Capital Gain Dividends paid by a Fund, and net
capital gains recognized on the sale, redemption, exchange or other taxable disposition of shares of a Fund.
Fund distributions are taxable whether shareholders receive them in cash or reinvest them in additional shares. In addition, Fund distributions are taxable to
shareholders even if they are paid from income or gains earned by a Fund before a shareholder’s investment (and thus were included in the price the
shareholder paid for his or her shares). Such distributions are likely to occur in respect of shares purchased at a time when the Fund’s NAV reflects gains that
are either unrealized or realized but not distributed.
Dividends and distributions declared by a Fund and payable to shareholders of record in October, November or December of one year and paid in January of
the next year generally are taxable in the year in which the distributions are declared, rather than the year in which the distributions are received.
Distributions by a Fund to retirement plans and other investors that qualify for tax-advantaged treatment under U.S. federal income tax laws generally will not
be taxable, although distributions by retirement plans to their participants may be taxable. Special tax rules apply to investments through such retirement
plans. If your investment is through such a plan, you should consult your tax adviser to determine the suitability of the Funds as an investment through your
plan and the tax treatment of distributions to you (including distributions of amounts attributable to an investment in a Fund) from the plan.
Redemption, Sale or Exchange of Fund Shares.
A redemption, sale or exchange of Fund shares (including an exchange of Fund shares for shares of
another Natixis Fund or Loomis Sayles Fund) is a taxable event and generally will result in recognition of gain or loss. Gain or loss, if any, recognized by a
shareholder on a redemption, sale, exchange or other taxable disposition of Fund shares generally will be taxed as long-term capital gain or loss if the
shareholder held the shares for more than one year, and as short-term capital gain or loss if the shareholder held the shares for one year or less, assuming in
each case that the shareholder held the shares as capital assets. Short-term capital gains generally are taxed at the rates applicable to ordinary income. Any
loss realized upon a disposition of shares held for six months or less will be treated as long-term, rather than short-term, capital loss to the extent of any
Capital Gain Dividends received by the shareholder with respect to the shares. The deductibility of capital losses is subject to limitations.
Taxation of Certain Fund Investments. 
A Fund’s investments in foreign securities may be subject to foreign withholding or other taxes. In that case, the
Fund’s yield on those securities would be decreased. If a Fund invests more than 50% of its assets in foreign securities, it generally may elect to permit
shareholders to claim a credit or deduction on their income tax returns with respect to foreign taxes paid by the Fund. In addition, a Fund’s investments in
foreign securities or foreign currencies may be subject to special tax rules that have the effect of increasing or accelerating the Fund’s recognition of ordinary
income and may affect the timing or amount of the Fund’s distributions to shareholders.  Because the Funds invest in foreign securities, shareholders should
consult their tax advisers about the consequences of their investments under foreign laws.
A Fund’s investments in certain debt obligations (such as those with “OID” or accrued market discount, in each case, as defined in the SAI) mortgage-backed
securities, asset-backed securities, and derivatives may cause the Fund to recognize taxable income in excess of the cash generated by such investments.

 
44
 
 

 
Fund Services
 

 
Thus, a Fund could be required to liquidate investments, including at times when it is not advantageous to do so, in order to satisfy the distribution
requirements applicable to regulated investment companies under the Code. In addition, a Fund’s investments in derivatives may affect the amount, timing or
character of distributions to shareholders. In particular, a Fund’s transactions in options or other derivatives or short sales may cause a larger portion of
distributions to be taxable to shareholders as ordinary income than would be the case absent such transactions.
Backup Withholding.
Each Fund is required in certain circumstances to apply backup withholding on taxable dividends, redemption proceeds and certain
other payments that are paid to any shareholder who does not furnish to the Fund certain information and certifications or who is otherwise subject to backup
withholding. 
Please see the SAI for additional information on the U.S. federal income tax consequences of an investment in a Fund.
You should consult your tax adviser for more information on your own situation, including possible U.S. federal, state, local, foreign or other applicable taxes.
Additional Investor Services
Retirement Plans
Natixis Funds offer a range of retirement plans, including Coverdell Education Savings Accounts, IRAs and SEPs. For more information about our Retirement
Plans, call us at 800-225-5478.
Investment Builder Program
(Excludes Class T shares)
This is Natixis Funds’ automatic investment plan. Once you meet the Fund minimum, you may authorize automatic monthly transfers of $50 or more per Fund
from your bank checking or savings account to purchase shares of one or more Natixis Funds. For instructions on how to join the Investment Builder Program,
please refer to the section “How to Purchase Shares.”
Dividend Diversification Program
(Excludes Class T shares)
This program allows you to have all dividends and any other distributions automatically invested in shares of the same class of another Natixis Fund subject
to the eligibility requirements of that other fund and to state securities law requirements. The fund minimum must be met in the new fund prior to
establishing the dividend diversification program. Shares will be purchased at the selected fund’s NAV without a front-end sales charge or CDSC on the ex
dividend date. Before establishing a Dividend Diversification Program into any other Natixis Fund, please read its prospectus carefully.
Automatic Exchange Plan
(Excludes Class T shares)
Natixis Funds have an automatic exchange plan under which shares of a class of a Natixis Fund are automatically exchanged each month for shares of the
same class of another Natixis Fund. The fund minimum must be met prior to establishing an automatic exchange plan. There is no fee for exchanges made
under this plan. Please see the section “Exchanging or Converting Shares” above and refer to the SAI for more information on the Automatic Exchange Plan.
Systematic Withdrawal Plan
(Excludes Class T shares)
This plan allows you to redeem shares and receive payments from a Fund on a regular schedule. Redemptions of shares that are part of the Systematic
Withdrawal Plan are not subject to a CDSC, however, the amount or percentage you specify in the plan may not exceed, on an annualized basis, 10% of the
value of your Fund account based upon the value of your Fund account on the day you establish your plan. For information on establishing a Systematic
Withdrawal Plan, please refer to the section “How to Redeem Shares.”

 
45
 
 

 
Financial Performance
 

 
Financial Performance
The financial highlights tables are intended to help you understand each Fund’s financial performance for the last five years (or, if shorter, the period of the Fund’s operations). Certain information reflects financial results for a single Fund share. The total returns in the table represent the return that an investor would have earned (or lost) on an investment in a Fund (assuming reinvestment of all dividends and distributions). This information has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, whose report, along with each Fund’s financial statements, is included in the Funds’ annual report to shareholders. The annual reports are incorporated by reference into the SAI, both of which are available free of charge upon request from the Distributor. Class T shares of each Fund had not commenced operations and had no performance history as of the date of this Prospectus. Therefore, financial highlights tables are not included for Class T shares of the Funds.
For a share outstanding throughout each period. 
Loomis Sayles Global Growth Fund
Class A
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Period Ended

November 30, 2016*
Net asset value, beginning of the period
$
14.78
$
13.28
$
13.44
$
10.53
$
10.00
Income (loss) from Investment Operations:
Net investment income (loss)
(a)
(0.05
)
0.00
(b)
0.02
(0.00
)
(b)
0.00
(b)
Net realized and unrealized gain (loss)
4.88
2.03
0.26
(c)
3.15
0.53
Total from Investment Operations
4.83
2.03
0.28
3.15
0.53
Less Distributions From:
Net investment income
-
(0.05
)
(0.03
)
(0.03
)
-
Net realized capital gains
(0.83
)
(0.48
)
(0.41
)
(0.21
)
-
Total Distributions
(0.83
)
(0.53
)
(0.44
)
(0.24
)
-
Net asset value, end of the period
$
18.78
$
14.78
$
13.28
$
13.44
$
10.53
Total return
(d)(e)
34.37
%
16.25
%
2.05
%
30.63
%
5.30
%
(f)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
4,913
$
2,832
$
1,851
$
1,541
$
195
Net expenses
(g)
1.25
%
1.26
%
(h)
1.27
%
1.29
%
1.30
%
(i)
Gross expenses
1.44
%
1.49
%
1.62
%
2.56
%
2.74
%
(i)
Net investment income (loss)
(0.33
)%
0.03
%
0.16
%
(0.00
)%
(j)
0.00
%
(i)(j)
Portfolio turnover rate
44
%
37
%
24
%
17
%
12
%
*
From commencement of Class operations on March 31, 2016 through November 30, 2016.
(a)
Per share net investment income (loss) has been calculated using the average shares outstanding during the period.
(b)
Amount rounds to less than $0.01 per share.
(c)
The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales
and redemptions of fund shares in relation to fluctuating market values of investments of the Fund.
(d)
A sales charge for Class A shares is not reflected in total return calculations.
(e)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(f)
Periods less than one year are not annualized.
(g)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(h)
Effective July 1, 2019, the expense limit decreased from 1.30% to 1.25%.
(i)
Computed on an annualized basis for periods less than one year.
(j)
Amount rounds to less than 0.01%.

 
 
46
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Global Growth Fund
Class C
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Period Ended

November 30,2016*
Net asset value, beginning of the period
$
14.49
$
13.06
$
13.30
$
10.47
$
10.00
Income (loss) from Investment Operations:
Net investment loss
(a)
(0.16
)
(0.09
)
(0.09
)
(0.09
)
(0.08
)
Net realized and unrealized gain (loss)
4.74
2.00
0.26
(b)
3.13
0.55
Total from Investment Operations
4.58
1.91
0.17
3.04
0.47
Less Distributions From:
Net investment income
-
(0.00
)
(c)
-
(0.00
)
(c)
-
Net realized capital gains
(0.83
)
(0.48
)
(0.41
)
(0.21
)
-
Total Distributions
(0.83
)
(0.48
)
(0.41
)
(0.21
)
-
Net asset value, end of the period
$
18.24
$
14.49
$
13.06
$
13.30
$
10.47
Total return
(d)(e)
33.44
%
15.40
%
1.25
%
29.67
%
4.70
%
(f)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
1,274
$
1,079
$
606
$
134
$
25
Net expenses
(g)
2.00
%
2.01
%
(h)
2.03
%
2.04
%
2.05
%
(i)
Gross expenses
2.19
%
2.23
%
2.37
%
3.31
%
3.18
%
(i)
Net investment loss
(1.05
)%
(0.69
)%
(0.71
)%
(0.73
)%
(1.09
)%
(i)
Portfolio turnover rate
44
%
37
%
24
%
17
%
12
%
*
From commencement of Class operations on March 31, 2016 through November 30, 2016.
(a)
Per share net investment loss has been calculated using the average shares outstanding during the period.
(b)
The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales
and redemptions of fund shares in relation to fluctuating market values of investments of the Fund.
(c)
Amount rounds to less than $0.01 per share.
(d)
A contingent deferred sales charge for Class C shares is not reflected in total return calculations.
(e)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(f)
Periods less than one year are not annualized.
(g)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(h)
Effective July 1, 2019, the expense limit decreased from 2.05% to 2.00%.
(i)
Computed on an annualized basis for periods less than one year.

 
47
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Global Growth Fund
Class N
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Period Ended

November 30,2017*
Net asset value, beginning of the period
$
14.85
$
13.34
$
13.49
$
11.26
Income (loss) from Investment Operations:
Net investment income (loss)
(a)
(0.01
)
0.05
0.05
0.03
Net realized and unrealized gain (loss)
4.92
2.03
0.26
(b)
2.20
Total from Investment Operations
4.91
2.08
0.31
2.23
Less Distributions From:
Net investment income
-
(0.09
)
(0.05
)
-
Net realized capital gains
(0.83
)
(0.48
)
(0.41
)
-
Total Distributions
(0.83
)
(0.57
)
(0.46
)
-
Net asset value, end of the period
$
18.93
$
14.85
$
13.34
$
13.49
Total return
(c)
34.84
%
16.61
%
2.31
%
19.80
%
(d)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
11,357
$
3,319
$
2,843
$
1
Net expenses
(e)
0.95
%
0.98
%
(f)
1.00
%
1.00
%
(g)
Gross expenses
1.13
%
1.22
%
1.35
%
15.78
%
(g)
Net investment income (loss)
(0.09
)%
0.35
%
0.38
%
0.30
%
(g)
Portfolio turnover rate
44
%
37
%
24
%
17
%
(h)
*
From commencement of Class operations on March 31, 2017 through November 30, 2017.
(a)
Per share net investment income (loss) has been calculated using the average shares outstanding during the period.
(b)
The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales
and redemptions of fund shares in relation to fluctuating market values of investments of the Fund.
(c)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(d)
Periods less than one year are not annualized.
(e)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(f)
Effective July 1, 2019, the expense limit decreased from 1.00% to 0.95%.
(g)
Computed on an annualized basis for periods less than one year.
(h)
Represents the Fund’s portfolio turnover rate for the year ended November 30, 2017.

 
48
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Global Growth Fund
Class Y
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Period Ended

November 30,2016*
Net asset value, beginning of the period
$
14.85
$
13.33
$
13.48
$
10.55
$
10.00
Income (loss) from Investment Operations:
Net investment income (loss)
(a)
(0.01
)
0.04
0.04
0.05
0.03
Net realized and unrealized gain (loss)
4.90
2.04
0.27
(b)
3.14
0.52
Total from Investment Operations
4.89
2.08
0.31
3.19
0.55
Less Distributions From:
Net investment income
-
(0.08
)
(0.05
)
(0.05
)
-
Net realized capital gains
(0.83
)
(0.48
)
(0.41
)
(0.21
)
-
Total Distributions
(0.83
)
(0.56
)
(0.46
)
(0.26
)
-
Net asset value, end of the period
$
18.91
$
14.85
$
13.33
$
13.48
$
10.55
Total return
(c)
34.70
%
16.65
%
2.27
%
30.96
%
5.50
%
(d)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
86,950
$
63,308
$
52,147
$
16,053
$
9,793
Net expenses
(e)
1.00
%
1.01
%
(f)
1.02
%
1.04
%
1.05
%
(g)
Gross expenses
1.19
%
1.23
%
1.37
%
2.31
%
2.55
%
(g)
Net investment income (loss)
(0.05
)%
0.30
%
0.33
%
0.40
%
0.45
%
(g)
Portfolio turnover rate
44
%
37
%
24
%
17
%
12
%
*
From commencement of Class operations on March 31, 2016 through November 30, 2016.
(a)
Per share net investment income (loss) has been calculated using the average shares outstanding during the period.
(b)
The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales
and redemptions of fund shares in relation to fluctuating market values of investments of the Fund.
(c)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(d)
Periods less than one year are not annualized.
(e)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(f)
Effective July 1, 2019, the expense limit decreased from 1.05% to 1.00%.
(g)
Computed on an annualized basis for periods less than one year.

 
49
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class A
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
9.16
$
9.62
$
9.89
$
9.88
$
9.69
Income (loss) from Investment Operations:
Net investment income
(a)
0.43
0.57
0.53
0.51
0.56
Net realized and unrealized gain (loss)
(0.34
)
(0.45
)
(0.26
)
0.03
0.21
Total from Investment Operations
0.09
0.12
0.27
0.54
0.77
Less Distributions From:
Net investment income
(0.44
)
(0.58
)
(0.54
)
(0.53
)
(0.58
)
Net asset value, end of the period
$
8.81
$
9.16
$
9.62
$
9.89
$
9.88
Total return
(b)
1.19
%
(c)
1.23
%
(c)
2.78
%
5.53
%
(c)
8.31
%
(c)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
208,251
$
297,634
$
532,551
$
450,633
$
367,850
Net expenses
1.07
%
(d)(e)
1.06
%
(d)(f)
1.05
%
1.05
%
(d)
1.05
%
(d)
Gross expenses
1.20
%
(e)
1.09
%
(f)
1.05
%
1.08
%
1.13
%
Net investment income
4.96
%
6.03
%
5.42
%
5.14
%
5.84
%
Portfolio turnover rate
65
%
52
%
65
%
87
%
75
%
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
A sales charge for Class A shares is not reflected in total return calculations.
(c)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(d)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(e)
Includes interest expense. Without this expense the ratio of net expenses would have been 1.05% and the ratio of gross expenses would have been 1.18%
(f)
Includes interest expense. Without this expense the ratio of net expenses would have been 1.05% and the ratio of gross expenses would have been 1.08%.

 
50
 

Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class C
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
9.12
$
9.59
$
9.86
$
9.85
$
9.67
Income (loss) from Investment Operations:
Net investment income
(a)
0.37
0.50
0.46
0.43
0.49
Net realized and unrealized gain (loss)
(0.34
)
(0.46
)
(0.26
)
0.03
0.20
Total from Investment Operations
0.03
0.04
0.20
0.46
0.69
Less Distributions From:
Net investment income
(0.37
)
(0.51
)
(0.47
)
(0.45
)
(0.51
)
Net asset value, end of the period
$
8.78
$
9.12
$
9.59
$
9.86
$
9.85
Total return
(b)
0.53
%
(c)
0.36
%
(c)
2.02
%
4.76
%
(c)
7.41
%
(c)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
125,909
$
233,387
$
337,088
$
318,635
$
300,811
Net expenses
1.82
%
(d)(e)
1.81
%
(d)(f)
1.80
%
1.80
%
(d)
1.80
%
(d)
Gross expenses
1.95
%
(e)
1.84
%
(f)
1.80
%
1.83
%
1.88
%
Net investment income
4.27
%
5.28
%
4.66
%
4.38
%
5.10
%
Portfolio turnover rate
65
%
52
%
65
%
87
%
75
%
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
A contingent deferred sales charge for Class C shares is not reflected in total return calculations.
(c)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(d)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(e)
Includes interest expense. Without this expense the ratio of net expenses would have been 1.80% and the ratio of gross expenses would have been 1.93%.
(f)
Includes interest expense. Without this expense the ratio of net expenses would have been 1.80% and the ratio of gross expenses would have been 1.83%.

 
51
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class N
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Period Ended

November 30,2017*
Net asset value, beginning of the period
$
9.17
$
9.63
$
9.90
$
9.96
Income (loss) from Investment Operations:
Net investment income
(a)
0.46
0.60
0.57
0.37
Net realized and unrealized gain (loss)
(0.36
)
(0.45
)
(0.27
)
(0.05
)
Total from Investment Operations
0.10
0.15
0.30
0.32
Less Distributions From:
Net investment income
(0.46
)
(0.61
)
(0.57
)
(0.38
)
Net asset value, end of the period
$
8.81
$
9.17
$
9.63
$
9.90
Total return
(b)
1.37
%
1.54
%
3.08
%
3.28
%
(c)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
151
$
242
$
191
$
104
Net expenses
(d)
0.77
%
(e)
0.76
%
(f)
0.74
%
0.75
%
(g)
Gross expenses
1.24
%
(e)
1.11
%
(f)
0.95
%
0.92
%
(g)
Net investment income
5.31
%
6.33
%
5.77
%
5.63
%
(g)
Portfolio turnover rate
65
%
52
%
65
%
87
%
(h)
*
From commencement of Class operations on March 31, 2017 through November 30, 2017.
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(c)
Periods less than one year are not annualized.
(d)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(e)
Includes interest expense. Without this expense the ratio of net expenses would have been 0.75% and the ratio of gross expenses would have been 1.22%.
(f)
Includes interest expense. Without this expense the ratio of net expenses would have been 0.75% and the ratio of gross expenses would have been 1.09%.
(g)
Computed on an annualized basis for periods less than one year.
(h)
Represents the Fund’s portfolio turnover rate for the year ended November 30, 2017.

 
52
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class Y
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
9.17
$
9.63
$
9.90
$
9.89
$
9.70
Income (loss) from Investment Operations:
Net investment income
(a)
0.46
0.59
0.56
0.54
0.59
Net realized and unrealized gain (loss)
(0.35
)
(0.45
)
(0.26
)
0.02
0.21
Total from Investment Operations
0.11
0.14
0.30
0.56
0.80
Less Distributions From:
Net investment income
(0.46
)
(0.60
)
(0.57
)
(0.55
)
(0.61
)
Net asset value, end of the period
$
8.82
$
9.17
$
9.63
$
9.90
$
9.89
Total return
1.45
%
(b)
1.49
%
(b)
3.03
%
5.79
%
(b)
8.58
%
(b)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
875,829
$
1,929,869
$
3,101,286
$
2,179,284
$
1,458,394
Net expenses
0.82
%
(c)(d)
0.81
%
(c)(e)
0.80
%
0.80
%
(c)
0.80
%
(c)
Gross expenses
0.95
%
(d)
0.84
%
(e)
0.80
%
0.83
%
0.88
%
Net investment income
5.28
%
6.28
%
5.70
%
5.41
%
6.09
%
Portfolio turnover rate
65
%
52
%
65
%
87
%
75
%
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(c)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(d)
Includes interest expense. Without this expense the ratio of net expenses would have been 0.80% and the ratio of gross expenses would have been 0.93%.
(e)
Includes interest expense. Without this expense the ratio of net expenses would have been 0.80% and the ratio of gross expenses would have been 0.83%.

 
53
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Vaughan Nelson Select Fund
Class A
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
18.63
$
18.13
$
18.59
$
15.38
$
14.82
Income (loss) from Investment Operations:
Net investment income
(a)
0.06
0.14
0.07
0.06
0.03
Net realized and unrealized gain (loss)
2.75
1.90
0.91
3.41
0.83
Total from Investment Operations
2.81
2.04
0.98
3.47
0.86
Less Distributions From:
Net investment income
(0.13
)
-
(0.10
)
(0.01
)
(0.00
)
(b)
Net realized capital gains
(1.31
)
(1.54
)
(1.34
)
(0.25
)
(0.30
)
Total Distributions
(1.44
)
(1.54
)
(1.44
)
(0.26
)
(0.30
)
Net asset value, end of the period
$
20.00
$
18.63
$
18.13
$
18.59
$
15.38
Total return
(c)(d)
16.21
%
13.67
%
5.62
%
22.86
%
5.91
%
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
13,722
$
15,434
$
17,703
$
22,268
$
20,502
Net expenses
(e)
1.13
%
1.16
%
(f)
1.22
%
(g)
1.28
%
(h)
1.34
%
(i)
Gross expenses
1.18
%
1.21
%
1.27
%
1.33
%
1.37
%
Net investment income
0.37
%
0.84
%
0.41
%
0.39
%
0.18
%
Portfolio turnover rate
88
%
51
%
54
%
66
%
64
%
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
Amount rounds to less than $0.01 per share.
(c)
A sales charge for Class A shares is not reflected in total return calculations.
(d)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(e)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(f)
Effective July 1, 2019, the expense limit decreased from 1.20% to 1.15%.
(g)
Effective July 1, 2018, the expense limit decreased from 1.25% to 1.20%.
(h)
Effective July 1, 2017, the expense limit decreased from 1.30% to 1.25%.
(i)
Effective July 1, 2016, the expense limit decreased from 1.40% to 1.30%.

 
54
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Vaughan Nelson Select Fund
Class C
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
17.56
$
17.31
$
17.84
$
14.87
$
14.44
Income (loss) from Investment Operations:
Net investment income (loss)
(a)
(0.07
)
0.02
(0.06
)
(0.06
)
(0.08
)
Net realized and unrealized gain (loss)
2.58
1.77
0.87
3.28
0.81
Total from Investment Operations
2.51
1.79
0.81
3.22
0.73
Less Distributions From:
Net realized capital gains
(1.31
)
(1.54
)
(1.34
)
(0.25
)
(0.30
)
Net asset value, end of the period
$
18.76
$
17.56
$
17.31
$
17.84
$
14.87
Total return
(b)(c)
15.31
%
12.86
%
4.77
%
21.96
%
5.14
%
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
5,246
$
6,313
$
6,917
$
7,429
$
7,693
Net expenses
(d)
1.88
%
1.91
%
(e)
1.96
%
(f)
2.03
%
(g)
2.09
%
(h)
Gross expenses
1.93
%
1.96
%
2.01
%
2.08
%
2.12
%
Net investment income (loss)
(0.40
)%
0.09
%
(0.32
)%
(0.37
)%
(0.58
)%
Portfolio turnover rate
88
%
51
%
54
%
66
%
64
%
(a)
Per share net investment income (loss) has been calculated using the average shares outstanding during the period.
(b)
A contingent deferred sales charge for Class C shares is not reflected in total return calculations.
(c)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(d)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(e)
Effective July 1, 2019, the expense limit decreased from 1.95% to 1.90%.
(f)
Effective July 1, 2018, the expense limit decreased from 2.00% to 1.95%.
(g)
Effective July 1, 2017, the expense limit decreased from 2.05% to 2.00%.
(h)
Effective July 1, 2016, the expense limit decreased from 2.15% to 2.05%.

 
55
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Vaughan Nelson Select Fund
Class N
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Period Ended

November 30,2017*
Net asset value, beginning of the period
$
18.76
$
18.26
$
18.73
$
16.28
Income (loss) from Investment Operations:
Net investment income
(a)
0.11
0.19
0.13
0.09
Net realized and unrealized gain (loss)
2.77
1.91
0.89
2.36
Total from Investment Operations
2.88
2.10
1.02
2.45
Less Distributions From:
Net investment income
(0.19
)
(0.06
)
(0.15
)
-
Net realized capital gains
(1.31
)
(1.54
)
(1.34
)
-
Total Distributions
(1.50
)
(1.60
)
(1.49
)
-
Net asset value, end of the period
$
20.14
$
18.76
$
18.26
$
18.73
Total return
(b)
16.50
%
13.93
%
5.90
%
15.05
%
(c)
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
2
$
1
$
1
$
1
Net expenses
(d)
0.85
%
0.87
%
(e)
0.93
%
(f)
0.97
%
(g)(h)
Gross expenses
71.85
%
63.51
%
13.54
%
14.62
%
(g)
Net investment income
0.61
%
1.10
%
0.68
%
0.80
%
(g)
Portfolio turnover rate
88
%
51
%
54
%
66
%
(i)
*
From commencement of Class operations on March 31, 2017 through November 30, 2017.
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(c)
Periods less than one year are not annualized.
(d)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(e)
Effective July 1, 2019, the expense limit decreased from 0.90% to 0.85%.
(f)
Effective July 1, 2018, the expense limit decreased from 0.95% to 0.90%.
(g)
Computed on an annualized basis for periods less than one year.
(h)
Effective July 1, 2017, the expense limit decreased from 1.00% to 0.95%.
(i)
Represents the Fund’s portfolio turnover rate for the year ended November 30, 2017.

 
56
 

 
Financial Performance
 

 
For a share outstanding throughout each period. 
Vaughan Nelson Select Fund
Class Y
Year Ended

November 30, 2020
Year Ended

November 30, 2019
Year Ended

November 30, 2018
Year Ended

November 30, 2017
Year Ended

November 30, 2016
Net asset value, beginning of the period
$
18.75
$
18.25
$
18.71
$
15.48
$
14.90
Income (loss) from Investment Operations:
Net investment income
(a)
0.11
0.19
0.13
0.11
0.06
Net realized and unrealized gain (loss)
2.77
1.90
0.90
3.41
0.85
Total from Investment Operations
2.88
2.09
1.03
3.52
0.91
Less Distributions From:
Net investment income
(0.18
)
(0.05
)
(0.15
)
(0.04
)
(0.03
)
Net realized capital gains
(1.31
)
(1.54
)
(1.34
)
(0.25
)
(0.30
)
Total Distributions
(1.49
)
(1.59
)
(1.49
)
(0.29
)
(0.33
)
Net asset value, end of the period
$
20.14
$
18.75
$
18.25
$
18.71
$
15.48
Total return
(b)
16.52
%
13.94
%
5.86
%
23.13
%
6.22
%
Ratios to Average Net Assets:
Net assets, end of the period (000’s)
$
205,557
$
204,856
$
175,017
$
123,746
$
104,324
Net expenses
(c)
0.88
%
0.91
%
(d)
0.96
%
(e)
1.03
%
(f)
1.09
%
(g)
Gross expenses
0.93
%
0.96
%
1.01
%
1.08
%
1.12
%
Net investment income
0.61
%
1.09
%
0.68
%
0.64
%
0.43
%
Portfolio turnover rate
88
%
51
%
54
%
66
%
64
%
(a)
Per share net investment income has been calculated using the average shares outstanding during the period.
(b)
Had certain expenses not been waived/reimbursed during the period, total returns would have been lower.
(c)
The investment adviser agreed to waive its fees and/or reimburse a portion of the Fund’s expenses during the period. Without this waiver/reimbursement, expenses would
have been higher.
(d)
Effective July 1, 2019, the expense limit decreased from 0.95% to 0.90%.
(e)
Effective July 1, 2018, the expense limit decreased from 1.00% to 0.95%.
(f)
Effective July 1, 2017, the expense limit decreased from 1.05% to 1.00%.
(g)
Effective July 1, 2016, the expense limit decreased from 1.15% to 1.05%.

 
57
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 
Appendix A - Intermediary Specific
Information 
Set forth below is information regarding sales load waivers and discounts available at specific financial intermediaries which are not affiliated with the Fund,
the Adviser, and/or the Distributor. In all instances, it is the purchaser’s responsibility to notify the financial intermediary at the time of purchase of any
relationship or other facts qualifying the purchaser for sales load waivers or discounts.
Ameriprise Financial
Class A Shares Front-End Sales Charge Waivers Available at
Ameriprise Financial
:
The following information applies to Class A shares purchases if you have an account with or otherwise purchase Fund shares through Ameriprise Financial:
Shareholders purchasing Fund shares through an Ameriprise Financial brokerage account are eligible for the following front-end sales charge waivers, which
may differ from those disclosed elsewhere in this Fund’s prospectus or SAI:
• Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and
defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs.

• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same Fund (but not any
other fund within the same fund family).

• Shares exchanged from Class C shares of the same fund in the month of or following the 7-year anniversary of the purchase date. To the extent that this
prospectus elsewhere provides for a waiver with respect to exchanges of Class C shares or conversion of Class C shares following a shorter holding period,
that waiver will apply.

• Employees and registered representatives of Ameriprise Financial or its affiliates and their immediate family members.

• Shares purchased by or through qualified accounts (including IRAs, Coverdell Education Savings Accounts, 401(k)s, 403(b) TSCAs subject to ERISA and
defined benefit plans) that are held by a covered family member, defined as an Ameriprise financial advisor and/or the advisor’s spouse, advisor’s lineal
ascendant (mother, father, grandmother, grandfather, great grandmother, great grandfather), advisor’s lineal descendant (son, step-son, daughter, step-
daughter, grandson, granddaughter, great grandson, great granddaughter) or any spouse of a covered family member who is a lineal descendant.

• Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (i.e.
Rights of Reinstatement).
Edward D. Jones & Co., L.P. (“Edward Jones”)
Policies Regarding Transactions Through Edward Jones

The following information has been provided by Edward Jones:
Effective on or after March 1, 2021, the following information supersedes prior information with respect to transactions and positions held in fund shares
through an Edward Jones system. Clients of Edward Jones (also referred to as “shareholders”) purchasing fund shares on the Edward Jones commission and
fee-based platforms are eligible only for the following sales charge discounts (also referred to as “breakpoints”) and waivers, which can differ from discounts
and waivers described elsewhere in this Prospectus or in the statement of additional information (“SAI”) or through another broker-dealer. In all instances, it
is the shareholder’s responsibility to inform Edward Jones at the time of purchase of any relationship, holdings of Natixis Funds, or other facts qualifying the
purchaser for discounts or waivers. Edward Jones can ask for documentation of such circumstance. Shareholders should contact Edward Jones if they have
questions regarding their eligibility for these discounts and waivers.
Breakpoints
• Breakpoint pricing, otherwise known as volume pricing, at dollar thresholds as described in the prospectus.
Rights of Accumulation (“ROA”)
• The applicable sales charge on a purchase of Class A shares is determined by taking into account all share classes (except any money market funds and
retirement plan share classes) of the Natixis Funds held by the shareholder or in an account grouped by Edward Jones with other accounts for the purpose of
providing certain pricing considerations (“pricing groups”). If grouping assets as a shareholder, this includes all share classes held on the Edward Jones
platform and/or held on another platform. The inclusion of eligible fund family assets in the ROA calculation is dependent on the shareholder notifying
Edward Jones of such assets at the time of calculation. Money market funds are included only if such shares were sold with a sales charge at the time of
purchase or acquired in exchange for shares purchased with a sales charge. 
• The employer maintaining a SEP IRA plan and/or SIMPLE IRA plan may elect to establish or change ROA for the IRA accounts associated with the plan to a
plan-level grouping as opposed to including all share classes at a shareholder or pricing group level.

 
A-1
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 

• ROA is determined by calculating the higher of cost or market value (current shares x NAV).
Letter of Intent (“LOI”)
• Through a LOI, shareholders can receive the sales charge and breakpoint discounts for purchases shareholders intend to make over a 13-month period from
the date Edward Jones receives the LOI. The LOI is determined by calculating the higher of cost or market value of qualifying holdings at LOI initiation in
combination with the value that the shareholder intends to buy over a 13-month period to calculate the front-end sales charge and any breakpoint discounts.
Each purchase the shareholder makes during that 13-month period will receive the sales charge and breakpoint discount that applies to the total amount. The
inclusion of eligible fund family assets in the LOI calculation is dependent on the shareholder notifying Edward Jones of such assets at the time of
calculation. Purchases made before the LOI is received by Edward Jones are not adjusted under the LOI and will not reduce the sales charge previously paid.
Sales charges will be adjusted if LOI is not met.
• If the employer maintaining a SEP IRA plan and/or SIMPLE IRA plan has elected to establish or change ROA for the IRA accounts associated with the plan
to a plan-level grouping, LOIs will also be at the plan-level and may only be established by the employer.
Sales Charge Waivers
Sales charges are waived for the following shareholders and in the following situations:
• Associates of Edward Jones and its affiliates and their family members who are in the same pricing group (as determined by Edward Jones under its
policies and procedures) as the associate. This waiver will continue for the remainder of the associate’s life if the associate retires from Edward Jones in
good-standing and remains in good standing pursuant to Edward Jones’ policies and procedures.

• Shares purchased in an Edward Jones fee-based program.

• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment.

• Shares purchased from the proceeds of redeemed shares of the same fund family so long as the following conditions are met: 1) the proceeds are from the
sale of shares within 60 days of the purchase, and 2) the sale and purchase are made in the same share class and the same account or the purchase is made
in an individual retirement account with proceeds from liquidations in a non-retirement account.

• Shares exchanged into Class A shares from another share class so long as the exchange is into the same fund and was initiated at the discretion of Edward
Jones. Edward Jones is responsible for any remaining CDSC due to the fund company, if applicable. Any future purchases are subject to the applicable sales
charge as disclosed in the prospectus.

• Exchanges from Class C shares to Class A shares of the same fund, generally, in the 84th month following the anniversary of the purchase date or earlier at
the discretion of Edward Jones.
Contingent Deferred Sales Charge (“CDSC”) Waivers
If the shareholder purchases shares that are subject to a CDSC and those shares are redeemed before the CDSC is expired, the shareholder is responsible to
pay the CDSC except in the following conditions:

• The death or disability of the shareholder

• Systematic withdrawals with up to 10% per year of the account value

• Return of excess contributions from an Individual Retirement Account (IRA)

• Shares sold as part of a required minimum distribution for IRA and retirement accounts if the redemption is taken in or after the year the shareholder
reaches qualified age based on applicable IRS regulations

• Shares sold to pay Edward Jones fees or costs in such cases where the transaction is initiated by Edward Jones

• Shares exchanged in an Edward Jones fee-based program

• Shares acquired through NAV reinstatement

• Shares redeemed at the discretion of Edward Jones for Minimum Balances, as described below.
Other Important Information Regarding Transactions Through Edward Jones
Minimum Purchase Amounts

• Initial purchase minimum: $250 (for Natixis Funds Class A shares only)

• Subsequent purchase minimum: none

Minimum Balances

• Edward Jones has the right to redeem at its discretion fund holdings with a balance of $250 or less. The following are examples of accounts that are not
included in this policy:

• A fee-based account held on an Edward Jones platform

• A 529 account held on an Edward Jones platform

• An account with an active systematic investment plan or LOI

Exchanging Share Classes

• At any time it deems necessary, Edward Jones has the authority to exchange at NAV a shareholder’s holdings in a fund to Class A shares of the same fund.

 
A-2
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 
Janney Montgomery Scott LLC
Shareholders purchasing fund shares through a Janney Montgomery Scott LLC (“Janney”) account will be eligible only for the following load waivers (front-
end sales charge waivers and contingent deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this
fund’s Prospectus or SAI.
Front-end sales charge waivers on Class A shares available at Janney
• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any
other fund within the fund family).

• Shares purchased by employees and registered representatives of Janney or its affiliates and their family members as designated by Janney.

• Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within ninety (90) days following the
redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (i.e., right
of reinstatement).

• Class C shares that are no longer subject to a contingent deferred sales charge and are converted to Class A shares of the same fund pursuant to Janney’s
policies and procedures.

Sales charge waivers on Class A and C shares available at Janney
Shares sold upon the death or disability of the shareholder.

• Shares sold as part of a systematic withdrawal plan as described in the fund’s Prospectus.

• Shares purchased in connection with a return of excess contributions from an IRA account.

• Shares sold as part of a required minimum distribution for IRA and other retirement accounts due to the shareholder reaching age 70½ as described in the
fund’s Prospectus.

• Shares sold to pay Janney fees but only if the transaction is initiated by Janney.

• Shares acquired through a right of reinstatement.
Front-end load discounts available at Janney: breakpoints, and/or rights of accumulation
• Breakpoints as described in the fund’s Prospectus.

• Rights of accumulation (“ROA”), which entitle shareholders to breakpoint discounts, will be automatically calculated based on the aggregated holding of
fund family assets held by accounts within the purchaser’s household at Janney. Eligible fund family assets not held at Janney may be included in the ROA
calculation only if the shareholder notifies his or her financial advisor about such assets.
Merrill Lynch
Shareholders purchasing Fund shares through a Merrill Lynch platform or account are eligible only for the following load waivers (front-end sales charge
waivers and contingent deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this Prospectus or in
the SAI.
Front-end Sales Load Waivers on Class A Shares available at Merrill Lynch
 
Employer-sponsored retirement, deferred compensation and employee benefit plans (including health savings accounts) and trusts used to fund those
plans, provided that the shares are not held in a commission-based brokerage account and shares are held for the benefit of the plan;
 
Shares purchased by a 529 Plan (does not include 529 Plan units or 529-specific share classes or equivalents);
 
Shares purchased through a Merrill Lynch affiliated investment advisory program;
 
Shares exchanged due to the holdings moving from a Merrill Lynch affiliated investment advisory program to a Merrill Lynch brokerage (non-advisory)
account pursuant to Merrill Lynch’s policies relating to sales load discounts and waivers
 
Shares purchased by third party investment advisors on behalf of their advisory clients through Merrill Lynch’s platform;
 
Shares of funds purchased through the Merrill Edge Self-Directed platform (if applicable);
 
Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any
other fund within the fund family);
 
Shares exchanged from Class C (i.e., level-load) shares of the same fund pursuant to Merrill Lynch’s policies and procedures relating to sales load
discounts and waivers;
 
Employees and registered representatives of Merrill Lynch or its affiliates and their family members;
 
Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in the Prospectus; and
 
Eligible shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load
(known as Rights of Reinstatement). Automated transactions (i.e. systematic purchases and withdrawals) and purchases made after shares are
automatically sold to pay Merrill Lynch’s account maintenance fees are not eligible for reinstatement.
 
CDSC Waivers on Class A and Class C Shares available at Merrill Lynch

 
A-3
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 
 
Death or disability of the shareholder;
 
Shares sold as part of a systematic withdrawal plan as described in the Fund’s Prospectus;
 
Return of excess contributions from an IRA account;
 
Shares sold as part of a required minimum distribution for IRA and retirement accounts pursuant to the Internal Revenue Code;
 
Shares sold to pay Merrill Lynch fees but only if the transaction is initiated by Merrill Lynch;
 
Shares acquired through a right of reinstatement; and
 
Shares held in retirement brokerage accounts, that are exchanged for a lower cost share class due to transfer to a fee based account or platform
(applicable to Class A and C shares only).
 
Shares received through an exchange due to the holdings moving from a Merrill Lynch affiliated investment advisory program to a Merrill Lynch brokerage
(non-advisory) account pursuant to Merrill Lynch’s policies relating to sales load discounts and waivers.
 
Front-end load Discounts Available at Merrill Lynch: Breakpoints, Rights of Accumulation & Letters of Intent
 
Breakpoints as described in this Prospectus;
 
Rights of Accumulation (ROA) which entitle shareholders to breakpoint discounts as described in this prospectus will be automatically calculated based on
the aggregated holding of fund family assets held by accounts (including 529 program holdings where applicable) within the purchaser’s household at
Merrill Lynch. Eligible fund family assets not held at Merrill Lynch may be included in the ROA calculation only if the shareholder notifies his or her
financial advisor about such assets; and
 
Letters of Intent (LOI) which allow for breakpoint discounts based on anticipated purchases within a fund family, through Merrill Lynch, over a 13-month
period of time (if applicable).
 
Morgan Stanley Wealth Management
Shareholders purchasing Fund shares through a Morgan Stanley Wealth Management transactional brokerage account are eligible only for the following
front-end sales charge waivers with respect to Class A shares, which may differ from and may be more limited than those disclosed elsewhere in this Fund’s
Prospectus or SAI.
Front-end Sales Charge Waivers on Class A Shares available at Morgan Stanley Wealth Management
• Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and
defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans

• Morgan Stanley employee and employee-related accounts according to Morgan Stanley’s account linking rules

• Shares purchased through reinvestment of dividends and capital gains distributions when purchasing shares of the same fund

• Shares purchased through a Morgan Stanley self-directed brokerage account

• Class C (i.e., level-load) shares that are no longer subject to a contingent deferred sales charge and are converted to Class A shares of the same fund
pursuant to Morgan Stanley Wealth Management’s share class conversion program

• Shares purchased from the proceeds of redemptions within the same fund family, provided (i) the repurchase occurs within 90 days following the
redemption, (ii) the redemption and purchase occur in the same account, and (iii) redeemed shares were subject to a front-end or deferred sales charge.
Oppenheimer
Shareholders purchasing Fund shares through an Oppenheimer & Co. Inc. (“OPCO”) platform or account are eligible only for the following load waivers (front-
end sales charge waivers and contingent deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this
Fund’s prospectus or SAI.
Front-End Sales Load Waivers on Class A Shares available at OPCO
• Employer-sponsored retirement, deferred compensation and employee benefit plans (including health savings accounts) and trusts used to fund those
plans, provided that the shares are not held in a commission-based brokerage account and shares are held for the benefit of the plan

• Shares purchased by or through a 529 Plan

• Shares purchased through a OPCO affiliated investment advisory program

• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any
other fund within the fund family)

• Shares purchased form the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same amount, and (3) redeemed shares were subject to a front-end or deferred sales load (known
as Rights of Restatement).

• A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund
if the shares are no longer subject to a CDSC and the conversion is in line with the policies and procedures of OPCO

• Employees and registered representatives of OPCO or its affiliates and their family members

• Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in this prospectus
CDSC Waivers on A, B and C Shares available at OPCO

 
A-4
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 
• Death or disability of the shareholder

• Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus

• Return of excess contributions from an IRA Account

• Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70½ as described in the
prospectus

• Shares sold to pay OPCO fees but only if the transaction is initiated by OPCO

• Shares acquired through a right of reinstatement

Front-end load Discounts Available at OPCO: Breakpoints, Rights of Accumulation & Letters of Intent

• Breakpoints as described in this prospectus.

• Rights of Accumulation (ROA) which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund
family assets held by accounts within the purchaser’s household at OPCO. Eligible fund family assets not held at OPCO may be included in the ROA
calculation only if the shareholder notifies his or her financial advisor about such assets
Raymond James & Associates, Inc., Raymond James Financial Services, Inc.,
& Raymond James affiliates (“Raymond James”)
Shareholders purchasing Fund shares through a Raymond James platform or account are eligible only for the following load waivers (front-end sales charge
waivers and contingent deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this Fund’s
prospectus or SAI.
Front-End Sales Load Waivers on Class A Shares available at Raymond James
• Shares purchased in an investment advisory program

• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any
other fund within the fund family)

• Employees and registered representatives of Raymond James or its affiliates and their family members as designated by Raymond James

• Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occurs in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known
as Rights of Reinstatement)

• A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund
if the shares are no longer subject to a CDSC and the conversion is in line with the policies and procedures of Raymond James
CDSC Waivers on Classes A and C Shares available at Raymond James
• Death or disability of the shareholder

• Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus

• Return of excess contributions from an IRA account

• Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70½ as described in the Fund’s
prospectus

• Shares sold to pay Raymond James fees but only if the transaction is initiated by Raymond James

• Shares acquired through a right of reinstatement
Front-End Load Discounts Available at Raymond James: Breakpoints and/or Rights of Accumulation
• Breakpoints as described in this prospectus

• Rights of accumulation which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family
assets held by accounts within the purchaser’s household at Raymond James. Eligible fund family assets not held at Raymond James may be included in the
rights of accumulation calculation only if the shareholder notifies his or her financial advisor about such assets
Robert W. Baird & Co.
Shareholders purchasing fund shares through a Baird platform or account will only be eligible for the following sales charge waivers (front-end sales charge
waivers and CDSC waivers) and discounts, which may differ from those disclosed elsewhere in this prospectus or the SAI

Front-End Sales Charge Waivers on Investors A-shares Available at Baird

• Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing share of the same fund

• Shares purchased by employees and registers representatives of Baird or its affiliate and their family members as designated by Baird

• Shares purchased from the proceeds of redemptions from another Natixis Fund, provided (1) the repurchase occurs within 90 days following the
redemption, (2) the redemption and purchase occur in the same accounts, and (3) redeemed shares were subject to a front-end or deferred sales charge
(known as rights of reinstatement)

• A shareholder in the Fund’s Class C shares will have their share converted at net asset value to Class A shares of the fund if the shares are no longer

 
A-5
 

 
Appendix A- Financial Intermediary Specific Sales Load Waivers
 

 
subject to CDSC and the conversion is in line with the policies and procedures of Baird

• Employer-sponsored retirement plans or charitable accounts in a transactional brokerage account at Baird, including 401(k) plans, 457 plans, employer-
sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans. For purposes of this provision, employer-sponsored
retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs
CDSC Waivers on Investor A and C shares Available at Baird

• Shares sold due to death or disability of the shareholder

• Shares sold as part of a systematic withdrawal plan as described in the Fund’s Prospectus

• Shares bought due to returns of excess contributions from an IRA Account

• Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70 ½ as described in the Fund’s
prospectus

• Shares sold to pay Baird fees but only if the transaction is initiated by Baird

• Shares acquired through a right of reinstatement
Front-End Sales Charge Discounts Available at Baird: Breakpoints and/or Rights of Accumulations

• Breakpoints as described in this prospectus

• Rights of accumulations which entitles shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund
family assets held by accounts within the purchaser’s household at Baird. Eligible fund family assets not held at Baird may be included in the rights of
accumulations calculation only if the shareholder notifies his or her financial advisor about such assets

• Letters of Intent (LOI) allow for breakpoint discounts based on anticipated purchases within a fund family through Baird, over a 13-month period of time

 
A-6
 

 
Appendix B- Financial Intermediary Specific Commissions & Investment Minimum Waivers
 

 
Appendix B - Financial Intermediary Specific
Commissions & Investment Minimum
Waivers 
UBS Financial Services, Inc. (“UBS-FS”)

Pursuant to an agreement with the Funds, Class Y shares may be available on certain brokerage platforms at UBS-FS. For such platforms, UBS-FS may charge
commissions on brokerage transactions in the Funds’ Class Y shares. A shareholder should contact UBS-FS for information about the commissions charged by
UBS-FS for such transactions.
The minimum for the Class Y shares is waived for transactions through such brokerage platforms at UBS-FS.

 
B-1
 

 
Appendix C- Additional Index Information
 

 
Appendix C - Additional Index Information
MSCI All Country World Index
A free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and
emerging markets.
S&P 500
®
Index
A widely recognized measure of U.S. stock market performance. It is an unmanaged index of 500 common stocks chosen for market size,
liquidity, and industry group representation, among other factors. It also measures the performance of the large cap segment of the U.S.
equities market.
S&P/LSTA Leveraged Loan
Index (LLI)
Covers loan facilities and reflects the market-value-weighted performance of U.S. dollar-denominated institutional leveraged loans.

 
C-1
 

 
If you would like more information about the Funds, the following documents are available free upon request:
Annual and Semiannual Reports
—Provide additional information about each Fund’s investments. Each annual report includes a discussion of the market
conditions and investment strategies that significantly affected the Fund’s performance during its last fiscal year.
Statement of Additional Information (SAI)
—Provides more detailed information about the Funds and their investment limitations and policies. The SAI
has been filed with the SEC and is incorporated into this Prospectus by reference.
For a free copy of the Funds’ annual or semiannual reports or their SAIs, to request other information about the Funds, and to make
shareholder inquiries generally, contact your financial representative, visit the Funds’ website at im.natixis.com or call the Funds at 800-225-
5478.
Important Notice Regarding Delivery of Shareholder Documents:
In our continuing effort to reduce your fund’s expenses and the amount of mail that you receive from us, we will combine mailings of prospectuses, annual or
semiannual reports and proxy statements to your household. If more than one family member in your household owns the same fund or funds described in a
single prospectus, report or proxy statement, you will receive one mailing unless you request otherwise. Additional copies of our prospectuses, reports or
proxy statements may be obtained at any time by calling 800-225-5478. If you are currently receiving multiple mailings to your household and would like to
receive only one mailing or if you wish to receive separate mailings for each member of your household in the future, please call us at the telephone number
listed above and we will resume separate mailings within 30 days of your request.
Your financial representative or Natixis Funds will also be happy to answer your questions or to provide any additional information that you may require.
Text-only copies of the Funds’ reports and SAI and other information are available free from the EDGAR Database on the SEC’s Internet site at: www.sec.gov.
Copies of this information may also be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.
Portfolio Holdings
—A description of the Funds’ policies and procedures with respect to the disclosure of each Fund’s portfolio securities is available in the
SAI.
Investment Company Act File No.
811-00242
XAL51-
0421


LOGO

STATEMENT OF ADDITIONAL INFORMATION

April 1, 2021

NATIXIS FUNDS TRUST II

LOOMIS SAYLES GLOBAL GROWTH FUND (“Global Growth Fund”)

Class A (LSAGX), Class C (LSCGX), Class N (LSNGX), Class T* (LGGTX) and Class Y (LSGGX)

LOOMIS SAYLES SENIOR FLOATING RATE AND FIXED INCOME FUND (“Senior Floating Rate and Fixed Income Fund”)

Class A (LSFAX), Class C (LSFCX), Class N (LSFNX), Class T* (LSFTX) and Class Y (LSFYX)

VAUGHAN NELSON SELECT FUND (“Select Fund”)

Class A (VNSAX), Class C (VNSCX), Class N (VNSNX), Class T* (VNSTX) and Class Y (VNSYX)

* Class T shares of the Funds are not currently available for purchase.

This Statement of Additional Information (“Statement”) contains specific information that may be useful to investors but that is not included in the Statutory Prospectus of the series of Natixis Funds Trust II listed above (the “Trust” with each series being known as a “Fund” and together the “Funds”). This Statement is not a prospectus and is authorized for distribution only when accompanied or preceded by each Fund’s Summary or Statutory Prospectus, each dated April 1, 2021, as from time to time revised or supplemented (each a “Prospectus” and together the “Prospectuses”). This Statement should be read together with the Prospectuses. Investors may obtain the Prospectuses without charge from Natixis Distribution, L.P. (the “Distributor”), Prospectus Fulfillment Desk, 888 Boylston Street, Suite 800, Boston, MA 02199-8197, by calling Natixis Funds at 800-225-5478 or by visiting the Funds’ website at im.natixis.com.

The Funds’ financial statements and accompanying notes that appear in the Funds’ annual reports and semiannual reports are incorporated by reference into this Statement. Each Fund’s annual and semiannual reports contain additional performance information and are available upon request and without charge by calling 800-225-5478 or by visiting the Funds’ website at im.natixis.com.

 

XAL33-0421


TABLE OF CONTENTS

 

     PAGE  

INVESTMENT RESTRICTIONS

     3  

FUND CHARGES AND EXPENSES

     6  

OWNERSHIP OF FUND SHARES

     10  

THE TRUST

     14  

INVESTMENT STRATEGIES AND RISKS

     15  

TEMPORARY DEFENSIVE POSITIONS

     62  

PORTFOLIO TURNOVER

     62  

PORTFOLIO HOLDINGS INFORMATION

     63  

MANAGEMENT OF THE TRUST

     65  

INVESTMENT ADVISORY AND OTHER SERVICES

     77  

OTHER ARRANGEMENTS

     84  

PORTFOLIO MANAGEMENT INFORMATION

     85  

PORTFOLIO TRANSACTIONS AND BROKERAGE

     89  

DESCRIPTION OF THE TRUST

     93  

VOTING RIGHTS

     94  

SHAREHOLDER AND TRUSTEE LIABILITY

     95  

HOW TO BUY SHARES

     95  

REDEMPTIONS

     95  

SHAREHOLDER SERVICES

     97  

NET ASSET VALUE

     102  

REDUCED SALES CHARGES

     104  

DISTRIBUTIONS

     106  

TAXES

     106  

PERFORMANCE INFORMATION

     119  

THIRD-PARTY INFORMATION

     119  

FINANCIAL STATEMENTS

     119  

APPENDIX A

     A-1  

 

2


INVESTMENT RESTRICTIONS

The following is a description of restrictions on the investments to be made by the Funds. The restrictions marked with an asterisk (*) are fundamental policies that may not be changed without the vote of a majority of the outstanding voting securities of the relevant Fund (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)). The other restrictions set forth below are not fundamental policies and may be changed by the Trust’s Board of Trustees (the “Board”). Except in the case of restrictions marked with a dagger (†) below, the percentages set forth below and the percentage limitations set forth in each Prospectus apply at the time an investment is made and shall not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of such investment. The Global Growth Fund has elected to be classified as a diversified series of an open-end investment company, while the Select Fund and the Senior Floating Rate and Fixed Income Fund have elected to be classified as non-diversified series of an open-end investment company.

Global Growth Fund

Global Growth Fund may not:

 

*(1)

Purchase any security (other than U.S. government securities) if, as a result, 25% or more of the Fund’s total assets (taken at current value) would be invested in any one industry. For purposes of this restriction, telephone, gas and electric public utilities are each regarded as separate industries and finance companies whose financing activities are related primarily to the activities of their parent companies are classified in the industry of their parents, finance companies whose financing activities are not related primarily to the activities of their parent companies are classified in the industry the Fund’s adviser believes is most applicable to such finance companies, and each foreign country’s government (together with all subdivisions thereof) will be considered to be a separate industry. For purposes of this restriction, asset-backed securities are not considered to be bank obligations.

 

*(2)

Make short sales of securities or maintain a short position, except that the Fund may make any short sales or maintain any short positions where the short sales or short positions would not constitute “senior securities” under the 1940 Act.

 

*(3)†

Borrow money, except to the extent permitted under the 1940 Act.

 

*(4)

Make loans, except that the Fund may purchase or hold debt instruments in accordance with its investment objectives and policies, provided, however, this restriction does not apply to repurchase agreements or loans of portfolio securities.

 

*(5)

Act as an underwriter of securities of other issuers except that, in the disposition of portfolio securities, it may be deemed to be an underwriter under the federal securities laws.

 

*(6)

Purchase or sell real estate, although it may purchase securities of issuers which deal in real estate, securities which are secured by interests in real estate, and securities which represent interests in real estate, and it may acquire and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of debt obligations secured by real estate or interests therein.

 

*(7)

Issue senior securities, except for permitted borrowings or as otherwise permitted under the 1940 Act.

 

Global

Growth Fund may:

 

*(8)

Purchase and sell commodities to the maximum extent permitted by applicable law.

 

3


Select Fund

Select Fund may not:

 

*(1)

Purchase any security (other than U.S. government securities) if, as a result, more than 25% of the Fund’s total assets (taken at current value) would be invested in any one industry. For purposes of this restriction, telephone, gas and electric public utilities are each regarded as separate industries, finance companies whose financing activities are related primarily to the activities of their parent companies are classified in the industry of their parents and each foreign country’s government (together with all subdivisions thereof) will be considered to be a separate industry. For purposes of this restriction, securities and other obligations of issuers in the banking industry are considered to be one industry, and asset-backed securities are not considered to be bank obligations.

 

*(2)†

Borrow money except to the extent permitted under the 1940 Act.

 

*(3)

Make loans, except that the Fund may purchase or hold debt instruments in accordance with its investment objectives and policies, provided however, this restriction does not apply to repurchase agreements or loans of portfolio securities.

 

*(4)

Act as underwriter of securities of other issuers except that, in the disposition of portfolio securities, it may be deemed to be an underwriter under the federal securities laws.

 

*(5)

Purchase or sell real estate, although it may purchase securities of issuers which deal in real estate, securities which are secured by interests in real estate, and securities which represent interests in real estate, and it may acquire and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of debt obligations secured by real estate or interests therein.

 

*(6)

Issue senior securities, except for permitted borrowings or as otherwise permitted under the 1940 Act.

Select Fund may:

 

*(7)

Purchase and sell commodities to the maximum extent permitted by applicable law.

Senior Floating Rate and Fixed Income Fund

Senior Floating Rate and Fixed Income Fund may not:

 

*(1)

Purchase any security (other than U.S. government securities) if, as a result, 25% or more of the Fund’s total assets (taken at current value) would be invested in any one industry. For purposes of this restriction, telephone, gas and electric public utilities are each regarded as separate industries and finance companies whose financing activities are related primarily to the activities of their parent companies are classified in the industry of their parents. For purposes of this restriction, asset-backed securities are not considered to be bank obligations. For purposes of this restriction, the Fund takes the position that asset-backed securities do not represent investments in any industry or group of industries. For purposes of this restriction, different commodities are considered to be separate industries (e.g., oil futures would be in the “oil industry,” and an exchange-traded fund that invests in gold bullion would be in the “gold industry”), and investments in companies whose returns are related to the returns of one or more commodities (e.g., mining companies) are considered to be in different industries from the underlying commodities (e.g., mining companies are not considered to be in the oil, gas or gold industries). Therefore, for purposes of determining whether the Fund has invested 25% or more of its assets in any one industry, commodity investments would not be aggregated with investments in companies whose returns are related to the returns of one or more commodities (i.e., an oil company would not be aggregated with oil futures).

 

*(2)

Make short sales of securities or maintain a short position, except that the Fund may make any short sales or maintain any short positions where the short sales or short positions would not constitute “senior securities” under the 1940 Act.

 

4


*(3)†

Borrow money, except to the extent permitted under the 1940 Act.

 

*(4)

Make loans, except that the Fund may purchase or hold debt instruments in accordance with its investment objective and policies, provided, however, this restriction does not apply to repurchase agreements or loans of portfolio securities.

 

*(5)

Act as an underwriter of securities of other issuers except that, in the disposition of portfolio securities, it may be deemed to be an underwriter under the federal securities laws.

 

*(6)

Purchase or sell real estate, although it may purchase securities of issuers that deal in real estate, securities that are secured by interests in real estate, and securities that represent interests in real estate, and it may acquire and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of debt obligations secured by real estate or interests therein.

 

*(7)

Issue senior securities, except for permitted borrowings or as otherwise permitted under the 1940 Act.

 

Senior

Floating Rate and Fixed Income Fund may:

 

*(8)

Purchase and sell commodities to the maximum extent permitted by applicable law.

General Notes on Investment Restrictions

With respect to restrictions on borrowing, the 1940 Act limits a Fund’s ability to borrow money on a non-temporary basis if such borrowings constitute “senior securities.” In addition to temporary borrowing, and subject to any stricter restrictions on borrowing applicable to any particular Fund, a Fund may borrow from any bank, provided that immediately after any such borrowing there is an asset coverage of at least 300% for all borrowings by the Fund and provided further, that in the event that such asset coverage shall at any time fall below 300%, the Fund shall, within three days (not including Sundays and holidays) thereafter or such longer period as the U.S. Securities and Exchange Commission (“SEC”) may prescribe by rules and regulations, reduce the amount of its borrowings to such an extent that the asset coverage of such borrowing shall be at least 300%. The Funds may also borrow money or engage in economically similar transactions if those transactions do not constitute “senior securities” under the 1940 Act.

Where applicable, the foregoing investment restrictions shall be interpreted based upon no-action letters and other pronouncements of the staff of the SEC. Under current pronouncements, certain positions (e.g., reverse repurchase agreements) are excluded from the definition of “senior security” so long as a Fund maintains adequate cover, segregation of assets or otherwise. Similarly, a short sale will not be considered a senior security if a Fund takes certain steps contemplated by SEC staff pronouncements, such as ensuring the short sale transaction is adequately covered. As discussed in more detail in the section “Derivative Instruments,” a Fund’s approach to asset segregation and coverage requirements will be impacted as the Fund comes into compliance with Rule 18f-4 under the 1940 Act.

For purposes of the foregoing restrictions, consistent with the position of the SEC, the Funds do not consider a swap or other derivative contract on one or more securities, indices, currencies or interest rates to be a commodity or a commodity contract, nor, consistent with the position of the SEC, do the Funds consider such swap contracts to involve the issuance of a senior security provided the Fund designates on its records or segregates with its custodian or otherwise designates liquid assets (marked to market on a daily basis) sufficient to meet its obligations under such contracts.

A Fund may not purchase any illiquid security if, as a result, more than 15% of the Fund’s net assets (based on current value) would then be invested in such securities. Securities generally will be considered “illiquid” if the Fund reasonably expects the security cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the security.

 

5


FUND CHARGES AND EXPENSES

Advisory Fees

Pursuant to separate advisory agreements, Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has agreed, subject to the supervision of the Board, to manage the investment and reinvestment of the assets of and to provide a range of administrative services to the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund.

For the services described in the advisory agreements, the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund have agreed to pay Loomis Sayles an advisory fee at the annual rates set forth in the following tables:

 

Fund

  

Date of Agreement

  

Advisory Fee Payable by Fund to Loomis Sayles

(as a % of average daily net assets of the Fund)

Global Growth Fund   

March 31, 2016, as amended

December 15, 2020

   0.75%
     

Fund

  

Date of Agreement

  

Advisory Fee Payable by Fund to Loomis Sayles

(as a % of average daily managed assets of the Fund*)

Senior Floating Rate and Fixed Income Fund    September 16, 2011    0.60%

 

*

“Average daily managed assets” means the average daily value of the total assets of the Fund, less all accrued liabilities of the Fund (other than the aggregate amount of any outstanding borrowings constituting financial leverage).

Because the management fees paid to Loomis Sayles by the Senior Floating Rate and Fixed Income Fund are calculated on the basis of the Fund’s average daily managed assets, which include the proceeds of leverage, the dollar amount of the fees paid by the Fund to Loomis Sayles will be higher (and Loomis Sayles will be benefited to that extent) when leverage is utilized. Loomis Sayles will utilize leverage only if it believes such action would result in a net benefit to the Fund’s shareholders after taking into account the higher fees and expenses associated with leverage (including higher management fees).

Pursuant to an advisory agreement, Natixis Advisors, L.P., (“Natixis Advisors” or the “Adviser”) has agreed, subject to the supervision of the Board, to manage the investment and reinvestment of the assets of and to provide a range of administrative services to the Select Fund.

For the services described in the advisory agreement, the Select Fund has agreed to pay Natixis Advisors an advisory fee at the annual rate set forth in the following table, reduced by the amount of any subadvisory fees payable directly by the Select Fund to Vaughan Nelson Investment Management, L.P. (“Vaughan Nelson”) (a “Subadviser”) pursuant to a subadvisory agreement.

 

Fund

  

Date of Agreement

  

Advisory Fee Payable by Fund to Natixis
Advisors

(as a % of average daily net assets of the Fund)

Select Fund

   June 29, 2012, as amended July 1, 2019    0.75%

 

6


Loomis Sayles and Natixis Advisors (together, the “Advisers”) have each given a binding contractual undertaking to all classes of the applicable Fund to waive its advisory fee and, if necessary, to reimburse certain expenses related to operating the Funds in order to limit the Funds’ expenses, exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, taxes, organizational and extraordinary expenses, such as litigation and indemnification expenses, and with respect to the Select Fund substitute dividend expenses on securities sold short, to the annual rates indicated below. The undertakings are in effect through March 31, 2022, may be terminated before then only with the consent of the Board and are reevaluated on an annual basis. Each Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the undertaking described above (whether through waiver of its advisory fee or otherwise) to the extent that a class’s expenses in later periods fall below the annual rate set forth in the relevant undertaking. Each Adviser will not be entitled to recover any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fee/expense was waived/reimbursed.

 

Fund

   Expense Limit     Date of Undertaking  

Global Growth Fund*

    

Class A

     1.20     December 15, 2020  

Class C

     1.95     December 15, 2020  

Class N

     0.90     December 15, 2020  

Class T

     1.20     December 15, 2020  

Class Y

     0.95     December 15, 2020  

Select Fund**

    

Class A

     1.15     July 1, 2020  

Class C

     1.90     July 1, 2020  

Class N

     0.85     July 1, 2020  

Class T

     1.15     July 1, 2020  

Class Y

     0.90     July 1, 2020  

Senior Floating Rate and Fixed Income Fund*

    

Class A

     1.05     April 1, 2021  

Class C

     1.80     April 1, 2021  

Class N

     0.75     April 1, 2021  

Class T

     1.05     April 1, 2021  

Class Y

     0.80     April 1, 2021  

 

*

Natixis Advisors will bear a portion of the waiver and/or expense reimbursement. The Natixis Advisors portion of the waiver and/or expense reimbursement will be equal to the ratio of the Natixis Advisors Support Services Fee divided by the management fee earned by Loomis Sayles.

**

Natixis Advisors and Vaughan Nelson have agreed to bear the fee waiver and/or expense reimbursement jointly on a pro rata basis relative to their advisory and sub-advisory fees, respectively.

Subadvisory Fees

The advisory agreement between Natixis Advisors and the Select Fund provides that Natixis Advisors may delegate its responsibilities thereunder to other parties. Pursuant to a subadvisory agreement, Natixis Advisors has delegated its portfolio management responsibilities to Vaughan Nelson, which manages the investment and reinvestment of the assets of the Select Fund. For the services described in the subadvisory agreement, the Select Fund has agreed to pay Vaughan Nelson a subadvisory fee at the annual rate of 0.50% of the average daily net assets of the Select Fund.

Payment of Advisory and Subadvisory Fees

The following table shows the total advisory fees (including subadvisory fees) paid by each Fund for the last three fiscal years.

 

7


GLOBAL GROWTH FUND

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Total Advisory Fee

   $ 343,594      $ 512,107      $ 635,910  

Amount Waived

   $ 148,718      $ 142,686      $ 144,738  

Total Paid

   $ 194,876      $ 369,421      $ 491,172  

 

SELECT FUND

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Total Advisory Fee

   $ 1,580,358      $ 1,667,188      $ 1,452,815  

Natixis Advisors

        

Fees

   $ 568,305      $ 559,815      $ 484,272  

Amount Waived

   $ 33,423      $ 31,709      $ 46,887  

Total Paid

   $ 534,882      $ 528,106      $ 437,384  

Vaughan Nelson

        

Fees

   $ 1,012,053      $ 1,107,373      $ 968,543  

Amount Waived

   $ 65,609      $ 62,113      $ 49,199  

Total Paid

   $ 946,444      $ 1,045,260      $ 919,345  

 

SENIOR FLOATING RATE AND FIXED INCOME FUND

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Total Advisory Fee

   $ 22,123,540      $ 19,402,434      $ 9,385,866  

Amount Waived

   $ 165,063      $ 1,052,887      $ 2,044,745  

Total Paid

   $ 21,958,477      $ 18,349,547      $ 7,341,121  

Brokerage Commissions

Set forth below are the amounts each Fund paid in brokerage commissions during the last three fiscal years and the amounts each Fund placed in brokerage transactions and paid in brokerage commissions to brokers providing research services for the last three fiscal years. With respect to Global Growth Fund, the information in the table includes transactions that were directed to broker-dealers based on the internal “broker vote” allocation policy of Loomis Sayles as well as transactions that were allocated under arrangements with brokers providing research services. Loomis Sayles has a comprehensive internal voting process whereby the equity portfolio managers, research analysts and strategists vote on various aspects of a broker-dealer’s qualitative services, which include without limitation: research and other services, idea generation, models, expert consultants, political and economic analysts, technical analysts, discussions with research analysts and corporate executives, seminars and conferences (the “Equity Research Vote”). The Equity Research Vote is performed on a quarterly basis.

For a description of how transactions in portfolio securities are effected and how the Funds’ Advisers or Subadviser select brokers, see the section entitled “Portfolio Transactions and Brokerage” in this Statement.

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Global Growth Fund

        

Aggregate Brokerage Commission

   $ 37,096      $ 30,357      $ 49,255  

Directed Transactions

   $ 58,691,999      $ 45,249,967      $ 62,914,207  

Commissions Directed Transactions

   $ 36,493      $ 24,279      $ 43,998  

 

8


     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Select Fund

        

Aggregate Brokerage Commission

   $ 97,181      $ 78,389      $ 103,126  

Directed Transactions

     159,722,421        149,229,421      $ 193,149,697  

Commissions Directed Transactions

   $ 80,119      $ 65,603      $ 82,504  

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Senior Floating Rate and Fixed Income Fund

        

Aggregate Brokerage Commission*

   $ 36      $ 1,011      $ 40,360  

Directed Transactions

   $ 0      $ 0      $ 0  

Commissions Directed Transactions

   $ 0      $ 0      $ 0  

 

*

The aggregate brokerage commissions paid changed significantly from 2018 to 2020 as a result of increased or decreased trading volume in the Fund’s portfolio.

Regular Broker-Dealers

The table below contains the aggregate value of securities of each Fund’s regular broker-dealers1 (or the parent of the regular broker-dealers) held by each Fund, if any, as of the close of the fiscal year ended November 30, 2020.

 

Fund

   Regular Broker-Dealer      Aggregate Value of
Securities of Each Regular
Broker-Dealer (or its
Parent) Held by Fund
 

Select Fund

     Morgan Stanley      $ 6,272,653  

 

  “Regular Broker-Dealers” are defined by the SEC as: (a) one of the ten brokers or dealers that received the greatest dollar amount of brokerage commissions by virtue of direct or indirect participation in the company’s portfolio transactions during the company’s most recent fiscal year; (b) one of the ten brokers or dealers that engaged as principal in the largest dollar amount of portfolio transactions of the investment company during the company’s most recent fiscal year; or (c) one of the ten brokers or dealers that sold the largest dollar amount of securities of the investment company during the company’s most recent fiscal year.

Sales Charges and Distribution and Service (12b-1) Fees

As explained in this Statement, the Class A, Class C and Class T shares of each Fund pay Natixis Distribution, L.P. (the “Distributor”) fees under plans adopted pursuant to Rule 12b-1 under the 1940 Act (the “Plans”). The following table shows the amounts of Rule 12b-1 fees paid by each Fund under the Plans during the last three fiscal years. Class T shares of the Funds have not commenced operations and thus the Funds have not paid any Rule 12b-1 fees under the Class T shares Plans as of the date of this Statement. The anticipated benefits to the Funds of the Plans include the ability to attract and maintain assets. See the section “Distribution Agreements and Rule 12b-1 Plans” for more information.

 

9


Fund

   Fiscal Year
Ended
11/30/18
     Fiscal Year
Ended
11/30/19
     Fiscal Year
Ended

11/30/20
 

Global Growth Fund

        

Class A

   $ 4,422      $ 5,918      $ 8,709  

Class C

   $ 3,485      $ 9,893      $ 10,469  

Total

   $ 7,907      $ 15,811      $ 19,178  

Select Fund

        

Class A

   $ 55,431      $ 38,783      $ 32,362  

Class C

   $ 71,009      $ 65,186      $ 55,739  

Total

   $ 126,440      $ 103,969      $ 88,101  

Senior Floating Rate and Fixed Income Fund

 

     

Class A

   $ 1,354,315      $ 1,012,778      $ 550,088  

Class C

   $ 3,352,906      $ 2,862,516      $ 1,682,379  

Total

   $ 4,707,221      $ 3,875,294      $ 2,232,467  

During the fiscal year ended November 30, 2020, the Distributor used the Rule 12b-1 fees paid by the Funds under the Plans as follows:

 

Fund

   Compensation to
Broker-Dealers
     Retained
by Distributor
     Total  

Global Growth Fund

   $ 19,178      $ 0      $ 19,178  

Select Fund

   $ 88,101      $ 0      $ 88,101  

Senior Floating Rate and Fixed Income Fund

   $ 2,232,467      $ 0      $ 2,232,467  

OWNERSHIP OF FUND SHARES

As of March 4, 2021, to the Trust’s knowledge, the following persons owned of record or beneficially 5% or more of the outstanding shares of the indicated classes of the Funds set forth below.1 As of March 4, 2021, there were no outstanding Class T shares of the Funds.

 

10


Fund

  

Shareholder and Address

   Ownership Percentage  
Global Growth Fund2

 

(Class A)

  

Pershing LLC

Jersey City, NJ 07399-0001

     21.08
  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94105-1905

     12.50
  

LPL Financial

San Diego, CA 92121-3091

     7.07
  

UBS WM USA

Weehawken, NJ 07086-6761

     6.90
  

National Financial Services LLC

Jersey City, NJ 07310-1995

     5.85

(Class C)

  

UBS WM USA4

Weehawken, NJ 07086-6761

     50.49
  

LPL Financial

San Diego, CA 92121-3091

     28.13
  

Pershings LLC

Jersey City, NJ 07399-0001

     13.08

(Class N)

  

Aziz V. Hamzaogullari

Wellesley Hills, MA 02481-4819

     99.95

(Class Y)

  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94105-1905

     41.49
  

LPL Financial

San Diego, CA 92121-3091

     23.50
  

Pershings LLC

Jersey City, NJ 07399-0001

     15.88

Senior Floating Rate and Fixed Income Fund

 

(Class A)

  

Merrill Lynch Pierce Fenner & Smith Inc.

Jacksonville, FL 32246-6484

     27.16
  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94105-1905

     15.86
  

UBS WM USA

Weehawken, NJ 07086-6761

     13.10

 

 

11


  

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

New York, NY 10004-1965

     7.39%  

(Class C)

  

UBS WM USA

Weehawken, NJ 07086-6761

     17.77%  
  

Merrill Lynch Pierce Fenner & Smith Inc.

Jacksonville, FL 32246-6484

     16.03%  
  

Wells Fargo Clearing Services LLC

For the Exclusive Benefit of Customer

St. Louis, MO 63103-2523

     15.68%  
  

LPL Financial

San Diego, CA 92121-3091

     8.16%  
  

American Enterprise Investment SVC

Minneapolis, MN 55401-2405

     7.89%  
  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94105-1905

     7.65%  
  

Raymond James

St. Petersburg, FL 33716-1100

     6.89%  

(Class N)

  

JP Morgan Securities LLC

For the Exclusive Benefit of Customers

Brooklyn, NY 11245-0003

     91.16%  
  

Pershing LLC

Jersey City, NJ 07399-0001

     8.04%  

(Class Y)

  

Merrill Lynch Pierce Fenner & Smith Inc.

Jacksonville, FL 32246-6484

     17.01%  
  

UBS WM USA

Weehawken, NJ 07086-6761

     14.16%  
  

Raymond James

St. Petersburg, FL 33716-1100

     7.42%  
  

American Enterprise Investment SVC

Minneapolis, MN 55401-2405

     7.14%  
  

Wells Fargo Clearing Services LLC

For the Exclusive Benefit of Customer

St. Louis, MO 63103-2523

     6.51%  

 

12


  

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

New York, NY 10004-1965

     6.03%  
  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94104-4151

     5.68%  
  

LPL Financial

San Diego, CA 92121-3091

     5.24%  

Select Fund3

 

(Class A)

  

Raymond James

St. Petersburg, FL 33716-1100

     18.49%  
  

UBS WM USA

Weehawken, NJ 07086-6761

     11.32%  
  

Pershing LLC

San Francisco, CA 94104-4151

     10.71%  
  

LPL Financial

San Diego, CA 92121-3091

     6.47%  
  

Merrill Lynch Pierce Fenner & Smith Inc.

For the Sole Benefit of its Customers

Jacksonville, FL 32246-6484

     5.47%  
  

TD Ameritrade Inc.

For the Benefit of Our Customers

Omaha, NE 68103-2226

     5.08%  

(Class C)

  

LPL Financial

San Diego, CA 92121-3091

     19.24%  
  

Wells Fargo Clearing Services LLC

For the Exclusive Benefit of Customer

St. Louis, MO 63103-2523

     18.22%  
  

Pershing LLC

Jersey City, NJ 07399-0001

     16.21%  
  

UBS WM USA

Weehawken, NJ 07086-6761

     15.87%  

(Class N)

  

Natixis Advisors, L.P.

Boston, MA 02199-8197

     99.90%  

(Class Y)

  

National Financial Services LLC

Jersey City, NJ 07310-1995

     33.04%  
  

Charles Schwab & Co. Inc.

For the Benefit of Customers

San Francisco, CA 94104-4151

     23.65%  

 

13


  

Raymond James

St. Petersburg, FL 33716-11001

     16.02%  
  

UBS WM USA

Weehawken, NJ 07086-6761

     7.67%  

 

1

Such ownership may be beneficially held by individuals or entities other than the owner listed. To the extent that any listed shareholder beneficially owns more than 25% of a Fund, it may be deemed to “control” such Fund within the meaning of the 1940 Act. The effect of such control may be to reduce the ability of other shareholders of such Fund to take actions requiring the affirmative vote of holders of a plurality or majority of the Fund’s shares without the approval of the controlling shareholder.

2

As of March 4, 2021, Charles Schwab & Co. Inc. owned 35.47% of the Global Growth Fund and therefore may be presumed to “control” the Fund, as that term is defined in the 1940 Act.

3

As of March 4, 2021, National Financial Services LLC owned 39.78% of the Select Fund and therefore may be presumed to “control” the Fund, as that term is defined in the 1940 Act. However, such ownership may be beneficially held by individuals or entities other than National Financial Services LLC

Ownership of shares of a Fund may be concentrated in one or a few large investors. For Funds that have recently launched and/or have limited operating history, such investors may include an affiliate of the Fund’s Adviser. A Fund may experience large and/or frequent redemptions or investments due to transactions in Fund shares by funds of funds, other large shareholders or similarly managed accounts. While it is impossible to predict the overall effect of these transactions over time, there could be an adverse impact on a Fund’s performance. In the event of such redemptions or investments, a Fund could be required to sell securities or to invest cash at a time when it may not otherwise desire to do so. Such transactions may increase a Fund’s brokerage and/or other transaction costs. In addition, when funds of funds or other investors own a substantial portion of a Fund’s shares, a large redemption could cause actual expenses to increase, or could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Redemptions by a large investor may increase realized capital gains, including short-term capital gains taxable as ordinary income, may accelerate the realization of taxable income to shareholders and may limit the use of any capital loss carryforwards and certain other losses to offset future realized capital gains (if any). The impact of these transactions is likely to be greater when a fund of funds or other significant investor purchases, redeems, or owns a substantial portion of the Fund’s shares. When possible, a Fund’s Adviser will consider how to minimize these potential adverse effects, and may take such actions as it deems appropriate to address potential adverse effects, including redemption of shares in-kind rather than in cash or carrying out the transactions over a period of time, although there can be no assurance that such actions will be successful.

THE TRUST

The Trust is registered with the SEC as an open-end management investment company. The Trust is organized as a Massachusetts business trust under the laws of Massachusetts pursuant to a Declaration of Trust dated May 6, 1931, as last amended and restated on June 2, 2005 (the “Declaration of Trust”), and consisted of a single Fund (now the Natixis Oakmark Fund) until January 1989, when the Trust was reorganized as a “series” company as described in Section 18(f)(2) of the 1940 Act. Currently, each series (with the exception of ASG Dynamic Allocation Fund, Loomis Sayles Strategic Alpha Fund, Select Fund, and Senior Floating Rate and Fixed Income Fund) of the Trust is diversified. The name of the Trust has changed several times since its organization as noted below:

 

Trust Name

  

Date

Investment Trust of Boston    May 1931 to November 1988
Investment Trust of Boston Funds    December 1988 to April 1992
TNE Funds Trust    April 1992 to March 1994
New England Funds Trust II    April 1994 to January 2000
Nvest Funds Trust II    January 2000 to April 2001
CDC Nvest Funds Trust II    May 2001 to April 2005

IXIS Advisor Funds Trust II

  

April 2005 to August 2007

Natixis Funds Trust II

  

August 2007 to present

 

14


INVESTMENT STRATEGIES AND RISKS

The descriptions below summarize and describe certain investment strategies, including particular types of securities, instruments or specific practices that may be used by the Advisers or Subadviser in managing a Fund. Each Fund’s principal strategies are described in its Prospectus. This Statement describes some of the non-principal strategies the Funds may use, in addition to providing additional information, including related risks, about their principal strategies.

The list of securities or other instruments under each category below is not intended to be an exclusive list of securities, instruments and practices for investment. Unless a strategy, practice or security is specifically prohibited by the investment restrictions listed in a Fund’s Prospectus, in the section “Investment Restrictions” in this Statement or under applicable law, each Fund may engage in each of the strategies and invest in securities and instruments in addition to those listed below. The Advisers or Subadviser may invest in a general category listed below and, where applicable, with particular emphasis on a certain type of security, but investment is not limited to the categories listed below or the securities specifically enumerated under each category. A Fund is not required to engage in a particular transaction or invest in any security or instrument, even if to do so might benefit the Fund. The Advisers or Subadviser may invest in some securities under a given category as a primary strategy and in other securities under the same category as a secondary strategy. The Advisers or Subadviser may invest in any security that falls under the specific category, including securities that are not listed below. The relevant Prospectus and/or this Statement will be updated if a Fund begins to engage in investment practices that are not described in a Prospectus and/or this Statement.

Adjustable-Rate Mortgage Securities (“ARM”)

Some Funds may invest in ARMs. An ARM, like a traditional mortgage security, is an interest in a pool of mortgage loans that provides investors with payments consisting of both principal and interest as mortgage loans in the underlying mortgage pool are paid off by the borrowers. ARMs have interest rates that are reset at periodic intervals, usually by reference to some interest rate index or market interest rate. Although the rate adjustment feature may act as a buffer to reduce sharp changes in the value of adjustable rate securities, these securities are still subject to changes in value based on changes in market interest rates or changes in the issuer’s creditworthiness. Since the interest rates are reset only periodically, changes in the interest rate on ARMs may lag behind changes in prevailing market interest rates. In addition, some ARMs (or the underlying mortgages) are subject to caps or floors that limit the maximum change in interest rate during a specified period or over the life of the security. As a result, changes in the interest rate on an ARM may not fully reflect changes in prevailing market interest rates during certain periods. Because of the resetting of interest rates, ARMs are less likely than non-adjustable rate securities of comparable quality and maturity to increase significantly in value when market interest rates fall. In addition, a Fund will not benefit from increases in interest rates to the extent that interest rates rise to the point where they cause the current coupon of the underlying ARM to exceed a cap rate for a particular mortgage. See the section “Mortgage-Related Securities” for more information on the risks involved in ARMs.

Asset-Backed Securities

Some of the Funds may invest in asset-backed securities, which are securities that represent a participation in, or are secured by and payable from, a stream of payments generated by particular assets, most often a pool or pools of similar assets (e.g., trade receivables). The credit quality of these securities depends primarily upon the quality of the underlying assets and the level of credit support and/or enhancement provided. Mortgage-backed securities are a type of asset-backed security. The securitization techniques used to develop mortgage securities are also applied to a broad range of other assets. Through the use of trusts and special purpose vehicles, assets, such as automobile and credit card receivables, are securitized in pass-through structures similar to mortgage pass-through structures or in a pay-through structure similar to a collateralized mortgage obligation (“CMO”) structure (described herein). Generally, the issuers of asset-backed bonds, notes or pass-through certificates are special purpose entities and do not have any significant assets other than the receivables securing such obligations. In general, the collateral supporting asset-backed securities is of shorter maturity than mortgage loans. Instruments backed by pools of receivables are similar to mortgage-backed securities in that they are subject to unscheduled prepayments of principal prior to maturity. When the obligations are prepaid, a Fund will ordinarily reinvest the prepaid amounts in securities, the yields of which reflect

 

15


interest rates prevailing at the time. Therefore, a Fund’s ability to maintain a portfolio that includes high-yielding asset-backed securities will be adversely affected to the extent that prepayments of principal must be reinvested in securities that have lower yields than the prepaid obligations. Moreover, prepayments of securities purchased at a premium could result in a realized loss. In addition, the value of some mortgage-backed or asset-backed securities in which a Fund invests may be particularly sensitive to changes in prevailing interest rates, and the ability of a Fund to successfully utilize these instruments may depend in part upon the ability of the Advisers or Subadviser to forecast interest rates and other economic factors correctly. These types of securities may also decline for reasons associated with the underlying collateral. Asset-backed securities involve risks similar to those described in the section “Mortgage-Related Securities.” Some Funds may also invest in residual interests in asset-backed securities, which are interests in the excess cash flow remaining after the issuer makes required payments on the securities and pays related administrative expenses. The total amount of residual cash flow resulting from a particular issue of asset-backed securities depends in part on the characteristics of the underlying assets, the coupon rate on the securities, prevailing interest rates, the amount of administrative expenses and the actual performance of the underlying assets. Among other things, such performance is influenced by the amount and timing of losses incurred on the assets and leasing and disposition activity of the asset manager.

Certain Funds may also gain exposure to asset-backed securities through entering into credit default swaps or other derivative instruments related to this asset class. For example, a Fund may enter into credit default swaps on asset-backed securities, which are indices made up of tranches of asset-backed securities, each with different credit ratings. Utilizing asset-backed securities, one can either gain synthetic risk exposure to a portfolio of such securities by “selling protection” or take a short position by “buying protection.” The protection buyer pays a monthly premium to the protection seller, and the seller agrees to cover any principal losses and interest shortfalls of the referenced underlying asset-backed securities. Credit default swaps and other derivative instruments related to asset-backed securities are subject to the risks associated with asset-backed securities generally, as well as the risks of derivative transactions. See the section “Derivative Instruments” below.

Bank-Issued Investments

Certain Funds may invest a portion of their assets in certificates of deposit (certificates representing the obligation of a bank to repay funds deposited with it for a specified period of time), time deposits (non-negotiable deposits maintained in a bank for a specified period of time up to seven days at a stated interest rate), bankers’ acceptances (credit instruments evidencing the obligation of a bank to pay a draft drawn on it by a customer) and other securities and instruments issued by domestic banks, foreign branches of domestic banks, foreign subsidiaries of domestic banks and domestic and foreign branches of foreign banks.

U.S. dollar-denominated obligations issued by foreign branches of domestic banks or foreign branches of foreign banks (“Eurodollar” obligations) and other foreign obligations involve special investment risks, including the possibility that (i) liquidity could be impaired because of future political and economic developments, (ii) the obligations may be less marketable than comparable domestic obligations of domestic issuers, (iii) a foreign jurisdiction might impose withholding or other taxes on interest income payable on those obligations, (iv) deposits may be seized or nationalized, (v) foreign governmental restrictions such as exchange controls may be adopted which might adversely affect the payment of principal and interest on those obligations, (vi) the selection of foreign obligations may be more difficult because there may be less information publicly available concerning foreign issuers, (vii) there may be difficulties in enforcing a judgment against a foreign issuer, or (viii) the accounting, auditing and financial reporting standards, practices and requirements applicable to foreign issuers may differ from those applicable to domestic issuers. In addition, foreign banks are not subject to examination by U.S. government agencies or instrumentalities.

Borrowing

The Senior Floating Rate and Fixed Income Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its cash flow or to redeem shares, which is a technique called “leverage.” In addition to borrowing money from banks, the Fund may engage in certain other investment transactions that may be viewed as forms of financial leverage – for example, using mortgage dollar rolls, entering into when-issued, delayed-delivery or forward commitment transactions or using derivatives such as futures contracts, warrants, structured notes, foreign currency transactions, credit default swaps, options contracts,

 

16


swap transactions and forward currency contracts. Because the Fund either (i) sets aside cash (or other liquid assets) on its books in respect of such transactions during the period in which the transactions are open or (ii) otherwise “covers” its obligations under the transactions, such as by holding offsetting investments, the Fund does not consider these transactions to be borrowings for purposes of its investment restrictions or “senior securities” for purposes of the 1940 Act. Borrowing will increase the Fund’s exposure to fluctuations in the prices of its assets and, therefore, the volatility of its share price, exaggerating any increase or decrease in the net asset value (“NAV”) of the Fund. In addition, the interest that the Fund pays on borrowed money, together with any other costs of borrowing, are additional costs borne by the Fund and could reduce or eliminate any net investment profits. Unless profits on assets acquired with borrowed funds exceed the costs of borrowing, the use of borrowing will diminish the investment performance of the Fund compared with what it would have been without borrowing. When the Fund borrows money it must comply with certain asset coverage requirements, which at times may require the Fund to dispose of some of its holdings at unfavorable times or prices.

The Senior Floating Rate and Fixed Income Fund has entered into a committed, secured line of credit with a bank under which it expects to borrow for investment purposes. In connection with its borrowings under this agreement, the Fund will be required to maintain specified asset coverage with respect to such borrowings by both the 1940 Act and the terms of its credit facility with the bank. The terms of the credit facility will require the Fund to maintain asset coverage levels that may be more restrictive than the provisions of the 1940 Act in connection with borrowings and to pay a commitment or other fee to maintain the line of credit.

In the event of a default under the credit facility, the bank may have the right to cause a liquidation of the collateral (i.e., to sell Fund assets). In addition, in the event of a default, the Fund may delay the payment of redemption requests to the extent permitted under the 1940 Act. In certain limited, extreme circumstances, a default might also prevent the Fund from making distributions to shareholders sufficient to eliminate income or excise tax at the Fund level, or to be eligible to be treated as a “regulated investment company” (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). If the Fund were ineligible to be treated as a RIC and if the Fund were unable to cure such ineligibility, the Fund would be subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any distributions of net long-term capital gain, would generally be treated as ordinary income in the hands of shareholders.

Collateralized Loan Obligations (“CLOs”)

Some Funds may invest in Collateralized Loan Obligations (“CLOs”). CLOs are types of asset-backed securities. A CLO is a trust typically collateralized by a pool of loans, which may include, among others, domestic and foreign senior secured loans, senior unsecured loans and subordinate corporate loans, including loans that may be rated below investment grade or equivalent unrated loans. CLOs may charge management fees and administrative expenses. For CLOs, the cash flows from the trust are split into two or more portions, called tranches, varying in risk and yield. The riskiest portion is the “equity” tranche which bears the bulk of defaults from the loans in the trust and serves to protect the other, more senior tranches from default in all but the most severe circumstances. Since they are partially protected from defaults, senior tranches from a trust typically have higher ratings and lower yields than their underlying securities, and can be rated investment grade. Despite the protection from the equity tranche, CLO tranches can experience substantial losses due to actual defaults, increased sensitivity to defaults due to collateral default and disappearance of protecting tranches, market anticipation of defaults, as well as aversion to CLO securities as a class. Some Funds may invest in any tranche, including the equity tranche, of a CLO. The risks of an investment in a CLO depend largely on the type of the collateral securities and the class of the instrument in which a Fund invests. Normally, CLOs are privately offered and sold, and thus, are not registered under the securities laws. As a result, investments in CLOs may be characterized by a Fund as illiquid securities, although an active dealer market may exist for CLOs allowing them to qualify for Rule 144A under the Securities Act. In addition to the normal risks associated with debt instruments discussed elsewhere in the Prospectus and in this Statement (e.g., prepayment risk, credit risk, liquidity risk, market risk, structural risk, legal risk, default risk and interest rate risk (which may be exacerbated if the interest rate payable on a structured financing changes inversely to changes in interest rates or based on multiples of changes in interest rates)), CLOs may carry additional risks including, but are not limited to: (i) the possibility that distributions from collateral securities will not be adequate to make interest or other payments; (ii) the possibility that the quality of the collateral may decline in value or default; (iii) the possibility that investments in CLOs are subordinate to other classes or tranches thereof; and (iv) the complex structure of the security may not be fully understood at the time of investment and may produce disputes with the issuer or unexpected investment results.

 

17


Collateralized Mortgage Obligations (“CMOs”)

Some Funds may invest in CMOs, which are securities backed by a portfolio of mortgages or mortgage-backed securities held under indentures. CMOs may be issued either by U.S. government instrumentalities or by non-governmental entities. CMOs are not direct obligations of the U.S. government. The issuer’s obligation to make interest and principal payments is secured by the underlying portfolio of mortgages or mortgage-backed securities. CMOs are issued with a number of classes or series, which have different maturities and which may represent interests in some or all of the interest or principal on the underlying collateral or a combination thereof. CMOs of different classes generally are retired in sequence as the underlying mortgage loans in the mortgage pool are repaid. In the event of sufficient early prepayments on such mortgages, the class or series of the CMO first to mature generally will be retired prior to its maturity. Thus, the early retirement of a particular class or series of CMO held by a Fund would have a similar effect to the prepayment of mortgages underlying a mortgage pass-through security. CMOs and other asset-backed and mortgage-backed securities may be considered derivative instruments. CMOs involve risks similar to those described in the section “Mortgage-Related Securities.”

Commodities

Commodities are assets that have tangible properties, such as oil, metals, livestock or agricultural products. Historically, commodity investments have had a relatively high correlation with changes in inflation and a relatively low correlation to stock and bond returns. Exposure to commodities is often achieved through derivative instruments, such as commodity futures, and such investments therefore are subject to the risks associated with derivatives generally. See the section “Derivative Instruments.” Commodity-related securities and other instruments, such as futures, provide exposure, which may include long and/or short exposure, to the investment returns of physical commodities that trade in commodities markets, without investing directly in physical commodities. A Fund may invest in commodity-related securities and other instruments, such as structured notes, swap agreements, options, futures and options on futures that derive value from the price movement of commodities, or some other readily measurable economic variable dependent upon changes in the value of commodities or the commodities markets. However, investments in commodity-linked instruments do not generally provide a claim on the underlying commodity. In addition, the ability of a Fund to invest directly in commodities, and in certain commodity-related securities and other instruments, is subject to significant limitations in order to enable a Fund to maintain its status as a RIC under the Internal Revenue Code of 1986, as amended (the “Code”). See the section “Taxes” below for more information.

The value of commodity-related instruments may be affected by changes in overall market movements, volatility of the underlying benchmark, changes in interest rates or factors affecting a particular industry or commodity, such as droughts, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The value of commodity-related instruments will rise or fall in response to changes in the underlying commodity or related index. Investments in commodity-related instruments may be subject to greater volatility than non-commodity-based investments. A highly liquid secondary market may not exist for certain commodity-related instruments, and there can be no assurance that one will develop. Commodity-related instruments are also subject to credit and interest rate risks that in general affect the values of debt securities. A Fund may lose money on its commodity investments.

Convertible Securities

Some Funds may invest in convertible securities. Convertible securities include corporate bonds, notes or preferred stocks of U.S. or foreign issuers that can be converted into (exchanged for) common stocks or other equity securities. Convertible securities also include other securities, such as warrants, that provide an opportunity for equity participation. Since convertible securities may be converted into equity securities, their values will normally vary in some proportion with those of the underlying equity securities. Convertible securities usually provide a higher yield than the underlying equity, however, so that the price decline of a convertible security may sometimes be less substantial than that of the underlying equity security. Convertible securities generally are subject to the same risks as non-convertible fixed-income securities, but usually provide a lower yield than comparable fixed-income securities. Many convertible securities are relatively illiquid.

 

18


Corporate Reorganizations

Certain Funds may invest in securities for which a tender or exchange offer has been made or announced and in securities of companies for which a merger, consolidation, liquidation or reorganization proposal has been announced if, in the judgment of the Advisers or Subadviser, there is a reasonable prospect of capital appreciation significantly greater than the brokerage and other transaction expenses involved. The primary risk of such investments is that if the contemplated transaction is abandoned, revised, delayed or becomes subject to unanticipated uncertainties, the market price of the securities may decline below the purchase price paid by a Fund.

In general, securities which are the subject of such an offer or proposal sell at a premium to their historic market price immediately prior to the announcement of the offer or proposal. However, the increased market price of such securities may also discount what the stated or appraised value of the security would be if the contemplated transaction were approved or consummated. Such investments may be advantageous when the discount significantly overstates the risk of the contingencies involved; significantly undervalues the securities, assets or cash to be received by shareholders of the prospective company as a result of the contemplated transaction; or fails adequately to recognize the possibility that the offer or proposal may be replaced or superseded by an offer or proposal of greater value. The evaluation of such contingencies requires unusually broad knowledge and experience on the part of the Advisers or Subadviser, which must appraise not only the value of the issuer and its component businesses, but also the financial resources and business motivation of the offer or proposal as well as the dynamics of the business climate when the offer or proposal is in process.

Cybersecurity, Operational and Technology Risk

The Funds, their service providers, and other market participants increasingly depend on complex information technology and communications systems to conduct business functions. These systems are subject to a number of different threats or risks that could adversely affect the Funds and their shareholders. These risks include theft, loss, misuse, improper release, corruption and destruction of, or unauthorized access to, confidential or highly sensitive information relating to a Fund and its shareholders; and compromises or failures to systems, networks, devices and applications relating to the operations of a Fund and its service providers. Power outages, natural disasters, equipment malfunctions and processing errors that threaten these systems, as well as market events that occur at a pace that overloads these systems, may also disrupt business operations or impact critical data. Cybersecurity and other operational and technology issues may result in, among other things, financial losses to a Fund and its shareholders; the inability of a Fund to transact business with its shareholders or to engage in portfolio transactions; delays or mistakes in the calculation of a Fund’s net asset value (“NAV”) or other materials provided to shareholders; the inability to process transactions with shareholders or other parties; violations of privacy and other laws; regulatory fines, penalties and reputational damage; and compliance and remediation costs, legal fees and other expenses. A Fund’s service providers (including, but not limited to, the Fund’s investment adviser, any subadvisers, administrator, transfer agent, and custodian), financial intermediaries, companies in which a Fund invests and parties with which a Fund engages in portfolio or other transactions also may be adversely impacted by cybersecurity and other operational and technology risks, resulting in losses to a Fund or its shareholders. Furthermore, as a result of breaches in cybersecurity or other operational and technology disruptions or failures, an exchange or market may close or issue trading halts on specific securities or the entire market, which may result in the Funds being, among other things, unable to buy or sell certain securities or financial instruments or unable to accurately price their investments. The Funds have developed processes, risk management systems and business continuity plans designed to reduce the risks associated with cybersecurity and other operational and technology issues. However, there is no guarantee that those measures will be effective, particularly since the Funds do not directly control the cybersecurity defenses and operational and technology plans and systems of their service providers, financial intermediaries and companies in which they invest or with which they do business and there are inherent limitations in systems designed to minimize the risk of cyber-attacks through the use of technology, processes and controls. Additionally, such third party service providers may have limited indemnification obligations to the Advisers or the Fund. Similar types of cybersecurity risks also are present for issuers of securities in which the Funds invest, which could result in material adverse consequences for such issuers, and may cause a Fund’s investment in such securities to lose value.

 

19


Debt Securities

Each of the Funds may invest in debt securities. Debt securities are used by issuers to borrow money. The issuer usually pays a fixed, variable or floating rate of interest and must repay the amount borrowed at the maturity of the security. Some debt securities, such as zero-coupon securities, do not pay interest but are sold at a discount from their face values. Debt securities include corporate bonds, government securities and mortgage- and other asset-backed securities. Debt securities include a broad array of short-, medium- and long-term obligations issued by the U.S. or foreign governments, government or international agencies and instrumentalities, and corporate issuers of various types. Some debt securities represent uncollateralized obligations of their issuers; in other cases, the securities may be backed by specific assets (such as mortgages or other receivables) that have been set aside as collateral for the issuer’s obligation. Debt securities generally involve an obligation of the issuer to pay interest or dividends on either a current basis or at the maturity of the securities, as well as the obligation to repay the principal amount of the security at maturity.

Debt securities are subject to market/issuer risk and credit/counterparty risk. Credit/counterparty risk relates to the ability of the issuer to make payments of principal and interest and includes the risk of default. Sometimes, an issuer may make these payments from money raised through a variety of sources, including, with respect to issuers of municipal securities, (i) the issuer’s general taxing power, (ii) a specific type of tax, such as a property tax or (iii) a particular facility or project such as a highway. The ability of an issuer to make these payments could be affected by general economic conditions, issues specific to the issuer, litigation, legislation or other political events, the bankruptcy of the issuer, war, natural disasters, terrorism or other major events. U.S. government securities are not generally perceived to involve credit/counterparty risks to the same extent as investments in other types of fixed-income securities; as a result, the yields available from U.S. government securities generally are lower than the yields available from corporate and municipal debt securities. Market/issuer risk is the risk that the value of the security will fall because of changes in market rates of interest. Generally, the value of debt securities falls when market rates of interest are rising. Some debt securities also involve prepayment or call risk. This is the risk that the issuer will repay a Fund the principal on the security before it is due, thus depriving the Fund of a favorable stream of future interest payments.

Because interest rates vary, it is impossible to predict the income of a Fund that invests in debt securities for any particular period. Fluctuations in the value of a Fund’s investments in debt securities will cause the Fund’s NAV to increase or decrease. See section “Variable and Floating Rate Instruments.”

Derivative Instruments

Some Funds may, but are not required to, use derivative instruments for risk management purposes or to seek to enhance investment returns. Generally, derivatives are financial contracts whose value depends upon, or is derived from, the value of an underlying asset, reference rate or index, and may relate to stocks, bonds, interest rates, currencies or currency exchange rates, commodities, related indices and other assets. For additional information about the use of derivatives in connection with foreign currency transactions, see the section “Foreign Currency Transactions.” An Adviser or Subadviser may decide not to employ one or more of these strategies and there is no assurance that any derivatives strategy used by a Fund will succeed. In addition, suitable derivative transactions may not be available in all circumstances and there can be no assurance that a Fund will engage in these transactions to reduce exposure to other risks when that would be beneficial. Examples of derivative instruments that a Fund may use include (but are not limited to) options and warrants, futures contracts, options on futures contracts, structured notes, zero-strike warrants and options, swap agreements (including total return, interest rate and credit default swaps), swaptions and debt-linked and equity-linked securities.

Derivatives involve special risks, including credit/counterparty risk, correlation risk, illiquidity, difficulties in valuation, leverage risk and, to the extent an Adviser’s or Subadviser’s view as to certain market movements is incorrect, the risk that the use of derivatives could result in significantly greater losses or lower income or gains than if they had not been used. A Fund’s derivative counterparties may experience financial difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund. Losses resulting from the use

 

20


of derivatives will reduce a Fund’s NAV, and possibly income, and the losses may be significantly greater than if derivatives had not been used. The degree of a Fund’s use of derivatives may be limited by certain provisions of the Code. When used, derivatives may affect the amount, timing and/or character of distributions payable to, and thus taxes payable by, shareholders. See the subsection “Certain Additional Risks of Derivative Instruments” below for additional information about the risks relating to derivative instruments.

Several types of derivative instruments in which a Fund may invest are described in more detail below. However, the Funds are not limited to investments in these instruments and may decide not to employ any or all of these strategies.

Asset Segregation and Coverage

A Fund will segregate with its custodian or otherwise designate on its records liquid assets to ensure that it has sufficient liquid assets to meet its obligations under its derivatives contracts and similar transactions, or a Fund may engage in other measures to “cover” its obligations with respect to such transactions. The amounts that are segregated or designated may be based on the notional value of the derivative or on the daily mark-to-market obligation under the derivatives contract and may be reduced by amounts on deposit with the applicable broker or counterparty to the derivatives transaction. In certain circumstances, a Fund may enter into an offsetting position rather than segregating or designating liquid assets (e.g., a Fund may cover a written put option with a purchased put option with the same or higher exercise price). Although the Advisers or Subadviser will attempt to ensure that each Fund has sufficient liquid assets to cover its obligations under its derivatives contracts, it is possible that a Fund’s liquid assets may be insufficient to support such obligations under its derivatives positions. A Fund may modify its asset segregation policies from time to time.

Futures Contracts

Futures transactions involve a Fund’s buying or selling futures contracts. A futures contract is an agreement between two parties to buy and sell a particular security, commodity, currency or other asset, or group or index of securities, commodities, currencies or other assets for a specified price on a specified future date. A futures contract creates an obligation by the seller to deliver and the buyer to take delivery of the type of instrument or cash (depending on whether the contract calls for physical delivery or cash settlement) at the time and in the amount specified in the contract. In the case of futures on an index, the seller and buyer agree to settle in cash, at a future date, based on the difference in value of the contract between the date it is opened and the settlement date. The value of each contract is equal to the value of the index from time to time multiplied by a specified dollar amount. For example, S&P 500® Index futures may trade in contracts with a value equal to $250 multiplied by the value of the S&P 500® Index.

When an investor, such as a Fund, enters into a futures contract, it is required to deposit with (or for the benefit of) its broker as “initial margin” an amount of cash or short-term, high-quality/liquid securities (such as U.S. Treasury bills or high-quality tax-exempt bonds acceptable to the broker) equal to approximately 2% to 5% of the delivery or settlement price of the contract (depending on applicable exchange rules and the terms of a Fund’s contractual arrangement with its broker). Initial margin is held to secure the performance of the holder of the futures contract. As the value of the contract changes, the value of futures contract positions increases or declines. At the end of each trading day, the amount of such increase and decline is received and paid respectively by and to the holders of these positions. The amount received or paid is known as “variation margin.”

The gain or loss on a futures position is equal to the net variation margin received or paid over the time the position is held, plus or minus the amount received or paid when the position is closed, minus brokerage commissions and other transaction costs. Should the value of the assets in the margin account drop below the minimum amount required to be maintained, or “maintenance margin,” a Fund will be required to deposit additional assets to the account.

Although many futures contracts call for the delivery (or acceptance) of the specified instrument, futures are usually cash-settled or closed out before the settlement date through the purchase (or sale) of an offsetting contract. If the price of the sale of the futures contract by a Fund is less than the price of the offsetting purchase (in each case taking into account any brokerage commission and other transaction costs), the Fund will realize a loss. A futures sale is closed by purchasing a futures contract for the same aggregate amount of the specific type of financial instrument or commodity and with the same delivery date. Similarly, a futures purchase is closed by the purchaser selling an offsetting futures contract.

 

21


Futures contract prices, and the prices of the related contracts in which a Fund may trade, may be highly volatile. Such prices are influenced by, among other things: changing supply and demand relationships; government trade, fiscal, monetary and exchange control programs and policies; national and international political and economic events; and changes in interest rates. In addition, governments from time to time intervene, directly and by regulation, in these markets, with the specific intention of influencing such prices. The effect of such intervention is often heightened by a group of governments acting in concert. However, if futures or options are used to hedge portfolio securities, an increase in the price of the securities, if any, may partially or completely offset losses on the futures contract.

Furthermore, the low margin deposits normally required in futures trading permit an extremely high degree of leverage. Accordingly, a relatively small price movement in a futures contract can result in immediate and substantial losses to the investor. As an added risk in these volatile and highly leveraged markets, it is not always possible to liquidate futures positions to prevent further losses or recognize unrealized gains. Positions in futures contracts and options on futures contracts may be established or closed out only on an exchange or board of trade. There is no assurance that a liquid market on an exchange or board of trade will exist for any particular contract or at any particular time. Illiquidity can arise due to daily price limits taking effect or to market disruptions. Futures positions may be illiquid because certain commodity exchanges limit fluctuations in certain futures contract prices during a single day through regulations referred to as “daily price fluctuation limits” or “daily limits.” Under such daily limits, during a single trading day no trades may be executed at prices beyond the daily limits. Once the price of a particular futures contract has increased or decreased by an amount equal to the daily limit, positions in that contract can neither be taken nor liquidated unless market participants are willing to effect trades at or within the limit. Futures prices have occasionally moved beyond the daily limits for several consecutive days with little or no trading. If there is not a liquid market at a particular time, it may not be possible to close a futures or options position at such time, and, in the event of adverse price movements, a Fund would continue to be required to make daily cash payments of variation margin. The potential inability to liquidate futures positions creates the possibility of a Fund being unable to control its losses. If a Fund were to borrow money to use for trading purposes, the effects of such leverage would be magnified. Cash posted as margin in connection with a Fund’s futures contracts will not be available to the Fund for investment or other purposes.

Funds that invest in futures contracts may be subject to risks related to rolling. When investing in futures contracts, a Fund will generally seek to “roll” its futures positions rather than hold them through expiration. In some circumstances, the prices of futures contracts with near-term expirations are lower than the prices of similar futures contracts with longer-term expirations, resulting in a cost to “roll” the futures contracts. The actual realization of a potential roll cost will depend on the difference in prices of futures contracts with near- and longer-term expirations, and the rolling of futures positions may result in losses to a Fund.

Commodity Futures Contracts

Some Funds may invest in commodity futures contracts. There are additional risks associated with transactions in commodity futures contracts including, but not limited to the following:

Storage. Unlike the financial futures markets, in the commodity futures markets there are costs of physical storage associated with purchasing the underlying commodity. The price of the commodity futures contract will reflect the storage costs of purchasing the physical commodity, including the time value of money invested in the physical commodity. To the extent that the storage costs for an underlying commodity change while a Fund is invested in futures contracts on that commodity, the value of the futures contract may also change (even if the Fund does not intend to physically settle the commodity futures contract). While the Funds typically do not intend to physically settle any commodity futures contracts, physical delivery of commodities can result in temporary illiquidity and a Fund would incur additional charges associated with the holding and safekeeping of any such commodities.

Reinvestment. In the commodity futures markets, producers of the underlying commodity may decide to hedge the price risk of selling the commodity by selling futures contracts today to lock in the price of the commodity at the relevant delivery date. In order to induce speculators to purchase the other side of the same futures contract, the commodity producer generally must sell the futures contract at a lower price than the expected future spot price.

 

22


Conversely, if most hedgers in the futures market are purchasing futures contracts to hedge against a rise in prices, then speculators will only sell the other side of the futures contract at a higher futures price than the expected future spot price of the commodity. The changing positions and views of the participants in the commodity markets will influence whether futures prices are above or below the expected future spot price, which can have significant implications for a Fund. If the positions and views of the participants in futures markets have shifted when it is time for a Fund to reinvest the proceeds of a maturing contract in a new futures contract, a Fund might reinvest at higher or lower futures prices, or choose to pursue other investments.

Speculative Position Limits.

The U.S. Commodity Futures Trading Commission (“CFTC”) and domestic futures exchanges have established (and continue to evaluate and monitor) speculative position limits (“position limits”) on the maximum speculative position which any person, or group of persons acting in concert, may hold or control in particular contracts In addition, starting January 1, 2023 federal position limits will apply to swaps that are economically equivalent to futures contracts that are subject to CFTC set speculative limits. All positions owned or controlled by the same person or entity, even if in different accounts, must be aggregated for purposes of complying with speculative limits. Thus, even if a Fund does not intend to exceed applicable position limits, it is possible that different clients managed by the Adviser and its affiliates may be aggregated for this purpose. Therefore, the trading decisions of the Advisers may have to be modified and positions held by a Fund liquidated in order to avoid exceeding such limits. The modification of investment decisions or the elimination of open positions, if it occurs, may adversely affect the profitability of a Fund. A violation of position limits could also lead to regulatory action materially adverse to a Fund’s investment strategy.

Index Futures Contracts

In the case of futures on an index, the seller and buyer agree to settle in cash, at a future date, based on the difference in value of the contract between the date it is opened and the settlement date. The value of each contract is equal to the value of the index from time to time multiplied by a specified dollar amount. For example, S&P 500® Index futures may trade in contracts with a value equal to $250 multiplied by the value of the S&P 500® Index. The price of index futures may not correlate perfectly with movement in the relevant index due to certain market distortions. One such distortion stems from the fact that all participants in the futures market are subject to margin deposit and maintenance requirements. Rather than meeting additional margin deposit requirements, investors may close futures contracts through offsetting transactions, which could distort the normal relationship between the index and futures markets. Another market distortion results from the deposit requirements in the futures market being less onerous than margin requirements in the securities market, and as a result the futures market may attract more speculators than does the securities market. A third distortion is caused by the fact that trading hours for foreign stock index futures may not correspond perfectly to hours of trading on the foreign exchange to which a particular foreign stock index futures contract relates. This may result in a disparity between the price of index futures and the value of the relevant index due to the lack of continuous arbitrage between the index futures price and the value of the underlying index. Finally, hedging transactions using stock indices involve the risk that movements in the price of the index may not correlate with price movements of the particular portfolio securities being hedged.

Options

Options transactions may involve a Fund’s buying or writing (selling) options on securities, futures contracts, securities indices (including futures on securities indices) or currencies. A Fund may engage in these transactions either to enhance investment return or to hedge against changes in the value of other assets that it owns or intends to acquire.

Options can generally be classified as either “call” or “put” options. There are two parties to a typical options transaction: the “writer” (seller) and the “buyer.” A call option gives the buyer the right to buy a security or other asset (such as an amount of currency or a futures contract) from, and a put option gives the buyer the right to sell a security or other asset to, the option writer at a specified price, on or before a specified date. The buyer of an option pays a premium when purchasing the option, which reduces the return (by the amount of such premium) on the underlying security or other asset if the option is exercised, and results in a loss (equal to the amount of such premium) if the option expires unexercised. The writer of an option receives a premium from writing an option, which may increase its return if the option expires or is closed out at a profit. An “American-style” option allows exercise of the option at any time during the term of the option. A “European-style” option allows an option to be exercised only at a specific time or times, such as the end of its term. Options may be traded on or off an established securities or options exchange.

 

23


If the holder (writer) of an option wishes to terminate its position, it may seek to effect a closing sale transaction by selling (buying) an option identical to the option previously purchased. The effect of the purchase is that the previous option position will be canceled. A Fund will realize a profit from closing out an option if the price received for selling the offsetting position is more than the premium paid to purchase the option; the Fund will realize a loss from closing out an option transaction if the price received for selling the offsetting option is less than the premium paid to purchase the option (in each case taking into account any brokerage commission and other transaction costs). Since premiums on options having an exercise price close to the value of the underlying securities or futures contracts usually have a time value component (i.e., a value that diminishes as the time within which the option can be exercised grows shorter), the value of an options contract may change as a result of the lapse of time even though the value of the futures contract or security underlying the option (and of the security or other asset deliverable under the futures contract) has not changed.

As an alternative to purchasing call and put options on index futures, a Fund may purchase or sell call or put options on the underlying indices themselves. Such options would be used in a manner similar to the use of options on index futures.

Warrants and Rights

Some Funds may invest in warrants and rights. A warrant is an instrument that gives the holder a right to purchase a given number of shares of a particular security at a specified price until a stated expiration date. Buying a warrant generally can provide a greater potential for profit or loss than an investment of equivalent amounts in the underlying common stock. The market value of a warrant does not necessarily move with the value of the underlying securities. If a holder does not sell the warrant, it risks the loss of its entire investment if the market price of the underlying security does not, before the expiration date, exceed the exercise price of the warrant. Investment in warrants is a speculative activity. Warrants pay no dividends and confer no rights (other than the right to purchase the underlying securities) with respect to the assets of the issuer. A right is a privilege granted to existing shareholders of a corporation to subscribe for shares of a new issue of common stock before it is issued. Rights normally have a short life, usually two to four weeks, are freely transferable and entitle the holder to buy the new common stock at a lower price than the public offering price.

Some Funds may invest in low exercise price call warrants, which are equity call warrants with an exercise price that is very low relative to the market price of the underlying instrument at the time of issue. Low exercise price call warrants are typically used to gain exposure to stocks in difficult to access local markets. The warrants typically have a strike price set such that the value of the warrants will be identical to the price of the underlying stock. The value of the warrants is correlated with the value of the underlying stock price and therefore, the risk and return profile of the warrants is similar to owning the underlying securities. In addition, the owner of the warrant is subject to the risk that the issuer of the warrant (i.e., the counterparty) will default on its obligations under the warrant. The warrants have no voting rights. Dividends issued to the warrant issuer by the underlying company will generally be distributed to the warrant holders, net of any taxes or commissions imposed by the local jurisdiction in respect of the receipt of such amount. Low exercise price call warrants are typically sold in private placement transactions, may be illiquid and may be classified as derivative instruments.

Options on Indices

Some Funds may transact in options on indices (“index options”). Put and call index options are similar to puts and calls on securities or futures contracts except that all settlements are in cash and gain or loss at expiration depends on changes in the index in question rather than on price movements in individual securities or futures contracts. When a Fund writes an index call option, it receives a premium and undertakes the obligation that, prior to the expiration date (or, upon the expiration date for European-style options), the purchaser of the call, upon exercise of the call, will receive from the Fund an amount of cash if the exercise settlement value of the relevant index is greater than the exercise price of the call. The manner of determining “exercise settlement value” for a particular option series is fixed by the options market on which the series is traded. S&P 500® Index options, for example, have a settlement value

 

24


that is calculated using the opening sales price in the primary market of each component security on the last business day (usually a Friday) before the expiration date. The amount of cash is equal to the difference between the exercise settlement value of the index and the exercise price of the call times a specified multiple (“multiplier”). When a Fund buys an index call option, it pays a premium and has the same rights as to such call as are indicated above. When a Fund buys an index put option, it pays a premium and has the right, prior to the expiration date (or, upon the expiration date for European-style options), to collect, upon the Fund’s exercise of the put, an amount of cash equal to the difference between the exercise price of the option and the exercise settlement value of the index, times a multiplier, similar to that described above for calls, if the exercise settlement value is less than the exercise price. When a Fund writes an index put option, it receives a premium and the purchaser of the put has the right, prior to the expiration date, to require the Fund to deliver to it an amount of cash equal to the difference between the exercise settlement value of the index and exercise price times the multiplier, if the exercise settlement value is less than the exercise price.

Exchange-Traded and Over-the-Counter Options

Some Funds may purchase or write both exchange-traded and OTC options. OTC options differ from exchange-traded options in that they are bilateral, uncleared contracts, with price and other terms negotiated between buyer and seller, and generally do not have as much market liquidity as exchange-traded options.

An exchange-traded option may be closed out before its scheduled maturity only on an exchange that generally provides a liquid secondary market for an option of the same series. If a liquid secondary market for an exchange-traded option does not exist, it might not be possible to effect a closing transaction with respect to a particular option. Reasons for the absence of a liquid secondary market on an exchange include the following: (i) there may be insufficient trading interest in certain options; (ii) restrictions may be imposed by an exchange on opening transactions or closing transactions or both; (iii) trading halts, suspensions or other restrictions may be imposed with respect to particular classes or series of options or underlying securities; (iv) unusual or unforeseen circumstances may interrupt normal operations on an exchange; (v) the facilities of an exchange or the Options Clearing Corporation (“OCC”) or other clearing organization may not at all times be adequate to handle current trading volume; or (vi) one or more exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the trading of options (or a particular class or series of options), in which event the secondary market on that exchange (or in that class or series of options) would cease to exist, although outstanding options on that exchange that had been issued by the OCC as a result of trades on that exchange would continue to be exercisable in accordance with their terms.

An OTC option (an option not traded on an established exchange) may be closed out before its scheduled maturity only by agreement with the other party to the original option transaction. With OTC options, a Fund is not only subject to the credit/counterparty risk of the other party to the transaction, but also the risk that its counterparty will not permit the Fund to terminate the transaction before its scheduled maturity. While a Fund will seek to enter into OTC options only with dealers who agree to or are expected to be capable of entering into closing transactions with the Fund, there can be no assurance that the Fund will be able to liquidate an OTC option at a favorable price at any time prior to its expiration. OTC options are not subject to the protections afforded purchasers of listed options by the OCC or other clearing organizations.

Index Warrants

Some Funds may purchase put warrants and call warrants whose values vary depending on the change in the value of one or more specified securities indices (“index warrants”). Index warrants generally are issued by banks or other financial institutions and give the holder the right, at any time during the term of the warrant, to receive, upon exercise of the warrant, a cash payment from the issuer based on the value of the underlying index at the time of exercise. In general, if the value of the underlying index rises above the exercise price of the index warrant, the holder of a call warrant will be entitled to receive a cash payment from the issuer upon exercise based on the difference between the value of the index and the exercise price of the warrant; if the value of the underlying index falls, the holder of a put warrant will be entitled to receive a cash payment from the issuer upon exercise based on the difference between the exercise price of the warrant and the value of the index. The holder of a warrant would not be entitled to any payments from the issuer at a time when, in the case of a call warrant, the exercise price is more than the value of the underlying index, or in the case of a put warrant, the exercise price is less than the value of the underlying index. If a Fund were not to exercise an index warrant prior to its expiration, then the Fund would lose the amount of the purchase price paid by it for the warrant. A Fund will normally use index warrants in a manner similar to its use of options on securities indices.

 

25


The risks of a Fund’s use of index warrants generally are similar to those relating to its use of index options. Unlike most index options, however, index warrants are issued in limited amounts and are not obligations of a regulated clearing agency, but are backed only by the credit of the bank or other institution which issues the warrant. Also, index warrants generally have longer terms than index options. Although a Fund will normally invest only in exchange-listed warrants, index warrants are not likely to be as liquid as certain index options backed by a recognized clearing agency. In addition, the terms of index warrants may limit a Fund’s ability to exercise the warrants at such time, or in such quantities, as the Fund would otherwise wish to do.

Forward Contracts

As described in the section “Foreign Currency Transactions,” some Funds may invest in forward contracts. Forward contracts are transactions involving a Fund’s obligation to purchase or sell a specific currency or other asset at a future date at a specified price. For example, forward contracts may be used when an Adviser or Subadviser anticipates that particular foreign currencies will appreciate or depreciate in value or to take advantage of the expected relationships between various currencies, regardless of whether securities denominated in such currencies are held in a Fund’s investment portfolio. Forward contracts may also be used by a Fund for hedging purposes to protect against uncertainty in the level of future foreign currency exchange rates, such as when a Fund anticipates purchasing or selling a foreign security. This technique would allow a Fund to “lock in” the U.S. dollar price of the investment. Forward contracts also may be used to attempt to protect the value of a Fund’s existing holdings of foreign securities. There may be, however, imperfect correlation between a Fund’s foreign securities holdings and the forward contracts entered into with respect to such holdings. The cost to a Fund of engaging in forward contracts varies with factors such as the currency involved, the length of the contract period and the market conditions then prevailing.

Forward contracts are not traded on exchanges and are not standardized; rather, banks and dealers act as principals in these markets negotiating each transaction on an individual basis. Trading in forward contracts is generally unregulated. There is no limitation on the daily price movements of forward contracts. Principals in the forward markets have no obligation to continue to make markets in the forward contracts traded. There have been periods during which certain banks or dealers have refused to quote prices for forward contracts or have quoted prices with an unusually wide spread between the price at which they are prepared to buy and that at which they are prepared to sell. Disruptions can occur in the forward markets because of unusually high trading volume, government intervention or other factors. For example, the imposition of credit controls by governmental authorities might limit forward trading, to the possible detriment of a Fund. Forward contracts are subject to many of the same risks as options, warrants and futures contracts described above. As described in the section “Foreign Currency Transactions” below, forward contracts may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. In addition, the effect of changes in the dollar value of a foreign currency on the dollar value of the Fund’s assets and on the net investment income available for distribution may be favorable or unfavorable. A Fund’s investments in forward contracts may be subject to foreign currency risk. See the section “Foreign Currency Transactions” for more information.

Additionally, in their forward trading, the Funds are subject to the credit/counterparty risk of, or the inability or refusal to perform with respect to its forward contracts by, the principals with which the Funds trade. Funds on deposit with such principals are generally not protected by the same segregation requirements imposed on CFTC regulated commodity brokers and futures commission merchants (“FCMs”) in respect of customer funds on deposit with them. A Fund may place forward trades through agents, so that the insolvency or bankruptcy of such agents could also subject the Fund to the risk of loss

 

26


Swap Transactions

Some Funds may enter into a variety of swap transactions, including, but not limited to, interest rate, index, commodity, equity-linked, credit default, credit-linked and currency exchange swaps. A Fund may enter into swap transactions for a variety of reasons, including to preserve a return or spread on a particular investment or portion of its portfolio, to gain exposure to one or more securities, currencies, commodities or interest rates, to protect against or attempt to take advantage of currency fluctuations, to protect against any increase in the price of securities that a Fund anticipates purchasing at a later date, to efficiently gain exposure to certain markets, to add economic leverage to the Fund’s portfolio or to shift the Fund’s investment exposure from one type of investment to another.

Swap transactions are two-party contracts entered into primarily by institutional investors for periods ranging from a few weeks to a number of years. Swap agreements are individually negotiated and structured to include exposure to a variety of types of investments or market factors. In a standard “swap” transaction, two parties agree to exchange the returns (or differentials in rates of return) earned or realized on particular predetermined investments or instruments, which may be adjusted for an interest factor. The gross returns to be exchanged or “swapped” between the parties generally are calculated with respect to a “notional amount,” such as the return on or increase in value of a particular dollar amount invested at a particular interest rate or in a “basket” of securities representing a particular index. In a typical interest rate swap, for example, one party agrees to make regular payments equal to a floating interest rate times a “notional principal amount,” in return for payments equal to a fixed rate times the same amount, for the term of the swap agreement. The “notional principal amount” of a swap transaction is the agreed-upon basis for calculating the payments that the parties agree to exchange (i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate) in a particular foreign currency or commodity or in a “basket” of securities. Under most swap agreements, payments by the parties will be exchanged on a “net basis,” and a party will receive or pay, as the case may be, only the net amount of the two payments.

Swap transactions are sophisticated financial instruments that typically involve a small investment of cash relative to the magnitude of risks assumed. Swaps can be highly volatile and may have a considerable impact on a Fund’s performance, as the potential gain or loss on any swap transaction is not subject to any fixed limit. A Fund’s successful use of swap transactions will depend on the Adviser’s ability to predict correctly whether certain types of investments are likely to produce greater returns than other investments. Because swaps are two-party contracts that may be subject to contractual restrictions on transferability and termination and because they may have terms of greater than seven days, swap transactions may be considered to be illiquid. If a swap is not liquid, it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price, which may result in significant losses. A Fund may also suffer losses if it is unable to terminate (or terminate at the time and price desired) outstanding swap transactions (either by assignment or other disposition) or reduce its exposure through offsetting transactions.

Moreover, a Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. See the section entitled “Credit/Counterparty Risk” below.

Additionally, U.S. regulators, the European Union and certain other jurisdictions have adopted minimum margin and capital requirements for uncleared OTC derivatives transactions. These rules impose minimum margin requirements on derivatives transactions between a Fund and its swap counterparties and may increase the amount of margin the Fund is required to provide. They also impose regulatory requirements on the timing of transferring margin. They also effectively require changes to typical derivatives margin documentation. See the section “Risk of Government Regulation of Derivatives” below.

Some Funds may also enter into swaptions. A Fund may engage in swaptions for hedging purposes or to manage and mitigate credit and interest rate risk. A Fund may write (sell) and purchase put and call swaptions. The use of swaptions involves risks, including, among others, (i) imperfect correlation between movements of the price of the swaptions and the price of the securities, indices or other assets serving as reference instruments for the swaption, reducing the effectiveness of the instrument for hedging or investment purposes, (ii) the absence of a liquid market to sell a swaption, which could result in difficulty closing a position, (iii) the exacerbation of losses incurred due to changes in the market value of the securities to which they relate, and (iv) credit/counterparty risk.

Credit Default Swaps

Some Funds may enter into credit default swap agreements, which may have as reference obligations one or more debt securities or an index of such securities. In a credit default swap, one party (the “protection buyer”) is obligated to pay the other party (the “protection seller”) a stream of payments over the term of the contract, provided that no credit event, such as a default or a downgrade in credit rating, occurs on the reference obligation. If a credit event occurs, the protection seller must generally pay the protection buyer the “par value” (the agreed-upon notional value) of the referenced debt obligation in exchange for an equal face amount of deliverable reference obligations or a specified amount of cash, depending upon the terms of the swap.

 

27


A Fund may be either the protection buyer or protection seller in a credit default swap. If a Fund is a protection buyer, such Fund would pay the counterparty a periodic stream of payments over the term of the contract and would not recover any of those payments if no credit event were to occur. However, if a credit event occurs, a Fund that is a protection buyer has the right to deliver the referenced debt obligations or a specified amount of cash, depending on the terms of the swap, and receive the par value of such debt obligations from the counterparty protection seller. As a protection seller, a Fund would receive fixed payments throughout the term of the contract if no credit event occurs. If a credit event occurs, however, the value of the obligation received by a Fund (e.g., bonds which defaulted), plus the periodic payments previously received, may be less than the par value of the obligation, or cash received, resulting in a loss to the protection seller. Furthermore, a Fund that is a protection seller would effectively add leverage to its portfolio because such Fund will have investment exposure to the notional amount of the swap.

Credit default swap agreements are subject to greater risk than a direct investment in the reference obligation. Like all swap agreements, credit default swaps are subject to liquidity, credit and counterparty risks. The notional value of credit default swaps with respect to a particular investment is often larger than the total par value of such investment outstanding and, in event of a default, there may be difficulties in making the required deliveries of the reference investments, possibly delaying payments.

A Fund generally may exit its obligations under a credit default swap only by terminating the contract and paying applicable breakage fees, or by entering into an offsetting credit default swap position, which may cause the Fund to incur losses.

Loan Based Derivatives

Some Funds may invest in derivative instruments that provide exposure to one or more credit default swaps. For example, a Fund may invest in a derivative instrument known as the Loan-Only Credit Default Swap Index, a tradable index with 100 equally-weighted underlying single-name loan-only credit default swaps (“LCDS”). Each underlying LCDS references an issuer whose loans trade in the secondary leveraged loan market. A Fund can either buy the index (take on credit exposure) or sell the index (pass credit exposure to a counterparty). While investing in these types of derivatives will increase the universe of debt securities to which a Fund is exposed, such investments entail additional risks, such as those discussed below, that are not typically associated with investments in other debt securities. Credit default swaps and other derivative instruments related to loans are subject to the risks associated with loans generally, as well as the risks of derivatives transactions.

Investment Pools of Swap Contracts

Some Funds may invest in publicly- or privately-issued interests in investment pools whose underlying assets are credit default, credit-linked, interest rate, currency exchange, equity-linked or other types of swap contracts and related underlying securities or securities loan agreements. The pools’ investment results may be designed to correspond generally to the performance of a specified securities index or “basket” of securities, or sometimes a single security. These types of pools are often used to gain exposure to multiple securities with less of an investment than would be required to invest directly in the individual securities. They may also be used to gain exposure to foreign securities markets without investing in the foreign securities themselves and/or the relevant foreign market. To the extent that a Fund invests in pools of swap contracts and related underlying securities or securities loan agreements whose performance corresponds to the performance of a foreign securities index or one or more foreign securities, investing in such pools will involve risks similar to the risks of investing in foreign securities. See the section “Foreign Securities” below. In addition to the risks associated with investing in swaps generally, an investing Fund bears the risks and costs generally associated with investing in pooled investment vehicles, such as paying the fees and expenses of the pool and the risk that the pool or the operator of the pool may default on its obligations to the holder of interests in the pool, such as a Fund. Interests in privately offered investment pools of swap contracts may be considered illiquid and, except to the extent that such interests are deemed liquid under the Funds’ policies, subject to a Fund’s restriction on investments in illiquid securities.

 

28


Swap Execution Facilities (“SEF”)

Certain derivatives contracts are required to be executed through SEFs. A SEF is a trading platform where multiple market participants can execute derivatives by accepting bids and offers made by multiple other participants in the platform. Such requirements may make it more difficult and costly for investment funds, such as the Fund, to enter into highly tailored or customized transactions. Trading swaps on a SEF may offer certain advantages over traditional bilateral OTC trading, such as ease of execution, price transparency, increased liquidity and/or favorable pricing. Execution through a SEF is not, however, without additional costs and risks, as parties are required to comply with SEF and CFTC rules and regulations, including disclosure and recordkeeping obligations, and SEF rights of inspection, among others. SEFs typically charge fees, and if a Fund executes derivatives on a SEF through a broker intermediary, the intermediary may impose fees as well. A Fund also may be required to indemnify a SEF, or a broker intermediary who executes swaps on a SEF on the Fund’s behalf, against any losses or costs that may be incurred as a result of the Fund’s transactions on the SEF. In addition, a Fund may be subject to execution risk if it enters into a derivatives transaction that is required to be cleared, and no clearing member is willing to clear the transaction on the Fund’s behalf. In that case, the transaction might have to be terminated, and a Fund could lose some or all of the benefit of any increase in the value of the transaction after the time of the trade. Similar “trade execution” regulations are being implemented in the European Union.

Structured Notes

Some Funds may invest in a broad category of instruments known as “structured notes.” These instruments are debt obligations issued by industrial corporations, financial institutions or governmental or international agencies. Traditional debt obligations typically obligate the issuer to repay the principal plus a specified rate of interest. Structured notes, by contrast, obligate the issuer to pay amounts of principal or interest that are determined by reference to changes in some external factor or factors, or the principal and interest rate may vary from the stated rate because of changes in these factors. For example, the issuer’s obligations could be determined by reference to changes in the value of a commodity (such as gold or oil) or commodity index, a foreign currency, an index of securities (such as the S&P 500® Index) or an interest rate (such as the U.S. Treasury bill rate). In some cases, the issuer’s obligations are determined by reference to changes over time in the difference (or “spread”) between two or more external factors (such as the U.S. prime lending rate and the total return of the stock market in a particular country, as measured by a stock index). In some cases, the issuer’s obligations may fluctuate inversely with changes in an external factor or factors (for example, if the U.S. prime lending rate goes up, the issuer’s interest payment obligations are reduced). In some cases, the issuer’s obligations may be determined by some multiple of the change in an external factor or factors (for example, three times the change in the U.S. Treasury bill rate). In some cases, the issuer’s obligations remain fixed (as with a traditional debt instrument) so long as an external factor or factors do not change by more than the specified amount (for example, if the value of a stock index does not exceed some specified maximum), but if the external factor or factors change by more than the specified amount, the issuer’s obligations may be sharply reduced.

Structured notes can serve many different purposes in the management of a Fund. For example, they can be used to increase a Fund’s exposure to changes in the value of assets that the Fund would not ordinarily purchase directly (such as commodities or stocks traded in a market that is not open to U.S. investors). They can also be used to hedge the risks associated with other investments a Fund holds. For example, if a structured note has an interest rate that fluctuates inversely with general changes in a country’s stock market index, the value of the structured note would generally move in the opposite direction to the value of holdings of stocks in that market, thus moderating the effect of stock market movements on the value of a Fund’s portfolio as a whole.

Structured notes involve special risks. As with any debt obligation, structured notes involve the risk that the issuer will become insolvent or otherwise default on its payment obligations. This risk is in addition to the risk that the issuer’s obligations (and thus the value of a Fund’s investment) will be reduced because of adverse changes in the external factor or factors to which the obligations are linked. The value of structured notes will in many cases be more volatile (that is, will change more rapidly or severely) than the value of traditional debt instruments. Volatility will be especially high if the issuer’s obligations are determined by reference to some multiple of the change in the external factor or factors. Many structured notes have limited or no liquidity, so that a Fund would be unable to dispose of the investment prior to maturity. As with all investments, successful use of structured notes depends in significant part on the accuracy of an Adviser’s or Subadviser’s analysis of the issuer’s creditworthiness and financial prospects, and of an Adviser’s or Subadviser’s forecast as to changes in relevant economic and financial market conditions and factors. In instances where the issuer of a structured note is a foreign entity, the usual risks associated with investments in foreign securities (described below) apply. Structured notes may be considered derivative instruments.

 

 

29


A Fund’s use of commodity-linked structured notes will potentially be limited by the Fund’s intention to qualify as a RIC, and will potentially bear on the Fund’s ability to so qualify. The tax treatment of certain commodity-linked instruments including structured notes in which a Fund might invest is not certain, in particular with respect to whether income or gains from such instruments constitute qualifying income to a RIC. If a Fund were to treat income or gain from a particular instrument as qualifying income and the income or gain were later determined not to constitute qualifying income and, together with any other nonqualifying income, caused the Fund’s nonqualifying income to exceed 10% of its gross income in any taxable year, the Fund would fail to qualify as a RIC unless it is eligible to and does pay a tax at the Fund level.

Credit/Counterparty Risk

A Fund will be exposed to the credit/counterparty risk of the counterparties with which it trades, or the brokers, dealers and exchanges through which it trades, whether it engages in exchange-traded or off-exchange transactions. Transactions entered into by the Funds may be executed on various U.S. and non-U.S. exchanges, and may be cleared and settled through various clearing houses, custodians, depositories and prime brokers throughout the world. There can be no assurance that a failure by any such entity will not lead to a loss to a Fund.

To the extent a Fund engages in cleared derivatives transactions, it will be subject to the credit/counterparty risk of the clearing house and the clearing member through which it holds its cleared position. If a Fund engages in futures transactions, it will also be exposed to the credit/counterparty risk of its FCM. If a Fund’s FCM or clearing member (as applicable) becomes bankrupt or insolvent, or otherwise defaults on its obligations to the Fund, the Fund may not receive all amounts owed to it in respect of its trading, even if the clearing house fully discharges all of its obligations. The Commodity Exchange Act (the “CEA”) requires an FCM to segregate all funds received from its customers with respect to regulated futures transactions from such FCM’s proprietary funds. If an FCM were not to do so to the full extent required by law, the assets of an account might not be fully protected in the event of the bankruptcy of an FCM. Furthermore, in the event of an FCM’s bankruptcy, a Fund would be limited to recovering only a pro rata share of all available funds segregated on behalf of an FCM’s combined customer accounts, even if certain property held by an FCM is specifically traceable to the Fund (for example, U.S. Treasury bills deposited by the Fund). It is possible that a Fund would be unable to recover from the FCM’s estate the full amount of its funds on deposit with such FCM and owing to the Fund. Such situations could arise due to various factors, or a combination of factors, including inadequate FCM capitalization, inadequate controls on customer trading and inadequate customer capital. Similar requirements, restrictions and risks apply to clearing members as well. In addition, in the event of the bankruptcy or insolvency of the clearing house, a Fund might experience a loss of funds deposited through its FCM or clearing member (as applicable) as margin with the clearing house, a loss of unrealized profits on its open positions and the loss of funds owed to it as realized profits on closed positions. Such a bankruptcy or insolvency might also cause a substantial delay before a Fund could obtain the return of funds owed to it by an FCM who is a member of such clearing house.

The Funds may also engage in bilateral (OTC) derivative transactions, which are not centrally cleared. Because bilateral derivative and other transactions are traded between counterparties based on contractual relationships, a Fund is subject to the risk that a counterparty will not perform its obligations under the contracts. Although the Funds intend to enter into transactions only with counterparties which an Adviser believe to be creditworthy, there can be no assurance that a counterparty will not default and that a Fund will not sustain a loss on a transaction as a result. In situations where a Fund is required to post margin or other collateral with a counterparty, the counterparty may fail to segregate the collateral or may commingle the collateral with the counterparty’s own assets. As a result, in the event of the counterparty’s bankruptcy or insolvency, a Fund’s collateral may be subject to conflicting claims of the counterparty’s creditors, and the Fund may be exposed to the risk of a court treating the Fund as a general unsecured creditor of the counterparty, rather than as the owner of the collateral.

When a counterparty’s obligations are not fully secured by collateral, then a Fund is essentially an unsecured creditor of the counterparty. If a counterparty’s credit becomes significantly impaired, multiple requests for collateral posting in a short period of time could increase the risk that a Fund may not receive adequate collateral or that the counterparty may default. If the counterparty defaults, a Fund will have contractual remedies, but there is no assurance that a counterparty will be able to meet its obligations pursuant to such contracts or that, in the event of default, the Fund will succeed in enforcing contractual remedies. Credit/counterparty risk still exists even if a counterparty’s obligations

 

30


are secured by collateral because the Fund’s interest in collateral may not be perfected or additional collateral may not be promptly posted as required. Credit/counterparty risk also may be more pronounced if a counterparty’s obligations exceed the amount of collateral held by the Fund (if any), the Fund is unable to exercise its interest in collateral upon default by the counterparty, or the termination value of the instrument varies significantly from the marked-to-market value of the instrument.

Credit/counterparty risk with respect to derivatives is being affected by new rules and regulations affecting the derivatives market. Some derivatives transactions are required to be centrally cleared, and a party to a cleared derivatives transaction is subject to the credit/counterparty risk of the clearing house and the clearing member through which it holds its cleared position, rather than the credit/counterparty risk of its original counterparty to the derivative transaction. Credit/counterparty risk of market participants with respect to derivatives that are centrally cleared is concentrated in a few clearing houses, and it is not clear how an insolvency proceeding of a clearing house would be conducted and what impact an insolvency of a clearing house would have on the financial system. A clearing member is obligated by contract and by applicable regulation to segregate all funds received from customers with respect to cleared derivatives transactions from the clearing member’s proprietary assets. However, all funds and other property received by a clearing broker from its customers generally are held by the clearing broker on a commingled basis in an omnibus account, and the clearing member may invest those funds in certain instruments permitted under the applicable regulations. The assets of a Fund might not be fully protected in the event of the bankruptcy of a Fund’s clearing member, because the Fund would be limited to recovering only a pro rata share of all available funds segregated on behalf of the clearing broker’s customers for a relevant account class. Also, the clearing member is required to transfer to the clearing organization the amount of margin required by the clearing organization for cleared derivatives, which amounts generally are held in an omnibus account at the clearing organization for all customers of the clearing member. Regulations promulgated by the CFTC require that the clearing member notify the clearing house of the amount of initial margin provided by the clearing member to the clearing organization that is attributable to each customer. However, if the clearing member does not provide accurate reporting, the Funds are subject to the risk that a clearing organization will use a Fund’s assets held in an omnibus account at the clearing organization to satisfy payment obligations of a defaulting customer of the clearing member to the clearing organization. In addition, clearing members generally provide to the clearing organization the net amount of variation margin required for cleared swaps for all of its customers in the aggregate, rather than the gross amount of each customer. The Funds are therefore subject to the risk that a clearing organization will not make variation margin payments owed to a Fund if another customer of the clearing member has suffered a loss and is in default, and the risk that a Fund will be required to provide additional variation margin to the clearing house before the clearing house will move the Fund’s cleared derivatives transactions to another clearing member. In addition, if a clearing member does not comply with the applicable regulations or its agreement with the Funds, or in the event of fraud or misappropriation of customer assets by a clearing member, a Fund could have only an unsecured creditor claim in an insolvency of the clearing member with respect to the margin held by the clearing member.

Each Fund is subject to the risk that issuers of the instruments in which the Fund invests and trades may default on their obligations under those instruments, and that certain events may occur that have an immediate and significant adverse effect on the value of those instruments and any derivatives whose value is based on such instruments. There can be no assurance that an issuer of an instrument in which a Fund invests will not default, or that an event that has an immediate and significant adverse effect on the value of an instrument will not occur, and that the Fund will not sustain a loss on a transaction as a result.

As described above, in the event of a counterparty’s (or its affiliate’s) insolvency, the Fund’s ability to exercise remedies could be stayed or eliminated under new special resolution regimes adopted in the United States, the European Union and various other jurisdictions. Such regimes provide government authorities with broad authority to intervene when a financial institution is experiencing financial difficulty and may prohibit a Fund from exercising termination rights based on the financial institution’s insolvency.

Contracts for Differences

Some Funds may enter into contracts for differences. “Contracts for differences” are swap arrangements in which a Fund may agree with a counterparty that its return (or loss) will be based on the relative performance of two different groups or “baskets” of securities. For example, as to one of the baskets, a Fund’s return is based on theoretical long futures positions in the securities comprising that basket, and as to the other basket, a Fund’s return is based on theoretical short futures positions in the securities comprising that other basket. The notional sizes of the baskets will not necessarily be the same, which can give rise to investment leverage. A Fund may also use actual long and short futures positions to achieve the market exposure(s) as contracts for differences. A Fund may enter into swaps and contracts for differences for investment return, hedging, risk management and for investment leverage.

 

31


Interest Rate Caps, Floors and Collars

Some Funds may use interest rate caps, floors and collars for the same purposes or similar purposes for which they use interest rate futures contracts and related options. Interest rate caps, floors and collars are similar to interest rate swap contracts because the payment obligations are measured by changes in interest rates as applied to a notional amount and because they are generally individually negotiated with a specific counterparty. The purchase of an interest rate cap entitles the purchaser, to the extent that a specific index exceeds a specified interest rate, to receive payments of interest on a notional principal amount from the party selling the interest rate cap. The purchase of an interest rate floor entitles the purchaser, to the extent that a specified index falls below specified interest rates, to receive payments of interest on a notional principal amount from the party selling the interest rate floor. The purchase of an interest rate collar entitles the purchaser, to the extent that a specified index exceeds or falls below a specified interest rate, to receive payments of interest on a notional principal amount from the party selling the interest rate collar.

Hybrid Instruments

Some Funds may invest in hybrid instruments. A hybrid instrument is a type of derivative that combines a traditional stock or bond with an option or forward contract. Generally, the principal amount, amount payable upon maturity or redemption or interest rate of a hybrid is tied (positively or negatively) to the price of some currency or securities index, another interest rate or some other economic factor (each a “benchmark”). The interest rate or (unlike most fixed-income securities) the principal amount payable at maturity of a hybrid security may be increased or decreased, depending on changes in the value of the benchmark. An example of a hybrid could be a bond issued by an oil company that pays a small base level of interest with additional interest that accrues in correlation to the extent to which oil prices exceed a certain predetermined level. Such a hybrid instrument would be economically similar to a combination of a bond and a call option on oil.

Hybrids can be used as an efficient means of pursuing a variety of investment goals, including currency hedging, duration management and increased total return. Hybrids may not bear interest or pay dividends. The value of a hybrid or its interest rate may be a multiple of a benchmark and, as a result, may be leveraged and move (up or down) more steeply and rapidly than the benchmark. These benchmarks may be sensitive to economic and political events, such as currency devaluations, which cannot be readily foreseen by the purchaser of a hybrid. Under certain conditions, the redemption value of a hybrid could be zero. Thus, an investment in a hybrid may entail significant market risks that are not associated with a similar investment in a traditional, U.S. dollar-denominated bond that has a fixed principal amount and pays a fixed rate or floating rate of interest. The purchase of hybrids also exposes a Fund to the credit/counterparty risk of the issuer of the hybrids. These risks may cause significant fluctuations in the NAV of a Fund.

Certain hybrid instruments may provide exposure to the commodities markets. These are derivative instruments with one or more commodity-linked components that have payment features similar to commodity futures contracts, commodity options or similar instruments. Commodity-linked hybrid instruments may be either equity or debt securities, leveraged or unleveraged, and are considered hybrid instruments because they have both security and commodity-like characteristics. A portion of the value of these instruments may be derived from the value of a commodity, futures contract, index or other economic variable and therefore are subject to many of the same risks as investments in those underlying securities, instruments or commodities. For more information, see the sections “Commodities” and “Structured Notes.”

Certain issuers of structured products such as hybrid instruments may be deemed to be investment companies as defined in the 1940 Act. As a result, the Fund’s investments in these products may be subject to limits applicable to investments in investment companies and may be subject to restrictions contained in the 1940 Act.

 

32


Certain Additional Risks of Derivative Instruments

General. As described in the Prospectus, certain Funds intend to use derivative instruments, including several of the instruments described above, to seek to enhance investment returns as well as for risk management purposes. Although an Adviser or Subadviser may seek to use these transactions to achieve a Fund’s investment goals, no assurance can be given that the use of these transactions will achieve this result. Any or all of these investment techniques may be used at any time. The ability of a Fund to utilize these derivative instruments successfully will depend on an Adviser’s or Subadviser’s ability to predict pertinent market movements, which cannot be assured. Furthermore, a Fund’s use of certain derivatives may in some cases involve forms of financial leverage, which involves risk and may increase the volatility of a Fund’s NAV. Leveraging may cause a Fund to liquidate portfolio positions to satisfy its obligations or to meet segregation requirements when it may not be advantageous to do so. To the extent that a Fund is not able to close out a leveraged position because of market illiquidity, its liquidity may be impaired to the extent that it has a substantial portion of liquid assets segregated or earmarked to cover obligations. The Funds will comply with applicable regulatory requirements when implementing these strategies, techniques and instruments. Use of derivatives for other than hedging purposes may be considered a speculative activity, involving greater risks than are involved in hedging. A short exposure through a derivative may present additional risks. If the value of the asset, asset class or index on which a Fund has obtained a short exposure increases, the Fund will incur a loss. Moreover, the potential loss from a short exposure is theoretically unlimited.

The value of some derivative instruments in which the Funds invest may be particularly sensitive to changes in prevailing interest rates or other economic factors and the ability of a Fund to successfully utilize these instruments may depend in part upon the ability of an Adviser or Subadviser to forecast interest rates and other economic factors correctly. If an Adviser or Subadviser incorrectly forecasts such factors and has taken positions in derivative instruments contrary to prevailing market trends, a Fund could be exposed to the risk of loss. If an Adviser or Subadviser incorrectly forecasts interest rates, market values or other economic factors in using a derivatives strategy for a Fund, the Fund might have been in a better position if it had not entered into the transaction at all. Also, suitable derivatives transactions may not be available in all circumstances. The use of these strategies involves certain special risks, including a possible imperfect correlation, or even no correlation, between price movements of derivative instruments and price movements of related investments. While some strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in related investments or otherwise, due to the possible inability of a Fund to purchase or sell a portfolio security at a time that otherwise would be favorable or the possible need to sell a portfolio security at a disadvantageous time because the Fund is required to maintain asset coverage or offsetting positions in connection with transactions in derivative instruments, and the possible inability of the Fund to close out or to liquidate its derivatives positions. In addition, a Fund’s use of such instruments may cause the Fund to realize higher amounts of short-term capital gains (generally taxed at ordinary income tax rates) than if it had not used such instruments. To the extent that a Fund gains exposure to an asset class using derivative instruments backed by a collateral portfolio of other securities, changes in the value of those other securities may result in greater or lesser exposure to that asset class than would have resulted from a direct investment in securities comprising that asset class.

Although an Adviser or Subadviser may seek to use derivative transactions to achieve a Fund’s investment goals, no assurance can be given that the use of these transactions will achieve this result. One risk arises because of the imperfect correlation between movements in the price of derivatives contracts and movements in the price of the securities, indices or other assets serving as reference instruments for the derivative. A Fund’s derivative strategies will not be fully effective unless the Fund can compensate for such imperfect correlation. There is no assurance that a Fund will be able to effect such compensation. For example, the correlation between the price movement of the derivatives contract and the hedged security may be distorted due to differences in the nature of the relevant markets. If the price of the futures contract moves more than the price of the hedged security, a Fund would experience either a loss or a gain on the derivative that is not completely offset by movements in the price of the hedged securities. For example, in an attempt to compensate for imperfect price movement correlations, a Fund may purchase or sell futures contracts in a greater dollar amount than the hedged securities if the price movement volatility of the hedged securities is historically greater than the volatility of the futures contract. Conversely, a Fund may purchase or sell futures contracts in a smaller dollar amount than the hedged securities if the volatility of the price of hedged securities is historically less than that of the futures contracts. The use of derivatives for other than hedging purposes may be considered a speculative activity, and involves greater risks than are involved in hedging. With respect to certain derivatives transactions (e.g., short positions in which a Fund does not hold the instrument to which the short position relates), the potential risk of loss to a Fund is theoretically unlimited.

 

33


The price of index futures may not correlate perfectly with movement in the relevant index due to certain market distortions. See the section entitled “Index Futures Contracts” for more information.

Price movement correlation in derivatives transactions also may be distorted by the illiquidity of the derivatives markets and the participation of speculators in such markets. If an insufficient number of contracts are traded, commercial users may not deal in derivatives because they do not want to assume the risk that they may not be able to close out their positions within a reasonable amount of time. In such instances, derivatives market prices may be driven by different forces than those driving the market in the underlying securities, and price spreads between these markets may widen. The participation of speculators in the market enhances its liquidity. Nonetheless, the presence of speculators may create temporary price distortions unrelated to the market in the underlying securities.

Once the daily limit has been reached in a contract, no trades may be entered into at a price beyond the limit, which may prevent the liquidation of open futures or options positions. Futures prices have in the past occasionally exceeded the daily limit for several consecutive trading days with little or no trading. If there is not a liquid market at a particular time, it may not be possible to close a futures or options position at such time, and, in the event of adverse price movements, a Fund would continue to be required to make daily cash payments of variation margin. However, if futures or options are used to hedge portfolio securities, an increase in the price of the securities, if any, may partially or completely offset losses on the futures contract.

Income earned by a Fund from its options activities generally will be treated as capital gain and, if not offset by net recognized capital losses incurred by the Fund, will be distributed to shareholders in taxable distributions. Although gain from options transactions may hedge against a decline in the value of a Fund’s portfolio securities, that gain, to the extent not offset by losses, will be distributed in light of certain tax considerations and will constitute a distribution of that portion of the value preserved against decline.

The value of a Fund’s derivative instruments may fluctuate based on a variety of market and economic factors. In some cases, the fluctuations may offset (or be offset by) changes in the value of securities or derivatives held in the Fund’s portfolio. All transactions in derivatives involve the possible risk of loss to a Fund of all or a significant part of the value of its investment. In some cases, the risk of loss may exceed the amount of a Fund’s investment. When a Fund writes a call option or sells a futures contract without holding the underlying securities, currencies or futures contracts, its potential loss is unlimited.

The successful use of derivatives will depend in part on an Adviser’s or Subadviser’s ability to forecast securities market, currency or other financial market movements correctly. For example, a Fund’s ability to hedge against adverse changes in the value of securities held in its portfolio through options and futures also depends on the degree of correlation between changes in the value of futures or options positions and changes in the values of the portfolio securities. The successful use of certain other derivatives also depends on the availability of a liquid secondary market to enable a Fund to close its positions on a timely basis. There can be no assurance that such a market will exist at any particular time. Furthermore, a Fund’s use of certain derivatives may in some cases involve forms of financial leverage, which involves risk and may increase the volatility of a Fund’s NAV. Leveraging may cause a Fund to liquidate portfolio positions to satisfy its obligations or to meet segregation requirements when it may not be advantageous to do so. To the extent a Fund is not able to close out a leveraged position because of market illiquidity, its liquidity may be impaired to the extent that it has a substantial portion of liquid assets segregated or earmarked to cover obligations.

In the case of OTC options, a Fund is at risk that the other party to the transaction will default on its obligations, or will not permit the Fund to terminate the transaction before its scheduled maturity. See the section entitled “Credit/Counterparty Risk” above for additional information.

 

34


The derivatives markets of some foreign countries are small compared to those of the United States and consequently are characterized in some cases by less liquidity than U.S. markets. In addition, derivatives that are traded on foreign exchanges may not be regulated as effectively as similar transactions in the United States, may not involve a clearing mechanism and related guarantees, may be subject to less detailed reporting requirements and regulatory controls, and are subject to the risk of governmental actions affecting trading in, or the prices of, foreign securities. The value of such positions also could be adversely affected by (i) other complex foreign political, legal and economic factors, (ii) lesser availability than in the United States of data on which to make trading decisions, (iii) delays in a Fund’s ability to act upon economic events occurring in foreign markets during non-business hours in the United States, (iv) the imposition of different exercise and settlement terms and procedures and margin requirements than in the United States, and (v) lesser trading volume. Furthermore, investments in derivatives markets outside of the United States are subject to many of the same risks as other foreign investments. See the section “Foreign Securities” below.

Risk of Government Regulation of Derivatives

The U.S. government has enacted the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), which includes provisions for regulation of the derivatives market, including new clearing, margin, reporting and registration requirements. Various U.S. regulatory agencies have implemented and are continuing to implement rules and regulations prescribed by the Dodd-Frank Act. The European Union (and some other jurisdictions) are also in the process of implementing similar requirements that will affect a Fund when it enters into derivatives transactions with a counterparty organized in that jurisdiction or otherwise subject to that jurisdiction’s derivatives regulations. Because these requirements are relatively new and evolving (and some of the rules are not yet final), their ultimate impact remains unclear. These regulatory changes could, among other things, restrict a Fund’s ability to engage in derivatives transactions (including because certain types of derivatives transactions may no longer be available to a Fund) and/or increase the costs of such derivatives transactions (including through increased margin requirements), and the Fund may be unable to execute its investment strategy as a result.

It is possible that government regulation of various types of derivative instruments, including futures and swap agreements, may limit or prevent a Fund from using such instruments as part of its investment strategy, and could ultimately prevent a Fund from being able to achieve its investment goals. It is impossible to fully predict the effects of legislation and regulation in this area, but the effects could be substantial and adverse. It is possible that legislative and regulatory activity could limit or completely restrict the ability of a Fund to use these instruments as a part of its investment strategy, increase the costs of using these instruments or make them less effective. Limits or restrictions applicable to the counterparties with which a Fund engages in derivative transactions could also prevent a Fund from using these instruments or affect the pricing or other factors relating to these instruments, or may change the availability of certain investments.

There is a possibility of future regulatory changes altering, perhaps to a material extent, the nature of an investment in the Funds or the ability of the Funds to continue to implement their investment strategies. In particular, the Dodd-Frank Act, has and will continue to change the way in which the U.S. financial system is supervised and regulated. Title VII of the Dodd-Frank Act has caused broad changes to the OTC derivatives market and granted significant authority to the SEC and the CFTC to regulate OTC derivatives and market participants. Pursuant to such authority, rules have been enacted that currently require clearing of many OTC derivatives transactions and may require clearing of additional OTC derivatives transactions in the future and that impose minimum margin and capital requirements for uncleared OTC derivatives transactions. Similar regulations are being adopted in other jurisdictions around the world.

These and other new rules and regulations could, among other things, further restrict a Fund’s ability to engage in, or increase the cost to a Fund of, derivatives transactions, for example, by making some types of derivatives no longer available to the Fund or otherwise limiting liquidity. The implementation of the clearing requirement generally has increased the costs of derivatives transactions for the Funds, since each Fund has to pay fees to its clearing members and is typically required to post more margin for cleared derivatives than it has historically posted for bilateral derivatives. The costs of derivatives transactions are expected to increase further as clearing members raise their fees to cover the costs of additional capital requirements and other regulatory changes applicable to the clearing members. These rules and regulations are relatively new and evolving, so their potential impact on a Fund and the financial system are not yet known. While the new rules and regulations and central clearing of some derivatives transactions are designed to reduce systemic risk (i.e., the risk that the interdependence of large derivatives dealers could cause them to suffer liquidity, solvency or other challenges simultaneously), there is no assurance that they will achieve that result, and in the meantime, as noted above, central clearing and related requirements expose the Funds to new kinds of costs and risks.

 

35


The futures markets are subject to comprehensive statutes, regulations, and margin requirements. The SEC, CFTC and the exchanges are authorized to take extraordinary actions in the event of a market emergency, including, for example, the implementation or reduction of speculative position limits, the implementation of higher margin requirements, the establishment of daily price limits and the suspension of trading.

On October 28, 2020, the SEC adopted Rule 18f-4 under the 1940 Act providing for the regulation of a registered investment company’s use of derivatives and certain related instruments. Among other things, Rule 18f-4 limits a fund’s derivatives exposure through a value-at-risk test and requires the adoption and implementation of a derivatives risk management program for certain derivatives users. Subject to certain conditions, limited derivatives users (as defined in Rule 18f-4), however, will not be subject to the full requirements of Rule 18f-4. In connection with the adoption of Rule 18f-4, the SEC also eliminated the asset segregation framework arising from prior SEC guidance for covering derivatives and certain financial instruments. Compliance with Rule 18f-4 will not be required until August 2022. As a Fund comes into compliance, the approach to asset segregation and coverage requirements described in this Statement will be impacted. In addition, Rule 18f-4 could restrict a Fund’s ability to engage in certain derivatives transactions and/or increase the costs of such derivatives transactions, which could adversely affect the value or performance of a Fund.

Additionally, new special resolution regimes adopted in the United States, the European Union and various other jurisdictions requirements may result in increased uncertainty about credit/counterparty risk and may also limit the ability of a Fund to protect its interests in the event of the insolvency (or similar designation) of a derivatives counterparty. More specifically, in the event of a counterparty’s (or its affiliate’s) insolvency, (or similar designation), a Fund’s ability to exercise remedies, such as the termination of transactions, netting of obligations and realization on collateral, could be stayed or eliminated. Such regimes provide government authorities with broad authority to intervene when a financial institution is experiencing financial difficulty. In particular, with respect to counterparties who are subject to such proceedings in the European Union, the liabilities of such counterparties to a Fund could be reduced, eliminated, or converted to equity in such counterparties (sometimes referred to as a “bail in”). The regulation of derivatives transactions and funds that engage in such transactions is an evolving area of law and is subject to modification by government and judicial action.

Additional Risk Factors in Cleared Derivatives Transactions

Transactions in some types of swaps (including interest rate swaps and credit default index swaps on North American and European indices) are required to be centrally cleared. In a cleared derivatives transaction, a Fund’s counterparty is a clearing house, rather than a bank or broker. Since the Funds are not members of a clearing house and only members of clearing houses can participate directly in the clearing house, the Funds will hold cleared derivatives through accounts at clearing members. In cleared derivatives transactions, the Funds will make payments (including margin payments) to and receive payments from a clearing house through their accounts at clearing members. Clearing members guarantee performance of their clients’ obligations to the clearing house.

Under some circumstances, centrally cleared derivative arrangements are less favorable to the Funds than bilateral arrangements. For example, the Funds may be required to provide greater amounts of margin for cleared derivatives transactions than for bilateral derivatives transactions. Also, in contrast to bilateral derivatives transactions, following a period of notice to a Fund, a clearing member generally can require termination of existing cleared derivatives transactions at any time or increases in margin requirements above the margin that the clearing member required at the beginning of a transaction. Clearing houses also have broad rights to increase margin requirements for existing transactions or to terminate transactions at any time. Any increase in margin requirements or termination by the clearing member or the clearing house could interfere with the ability of a Fund to pursue its investment strategy. Further, any increase in margin requirements by a clearing member could also expose a Fund to greater credit risk to its clearing member, because margin for cleared derivatives transactions in excess of clearing house margin requirements typically is held by the clearing member. Also, a Fund is subject to risk if it enters into a derivatives transaction that is required to be cleared (or that an Adviser or Subadviser expects to be cleared), and no clearing member is willing or able to clear the transaction on the Fund’s behalf. While the documentation in place between the Funds and their clearing members generally provides that the clearing members will accept for clearing all transactions submitted for clearing that are within credit limits (specified in advance) for each Fund, the Funds are still subject to the risk that no clearing member will be willing or able to clear a transaction. In those cases, the transaction might have to be terminated, and a Fund could lose some or all of the benefit of the transaction, including loss of an increase in the value of the transaction and/or loss of hedging protection offered by the

 

36


transaction. In addition, the documentation governing the relationship between the Funds and the clearing members is developed by the clearing members and generally is less favorable to the Funds than typical bilateral derivatives documentation. For example, this documentation generally includes a one-way indemnity by the Funds in favor of the clearing member, indemnifying the clearing member against losses it incurs in connection with acting as the Funds’ clearing member, and the documentation typically does not give the Funds any rights to exercise remedies if the clearing member defaults or becomes insolvent.

Some types of cleared derivatives are required to be executed on an exchange or on a SEF. A SEF is a trading platform where multiple market participants can execute derivatives by accepting bids and offers made by multiple other participants in the platform. While this execution requirement is designed to increase transparency and liquidity in the cleared derivatives market, trading on a SEF can create additional costs and risks for the Funds. For example, SEFs typically charge fees, and if a Fund executes derivatives on a SEF through a broker intermediary, the intermediary may impose fees as well. Also, a Fund may indemnify a SEF, or a broker intermediary who executes cleared derivatives on a SEF on the Fund’s behalf, against any losses or costs that may be incurred as a result of the Fund’s transactions on the SEF. See the subsection “Swap Execution Facilities” above for additional information.

Other Derivatives; Future Developments

The above discussion relates to the Funds’ proposed use of certain types of derivatives currently available. However, the Funds are not limited to the transactions described above. In addition, the relevant markets and related regulations are constantly changing and, in the future, the Funds may use derivatives not currently available or widely in use.

CFTC Regulation

Each Adviser has claimed an exclusion from the definition of “commodity pool operator” (“CPO”) pursuant to CFTC Rule 4.5 (the “exclusion”) with respect to its operation of each Fund. Accordingly, each Adviser, with respect to the Funds, is not subject to registration or regulation as a CPO under the CEA. To remain eligible for the exclusion, each of the Funds will be limited in its ability to use certain financial instruments, including futures and options on futures and certain swaps transactions (“commodity interests”). In the event that a Fund’s investments in commodity interests are not within the thresholds set forth in the exclusion, the Adviser may be required to register as a CPO and/or “commodity trading advisor” with the CFTC with respect to that Fund. Each Adviser’s eligibility to claim the exclusion with respect to a Fund will be based upon, among other things, the level and scope of a Fund’s investment in commodity interests, the purposes of such investments and the manner in which the Fund holds out its use of commodity interests. Each Fund’s ability to invest in commodity interests is limited by the Adviser’s intention to operate the Fund in a manner that would permit the Adviser to continue to claim the exclusion under Rule 4.5, which may adversely affect such Fund’s total return. In the event an Adviser becomes unable to rely on the exclusion in Rule 4.5 and is required to register with the CFTC as a CPO with respect to a Fund, such Fund’s expenses may increase, adversely affecting that Fund’s total return.

Equity Securities

Some Funds may invest in equity securities. Common stocks, preferred stocks, warrants, securities convertible into common or preferred stocks and similar securities, together called “equity securities,” generally are volatile and more risky than some other forms of investment. Equity securities of companies with relatively small market capitalizations may be more volatile than the securities of larger, more established companies and the broad equity market indices generally. Common stock and other equity securities may take the form of stock in corporations, partnership interests, interests in limited liability companies and other direct or indirect interests in business organizations.

Equity securities are securities that represent an ownership interest (or the right to acquire such an interest) in a company and may include common and preferred stocks, securities exercisable for, or convertible into, common or preferred stocks, such as warrants, convertible debt securities and convertible preferred stock, and other equity-like interests in an entity. Equity securities may take the form of stock in a corporation, limited partnership interests, interests in limited liability companies, depositary receipts, real estate investment trusts (“REITs”) or other trusts and other direct or indirect interests in business organizations. Common stocks represent an equity or ownership interest in an issuer. Preferred stocks represent an equity or ownership interest in an issuer that pays dividends at a specified rate and that has precedence over common stock in the payment of dividends. In the event that an issuer is liquidated or declares bankruptcy, the claims of owners of bonds and other debt securities generally take precedence over holders of preferred stock, whose claims take precedence over the claims of those who own common stock.

 

37


While offering greater potential for long-term growth, equity securities generally are more volatile and more risky than some other forms of investment, particularly debt securities. The value of your investment in a Fund that invests in equity securities may decrease, potentially by a significant amount. A Fund may invest in equity securities of companies with relatively small market capitalizations. Securities of such companies may be more volatile than the securities of larger, more established companies and the broad equity market indices. See the section “Market Capitalizations” below. A Fund’s investments may include securities traded OTC as well as those traded on a securities exchange. Some securities, particularly OTC securities, may be more difficult to sell under some market conditions.

Stocks of companies that an Adviser or Subadviser believes have earnings that will grow faster than the economy as a whole are known as growth stocks. Growth stocks typically trade at higher multiples of current earnings than other stocks. As a result, the values of growth stocks may be more sensitive to changes in current or expected earnings than the values of other stocks. If an Adviser’s or Subadviser’s assessment of the prospects for a company’s earnings growth is wrong, or if its judgment of how other investors will value the company’s earnings growth is wrong, then the price of that company’s stock may fall or may not approach the value that an Adviser or Subadviser has placed on it.

Stocks of companies that are not expected to experience significant earnings growth, but whose stocks an Adviser or Subadviser believes are undervalued compared to their true worth, are known as value stocks. These companies may have experienced adverse business developments or may be subject to special risks that have caused their stocks to be out of favor. If an Adviser’s or Subadviser’s assessment of a company’s prospects is wrong, or if other investors do not eventually recognize the value of the company, then the price of the company’s stock may fall or may not approach the value that the Adviser or Subadviser has placed on it.

Many stocks may have both “growth” and “value” characteristics, and for some stocks it may be unclear into which category, if any, the stock should be characterized.

Event-Linked Bonds

The Senior Floating Rate and Fixed Income Fund may invest in “event-linked” bonds, which sometimes are referred to as “insurance-linked” or “catastrophe” bonds. Event-linked bonds are debt obligations for which the return of principal and the payment of interest are contingent on the non-occurrence of a pre-defined “trigger” event, such as a hurricane or an earthquake of a specific magnitude. For some event-linked bonds, the trigger event’s magnitude may be based on losses to a company or industry, index-portfolio losses, industry indices or readings of scientific instruments rather than specified actual losses. If a trigger event, as defined within the terms of an event-linked bond, involves losses or other metrics exceeding a specific magnitude in the geographic region and time period specified therein, a Fund may lose a portion or all of its accrued interest and/or principal invested in such event-linked bond. A Fund will be entitled to receive principal and interest payments so long as no trigger event occurs of the description and magnitude specified by the instrument.

Event-linked bonds may be issued by government agencies, insurance companies, reinsurers, special purpose corporations or other onshore or offshore entities. In addition to the specified trigger events, event-linked bonds also may expose a Fund to other risks, including but not limited to issuer (credit) default, adverse regulatory or jurisdictional interpretations and adverse tax consequences. Event-linked bonds are subject to the risk that the model used to calculate the probability of a trigger event was not accurate and underestimated the likelihood of a trigger event. This may result in more frequent and greater than expected loss of principal and/or interest, which would adversely impact the Fund’s total returns. Further, to the extent there are events that involve losses or other metrics, as applicable, that are at, or near, the threshold for a trigger event, there may be some delay in the return of principal and/or interest until it is determined whether a trigger event has occurred. Finally, to the extent there is a dispute concerning the definition of the trigger event relative to the specific manifestation of a catastrophe, there may be losses or delays in the payment of principal and/or interest on the event-linked bond. As a relatively new type of financial instrument, there is limited trading history for these securities, and there can be no assurance that a liquid market in these instruments will develop. Lack of a liquid market may impose the risk of higher transactions costs and the possibility that a Fund may be forced to liquidate positions when it would not be advantageous to do so. Most event-linked bonds are rated below investment grade, but event-linked bonds also may be unrated.

 

38


Event-linked bonds typically are restricted to qualified institutional buyers and, therefore, are not subject to registration with the SEC or any state securities commission and are not listed on any national securities exchange. The amount of public information available with respect to event-linked bonds is generally less extensive than that available for issuers of registered or exchange listed securities. Event-linked bonds may be subject to the risks of adverse regulatory or jurisdictional determinations. There can be no assurance that future regulatory determinations will not adversely affect the overall market for event-linked bonds.

Event-Linked Swaps

The Senior Floating Rate and Fixed Income Fund may obtain event-linked exposure by investing in event-linked swaps. Similar to an event-linked bond, the occurrence of trigger events causes a party to lose some or all of the amount invested in the swap. For example, if a trigger event occurs, a Fund may lose the swap’s notional amount. Trigger events include hurricanes, earthquakes and weather-related phenomena. As derivative instruments, event-linked swaps are subject to risks in addition to the risks of investing in event-linked bonds, including counterparty risk and leverage risk.

Exchange-Traded Notes

The Select Fund may invest in exchange-traded notes (“ETNs”). ETNs are generally unsecured debt securities whose returns are linked to the performance of a particular market benchmark or strategy minus applicable fees. ETNs are traded on an exchange (e.g., the New York Stock Exchange (the “NYSE”)) during normal trading hours. However, investors can also hold the ETN until maturity. At maturity, the issuer pays to the investor a cash amount equal to the principal amount, adjusted to reflect the performance of the relevant benchmark or strategy factor(s). ETNs generally do not make periodic coupon payments or provide principal protection. ETNs are subject to credit/counterparty risk and the value of the ETN may drop due to a downgrade in the issuer’s credit rating, notwithstanding the performance of the underlying market benchmark or strategy. The value of an ETN may also be influenced by time to maturity, level of supply and demand for the ETN, volatility and lack of liquidity in underlying assets, changes in the applicable interest rates, changes in the issuer’s credit rating, and economic, legal, political, or geographic events that affect the referenced underlying benchmark or strategy. When the Select Fund invests in ETNs it will bear its proportionate share of any fees and expenses borne by the ETN. These fees and expenses generally reduce the return realized at maturity or upon redemption from an investment in an ETN; therefore, the value of the index underlying the ETN must increase in order for an investor in an ETN to receive at least the principal amount of the investment at maturity or upon redemption. The Select Fund’s decision to sell its ETN holdings may be limited by the availability of a secondary market.

The market price and return of the ETN may not correspond with that of the underlying benchmark or strategy. As a result, there may be times when an ETN share trades at a premium or discount to its market benchmark or strategy. This difference in price may be due to the fact that the supply and demand in the market for ETN shares at any point in time is not always identical to the supply and demand in the market for the securities or other components underlying the market benchmark or strategy that the ETN seeks to track. An ETN that is tied to a specific market benchmark or strategy may not be able to replicate and maintain exactly the composition and relative weighting of securities, commodities or other components in the applicable market benchmark or strategy.

The returns of some ETNs may be leveraged. Leveraged ETNs are subject to the same risk as other instruments that use leverage in any form. ETNs can, at times, be relatively illiquid, and thus they may be difficult to purchase or sell at an advantageous price. ETNs are also subject to tax risk. No assurance can be given that the U.S. Internal Revenue Service (the “IRS”) will accept, or a court will uphold, how the Select Fund characterizes and treats ETNs for tax purposes. The tax treatment of income and gains from ETNs is not settled. An adverse determination or future guidance by the IRS (which determination or guidance could be retroactive) may affect the Fund’s ability to qualify for treatment as a RIC under the Code and to avoid a fund-level tax.

 

39


Fixed-Income Securities

Some of the Funds may invest in fixed-income securities. Fixed-income securities pay a specified rate of interest or dividends, or a rate that is adjusted periodically by reference to some specified index or market rate. Fixed-income securities include securities issued by federal, state, local and foreign governments and related agencies, and by a wide range of private or corporate issuers. Fixed-income securities include, among others, bonds, debentures, notes, bills and commercial paper. Because interest rates vary, it is impossible to predict the income of a Fund for any particular period. In addition, the prices of fixed-income securities generally vary inversely with changes in interest rates. Prices of fixed-income securities may also be affected by items related to a particular issue or to the debt markets generally. The NAV of a Fund’s shares will vary as a result of changes in the value of the securities in the Fund’s portfolio.

Investment Grade Fixed-Income Securities.

To be considered investment grade quality, at least one of the three major rating agencies (Fitch Investor Services, Inc. (“Fitch”), Moody’s Investors Service, Inc. (“Moody’s”) or S&P Global Ratings (“S&P”)) must have rated the security in one of its respective top four rating categories at the time a Fund acquires the security or, if the security is unrated, an Adviser or Subadviser must have determined it to be of comparable quality.

Below Investment Grade Fixed-Income Securities.

Below investment grade fixed-income securities (commonly referred to as “junk bonds”) are rated below investment grade quality. To be considered below investment grade quality, none of the three major rating agencies (Fitch, Moody’s and S&P) must have rated the security in one of its respective top four rating categories at the time a Fund acquires the security or, if the security is unrated, an Adviser or Subadviser must have determined it to be of comparable quality.

Below investment grade fixed-income securities are subject to greater credit/counterparty risk and market/issuer risk than higher-quality fixed-income securities. Below investment grade fixed-income securities are considered predominantly speculative with respect to the ability of the issuer to make timely principal and interest payments. If a Fund invests in below investment grade fixed-income securities, a Fund’s achievement of its objective may be more dependent on an Adviser’s or Subadviser’s own credit analysis than is the case with funds that invest in higher-quality fixed-income securities. The market for below investment grade fixed-income securities may be more severely affected than some other financial markets by economic recession or substantial interest rate increases, by changing public perceptions of this market, or by legislation that limits the ability of certain categories of financial institutions to invest in these securities. In addition, the secondary market may be less liquid for below investment grade fixed-income securities. This lack of liquidity at certain times may affect the values of these securities and may make the evaluation and sale of these securities more difficult. Below investment grade fixed-income securities may be in poor standing or in default and typically have speculative characteristics.

For more information about the ratings services’ descriptions of the various ratings categories, see Appendix A. A Fund may continue to hold fixed-income securities that are downgraded in quality subsequent to their purchase if an Adviser or Subadviser believes it would be advantageous to do so.

Foreign Investment Companies

Some of the countries in which a Fund may invest may not permit, or may place economic restrictions on, direct investment by outside investors. Investments in such countries may only be permitted through foreign government-approved or authorized investment vehicles, which may include other investment companies. A Fund may also invest in registered or unregistered closed-end investment companies that invest in foreign securities. Investing through such vehicles may involve frequent or layered fees or expenses and may also be subject to limitation under the 1940 Act or to special tax rules under the Code. If a Fund invests in investment companies, shareholders will bear not only their proportionate share of the Fund’s expenses (including operating expenses and the fees of the Adviser), but also, indirectly, the similar expenses of the underlying investment companies.

Foreign Securities

Some Funds may invest in foreign securities. Foreign securities may include, among other things, securities of issuers organized or headquartered outside the U.S. as well as obligations of supranational entities. Each Fund may define “foreign securities” differently and the examples described in this section should not be considered a definition of “foreign securities.” In addition to the risks associated with investing in securities generally, such investments present additional risks not typically associated with investments in comparable securities of U.S. issuers. Investments in emerging markets may be subject to these risks to a greater extent than those in more developed markets, as described more fully in the section “Emerging Markets.”

 

40


There may be less information publicly available about a foreign corporate or government issuer than about a U.S. issuer, and foreign corporate issuers are not generally subject to accounting, auditing and financial reporting standards and practices comparable to those in the United States. The Public Company Accounting Oversight Board, which regulates auditors of U.S. public companies, is unable to inspect audit work papers in certain foreign countries. The securities of some foreign issuers are less liquid and at times more volatile than securities of comparable U.S. issuers. Foreign brokerage commissions and securities custody costs are often higher than those in the United States, and judgments against foreign entities may be more difficult to obtain and enforce. Investors in foreign countries often have limited rights and few practical remedies to pursue shareholder claims, including class actions or fraud claims, and the ability of the SEC, the U.S. Department of Justice and other authorities to bring and enforce actions against foreign issuers or foreign persons is limited. With respect to certain foreign countries, there is a possibility of governmental expropriation of assets, confiscatory taxation, political or financial instability and diplomatic developments that could affect the value of investments in those countries. If a Fund’s portfolio is over-weighted in a certain geographic region, any negative development affecting that region will have a greater impact on a Fund than a fund that is not over-weighted in that region. The receipt of interest on foreign government securities may depend on the availability of tax or other revenues to satisfy the issuer’s obligations.

Since most foreign securities are denominated in foreign currencies or traded primarily in securities markets in which settlements are made in foreign currencies, the value of these investments and the net investment income available for distribution to shareholders of a Fund may be affected favorably or unfavorably by changes in currency exchange rates or exchange control regulations. To the extent a Fund may purchase securities denominated in foreign currencies, a change in the value of any such currency against the U.S. dollar will result in a change in the U.S. dollar value of the Fund’s assets and the Fund’s income available for distribution. The 2008 global economic crisis has caused many European countries to experience serious fiscal difficulties, including bankruptcy, public budget deficits, recession, sovereign default, restructuring of government debt, credit rating downgrades and an overall weakening of the banking and financial sectors. In addition, some European economies may depend on others for assistance, and the inability of such economies to achieve the reforms or objectives upon which that assistance is conditioned may result in deeper and/or longer financial downturns among the Eurozone nations. Recent events in the Eurozone have called into question the long-term viability of the euro as a shared currency among the Eurozone nations. Moreover, strict fiscal and monetary controls imposed by the European Economic and Monetary Union as well as any other requirements it may impose on member countries may significantly impact such countries and limit them from implementing their own economic policies to some degree. As the result of economic, political, regulatory or other actions taken in response to this crisis, including any discontinuation of the euro as the shared currency among the eurozone nations or the implementation of capital controls or the restructuring of financial institutions, a Fund’s euro-denominated investments may become difficult to value, a Fund may be unable to dispose of investments or repatriate investment proceeds, a Fund’s ability to operate its strategy in connection with euro-denominated securities may be significantly impaired and the value of the Fund’s euro-denominated investments may decline significantly and unpredictably.

The United Kingdom left the European Union (commonly known as “Brexit”) on January 31, 2020. An agreement between the United Kingdom and the European Union governing their future trade relationship became effective January 1, 2021. Brexit has resulted in volatility in European and global markets and could have negative long-term impacts on financial markets in the United Kingdom and throughout Europe. Significant uncertainty remains in the market regarding the ramifications of the withdrawal of the United Kingdom from the European Union and the arrangements that will apply to the United Kingdom’s relationship with the European Union and other countries following its withdrawal; the range and potential implications of possible political, regulatory, economic, and market outcomes are difficult to predict. Moreover, other countries may seek to withdraw from the European Union and/or abandon the euro, the common currency of the European Union. The ultimate effects of these events and other socio-political or geopolitical issues are not known but could profoundly affect global economies and markets. Whether or not a Fund invests in securities of issuers located in Europe or with significant exposure to European issuers or countries, these events could negatively affect the value and liquidity of the Fund’s investments.

Furthermore, many emerging and developing market countries have experienced outbreaks of pandemic or contagious diseases from time to time. Because emerging and developing market countries tend to have less established health care systems, the adverse impact of outbreaks may be more severe for these countries. The risks of such outbreaks and resulting social, political, economic and environmental damage cannot be quantified. Such outbreaks can affect the economies of many nations, individual companies and the market in general. The impact may be short term or may last for an extended period of time.

 

41


Although a Fund’s income may be received or realized in foreign currencies, the Fund will be required to compute and distribute its income in U.S. dollars. Therefore, if the value of a currency relative to the U.S. dollar declines after a Fund’s income has been earned in that currency, translated into U.S. dollars and declared as a dividend, but before payment of such dividend, the Fund could be required to liquidate portfolio securities to pay such dividend. Similarly, if the value of a currency relative to the U.S. dollar declines between the time a Fund incurs expenses or other obligations in U.S. dollars and the time such expenses or obligations are paid, the amount of such currency required to be converted into U.S. dollars in order to pay such expenses in U.S. dollars will be greater than the equivalent amount in such currency of such expenses at the time they were incurred. Compliance with foreign tax laws may reduce a Fund’s net income available for distribution to shareholders.

In addition, because the Funds may invest in foreign securities traded primarily on markets that close prior to the time each Fund determines its NAV, the risks posed by frequent trading may have a greater potential to dilute the value of Fund shares held by long-term shareholders than a fund investing in U.S. securities. In instances where a significant event that affects the value of one or more foreign securities held by a Fund takes place after the close of the primary foreign market, but before the time that the Fund determines its NAV, certain investors may seek to take advantage of the fact that there will be a delay in the adjustment of the market price for a security caused by this event until the foreign market reopens (sometimes referred to as “price” or “time zone” arbitrage). Shareholders who attempt this type of arbitrage may dilute the value of a Fund’s shares by virtue of their transaction, if those prices reflect the fair value of the foreign securities. Although each Fund has procedures designed to determine the fair value of foreign securities for purposes of calculating its NAV when such an event has occurred, fair value pricing, because it involves judgments that are inherently subjective, may not always eliminate the risk of price arbitrage. The Funds’ securities may change in price on days on which the U.S. markets are closed and the Funds do not calculate their NAVs or sell or redeem their shares. For more information on how the Funds use fair value pricing, see the section “Net Asset Value.”

Foreign withholding or other taxes imposed on a Fund’s investments in foreign securities will reduce the Fund’s return on those securities.    In certain circumstances, a Fund may be able to elect to permit shareholders to claim a credit or deduction on their income tax returns with respect to foreign taxes paid by the Fund. See the section “Taxes.”

Canadian Investments

Certain Funds may invest in securities of Canadian issuers to a significant extent. The Canadian and U.S. economies are closely integrated, and U.S. market conditions, including consumer spending, can have a significant impact on the Canadian economy such that an investment in Canadian securities may not have the same diversifying affect as investments in other countries. In addition, Canada is a major producer of commodities, such as forest products, metals, agricultural products and energy-related products like oil, gas and hydroelectricity. As a result, the Canadian economy is very dependent on the demand for, and supply and price of, natural resources and the Canadian market is relatively concentrated in issuers involved in the production and distribution of natural resources. Canada’s economic growth may be significantly affected by fluctuations in currency and global demand for such commodities. Investments in Canadian securities may be in Canadian dollars; see the section “Foreign Currency Transactions” for more information.

Depositary Receipts

Some Funds may invest in foreign equity securities by purchasing “depositary receipts.” Depositary receipts are instruments issued by banks that represent an interest in foreign equity securities held by arrangement with the bank. Depositary receipts can be either “sponsored” or “unsponsored.” Sponsored depositary receipts are issued by banks in cooperation with the issuer of the underlying equity securities. Unsponsored depositary receipts are arranged without involvement by the issuer of the underlying equity securities and, therefore, less information about the issuer of the underlying equity securities may be available and the price may be more volatile than in the case of sponsored depositary receipts. American Depositary Receipts are depositary receipts that are bought and sold in the United States and are typically issued by a U.S. bank or trust company. European Depositary Receipts and Global Depositary Receipts are depositary receipts that are typically issued by foreign banks or trust companies and evidence ownership of underlying securities issued by either foreign banks or trust companies; they may evidence ownership of securities issued by a U.S. or foreign company. All depositary receipts, including those denominated in U.S. dollars, will be subject to foreign currency risk. See the section “Foreign Currency Transactions” for more information.

 

42


Because certain Funds may invest in depositary receipts, changes in foreign economies and political climates are more likely to affect the Funds than a mutual fund that invests exclusively in U.S. companies. See the section “Foreign Securities” for more information.

Emerging Markets

Investments in foreign securities may include investments in emerging or developing countries whose economies or securities markets are not yet highly developed. The same or similar risks are seen in investments in companies that are located in developed markets but derive substantial revenues from emerging markets. The risks associated with investing in foreign securities are often heightened for investments in emerging market countries. These heightened risks include (i) greater risks of expropriation, confiscatory taxation, nationalization, and less social, political and economic stability; (ii) the small size of the markets for securities of emerging market issuers and the oftentimes low or nonexistent volume of trading, resulting in lack of liquidity and in price volatility; (iii) certain national policies that may restrict a Fund’s investment opportunities, including restrictions on investing in issuers or industries deemed sensitive to relevant national interests or currency transfer restrictions; (iv) an economy’s dependence on revenues from particular commodities or on international aid or development assistance; (v) the absence of developed legal structures governing private or foreign investment and private property and/or less developed custodial and deposit systems and delays and disruptions in securities settlement procedures; and (vi) risks associated with the imposition of sanctions by the U.S. government. A Fund’s purchase and sale of portfolio securities in certain emerging market countries may be constrained by limitations as to daily changes in the prices of listed securities, periodic trading or settlement volume and/or limitations on aggregate holdings of foreign investors. In certain cases, such limitations may be computed based upon the aggregate trading by or holdings of a Fund, its Adviser or Subadviser (as applicable) and their affiliates, and their respective clients and other service providers. A Fund may not be able to sell securities in circumstances where price, trading or settlement volume limitations have been reached. These limitations may have a negative impact on a Fund’s performance and may adversely affect the liquidity of a Fund’s investment to the extent that it invests in certain emerging market countries. In addition, some emerging market countries may have fixed or managed currencies that are not free-floating against the U.S. dollar. Further, certain emerging market countries’ currencies may not be internationally traded. Certain of these currencies have experienced a steady devaluation relative to the U.S. dollar. If a Fund does not hedge the U.S. dollar value of securities it owns denominated in currencies that are devalued, the Fund’s NAV will be adversely affected. Many emerging market countries have experienced substantial, and in some periods extremely high, rates of inflation for many years. Inflation and rapid fluctuations in inflation rates have had and may continue to have adverse effects on the economies and securities markets of certain of these countries.

In determining whether to invest in securities of foreign issuers, an Adviser or Subadviser (as applicable) may consider the likely effects of foreign taxes on the net yield available to a Fund and its shareholders. Compliance with foreign tax laws may reduce a Fund’s net income available for distribution to shareholders.

Investing Through Stock Connect

In addition to the risks described under “Emerging Markets”, there are risks associated with a Fund’s direct or indirect (through, for example, participation notes or other types of equity-linked notes) investment in shares of mainland China-based companies that trade on Chinese stock exchanges such as the Shanghai Stock Exchange and the Shenzhen Stock Exchange (“China A-Shares”) through the Shanghai and Shenzhen-Hong Kong Stock Connect (“Stock Connect”), or that may be available in the future through additional stock connect programs. Stock Connect is a mutual market access program designed to, among other things, enable foreign investment in the People’s Republic of China (“PRC”) via brokers in Hong Kong. The underdeveloped state of the PRC’s investment and banking system subjects the settlement, clearing, and registration of China A-Shares transactions to heightened risks. Stock Connect can only operate when both China and Hong Kong markets are open for trading and when banking services are available in both markets on the corresponding settlement days. As such, if either or both markets are closed on a U.S. trading day, a Fund may not be able to transact in its China A-Shares, which could adversely affect the Fund’s performance. Because Stock Connect is relatively new, its effects on the market for trading China A-Shares are uncertain. In addition, the trading, settlement, and information technology systems required to operate Stock Connect are relatively new and continuing to evolve. In the event that the relevant systems do not function properly, trading through Stock Connect could be disrupted.

 

43


PRC regulations require that, in order to sell its China A-Shares, a Fund must pre-deliver the China A-Shares to a broker. If the China A-Shares are not in the broker’s possession before the market opens on the day of sale, the sell order will be rejected. This requirement could limit a Fund’s ability to dispose of its China A-Shares purchased through Stock Connect in a timely manner. Additionally, Stock Connect is subject to daily quota limitations on purchases of China A-Shares. Once the daily quota is reached, orders to purchase additional China A-Shares through Stock Connect will be rejected. A Fund’s investment in China A-Shares may only be traded through Stock Connect and is not otherwise transferable.

Stock Connect utilizes an omnibus clearing structure, and a Fund’s Stock Connect securities will be registered in its sub-custodian’s name on the China Securities Depository and Clearing Corporation Limited (“CSDCC”). This may limit the ability of an Adviser or Subadviser to effectively manage a Fund, and may expose a Fund to the credit risk of its sub-custodian or to greater risk of expropriation. While the ultimate investors hold a beneficial interest in Stock Connect securities, the mechanisms that beneficial owners may use to enforce their rights are untested. In addition, courts in China have limited experience in applying the concept of beneficial ownership. Investments in China A-Shares through Stock Connect may be available only through a single broker that is an affiliate of a Fund’s sub-custodian which may affect the quality of the execution provided by such broker. Stock Connect restrictions could also limit the ability of a Fund to sell its China A-Shares in a timely manner, or to sell them at all. Stock Connect is subject to regulation by both China and Hong Kong, and regulators in both jurisdictions may suspend Stock Connect trading, which could limit the ability of a Fund to transact in China A-Shares. Further, different fees, costs and taxes are imposed on non-Chinese investors acquiring China A-Shares through Stock Connect, and these fees, costs and taxes may be higher than comparable fees, costs and taxes imposed on owners of other securities providing similar investment exposure.

Supranational Entities

Some Funds may invest in securities issued by supranational entities, such as the International Bank for Reconstruction and Development (commonly called the “World Bank”), the Asian Development Bank and the Inter-American Development Bank. The governmental members of these supranational entities are “stockholders” that typically make capital contributions to support or promote such entities’ economic reconstruction or development activities and may be committed to make additional capital contributions if the entity is unable to repay its borrowings. A supranational entity’s lending activities may be limited to a percentage of its total capital, reserves and net income. There can be no assurance that the constituent governments will be able or willing to honor their commitments to those entities, with the result that the entity may be unable to pay interest or repay principal on its debt securities, and a Fund may lose money on such investments. Obligations of a supranational entity that are denominated in foreign currencies will also be subject to the risks associated with investments in foreign currencies, as described in the sections “Foreign Securities” and “Foreign Currency Transactions.”

Foreign Currency Transactions

Some Funds may engage in foreign currency transactions for both hedging and investment purposes. Many foreign securities in a Fund’s portfolio will be denominated in foreign currencies or traded in securities markets in which settlements are made in foreign currencies. Any income on such investments is generally paid to a Fund in foreign currencies. The value of these foreign currencies relative to the U.S. dollar varies continually, causing changes in the dollar value of a Fund’s portfolio investments (even if the local market price of the investments is unchanged) and changes in the dollar value of a Fund’s income available for distribution to its shareholders. The effect of changes in the dollar value of a foreign currency on the dollar value of a Fund’s assets and on the net investment income available for distribution may be favorable or unfavorable.

To protect against a change in the foreign currency exchange rate between the date on which a Fund contracts to purchase or sell a security and the settlement date for the purchase or sale, to gain exposure to one or more foreign currencies or to “lock in” the equivalent of a dividend or interest payment in another currency, a Fund might purchase or sell a foreign currency on a spot (i.e., cash) basis at the prevailing spot rate or may enter into futures contracts on an exchange. If conditions warrant, a Fund may also enter into contracts with banks or broker-dealers to purchase or sell foreign currencies at a future date (“forward contracts”). See section “Derivative Instruments.”

 

44


Forward contracts are subject to many of the same risks as derivatives described in the section “Derivative Instruments.” Forward contracts may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. A Fund may incur costs in connection with conversions between various currencies, and the Fund will be subject to increased illiquidity and credit/counterparty risk because forward contracts are not traded on an exchange and often are not standardized. A Fund may also be required to liquidate portfolio assets, or may incur increased currency conversion costs, to compensate for a decline in the dollar value of a foreign currency occurring between the time when the Fund declares and pays a dividend, or between the time when the Fund accrues and pays an operating expense in U.S. dollars.

In addition, some Funds may buy and write options on foreign currencies in a manner similar to that in which futures or forward contracts on foreign currencies will be utilized. A Fund may use options on foreign currencies to hedge against adverse changes in foreign currency conversion rates. For example, a decline in the U.S. dollar value of a foreign currency in which portfolio securities are denominated will reduce the U.S. dollar value of such securities, even if their value in the foreign currency remains constant. In order to protect against such diminutions in the value of the portfolio securities, a Fund may buy put options on the foreign currency. If the value of the currency declines, a Fund will have the right to sell such currency for a fixed amount in U.S. dollars, thereby offsetting, in whole or in part, the adverse effect on its portfolio.

Conversely, when a rise in the U.S. dollar value of a currency in which securities to be acquired are denominated is projected, thereby increasing the cost of such securities, a Fund may buy call options on the foreign currency. The purchase of such options could offset, at least partially, the effects of the adverse movements in exchange rates. As in the case of other types of options, however, the benefit to a Fund from purchases of foreign currency options will be reduced by the amount of the premium and related transaction costs. In addition, if currency exchange rates do not move in the direction or to the extent desired, a Fund could sustain losses or lesser gains on transactions in foreign currency options that would require the Fund to forego a portion or all of the benefits of advantageous changes in those rates.

Some Funds may also write options on foreign currencies. For example, to hedge against a potential decline in the U.S. dollar due to adverse fluctuations in exchange rates, a Fund could, instead of purchasing a put option, write a call option on the relevant currency. If the decline expected by a Fund occurs, the option will most likely not be exercised and the diminution in value of portfolio securities be offset at least in part by the amount of the premium received. Similarly, instead of purchasing a call option to hedge against a potential increase in the U.S. dollar cost of securities to be acquired, a Fund could write a put option on the relevant currency which, if rates move in the manner projected by the Fund, will expire unexercised and allow the Fund to hedge the increased cost up to the amount of the premium. If exchange rates do not move in the expected direction, the option may be exercised and a Fund would be required to buy or sell the underlying currency at a loss, which may not be fully offset by the amount of the premium. Through the writing of options on foreign currencies, a Fund also may lose all or a portion of the benefits that might otherwise have been obtained from favorable movements in exchange rates.

An Adviser or Subadviser may decide not to engage in currency transactions, and there is no assurance that any currency strategy used by a Fund will succeed. In addition, suitable currency transactions may not be available in all circumstances and there can be no assurance that a Fund will engage in these transactions when they would be beneficial. The foreign currency transactions in which a Fund may engage involve risks similar to those described in the section “Derivative Instruments.”

A Fund’s use of currency transactions may be limited by tax considerations. Transactions in foreign currencies, foreign currency denominated debt and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned and may affect the timing or amount of distributions to shareholders.

Transactions in non-U.S. currencies are also subject to many of the risks of investing in non-U.S. securities described in the section “Foreign Securities.” Because a Fund may invest in foreign securities and foreign currencies, changes in foreign economies and political climates are more likely to affect a Fund than a mutual fund that invests exclusively in U.S. companies. There may also be less government supervision of foreign markets, resulting in non-uniform accounting practices and less publicly available information. If a Fund’s portfolio is over-weighted in a certain geographic region, any negative development affecting that region will have a greater impact on a Fund than a fund that is not over-weighted in that region.

 

45


Funding Agreements

The Senior Floating Rate and Fixed Income Fund may invest in Guaranteed Investment Contracts (“GICs”) and similar funding agreements. In connection with these investments, a Fund makes cash contributions to a deposit fund of an insurance company’s general account. The insurance company then credits to a Fund on a monthly basis guaranteed interest, which is based on an index (such as LIBOR). The funding agreements provide that this guaranteed interest will not be less than a certain minimum rate. The purchase price paid for a funding agreement becomes part of the general assets of the insurance company. GICs are considered illiquid securities and will be subject to any limitations on such investments described elsewhere in this Statement, unless there is an active and substantial secondary market for the particular instrument and market quotations are readily available. Generally, funding agreements are not assignable or transferable without the permission of the issuing company, and an active secondary market in some funding agreements does not currently exist. Investments in GICs are subject to the risks associated with fixed-income instruments generally, and are specifically subject to the credit/counterparty risk associated with an investment in the issuing insurance company.

Illiquid Securities

Some Funds may purchase illiquid securities. Illiquid securities are generally those that are not readily resalable. Securities whose disposition is restricted by federal securities laws may be considered illiquid. Securities generally will be considered “illiquid” if a Fund reasonably expects the security cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the security. Investment in illiquid securities involves the risk that a Fund may be unable to sell such a security at the desired time or at the price at which the Fund values the security. Also, a Fund may incur expenses, losses or delays in the process of registering restricted securities prior to resale.

The Funds have implemented a liquidity risk management program pursuant to Rule 22e-4 under the 1940 Act. In accordance with Rule 22e-4, the Funds may not acquire any illiquid investment if, immediately after the acquisition, the Funds would have invested more than 15% of its net assets in illiquid investments. In the event a Fund’s illiquid investments exceed 15% of the Fund’s net assets, the Adviser will seek to bring the Fund’s illiquid investments to or below 15% of the Fund’s net assets within a reasonable time.

Inflation-Linked and Inflation-Indexed Securities

Some Funds may invest in inflation-linked and -indexed securities. Inflation-linked and -indexed securities are fixed-income securities whose principal values are adjusted periodically according to the rate of inflation. These securities generally have maturities of ten or thirty years and interest is payable semiannually. The principal amount of these securities increases with increases in the price index used as a reference value for the securities. In addition, the amounts payable as coupon interest payments increase when the price index increases because the interest amount is calculated by multiplying the principal amount (as adjusted) by a fixed coupon rate.

Although inflation-linked and -indexed securities protect their holders from long-term inflationary trends, short-term increases in inflation may result in a decline in value. The values of inflation-linked and -indexed securities generally fluctuate in response to changes to real interest rates, which are in turn tied to the relationship between nominal interest rates and the rate of inflation. If inflation were to rise at a rate faster than nominal interest rates, real interest rates might decline, leading to an increase in value of the inflation-linked and -indexed securities. In contrast, if nominal interest rates increased at a faster rate than inflation, real interest rates might rise, leading to a decrease in the value of inflation-linked and -indexed securities. If inflation is lower than expected during a period in which a Fund holds inflation-linked or -indexed securities, the Funds may earn less on such securities than on a conventional security. If interest rates rise due to reasons other than inflation (for example, due to changes in currency exchange rates), investors in inflation-linked and -indexed securities may not be protected to the extent that the increase is not reflected in the price index used as a reference for the securities. There can be no assurance that the price index used for an inflation-linked or inflation-indexed security will accurately measure the real rate of inflation in the prices of goods and services. Inflation-linked or -indexed securities include Treasury Inflation-Protected Securities issued by the U.S. government (see the section “U.S. Government Securities” for additional information), but also may include securities issued by state, local and non-U.S. governments and corporations and supranational entities.

 

46


A Fund’s investments in inflation-linked and -indexed securities can cause the Fund to accrue income for U.S. federal income tax purposes without a corresponding receipt of cash, and the Fund may be required to dispose of portfolio securities (including when not otherwise advantageous to do so) in order to obtain sufficient cash to meet its distribution requirements for eligibility to be treated as a RIC under the Code.

Initial Public Offerings (“IPO”)

Some Funds may purchase securities of companies that are offered pursuant to an IPO. An IPO is a company’s first offering of stock to the public in the primary market, typically to raise additional capital. A Fund may purchase a “hot” IPO (also known as a “hot issue”), which is an IPO that is oversubscribed and, as a result, is an investment opportunity of limited availability. As a consequence, the price at which these IPO shares open in the secondary market may be significantly higher than the original IPO price. IPO securities tend to involve greater risk due, in part, to public perception and the lack of publicly available information and trading history. There is the possibility of losses resulting from the difference between the issue price and potential diminished value of the stock once traded in the secondary market. A Fund’s investment in IPO securities may have a significant impact on the Fund’s performance and may result in significant capital gains.

Investment Companies

Certain Funds may invest in other investment companies. Investment companies, including exchange-traded funds (“ETFs”), are essentially pools of securities. Investing in other investment companies involves substantially the same risks as investing directly in the underlying securities, but may involve additional expenses at the investment company level, such as investment advisory fees and operating expenses. In some cases, investing in an investment company may involve the payment of a premium over the value of the assets held in that investment company’s portfolio. In other circumstances, the market value of an investment company’s shares may be less than the NAV per share of the investment company. As an investor in another investment company, a Fund will bear its ratable share of the investment company’s expenses, including advisory fees, and the Fund’s shareholders will bear such expenses indirectly, in addition to similar fees and expenses of the Fund. A Fund may also be exposed to the risks associated with the underlying investment company’s investments.

Despite the possibility of greater fees and expenses, investment in other investment companies may be attractive nonetheless for several reasons, especially in connection with foreign investments. Because of restrictions on direct investment by U.S. entities in certain countries, investing indirectly in such countries (by purchasing shares of another fund that is permitted to invest in such countries) may be the most practical and efficient way for a Fund to invest in such countries. In other cases, when a Fund’s Adviser or Subadviser desires to make only a relatively small investment in a particular country, investing through another fund that holds a diversified portfolio in that country may be more effective than investing directly in issuers in that country. In addition, it may be efficient for a Fund to gain exposure to particular market segments by investing in shares of one or more investment companies.

ETFs

Some Funds may invest in shares of ETFs. An ETF is an investment company that is generally registered under the 1940 Act that holds a portfolio of securities designed to track the performance of a particular index. The ETF may be actively managed. ETFs sell and redeem their shares at NAV in large blocks (typically 50,000 of its shares or more) called “creation units.” Shares representing fractional interests in these creation units are listed for trading on national securities exchanges and can be purchased and sold in the secondary market in lots of any size at any time during the trading day. ETFs sometimes also refer to entities that are not registered under the 1940 Act that invest directly in commodities or other assets (e.g., gold bullion). Investments in ETFs involve certain inherent risks generally associated with investments in a broadly-based portfolio of securities, including risks that the general level of stock prices may decline, thereby adversely affecting the value of each unit of the ETF or other instrument. In addition, an ETF may not fully replicate the performance of its benchmark index because of the temporary unavailability of certain index securities in the secondary market or discrepancies between the ETF and the index with respect to the weighting of securities or number of stocks held.

 

47


Limitations on Investments in Other Investment Companies.

Investments in other investment companies are typically subject to limitations prescribed by the 1940 Act. The 1940 Act limitations currently provide, in part, that, unless an exception applies, a Fund may not purchase shares of an investment company if such a purchase would cause the Fund (a) to own in the aggregate more than 3% of the total outstanding voting stock of the investment company; (b) to have more than 5% of its total assets invested in the aggregate in the investment company; or (c) to have more than 10% of its total assets invested in the aggregate in all investment companies. In October 2020, the SEC adopted certain regulatory changes and took other actions related to the ability of an investment company to invest in the securities of another investment company. These changes include, among other things, the rescission of certain SEC exemptive orders permitting investments in excess of the statutory limits and the withdrawal of certain related SEC staff no-action letters, and the adoption of Rule 12d1-4 under the 1940 Act. Rule 12d1-4, which became effective on January 19, 2021, will permit the Funds to invest in other investment companies beyond the statutory limits, subject to certain conditions. The rescission of the applicable exemptive orders and the withdrawal of the applicable no-action letters will be effective on January 19, 2022. After such time, an investment company will no longer be able to rely on the aforementioned exemptive orders and no-action letters, and will be subject instead to Rule 12d1-4 and other applicable rules under Section 12(d)(1). The impact of these regulatory changes on the Funds is still uncertain.

Market Capitalizations

Some Funds may invest in companies with small, medium or large market capitalizations. Large capitalization companies generally are large companies that have been in existence for a number of years and are well established in their market. Middle market capitalization companies generally are medium-sized companies that are not as established as large capitalization companies, may be more volatile and are subject to many of the same risks as smaller capitalization companies.

Small Capitalization Companies

Some Funds may invest in companies with relatively small market capitalizations. Such investments may involve greater risk than is usually associated with more established companies. These companies often have sales and earnings growth rates that exceed those of companies with larger market capitalizations. Such growth rates may in turn be reflected in more rapid share price appreciation. However, companies with smaller market capitalization often have limited product lines, markets or financial resources and may be dependent upon a relatively small management group. These securities may have limited marketability and may be subject to more abrupt or erratic movements in price than securities of companies with larger market capitalization or market averages in general. To the extent that a Fund invests in companies with relatively small market capitalizations, the value of its stock portfolio may fluctuate more widely than broad market averages.

Master Limited Partnerships (“MLPs”)

Certain Funds may invest in MLPs, which are limited partnerships the ownership units of which are publicly traded. MLPs may be treated as qualified publicly traded partnerships for U.S. federal income tax purposes, as described in the section “Taxes” herein. MLPs often own or own interests in properties or businesses that are related to oil and gas industries, including pipelines, although MLPs may invest in other types of investments, including credit-related investments. The energy industries can be significantly affected by fluctuations in energy prices and supply and demand of energy fuels, energy conservation, exploration and production spending, the success of exploration projects, tax and other government regulations, weather or meteorological events, world events and economic conditions. The energy industries also may be affected by fluctuations in energy prices, energy conservation, exploration and production spending, government regulations, weather, world events and economic conditions. Generally, an MLP is operated under the supervision of one or more managing general partners. Limited partners (like a Fund when it invests in an MLP) are not involved in the day-to-day management of the partnership. Certain Funds also may invest in companies that serve (or the affiliates of which serve) as the general partner of an MLP.

 

48


Investments in MLPs are generally subject to many of the risks that apply to partnerships. For example, holders of the units of MLPs will generally have limited control and limited voting rights on matters affecting the partnership. There may be fewer corporate protections afforded to investors in an MLP than investors in a corporation. Conflicts of interest may exist among unit holders, subordinated unit holders and the general partner of an MLP, including those arising from incentive distribution payments. The general partner of an MLP may have limited call rights that may require a Fund to sell its units of such MLP at a time or price that is not advantageous, which may lower the Fund’s return or result in a loss. A Fund may also be required to repay to an MLP distributions that are incorrectly distributed to the Fund, and in certain circumstances holders of MLP units may be responsible for the obligations of the MLP. In addition, should an MLP fail to meet the current legal requirements for treatment as a partnership, or if there are changes to the tax law, an MLP could be treated as a corporation for U.S. federal income tax purposes. In that case, the MLP would be obligated to pay tax at the entity level, and distributions to a Fund would be taxed as ordinary dividend income. This could result in a significant reduction in the income to a Fund from an investment in an MLP. MLPs that concentrate in a particular industry or region are subject to risks associated with such industry or region. MLPs holding credit-related investments are subject to interest rate risk and the risk of default on payment obligations by debt issuers. Investments held by MLPs may be illiquid and are subject to equity risk. MLP units may trade infrequently and in limited volume, and they may be subject to more abrupt or erratic price movements than securities of larger or more broadly based companies.

Certain Funds’ investments in MLPs can bear on or be limited by a Fund’s intention to qualify as a RIC.

Certain Funds may also hold investments in limited liability companies that have many of the same characteristics and are subject to many of the same risks as MLPs.

Money Market Instruments

Some Funds may invest in money market instruments. Money market instruments are high-quality, short-term securities. A Fund’s money market investments at the time of purchase (other than U.S. government securities (defined below) and repurchase agreements relating thereto) generally will be rated at the time of purchase in the two highest short-term rating categories as rated by a major credit agency or, if unrated, will be of comparable quality as determined by the Adviser or Subadviser. A Fund may invest in instruments of lesser quality and does not have any minimum credit quality restriction. Money market instruments maturing in less than one year may yield less than obligations of comparable quality having longer maturities.

Although changes in interest rates can change the market value of a security, the Funds expect those changes to be minimal with respect to these securities, which may be purchased by a Fund for defensive purposes. A Fund’s money market investments may be issued by U.S. banks, foreign banks (including their U.S. branches) or foreign branches and subsidiaries of U.S. banks. Obligations of foreign banks may be subject to foreign economic, political and legal risks. Such risks include foreign economic and political developments, foreign governmental restrictions that may adversely affect payment of principal and interest on the obligations, foreign withholding or other taxes on interest income, difficulties in obtaining and enforcing a judgment against a foreign obligor, exchange control regulations (including currency blockage) and the expropriation or nationalization of assets or deposits. Foreign branches of U.S. banks and foreign banks are not necessarily subject to the same or similar regulatory requirements that apply to domestic banks. For instance, such branches and banks may not be subject to the types of requirements imposed on domestic banks with respect to mandatory reserves, loan limitations, examinations, accounting, auditing, record keeping and the public availability of information. Obligations of such branches or banks will be purchased only when an Adviser or Subadviser believes the risks are minimal. The Funds may invest in U.S. government securities that include all securities issued or guaranteed by the U.S. government or its agencies, authorities or instrumentalities (“U.S. government securities”). Some U.S. government securities are backed by the full faith and credit of the United States. U.S. government securities that are not backed by the full faith and credit of the United States are considered riskier than those that are. See the section “U.S. Government Securities” for additional information.

Although the Funds may invest in money market instruments, they are not money market funds and therefore are not subject to the portfolio quality, maturity and NAV requirements applicable to money market funds. The Funds will not seek to maintain a stable NAV. The Funds also will not be required to comply with the rating restrictions applicable to money market funds, and will not necessarily sell an investment in cases where a security’s rating has been downgraded.

 

49


Considerations of liquidity, safety and preservation of capital may preclude a Fund from investing in money market instruments paying the highest available yield at a particular time. In addition, a Fund’s ability to trade money market securities may be constrained by the collateral and asset coverage requirements related to the Fund’s other investments. As a result, a Fund may need to buy or sell money market instruments at inopportune times. In addition, even though money market instruments generally are considered to be high-quality and a low-risk investment, recently a number of issuers of money market and money market-type instruments have experienced financial difficulties, leading in some cases to rating downgrades and decreases in the value of their securities. In addition, during the 2008 global financial downturn and the recent market volatility caused by the coronavirus outbreak, many money market instruments that were thought to be highly liquid became illiquid and lost value. The U.S. government and the Federal Reserve, as well as certain foreign governments and central banks, have taken extraordinary actions with respect to the financial markets generally and money market instruments in particular. While these actions have stabilized the markets for these instruments, there can be no assurances that those actions will continue or continue to be effective. If a Fund’s money market instruments become illiquid, the Fund may be unable to satisfy certain of its obligations or may only be able to do so by selling other securities at prices or times that may be disadvantageous to do so.

Mortgage-Related Securities

Some Funds may invest in mortgage-related securities, such as Government National Mortgage Association (“GNMA”) or Federal National Mortgage Association (“FNMA”) certificates, which differ from traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usually monthly, and that principal may be prepaid at any time because the underlying mortgage loans generally may be prepaid at any time. As a result, if a Fund purchases these assets at a premium, a faster-than-expected prepayment rate will tend to reduce yield to maturity, and a slower-than-expected prepayment rate may have the opposite effect of increasing yield to maturity. If a Fund purchases mortgage-related securities at a discount, faster-than-expected prepayments will tend to increase, and slower-than-expected prepayments will tend to reduce, yield to maturity. Prepayments, and resulting amounts available for reinvestment by a Fund, are likely to be greater during a period of declining interest rates and, as a result, are likely to be reinvested at lower interest rates. Accelerated prepayments on securities purchased at a premium may result in a loss of principal if the premium has not been fully amortized at the time of prepayment. Although these securities will decrease in value as a result of increases in interest rates generally, they are likely to appreciate less than other fixed-income securities when interest rates decline because of the risk of prepayments. In addition, an increase in interest rates would increase the inherent volatility of a Fund by increasing the average life of the Fund’s portfolio securities.

The value of some mortgage-backed or asset-backed securities in which a Fund invests may be particularly sensitive to changes in prevailing interest rates, and the ability of a Fund to successfully utilize these instruments may depend in part upon the ability of the Adviser or Subadviser to forecast interest rates and other economic factors correctly. These types of securities may also decline for reasons associated with the underlying collateral. The risk of non-payment is greater for mortgage-related securities that are backed by mortgage pools that contain “subprime” or “Alt-A” loans (loans made to borrowers with weakened credit histories, less documentation or with a lower capacity to make timely payments on their loans), but a level of risk exists for all loans. Market factors adversely affecting mortgage loan repayments may include a general economic downturn, high unemployment, a general slowdown in the real estate market, a drop in the market prices of real estate or an increase in interest rates resulting in higher mortgage payments by holders of adjustable-rate mortgages. Securities issued by the GNMA and the FNMA and similar issuers also may be exposed to risks described in the section “U.S. Government Securities.”

A Fund also may gain exposure to mortgage-related securities through entering into credit default swaps or other derivative instruments related to this asset class. For example, a Fund may enter into credit default swaps on CMBX, which are indices made up of tranches of commercial mortgage-backed securities, each with different credit ratings. Utilizing CMBX, one can either gain synthetic risk exposure to a portfolio of such securities by “selling protection” or take a short position by “buying protection.” The protection buyer pays a monthly premium to the protection seller, and the seller agrees to cover any principal losses and interest shortfalls of the referenced underlying mortgage-backed securities. Credit default swaps and other derivative instruments related to mortgage-related securities are subject to the risks associated with mortgage-related securities generally, as well as the risks of derivative transactions. See the section “Derivative Instruments.”

 

50


Mortgage Dollar Rolls

Some Funds may enter into mortgage dollar rolls. A dollar roll involves the sale of a security by a Fund and its agreement to repurchase the instrument at a specified time and price, and may be considered a form of borrowing for some purposes. A Fund will designate on its records or segregate with its custodian bank assets determined to be liquid in an amount sufficient to meet its obligations under the transactions. A dollar roll involves potential risks of loss that are different from those related to the securities underlying the transactions. A Fund may be required to purchase securities at a higher price than may otherwise be available on the open market. Since the counterparty in the transaction is required to deliver a similar, but not identical, security to the Fund, the security that the Fund is required to buy under the dollar roll may be worth less than an identical security. There is no assurance that a Fund’s use of the cash that it receives from a dollar roll will provide a return that exceeds borrowing costs.

Municipal Obligations

Some Funds may purchase municipal obligations. The term “municipal obligations” generally is understood to include debt obligations issued by municipalities to obtain funds for various public purposes, the income from which is, in the opinion of bond counsel to the issuer, excluded from gross income for U.S. federal income tax purposes. In addition, if the proceeds from private activity bonds are used for the construction, repair or improvement of privately operated industrial or commercial facilities, the interest paid on such bonds may be excluded from gross income for U.S. federal income tax purposes, although current federal tax laws place substantial limitations on the size of these issues. A Fund’s distributions of any interest it earns on municipal obligations will be taxable to shareholders as ordinary income.

The two principal classifications of municipal obligations are “general obligation” and “revenue” bonds. General obligation bonds are secured by the issuer’s pledge of its faith, credit, and taxing power for the payment of principal and interest. Revenue bonds are payable from the revenues derived from a particular facility or class of facilities or, in some cases, from the proceeds of a special excise or other specific revenue source, but not from the general taxing power. Private activity bonds are revenue bonds that are issued by municipalities and other public authorities to finance development of industrial or other facilities for use by private enterprise. The private enterprise (and/or any guarantor) pays the principal and interest on the bond; the user does not pledge its faith, credit and taxing power for repayment. The credit and quality of private activity bonds are usually tied to the credit of the corporate user of the facilities. Sizable investments in these obligations could involve an increased risk to the Funds should any of the related facilities experience financial difficulties. Private activity bonds are in most cases revenue bonds and do not generally carry the pledge of the credit of the issuing municipality. There are, of course, variations in the security of municipal obligations, both within a particular classification and between classifications.

Municipal securities can be significantly affected by political changes as well as uncertainties in the municipal market related to taxation, legislative changes, or the rights of municipal security holders. Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal market. In addition, changes in the financial condition of an individual municipal issuer can affect the overall municipal market.

Original Issue Discount (“OID”) Securities

Some Funds may invest in OID securities. OID securities are securities that have OID as defined in section 1273 of the Code and that generate OID inclusions in the holder’s taxable income under section 1272 of the Code. Generally, OID is the excess of a security’s stated redemption price at maturity over the issue price. OID securities generally include any securities issued with a term exceeding one year at a discount to redemption price, including but not limited to pay-in-kind securities and zero-coupon securities. In general, for tax purposes, the amount of the OID is treated as interest income and is included in the Fund’s income over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security. In order to satisfy a requirement for qualification for treatment as a RIC under the Code, a Fund must distribute each year at least 90% of its net investment income, including the OID accrued on OID securities. Because a Fund will not, on a current basis, receive cash payments from the issuer of an OID security in respect of accrued OID, in some years a Fund may have to distribute cash obtained from other sources in order to satisfy the 90% distribution requirement under the Code and, further, to eliminate tax at the fund level. Such cash might be obtained from selling other portfolio holdings of a Fund. In some circumstances, such sales might be necessary in order to satisfy cash distribution requirements even though investment considerations might otherwise make it undesirable for a Fund to sell such securities at such time.

 

51


Pay-in-Kind Securities

Some Funds may invest in pay-in-kind securities, which are securities that pay dividends or interest in the form of additional securities of the issuer, rather than in cash. These securities are usually issued and traded at a discount from their face amounts. The amount of the discount varies depending on various factors, such as the time remaining until maturity of the securities, prevailing interest rates, the liquidity of the security and the perceived credit quality of the issuer. The market prices of pay-in-kind securities generally are more volatile than the market prices of securities that pay interest periodically and are likely to respond to changes in interest rates to a greater degree than are other types of securities having similar maturities and credit quality. A Fund would be required to distribute the income on these instruments as it accrues, even though the Fund would not receive the income on a current basis or in cash. Thus, such Fund may have to sell other investments, including when it may not be advisable to do so, to make income distributions to its shareholders.

Preferred Stock

Some Funds may invest in preferred stock. Preferred stock pays dividends at a specified rate and generally has preference over common stock in the payment of dividends and the liquidation of the issuer’s assets, but is junior to the debt securities of the issuer in those same respects. Unlike interest payments on debt securities, dividends on preferred stock generally are payable at the discretion of the issuer’s board of directors. Shareholders may suffer a loss of value if dividends are not paid. The market prices of preferred stocks are subject to changes in interest rates and are more sensitive to changes in the issuer’s creditworthiness than are the prices of debt securities. Under normal circumstances, preferred stock does not carry voting rights.

Private Placements

Some Funds may invest in securities that are purchased in private placements. While private placements may offer opportunities for investment that are not otherwise available on the open market, these securities may be subject to restrictions on resale as a matter of contract or under federal securities laws. Because there may be relatively few potential purchasers for these securities, especially under adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, a Fund could find it more difficult or impossible to sell the securities when an Adviser or Subadviser believes that it is advisable to do so, or may be able to sell the securities only at prices lower than if the securities were more widely held. At times, it also may be more difficult to determine the fair value of the securities for purposes of computing a Fund’s NAV.

The absence of a trading market can make it difficult to ascertain a market value for illiquid investments such as private placements. Disposing of illiquid investments may involve time-consuming negotiation and legal expenses, and it may be difficult or impossible for a Fund to sell the illiquid securities promptly at an acceptable price. A Fund may have to bear the extra expense of registering the securities for resale and the risk of substantial delay in effecting the registration. In addition, market quotations are typically less readily available (if available at all) for these securities. The judgment of an Adviser or Subadviser may at times play a greater role in valuing these securities than in the case of unrestricted securities.

A Fund may be deemed to be an underwriter for purposes of the Securities Act when reselling privately issued securities to the public. As such, a Fund may be liable to purchasers of the securities if the registration statement prepared by the issuer, or the prospectus forming a part of the registration statement, is materially inaccurate or misleading.

Privatizations

Some Funds may participate in privatizations. In a number of countries around the world, governments have undertaken to sell to investors interests in enterprises that the governments have historically owned or controlled. These transactions are known as “privatizations” and may in some cases represent opportunities for significant capital appreciation. In some cases, the ability of U.S. investors, such as the Funds, to participate in privatizations may be limited by local law, and the terms of participation for U.S. investors may be less advantageous than those for local investors. Also, there is no assurance that privatized enterprises will be successful, or that an investment in such an enterprise will retain its value or appreciate in value.

 

52


Real Estate Investment Trusts

Some Funds may invest in REITs. REITs are pooled investment vehicles that invest primarily in either real estate or real estate-related loans. REITs involve certain unique risks in addition to those risks associated with investing in the real estate industry in general (such as possible declines in the value of real estate, lack of availability of mortgage funds or extended vacancies of property). Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of any credit extended and changes in interest rates. REITs whose underlying assets are concentrated in properties used by a particular industry, such as health care, are also subject to risks associated with such industry. REITs are dependent upon management skills, are not diversified, and are subject to heavy cash flow dependency, risks of default by borrowers, and self-liquidation. REITs are also subject to the possibilities of failing to qualify for the favorable tax treatment available to REITs under the Code, and failing to maintain their exemptions from registration under the 1940 Act.

REITs (especially mortgage REITs) are also subject to interest rate risks, including prepayment risk. When interest rates decline, the value of a REIT’s investment in fixed rate obligations can be expected to rise. Conversely, when interest rates rise, the value of a REIT’s investment in fixed rate obligations can be expected to decline. If the REIT invests in adjustable rate mortgage loans the interest rates on which are reset periodically, yields on a REIT’s investments in such loans will gradually align themselves to reflect changes in market interest rates. This causes the value of such investments to fluctuate less dramatically in response to interest rate fluctuations than would investments in fixed rate obligations. REITs may have limited financial resources, may trade less frequently and in a limited volume, and may be subject to more abrupt or erratic price movements than more widely held securities.

A Fund’s investment in a REIT may result in a Fund making distributions that constitute a return of capital to Fund shareholders for U.S. federal income tax purposes.    In addition, distributions by a Fund from REITs will not qualify for the corporate dividends-received deduction, or, generally, for treatment as qualified dividend income.

Real Estate Securities

Some Funds may invest in securities of companies in the real estate industry, including REITs and issuers similar to REITs formed under the laws of non-U.S. countries. Therefore, the Funds are therefore subject to the special risks associated with the real estate market and the real estate industry in general. Companies in the real estate industry are considered to be those that (i) have principal activity involving the development, ownership, construction, management or sale of real estate; (ii) have significant real estate holdings, such as hospitality companies, supermarkets and mining, lumber and paper companies; and/or (iii) provide products or services related to the real estate industry, such as financial institutions that make and/or service mortgage loans and manufacturers or distributors of building supplies. Securities of companies in the real estate industry are sensitive to factors such as changes in real estate values, property taxes, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations affecting zoning, land use and rents, and the management skill and creditworthiness of the issuer. Companies in the real estate industry may also be subject to liabilities under environmental and hazardous waste laws.

Repurchase Agreements

A Fund may enter into repurchase agreements, by which the Fund purchases a security and obtains a simultaneous commitment from the seller (a bank or, to the extent permitted by the 1940 Act, a recognized securities dealer) to repurchase the security at an agreed-upon price and date (usually seven days or less from the date of original purchase). The resale price is in excess of the purchase price and reflects an agreed-upon market interest rate unrelated to the coupon rate on the purchased security. Repurchase agreements are economically similar to collateralized loans by a Fund. Such transactions afford a Fund the opportunity to earn a return on temporarily available cash at relatively low market/issuer risk. The Funds do not have percentage limitations on how much of their total assets may be invested in repurchase agreements. The Funds typically may also use repurchase agreements for cash management and temporary defensive purposes. A Fund may invest in a repurchase agreement that does not produce a positive return to the Fund if an Adviser or Subadviser believes it is appropriate to do so under the circumstances (for example, to help protect the Fund’s uninvested cash against the risk of loss during periods of market turmoil). While the underlying

 

53


security may be a bill, certificate of indebtedness, note or bond issued by an agency, authority or instrumentality of the U.S. government, the obligation of the seller is not guaranteed by the U.S. government and there is a risk that the seller may fail to repurchase the underlying security. In such event, a Fund would attempt to exercise rights with respect to the underlying security, including possible disposition in the market. However, a Fund may be subject to various delays and risks of loss, including (i) possible declines in the value of the underlying security during the period while the Fund seeks to enforce its rights thereto, (ii) possible reduced levels of income and lack of access to income during this period, and (iii) inability to enforce rights and the expenses involved in the attempted enforcement, for example, against a counterparty undergoing financial distress.

Reverse Repurchase Agreements and Other Borrowings

Some Funds may enter into reverse repurchase agreements. In a reverse repurchase agreement a Fund transfers possession of a portfolio instrument to another person, such as a financial institution, broker or dealer, in return for cash, and agrees that on a stipulated date in the future the Fund will repurchase the portfolio instrument by remitting the original consideration plus interest at an agreed-upon rate. The ability to use reverse repurchase agreements may enable, but does not ensure the ability of, a Fund to avoid selling portfolio instruments at a time when a sale may be deemed to be disadvantageous. When effecting reverse repurchase agreements, assets of a Fund in a dollar amount sufficient to make payment of the obligations to be purchased are segregated on the Fund’s records at the trade date and maintained until the transaction is settled. Reverse repurchase agreements are economically similar to secured borrowings by a Fund. A Fund’s ability to enter into reverse repurchase agreements may be impacted as the Fund comes into compliance with Rule 18f-4 under the 1940 Act.

Dollar Rolls

Dollar rolls are a special type of reverse repurchase agreement in which the portfolio instrument transferred by a Fund is a mortgage-related security. A Fund gives up the cash flows during the transaction period but has use of the cash proceeds.

Royalty Trusts

The Select Fund may invest in publicly-traded royalty trusts. Royalty trusts are special purpose investment vehicles that own the right to royalties on the production and sale of a natural resource, such as coal, oil, gas, minerals or timber. Royalty trusts usually have no employees and no physical operations. A royalty trust will generally pay the majority of the cash it receives from its royalties out to unitholders, such as the Select Fund. The value of a royalty trust may fluctuate in accordance with changes in the financial condition of the royalty trust, the condition of equity markets, commodity prices, production levels, demand for the resource(s) in which a royalty trust is invested, certain expenses, deductions and costs and the distribution policies adopted by the royalty trust. Such fluctuations could diminish the distributions paid to the Select Fund, which may lower the Select Fund’s return or result in a loss. There can be no assurance that the royalty trusts in which the Select Fund may invest will pay distributions on their securities. The Select Fund will have only limited control of a royalty trust in which it has invested, and limited ability to remove or replace the trustee. To the extent that a royalty trust is concentrated in a single industry or region, the Select Fund will be exposed to the risks of investing in such industry or region, as well as to risks related to the energy sector more generally. Rising interest rates, which would create the possibility for more competitive investments, could also adversely impact the performance of the Fund’s investments in royalty trusts. The Select Fund will bear a proportionate share of the royalty trusts’ operating expenses.

Rule 144A Securities and Section 4(a)(2) Commercial Paper

Some Funds may invest in Rule 144A securities and/or Section 4(a)(2) commercial paper. Rule 144A securities are privately offered securities that can be resold only to certain qualified institutional buyers pursuant to Rule 144A under the Securities Act. A Fund may also purchase commercial paper issued under Section 4(a)(2) of the Securities Act or similar debt obligations. Commercial paper is generally considered to be short-term unsecured debt of corporations. Investing in Rule 144A securities and Section 4(a)(2) commercial paper could have the effect of increasing the level of a Fund’s illiquidity to the extent that qualified institutional buyers become, for a time, uninterested in purchasing these securities. The Adviser, in accordance with the Fund’s liquidity risk management program, will determine whether securities purchased under Rule 144A and/or Section 4(a)(2) commercial paper are illiquid. The Adviser will

 

54


also monitor the liquidity of Rule 144A securities and/or Section 4(a)(2) commercial papers and, if as a result of changes in market, trading, and investment-specific considerations, the Adviser determines that such securities are no longer liquid, the Adviser will review the Fund’s holdings of illiquid securities to determine what, if any, action is required to assure that such Fund complies with its restriction on investment in illiquid securities.

Securities Lending

The Global Growth Fund and Select Fund may lend a portion of their portfolio securities to brokers, dealers, financial institutions or other borrowers under contracts calling for the deposit by the borrower with the Fund’s custodian of collateral equal to at least the market value of the securities loaned, marked to market on a daily basis. If a Fund lends portfolio securities, its investment performance will continue to reflect changes in the value of the securities loaned and the Fund will also receive a fee or interest on the collateral, which may include shares of a money market fund subject to any investment restrictions listed in this Statement. These fees or interest are income to the Funds, although the Funds often must share a portion of the income with the securities lending agent and/or the borrower. The Funds will continue to benefit from interest or dividends on the securities loaned (although the payment characteristics may change) and may also earn a return from the collateral, which may include shares of a money market fund subject to any investment restrictions listed in this Statement. Under some securities lending arrangements, a Fund may receive a set fee for keeping its securities available for lending. Any voting rights, or rights to consent, relating to securities loaned, pass to the borrower. However, if a material event (as determined by an Adviser or Subadviser) affecting the investment occurs, a Fund may seek to recall the securities so that the securities may be voted by a Fund, although an Adviser or Subadviser may not know of such event in time to recall the securities or may be unable to recall the securities in time to vote them. The Funds pay various fees in connection with such loans, including fees to the party arranging the loans, shipping fees and custodian and placement fees approved by the Board or persons acting pursuant to the direction of the Board.

Securities loans must be fully collateralized at all times, but involve some credit/counterparty risk to the Funds if the borrower or the party (if any) guaranteeing the loan should default on its obligation and the Funds are delayed in or prevented from recovering or applying the collateral. In addition, any investment of cash collateral is generally at the sole risk of a Fund. New regulations require certain bank-regulated counterparties and certain of their affiliates to include in certain financial contracts, including many securities lending agreements, terms that delay or restrict the rights of counterparties, such as the Funds, to terminate such agreements, foreclose upon collateral, exercise other default rights or restrict transfers of credit support in the event that the counterparty and/or its affiliates are subject to certain types of resolution or insolvency proceedings. It is possible that these new requirements, as well as potential additional government regulation and other developments in the market, could adversely affect a Fund’s ability to terminate existing securities lending agreements or to realize amounts to be received under such agreements in the event the counterparty or its affiliate becomes subject to a resolution or insolvency proceeding. Any income or gains and losses from investing and reinvesting any cash collateral delivered by a borrower pursuant to a loan generally are at a Fund’s risk, and to the extent any such losses reduce the amount of cash below the amount required to be returned to the borrower upon the termination of any loan, the Fund may be required by the securities lending agent to pay or cause to be paid to such borrower an amount equal to such shortfall in cash, possibly requiring it to liquidate other portfolio securities to satisfy its obligations. The Funds did not have any securities lending activity during their most recently completed fiscal year.

Senior Loans, Loan Participations and Assignments

Some Funds may invest in senior loans, which include both secured and unsecured loans made by banks and other financial institutions to corporate customers. Senior loans typically hold the most senior position in a borrower’s capital structure, may be secured by the borrower’s assets and have interest rates that reset frequently. Senior loans can include term loans, revolving credit facility loans and second lien loans. The proceeds of senior loans primarily are used to finance leveraged buyouts, recapitalizations, mergers, acquisitions, stock repurchases, dividends, and, to a lesser extent, to finance internal growth and for other corporate purposes. These loans may not be rated investment grade by the rating agencies. Although secured loans are secured by collateral of the borrower, there is no assurance that the liquidation of collateral from a secured loan would satisfy the borrower’s obligation, or that the collateral can be liquidated. Economic downturns generally lead to higher non-payment and default rates and a senior loan could lose a substantial part of its value prior to a default. Some senior loans are subject to the risk that a court, pursuant to fraudulent conveyance or other similar laws, could subordinate such senior loans to presently existing or future indebtedness of the borrower or take other action detrimental to the holders of senior loans including, in certain circumstances, invalidating such senior loans or causing interest previously paid to be refunded to the borrower.

 

55


A Fund’s investments in loans are subject to credit/counterparty risk and liquidity risk. Indebtedness of borrowers whose creditworthiness is poor involves substantially greater risks, and may be highly speculative. The interest rates on many senior loans reset frequently, and thus senior loans are subject to interest rate risk. Most senior loans are not traded on any national securities exchange. Senior loans are generally less liquid than many other debt securities and there may also be less public information available about senior loans as compared to other debt securities. Senior loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask spreads and extended trade settlement periods. Transactions in senior loans may take significantly longer than seven days to settle and, as a result, proceeds related to the sale of senior loans may not be readily available to make additional investments or to meet a Fund’s redemption obligations. In order to satisfy redemption requests pending settlement of senior loans, a Fund may take a variety of measures, including, without limitation drawing on its cash and other short term positions and borrowing from banks (including, if available, under a line of credit), all of which may adversely affect a Fund’s performance. With limited exceptions, an Adviser or Subadviser will take steps intended to ensure that it does not receive material non-public information about the issuers of senior loans who also issue publicly traded securities, and therefore an Adviser or Subadviser may have less information than other investors about certain of the senior loans in which it seeks to invest. Investing in senior loan participations exposes a Fund to the credit of the counterparty issuing the participation in addition to the credit of the ultimate borrower.

Large loans to corporations or governments may be shared or syndicated among several lenders, usually including (but often not limited to) banks. A Fund may participate in the primary syndicate for a loan or it may also purchase loans from other lenders (sometimes referred to as loan assignments), in either case becoming a direct lender. A Fund also may acquire a participation interest in another lender’s portion of the loan. Participation interests involve special types of risk, including liquidity risk and the risks of being a lender. Loans and loan participations may be transferable among financial institutions; however, they may not have the liquidity of conventional debt securities and because they may be subject to restrictions on resale, they are potentially illiquid. The purchase or sale of loans may require the consent of a third party or of the borrower, and although such consent is rarely withheld in practice, the consent requirement could delay a purchase or affect a Fund’s ability to dispose of its investments in loans in a timely fashion. Although the market for loans and loan participations has become increasingly liquid over time, this market is still developing, and there can be no assurance that adverse developments with respect to this market or particular borrowers will not prevent a Fund from selling these loans at their market values at a desirable time or price. To the extent a senior loan has been deemed illiquid, it will be subject to a Fund’s restrictions on investment in illiquid securities. When investing in a loan participation, a Fund typically will have the right to receive payments only from the lender to the extent the lender receives payments from the borrower, and not from the borrower itself. Likewise, a Fund typically will be able to enforce its rights only through the lender, and not directly against the borrower. As a result, a Fund will assume the credit/counterparty risk of both the borrower and the lender that is selling the participation.

Investments in loans through direct assignment of a financial institution’s interests with respect to a loan may involve additional risks to the Funds. For example, if the loan is foreclosed, a Fund could become part owner of any collateral, and would bear the costs and liabilities associated with owning and disposing of the collateral. In addition, it is conceivable that under emerging legal theories of lender liability, a Fund could be held liable as a co-lender. Some loans may not be considered “securities” for certain purposes under the federal securities law, and purchasers, such as a Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws. Loans and other debt instruments that are not in the form of securities may therefore offer less legal protection to a Fund in the event of fraud or misrepresentation.

A loan is often administered by a bank or other financial institution that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. Unless, under the terms of the loan or other indebtedness, a Fund has direct recourse against the borrower, it may have to rely on the agent to pursue appropriate credit remedies against a borrower. In addition, holders of the loans, such as the Funds, may be required to indemnify the agent bank in certain circumstances.

 

56


In addition to investing in senior secured loans, a Fund may invest in other loans, such as second lien loans and other secured loans, as well as unsecured loans. Second lien loans and other secured loans are subject to the same risks associated with investment in senior loans and below investment grade bonds. However, such loans may rank lower in right of payment than senior secured loans, and are subject to additional risk that the cash flow of the borrower and any property securing the loan may be insufficient to meet scheduled payments after giving effect to the higher ranking secured obligations of the borrower. Second lien loans and other secured loans are expected to have greater price volatility than more senior loans and may be less liquid. There is also a possibility that originators will not be able to sell participations in lower ranking loans, which would create greater credit/counterparty risk exposure. Each of these risks may be increased in the case of unsecured loans, which are not backed by a security interest in any specific collateral.

A Fund may also gain exposure to loan investments through the use of derivatives. See the section “Derivative Instruments.”

Short Sales

Some Funds may enter into short sales of securities. To sell a security short, a Fund must borrow that security from a lender, such as a prime broker, and deliver it to the short sale counterparty. If a Fund is unable to borrow the security it wishes to sell short at an advantageous time or price, the Fund’s ability to pursue its short sale strategy may be adversely affected. When closing out a short position, a Fund will have to purchase the security it originally sold short. A Fund will realize a profit from closing out a short position if the price of the security sold short has declined since the short position was opened; a Fund will realize a loss from closing out a short position if the value of the shorted security has risen since the short position was opened. Because there is no upper limit on the price to which a security can rise, short selling exposes a Fund to potentially unlimited losses if it does not hold the security sold short.

While short sales can be used to further a Fund’s investment objective, under certain market conditions, they can increase the volatility of the Fund and decrease the liquidity of the Fund. Under adverse market conditions, a Fund may have difficulty purchasing the securities required to meet its short sale delivery obligations, and may have to sell portfolio securities at a disadvantageous time or price to raise the funds necessary to meet its short sale obligations. If a request to return the borrowed securities occurs at a time when other short sellers of those same securities are receiving similar requests, a “short squeeze” can occur, and a Fund may be forced to replace the borrowed securities with purchases on the open market at a disadvantageous time, potentially at a cost that significantly exceeds the original short sale proceeds originally received in selling the securities short. It is possible that the value of a Fund’s long positions will decrease at the same time that the value of its short positions increases, which could increase losses to the Fund.

Certain Funds intend to cover their short sale transactions either by segregating or earmarking liquid assets, such that the segregated/earmarked amount, combined with any amount deposited with a broker as margin, equals the current market value of the securities underlying the short sale or by purchasing the securities underlying the short sale transaction or call options on those securities with a strike price no higher than the price at which the security was sold. Ordinarily, a Fund will incur a fee or pay a premium to borrow securities, may also be required to pay interest and other charges, and will have to repay the lender any dividends or interest that accrue on the security while the loan is outstanding. The amount of the premium, dividends, interest and other expenses a Fund pays in connection with the short sale will decrease the amount of any gain from a short sale and increase the amount of any loss.

Short sales may protect a Fund against the risk of losses in the value of its portfolio securities because any unrealized losses with respect to such portfolio securities should be wholly or partially offset by a corresponding gain in the short position. However, any potential gains in such portfolio securities should be wholly or partially offset by a corresponding loss in the short position. The extent to which such gains or losses are offset will depend on the amount of securities sold short relative to the amount a Fund owns, either directly or indirectly, and, in the case where the Fund owns convertible securities, changes in the conversion premium.

Short sale transactions involve certain risks. If the price of the security sold short increases between the time of the short sale and the time a Fund replaces the borrowed security, the Fund will incur a loss, and if the price declines during this period, the Fund will realize a short-term capital gain. Any realized short-term capital gain will be decreased, and any incurred loss increased, by the amount of transaction costs and any premium, dividend or interest which a Fund may have to pay in connection with such short sale. The prime broker(s) through which a Fund enters into short sale transactions has broad discretion to establish margin requirements for a Fund’s short positions, and may

 

57


change such margin requirements at any time. Certain provisions of the Code may limit the degree to which a Fund is able to enter into short sales. There is no limitation on the amount of each Fund’s assets that, in the aggregate, may be deposited as collateral for the obligation to replace securities borrowed to effect short sales and allocated to segregated accounts in connection with short sales. A Fund is subject to credit/counterparty risk in connection with short sale transactions entered into through a prime broker. To the extent that a Fund uses a single prime broker, this risk will be magnified. If a Fund’s prime broker becomes insolvent or otherwise fails to perform its obligations, a Fund may not be able to recover amounts owed to it in connection with its short positions, or may experience a significant delay and/or incur significant costs in recovering such amounts.

Short-Term Trading

The Funds may, consistent with their investment objectives, engage in portfolio trading in anticipation of, or in response to, changing economic or market conditions and trends. These policies may result in higher turnover rates in each Fund’s portfolio, which may produce higher transaction costs and the realization of taxable capital gains (including short-term gains, which generally are taxed to individuals as ordinary income). Portfolio turnover considerations will not limit an Adviser’s or Subadviser’s investment discretion in managing a Fund’s assets. Each Fund anticipates that its portfolio turnover rate will vary significantly from time to time depending on the volatility of economic and market conditions.

Step-Coupon Securities

Some Funds may invest in step-coupon securities. Step-coupon securities trade at a discount from their face value and pay coupon interest. The coupon rate is low for an initial period and then increases to a higher coupon rate thereafter. Market values of these types of securities generally fluctuate in response to changes in interest rates to a greater degree than conventional interest-paying securities of comparable term and quality. Under many market conditions, investments in such securities may be illiquid, making it difficult for a Fund to dispose of them or determine their current value.

“Stripped” Securities

Some Funds may invest in stripped securities, which are usually structured with two or more classes that receive different proportions of the interest and principal distribution on a pool of U.S. government or foreign government securities or mortgage assets. In some cases, one class will receive all of the interest (the interest-only or “IO” class), while the other class will receive all of the principal (the principal-only or “PO” class). Stripped securities commonly have greater market volatility than other types of fixed-income securities. In the case of stripped mortgage securities, if the underlying mortgage assets experience greater than anticipated prepayments of principal, a Fund may fail to recoup fully its investments in IOs. Stripped securities may be illiquid. Stripped securities may be considered derivative instruments, as discussed in the section “Derivative Instruments.”

Synthetic Securities

The Senior Floating Rate and Fixed Income Fund may invest in synthetic securities. Incidental to other transactions in fixed-income securities and/or for investment purposes, a Fund also may combine options on securities with cash, cash equivalent investments or other fixed-income securities in order to create “synthetic” securities which approximate desired risk and return profiles. This may be done where a “non-synthetic” security having the desired risk/return profile either is unavailable (e.g., short-term securities of certain non-U.S. governments) or possesses undesirable characteristics (e.g., interest payments on the security would be subject to non-U.S. withholding taxes). A Fund also may purchase forward non-U.S. exchange contracts in conjunction with U.S. dollar-denominated securities in order to create a synthetic non-U.S. currency denominated security which approximates desired risk and return characteristics where the non-synthetic securities either are not available in non-U.S. markets or possess undesirable characteristics. The use of synthetic bonds and other synthetic securities may involve risks different from, or potentially greater than, risks associated with direct investments in securities and other assets. Synthetic securities may increase other Fund risks, including market risk, liquidity risk, and credit/counterparty risk, and their value may or may not correlate with the value of the relevant underlying asset.

 

58


“To Be Announced” Transactions

Some Funds may buy securities in a “to be announced” transaction. In a “to be announced” transaction, a Fund commits to purchase securities for which all specific information is not yet known at the time of the trade. If deemed advisable as a matter of investment strategy, the an Adviser or Subadviser may dispose of or renegotiate a commitment after it has been entered into, and may sell securities it has committed to purchase before those securities are delivered to a Fund on the settlement date. In these cases, a Fund may realize a short-term capital gain or loss. Securities purchased on a “to be announced” basis have similar risks to when-issued securities.

A Fund will not accrue interest on the security between the time a Fund enters into the commitment and the time the security is delivered. When a Fund buys a security on a “to be announced” basis, it assumes the risks of ownership of the underlying securities. For example, a Fund is subject to the risk that market rates of interest will increase before the time the security is delivered or that the security will otherwise decrease in value. If a Fund has outstanding obligations to purchase securities on a “to be announced” basis, it will designate liquid assets on a Fund’s records in an amount sufficient to satisfy these obligations. Recently finalized rules of the Financial Industry Regulatory Authority (“FINRA”) include mandatory margin requirements for the “to be announced” market that require a Fund to post collateral in connection with its “to be announced” transactions. “To be announced” transactions historically have not been required to be collateralized. The collateralization of “to be announced” trades is intended to mitigate counterparty credit risk between trade and settlement, but could increase the cost of “to be announced” transactions to a Fund and impose added operational complexity. Future regulatory changes may limit the ability of a Fund to engage in “to be announced” transactions to the extent desired.

Trust Preferred Securities

The Senior Floating Rate and Fixed Income Fund may also purchase trust preferred securities, which have characteristics of both subordinated debt and preferred stock. Trust preferred securities are issued by a special purpose trust subsidiary backed by subordinated debt of a corporate parent. These securities generally have a final stated maturity date and a fixed schedule for periodic payments. In addition, these securities have provisions that afford preference over common and preferred stock upon liquidation, although the securities are subordinated to other, more senior debt securities of the same issuer. The issuers of these securities often have the right to defer interest payments for a period of time.

Holders of trust preferred securities have limited voting rights to control the activities of the trust, and no voting rights with respect to the parent company. The market value of trust preferred securities may be more volatile than those of conventional debt securities. Trust preferred securities may be issued in reliance on Rule 144A under the Securities Act or otherwise subject to restrictions on resale. There can be no assurance as to the liquidity of trust preferred securities and the ability of holders, such as a Fund, to sell their holdings. If the parent company defaults on interest payments to the trust, the trust will not be able to make dividend payments to holders of its securities.

U.S. Government Securities

The Funds may invest in some or all of the following U.S. government securities:

U.S. Treasury Bills — Direct obligations of the U.S. Treasury that are issued in maturities of one year or less. No interest is paid on Treasury bills; instead, they are issued at a discount and repaid at full face value when they mature. They are backed by the full faith and credit of the U.S. government.

U.S. Treasury Notes and Bonds — Direct obligations of the U.S. Treasury issued in maturities that vary between one and thirty years, with interest normally payable every six (6) months. These obligations are backed by the full faith and credit of the U.S. government.

U.S. Treasury Floating Rate Notes — Treasury Floating Rate Notes are new instruments authorized by amendments to the U.S. Treasury’s marketable securities auction rules. As with other floating rate securities, at certain intervals the interest payment on a Treasury Floating Rate Note will increase when the applicable index increases, and will decrease when the applicable index decreases. Treasury Floating Rate Notes are a relatively new type of financial instrument. As such, there is no significant trading history of these securities, and there can be no assurance that a liquid market in these securities will develop. Lack of a liquid market may impose the risk of higher transaction costs and the possibility that a Fund may be forced to liquidate positions when it would not be advantageous to do so.

 

59


Treasury Inflation-Protected Securities (“TIPS”) — Fixed-income securities whose principal value is periodically adjusted according to the rate of inflation. The interest rate on TIPS is fixed at issuance, but over the life of the bond this interest may be paid on an increasing or decreasing principal value that has been adjusted for inflation. Although repayment of the original bond principal upon maturity is guaranteed, the market value of TIPS is not guaranteed, and will fluctuate.

“Ginnie Maes” — Debt securities issued by a mortgage banker or other mortgagee that represent an interest in a pool of mortgages insured by the Federal Housing Administration or the Rural Housing Service or guaranteed by the Veterans Administration. The GNMA guarantees the timely payment of principal and interest when such payments are due, whether or not these amounts are collected by the issuer of these certificates on the underlying mortgages. It is generally understood that a guarantee by GNMA is backed by the full faith and credit of the United States. Mortgages included in single family or multi-family residential mortgage pools backing an issue of Ginnie Maes have a maximum maturity of 30 years. Scheduled payments of principal and interest are made to the registered holders of Ginnie Maes (such as the Funds) each month. Unscheduled prepayments may be made by homeowners, or as a result of a default. Prepayments are passed through to the registered holder (such as the Funds, which reinvest any prepayments) of Ginnie Maes along with regular monthly payments of principal and interest.

“Fannie Maes” — The FNMA is a government-sponsored corporation owned entirely by private stockholders that purchases residential mortgages from a list of approved seller/servicers, including state and federally chartered savings and loan associations, mutual savings banks, commercial banks, credit unions and mortgage banks. Fannie Maes are pass-through securities issued by FNMA that are guaranteed as to timely payment of principal and interest by FNMA, but these obligations are not backed by the full faith and credit of the U.S. government.

“Freddie Macs” — The Federal Home Loan Mortgage Corporation (“FHLMC”) is a corporate instrumentality of the U.S. government. Freddie Macs are participation certificates issued by FHLMC that represent an interest in residential mortgages from FHLMC’s National Portfolio. FHLMC guarantees the timely payment of interest and ultimate collection of principal, but these obligations are not backed by the full faith and credit of the U.S. government.

U.S. government securities generally do not involve the credit/counterparty risks associated with investments in other types of fixed-income securities, although, as a result, the yields available from U.S. government securities generally are lower than the yields available from corporate fixed-income securities. Like other debt securities, however, the values of U.S. government securities change as interest rates fluctuate. Fluctuations in the value of portfolio securities will not affect interest income on existing portfolio securities but will be reflected in a Fund’s NAV. Because the magnitude of these fluctuations generally will be greater at times when a Fund’s average maturity is longer, under certain market conditions a Fund may, for temporary defensive purposes, accept lower current income from short-term investments rather than investing in higher yielding long-term securities. Securities such as those issued by Fannie Mae and Freddie Mac are guaranteed as to the payment of principal and interest by the relevant entity (e.g., FNMA or FHLMC) but have not been backed by the full faith and credit of the U.S. government. Instead, they have been supported only by the discretionary authority of the U.S. government to purchase the agency’s obligations. An event affecting the guaranteeing entity could adversely affect the payment of principal or interest or both on the security, and therefore, these types of securities should be considered to be riskier than U.S. government securities.

S&P downgraded its long-term sovereign credit rating on the United States from “AAA” to “AA+” on August 5, 2011. The downgrade by S&P and other possible downgrades in the future may result in increased volatility or liquidity risk, higher interest rates and lower prices for U.S. government securities and increased costs for all kinds of debt. The value of the Funds’ shares may be adversely affected by S&P’s downgrade or any future downgrades of the U.S. government’s credit rating given that the Funds may invest in U.S. government securities.

In September 2008, the U.S. Treasury Department placed FNMA and FHLMC into conservatorship. The companies remain in conservatorship, and the effect that this conservatorship will have on the companies’ debt and equity securities is unclear. Although the U.S. government has provided financial support to FNMA and FHLMC in the past, there can be no assurance that it will support these or other government-sponsored enterprises in the future. In addition, any such government support may benefit the holders of only certain classes of an issuer’s securities.

 

60


Under the Federal Housing Finance Agency’s “Single Security Initiative,” FNMA and FHLMC have entered into a joint initiative to develop a common securitization platform for the issuance of Uniform Mortgage-Backed Securities (“UMBS”), which would generally align the characteristics of FNMA and FHLMC mortgage-backed securities. In June 2019 FNMA and FHLMC started to issue UMBS in place of their current offerings of TBA-eligible mortgage-backed securities. The effect of the issuance of UMBS on the market for mortgage-backed securities is uncertain.

The values of TIPS generally fluctuate in response to changes in real interest rates, which are in turn tied to the relationship between nominal interest rates and the rate of inflation. If inflation were to rise at a faster rate than nominal interest rates, real interest rates might decline, leading to an increase in the value of TIPS. In contrast, if nominal interest rates increased at a faster rate than inflation, real interest rates might rise, leading to a decrease in the value of TIPS. If inflation is lower than expected during the period a Fund holds TIPS, the Fund may earn less on the TIPS than on a conventional bond. If interest rates rise due to reasons other than inflation (for example, due to changes in currency exchange rates), investors in TIPS may not be protected to the extent that the increase is not reflected in the bonds’ inflation measure. There can be no assurance that the inflation index for TIPS will accurately measure the real rate of inflation in the prices of goods and services.

See the section “Mortgage-Related Securities” for additional information on these securities.

Variable and Floating Rate Instruments

Some Funds may purchase variable and floating rate instruments (which may include bank loans, which are discussed in the section “Senior Loans, Loan Participations and Assignments” above). These instruments may include variable amount master demand notes, which are unsecured demand notes that permit the indebtedness thereunder to vary in addition to providing for periodic adjustments in the interest rate. These instruments may also include leveraged inverse floating rate debt instruments, or “inverse floaters.” The interest rate of an inverse floater resets in the opposite direction from the market rate of interest on a security or interest to which it is related. An inverse floater may be considered to be leveraged to the extent that its interest rate varies by a magnitude that exceeds the magnitude of the change in the index rate of interest, and is subject to many of the same risks as derivatives. The higher degree of leverage inherent in inverse floaters is associated with greater volatility in their market values. Certain of these investments may be illiquid. The absence of an active secondary market with respect to these investments could make it difficult for a Fund to dispose of a variable or floating rate note if the issuer defaulted on its payment obligation or during periods that a Fund is not entitled to exercise its demand rights, and a Fund could, for these or other reasons, suffer a loss with respect to such instruments.

Many variable and floating rate instruments use or may use a floating rate based on LIBOR, which is the offered rate for short-term Eurodollar deposits between major international banks. On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. In December 2020, the ICE Benchmark Administration, the administrator of LIBOR, announced that it had commenced a consultation to determine whether to extend publication of certain U.S. dollar LIBOR settings (overnight and one-, three-, six- and twelve-month U.S. dollar LIBOR) to the end of June 2023. A Fund may have investments linked to other interbank offered rates, such as the Euro Overnight Index Average, which may also cease to be published. Various financial industry groups have begun planning for the transition away from LIBOR, but there are challenges to converting certain securities and transactions to a new reference rate (e.g., the Secured Overnight Financing Rate, which is intended to replace the U.S. dollar LIBOR). Bank working groups and regulators in other countries have suggested other alternatives for their markets, including the Sterling Overnight Interbank Average Rate in England. At this time, it is not possible to completely identify or predict any establishment of a replacement rate that may be enacted in the United Kingdom or elsewhere. Neither the effect of the LIBOR transition process nor its ultimate success can yet be known. The transition process might lead to increased volatility and illiquidity in markets that currently rely on LIBOR to determine interest rates. It could also lead to a reduction in the value of some LIBOR-based investments and reduce the effectiveness of new hedges placed against existing LIBOR-based instruments. Since the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.

 

61


When-Issued, Delayed Delivery and Forward Commitment Securities

To reduce the risk of changes in interest rates and securities prices, the Funds may purchase securities on a forward commitment or when-issued or delayed delivery basis, which means delivery and payment take place a number of days after the date of the commitment to purchase. The payment obligation and the interest rate receivable with respect to such purchases are fixed when a Fund enters into the commitment, but a Fund does not make payment until it receives delivery from the counterparty. An Adviser or Subadviser will commit to purchase such securities only with the intention of actually acquiring the securities, but the Adviser or Subadviser may sell these securities before the settlement date if it is deemed advisable.

Securities purchased on a forward commitment or when-issued or delayed delivery basis are subject to changes in value, generally changing in the same way, i.e., appreciating when interest rates decline and depreciating when interest rates rise, based upon the public’s perception of the creditworthiness of the issuer and changes, real or anticipated, in the level of interest rates. Securities so purchased may expose a Fund to risks because they may experience such fluctuations prior to their actual delivery. Purchasing securities on a when-issued or delayed delivery basis can involve the additional risk that the yield available in the market when the delivery takes place actually may be higher than that obtained in the transaction itself. Purchasing securities on a forward commitment or when-issued or delayed delivery basis when an Adviser or Subadviser is fully or almost fully invested may result in greater potential fluctuation in the value of a Fund’s net assets. In addition, there is a risk that securities purchased on a when-issued or delayed delivery basis may not be delivered and that the purchaser of securities sold by a Fund on a forward commitment basis will not honor its purchase obligation. In such cases, a Fund may incur a loss.

Zero-Coupon Securities

Some Funds may invest in zero-coupon securities. Zero-coupon securities are debt obligations that do not entitle the holder to any periodic payments of interest either for the entire life of the obligation or for an initial period after the issuance of the obligation; the holder generally is entitled to receive the par value of the security at maturity. These securities are issued and traded at a discount from their face amounts. The amount of the discount varies depending on such factors as the time remaining until maturity of the securities, prevailing interest rates, the liquidity of the security and the perceived credit quality of the issuer. The market prices of zero-coupon securities generally are more volatile than the market prices of securities that pay interest periodically and are likely to respond to changes in interest rates to a greater degree than are other types of securities having similar maturities and credit quality. A Fund’s investment in zero-coupon securities will require the Fund to accrue income without a corresponding receipt of cash; the Fund may be required to dispose of portfolio securities (including when not otherwise advantageous to do so) in order to obtain sufficient cash to meet its distribution requirements for treatment as a RIC under the Code.

TEMPORARY DEFENSIVE POSITIONS

Each Fund has the flexibility to respond promptly to changes in market and economic conditions. In the interest of preserving shareholders’ capital, each Adviser or Subadviser may employ a temporary defensive strategy if it determines such a strategy to be warranted. Pursuant to such a defensive strategy, a Fund may temporarily hold cash (U.S. dollars, foreign currencies, or multinational currency units) and/or invest up to 100% of its assets in cash, high-quality debt securities or money market instruments of U.S. or foreign issuers. It is impossible to predict whether, when or for how long a Fund will employ temporary defensive strategies. The use of temporary defensive strategies may prevent a Fund from achieving its goal.

In addition, pending investment of proceeds from new sales of Fund shares or to meet ordinary daily cash needs, a Fund may temporarily hold cash (U.S. dollars, foreign currencies or multinational currency units) and may invest any portion of its assets in money market or other short-term high-quality debt instruments.

PORTFOLIO TURNOVER

Each Fund’s portfolio turnover rate for a fiscal year is calculated by dividing the lesser of purchases or sales of portfolio securities for the fiscal year by the monthly average of the value of the portfolio securities owned by the Fund during the fiscal year, in each case excluding securities having maturity dates at acquisition of one year or less. High portfolio turnover involves correspondingly greater brokerage commissions and other transaction costs, which will be borne directly by each Fund, thereby decreasing each Fund’s total return. High portfolio turnover also may

 

62


give rise to additional taxable income for each Fund’s shareholders, including through realization of short term capital gains, which are typically taxed to shareholders at ordinary income tax rates, and therefore can result in higher taxes for shareholders that hold their shares in taxable accounts. It is impossible to predict with certainty whether future portfolio turnover rates will be higher or lower than those experienced during past periods. Each Fund anticipates that its portfolio turnover rate will vary from time to time depending on the volatility of economic, market and other conditions. The rate of portfolio turnover will not be a limiting factor when an Adviser or Subadviser believes that portfolio changes are appropriate.

PORTFOLIO HOLDINGS INFORMATION

The Board has adopted policies to limit the disclosure of confidential portfolio holdings information and to ensure equal access to such information, except in certain circumstances as approved by the Board. These policies are summarized below. Generally, portfolio holdings information will not be disclosed until it is first posted on the Funds’ website at im.natixis.com. Generally, full portfolio holdings information will not be posted until it is aged for at least 15 days for the Select Fund and 30 days for the Global Growth Fund and Senior Floating Rate and Fixed Income Fund. A list of the Global Growth Fund, the Select Fund and the Senior Floating Rate and Fixed Income Fund’s top 10 holdings generally will be available on a monthly basis within 7 business days after month end. Any holdings information that is released must clearly indicate the date of the information, and must state that due to active management, the Funds may or may not still invest in the securities listed. Portfolio characteristics, such as industry/sector breakdown, current yield, quality breakdown, duration, average price-earnings ratio and other similar information may be provided on a current basis. However, portfolio characteristics do not include references to specific portfolio holdings.

The Board has approved exceptions to the general policy on the sharing of portfolio holdings information as in the best interests of the Funds:

 

  (1)

Disclosure of portfolio holdings posted on the Funds’ website, provided that the information is shared no sooner than the next day following the day on which the information is posted;

 

  (2)

Disclosure to firms offering industry-wide services, provided that the firm has agreed in writing to maintain the confidentiality of the Funds’ portfolio holdings. Entities that receive information pursuant to this exception include Lipper (monthly disclosure of full portfolio holdings, provided 6 days after month-end);

 

  (3)

Disclosure (subject to a written confidentiality provision) to Broadridge Financial Solutions, Inc. as part of the proxy voting recordkeeping services provided to the Funds, and to Institutional Shareholder Services Inc. (“ISS”) as part of the proxy voting administration and research services, provided to each Adviser (votable portfolio holdings of issuers as of record date for shareholder meetings);

 

  (4)

Disclosure to employees of each Adviser (and each Adviser’s participating affiliates, if any), Subadviser, principal underwriter, administrator, custodian, financial printer, fund accounting agent and independent registered public accounting firm, Fund counsel and Independent Trustees’ counsel, as well as to broker-dealers executing and third-party firms analyzing the trading costs of portfolio transactions for the Funds, provided that such disclosure is made for bona fide business purposes;

 

  (5)

Disclosure to Natixis Investment Managers, LLC (“Natixis”), either (i) in its capacity as the seed capital investor for the Funds, in order to satisfy certain reporting obligations to its parent company or (ii) for its own risk management purposes; in the first scenario, Natixis agrees to maintain its seed capital in the Funds for a set period and does not effect a redemption of Fund shares while in possession of information that is not publicly available to other investors in the Fund. Natixis and its parent utilize a third-party service provider, Aptimum Formation Développment (“Aptimum”), to assist with its analysis of risk. Any sharing of holdings information with Aptimum is subject to a confidentiality agreement;

 

  (6)

For the Senior Floating Rate and Fixed Income Fund only, disclosure to Sumitomo Mitsui Banking Corporation (“SMBC”) and a syndicate of banks as determined by the Senior Floating Rate and Fixed Income Fund and SMBC in order to satisfy certain obligations under the Fund’s line of credit; and

 

  (7)

Other disclosures made for non-investment purposes, but only if approved in writing in advance by an officer of the Funds. Such exceptions will be reported to the Board.

 

63


With respect to items (2) through (6) above, disclosure is made pursuant to procedures that have been approved by the Board, and may be made by employees of each Fund’s Adviser, Subadviser, administrator or custodian. With respect to (7) above, approval will be granted only when the officer determines that the Funds have a legitimate business reason for sharing the portfolio holdings information and the recipients are subject to a duty of confidentiality, including a duty not to trade on the information. As of the date of this Statement, the only entities that receive information pursuant to this exception are:

 

Entity

  

Fund(s)

  

Holdings

  

Frequency

  

Purpose

Advent Software    Select Fund    Full portfolio holdings    Daily    Performing certain electronic reconciliations; Corporate actions
Bloomberg    Senior Floating Rate and Fixed Income Fund    Full portfolio holdings    Daily, provided next business day    Attribution analysis and portfolio analytics
Confluence Technologies, Inc.    All Funds    Full portfolio holdings    Quarterly, or more frequently as needed    Performing certain functions related to quarterly Form N-PORT filings
Depository Trust & Clearing Corporation (“DTCC”)    Global Growth and Senior Floating Rate and Fixed Income Fund    Transactions    As Needed    Trade matching and confirmation services
Donnelley Financial Solutions    All Funds    Full portfolio holdings    Quarterly, or more frequently as needed    Performing certain functions related to the production of the Funds’ semi-annual financial statements, quarterly Form N-PORT filings and other related items
Electra Information Systems, Inc.    Global Growth Fund and Senior Floating Rate and Fixed Income Fund    Full portfolio holdings    Daily    Performing certain electronic reconciliations of portfolio holdings of the Funds
Ernst & Young LLP    All Funds    Foreign Equity Holdings    Annually, or more frequently as needed    Performing certain functions related to the production of the Funds’ Federal income and excise tax returns
FactSet    All Funds    Full portfolio holdings    Daily, provided next business day    Performing attribution analysis and portfolio analytics
ICE Data Services    All Funds    Full portfolio holdings    Daily, provided next business day    Performing functions related to the liquidity classification of investments, and facilitating reporting to Natixis as disclosed previously in this section

These entities may in turn disclose portfolio holdings information to its affiliates and third parties in connection with the provision of services to the Funds. Although the Trust may enter into written confidentiality agreements, in other circumstances, such as those described in (5) above, the obligation to keep information confidential may be based on common law, professional or statutory duties of confidentiality. Common law, professional or statutory duties of

 

64


confidentiality, including the duty not to trade on the information, may not be as clearly delineated and may be more difficult to enforce than contractual duties. The Funds’ officers determine on a case-by-case basis whether it is appropriate for the Funds. to rely on such common law, professional or statutory duties. The Board exercises oversight of the disclosure of portfolio holdings by, among other things, receiving and reviewing reports from each Fund’s chief compliance officer regarding any material issues concerning the Funds’ disclosure of portfolio holdings or from officers of the Funds in connection with proposed new exceptions or new disclosures pursuant to item (7) above. Notwithstanding the above, there is no assurance that the Funds’ policies on the sharing of portfolio holdings information will protect the Funds from the potential misuse of holdings by individuals or firms in possession of that information.

Other registered investment companies that are advised or sub-advised by the Advisers or Subadviser may be subject to different portfolio holdings disclosure policies, and neither the Advisers nor the Board exercises control over such policies or disclosure. In addition, separate account clients of the Advisers or Subadviser have access to their portfolio holdings and are not subject to each Fund’s portfolio holdings disclosure policies. Some of the funds that are advised or sub-advised by the Advisers or Subadviser and some of the separate accounts managed by the Advisers or Subadviser may have investment objectives and strategies that are substantially similar or identical to the Funds’, and therefore, potentially substantially similar, and in certain cases, nearly identical, portfolio holdings as certain Funds.

In addition, any disclosures of portfolio holdings information by a Fund or an Adviser or Subadviser must be consistent with the anti-fraud provisions of the federal securities laws, a Fund’s and the Adviser’s or Subadviser’s fiduciary duty to shareholders, and the Fund’s code of ethics. Each Fund’s policies expressly prohibit the sharing of portfolio holdings information if the Fund, an Adviser, Subadviser or any other affiliated party receives compensation or other consideration in connection with such arrangement. The term “consideration” includes any agreement to maintain assets in a Fund or in other funds or accounts managed by an Adviser and/or Subadviser by any affiliated person of the Adviser.

MANAGEMENT OF THE TRUST

The Trust is governed by the Board, which is responsible for generally overseeing the conduct of Fund business and for protecting the interests of shareholders. The Trustees meet periodically throughout the year to oversee the Funds’ activities, review contractual arrangements with companies that provide services to the Funds and review the Funds’ performance.

Trustees and Officers

The table below provides certain information regarding the Trustees and officers of the Trust. For the purposes of this table and for purposes of this Statement, the term “Independent Trustee” means those Trustees who are not “interested persons,” as defined in the 1940 Act, of the Trust. In certain circumstances, Trustees are also required to have no direct or indirect financial interest in the approval of a matter being voted on in order to be considered “independent” for the purposes of the requisite approval. For the purposes of this Statement, the term “Interested Trustee” means those Trustees who are “interested persons,” as defined in the 1940 Act, of the Trust.

The following table provides information about the members of the Board, including information about their principal occupations during the past five years, information about other directorships held at public companies, and a summary of the experience, qualifications, attributes or skills that led to the conclusion that the Trustee should serve as such. Unless otherwise indicated, the address of all persons below is 888 Boylston Street, Suite 800, Boston, MA 02199-8197.

 

65


Name and Year of
Birth

  

Position(s) Held with
the Trust, Length of
Time
Served and Term of
Office1

  

Principal
Occupation(s) During
Past 5 Years

  

Number of
Portfolios in Fund
Complex Overseen2

and Other
Directorships Held
During Past 5 Years

  

Experience,

Qualifications,

Attributes, Skills

for Board

Membership

INDEPENDENT TRUSTEES

Edmond J. English

(1953)

  

Trustee since 2013

 

Chairperson of the Governance Committee and Audit Committee Member

  

Executive

 

Chairman of Bob’s Discount Furniture (retail)

  

54

 

Director, Burlington Stores, Inc. (retail)

   Significant experience on the Board and on the boards of other business organizations (including retail companies and a bank); executive experience (including at a retail company)

Richard A. Goglia

(1951)

  

Trustee since 2015

 

Contract Review Committee Member and Governance Committee Member

   Retired   

54

 

Director of Triumph Group (aerospace industry)

   Significant experience on the Board and executive experience (including his role as vice president and treasurer of a defense company and experience at a financial services company)

Wendell J. Knox

(1948)

  

Trustee since 2009

 

Chairperson of the Contract Review Committee

   Retired   

54

 

Director of Abt Associates Inc. (research and consulting); Director, The Hanover Insurance Group (property and casualty insurance); formerly, Director, Eastern Bank (bank);

   Significant experience on the Board and on the boards of other business organizations (including at a bank and at a property and casualty insurance firm); executive experience (including roles as president and chief executive officer of a research and consulting company)

 

66


Name and Year of
Birth

  

Position(s) Held with
the Trust, Length of
Time
Served and Term of
Office1

  

Principal
Occupation(s)
During Past 5
Years

  

Number of
Portfolios in Fund
Complex Overseen2

and Other
Directorships Held
During Past 5
Years

  

Experience,

Qualifications,

Attributes, Skills

for Board

Membership

Martin T.

Meehan

(1956)

  

Trustee since 2012

 

Audit Committee Member

  

President, University of

 

Massachusetts

  

54

 

None

   Significant experience on the Board and on the boards of other business organizations; experience as President of the University of Massachusetts; government experience (including as a member of the U.S. House of Representatives); academic experience

Maureen B. Mitchell

(1951)

  

Trustee since 2017

 

Contract Review Committee Member and Governance Committee Member

   Retired; formerly, President, Global Sales and Marketing, GE Asset Management, Inc. (financial services)   

54

 

Director, Sterling Bancorp (bank)

   Experience on the Board; financial services industry and executive experience (including role as president of global sales and marketing at a financial services company)

James P. Palermo

(1955)

  

Trustee since 2016

 

Contract Review Committee Member

   Founding Partner, Breton Capital Management, LLC (private equity); Partner, STEP Partners, LLC (private equity).   

54

 

Director, FutureFuel.io (chemicals and biofuels)

   Experience on the Board; financial services industry and executive experience, (including roles as chief executive officer of client management and asset servicing for a banking and financial services company)

 

67


Name and Year of
Birth

  

Position(s) Held with
the Trust, Length of
Time
Served and Term of
Office1

  

Principal
Occupation(s) During
Past 5 Years

  

Number of
Portfolios in Fund
Complex Overseen2

and Other
Directorships Held
During Past 5
Years

  

Experience,

Qualifications,

Attributes, Skills

for Board

Membership

Erik R. Sirri

(1958)

  

Chairperson of the Board of Trustees since 2021

 

Trustee since 2009

 

Ex Officio member of the Audit Committee, Contract Review Committee and Governance Committee

   Professor of Finance at Babson College   

54

 

None

   Significant experience on the Board; experience as Director of the Division of Trading and Markets at the Securities and Exchange Commission; academic experience; training as an economist

Peter J. Smail

(1952)

  

Trustee since 2009

 

Audit Committee Member and Governance Committee Member

   Retired   

54

 

None

   Significant experience on the Board; mutual fund industry and executive experience (including roles as president and chief executive officer for an investment adviser)

Kirk A. Sykes

(1958)

  

Trustee since 2019

 

Contract Review Committee Member

   Managing Director of Accordia Partners, LLC (real estate development); President of Primary Corporation (real estate development); Managing Principal of Merrick Capital Partners (infrastructure finance); formerly, President of Urban Strategy America Fund (real estate fund manager)   

54

 

Trustee, Eastern Bank (bank); Director of Apartment Investment and Management Company (real estate investment trust); formerly Director, Ares Commercial Real Estate Corporation (real estate investment trust)

   Experience on the Board and significant experience on the boards of other business organizations (including real estate companies and banks)

 

68


Name and Year of
Birth

  

Position(s) Held
with the Trust,
Length of Time
Served and Term of
Office1

  

Principal
Occupation(s) During
Past 5 Years

  

Number of
Portfolios in Fund
Complex Overseen2

and Other
Directorships Held
During Past 5
Years

  

Experience,

Qualifications,

Attributes, Skills

for Board

Membership

Cynthia L. Walker

(1956)

  

Trustee since 2005

 

Audit Committee Chairperson and Governance Committee Member

   Retired; formerly Deputy Dean for Finance and Administration, Yale University School of Medicine   

54

 

None

   Significant experience on the Board; executive experience in a variety of academic organizations (including roles as dean for finance and administration)

 

INTERESTED TRUSTEES

Kevin P. Charleston3

(1965)

One Financial Center

Boston, MA 02111

   Trustee since 2015    President, Chief Executive Officer and Chairman of the Board of Directors; Loomis, Sayles & Company, L.P.   

54

 

None

   Experience on the Board; continuing service as President, Chief Executive Officer and Chairman of the Board of Directors of Loomis, Sayles & Company, L.P.
David L. Giunta4
(1965)
  

Trustee since 2011

 

President and Chief Executive Officer of Natixis Funds Trust II since 2008

   President and Chief Executive Officer, Natixis Advisors, L.P., Natixis Distribution, L.P., Natixis Distribution Corporation and Chairman of the Board of Natixis Distribution Corporation.   

54

 

None

   Significant experience on the Board; experience as President and Chief Executive Officer of Natixis Advisors, L.P., Natixis Distribution, L.P., Natixis Distribution Corporation and Chairman of the Board of Natixis Distribution Corporation.

 

1 

Each Trustee serves until retirement, resignation or removal from the Board. The current retirement age is 75. The position of Chairperson of the Board is appointed for a three-year term.

2 

The Trustees of the Trust serve as Trustees of a fund complex that includes all series of the Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV and Gateway Trust (collectively, the “Natixis Funds Trusts”), Loomis Sayles Funds I and Loomis Sayles Funds II (collectively, the “Loomis Sayles Funds Trusts”), Natixis ETF Trust and Natixis ETF Trust II (collectively, the “Natixis ETF Trusts”) (collectively, the “Fund Complex”).

3 

Mr. Charleston is deemed an “interested person” of the Trust because he holds the following positions with an affiliated person of the Trust: President, Chief Executive Officer and Chairman of the Board of Directors of Loomis, Sayles & Company, L.P.

4 

Mr. Giunta is deemed an “interested person” of the Trust because he holds the following positions with an affiliated person of the Trust: President and Chief Executive Officer, Natixis Advisors, L.P., Natixis Distribution, L.P., Natixis Distribution Corporation and Chairman of the Board of Natixis Distribution Corporation.

 

69


Name and Year of Birth

  

Position(s) Held with the
Trust

  

Term of Office1 and
Length of Time Served

  

Principal Occupation(s) During Past 5
Years2

OFFICERS OF THE TRUST

Russell L. Kane

(1969)

  

Secretary, Clerk, and Chief Legal Officer

 

Chief Compliance Officer and Anti-Money Laundering Officer

  

Since July 2016

 

Since November 2020

   Executive Vice President, General Counsel, Secretary and Clerk, Natixis Distribution Corporation, Natixis Advisors, L.P. and Natixis Distribution, L.P.; formerly, Senior Vice President, Deputy General Counsel, Assistant Secretary and Assistant Clerk, Natixis Distribution Corporation, Natixis Advisors, L.P. and Natixis Distribution, L.P.

Michael C. Kardok

(1959)

   Treasurer, Principal Financial and Accounting Officer    Since October 2004    Senior Vice President, Natixis Advisors, L.P. and Natixis Distribution, L.P.

 

1 

Each officer of the Trust serves for an indefinite term in accordance with the Trust’s current by-laws until the date his or her successor is elected and qualified, or until he or she sooner dies, retires, is removed or becomes disqualified.

2 

Each person listed above, except as noted, holds the same position(s) with the Fund Complex. Previous positions during the past five years with Natixis Distribution, L.P., Natixis Advisors, L.P. or Loomis, Sayles & Company, L.P. are omitted, if not materially different from an officer’s current position with such entity.

Qualifications of Trustees

The preceding tables provide an overview of the considerations that led the Board to conclude that each individual serving as a Trustee of the Trust should so serve. The current members of the Board have joined the Board at different points in time. Generally, no one factor was determinative in the original selection of an individual to join the Board. Among the factors the Board considered when concluding that an individual should serve on the Board were the following: (i) the individual’s knowledge in matters relating to the mutual fund industry; (ii) any experience possessed by the individual as a director or senior officer of other public companies; (iii) the individual’s educational background; (iv) the individual’s reputation for high ethical standards and personal and professional integrity; (v) any specific financial, technical or other expertise possessed by the individual, and the extent to which such expertise would complement the Board’s existing mix of skills and qualifications; (vi) the individual’s perceived ability to contribute to the ongoing functions of the Board, including the individual’s ability and commitment to attend meetings regularly and work collaboratively with other members of the Board; (vii) the individual’s ability to qualify as an Independent Trustee for purposes of applicable regulations; and (viii) such other factors as the Board determined to be relevant in light of the existing composition of the Board and any anticipated vacancies or other transitions. Each Trustee’s professional experience and additional considerations that contributed to the Board’s conclusion that an individual should serve on the Board are summarized in the tables above.

 

70


Leadership and Structure of the Board

The Board is led by the Chairperson of the Board, who is an Independent Trustee. The Board currently consists of twelve Trustees, ten of whom are Independent Trustees. The Trustees have delegated significant oversight authority to the three standing committees of the Trust, the Audit Committee, the Contract Review Committee and the Governance Committee, each of which consists solely of Independent Trustees. These committees meet separately and at times jointly, with the joint meetings intended to educate and involve all Independent Trustees in significant committee-level topics. As well as handling matters directly, the committees raise matters to the Board for consideration. In addition to the oversight performed by the committees and the Board, the Chairperson of the Board and the chairpersons of each committee interact frequently with management regarding topics to be considered at Board and committee meetings as well as items arising between meetings. At least once a year the Governance Committee reviews the Board’s governance practices and procedures and recommends appropriate changes to the full Board. The Board believes its leadership structure is appropriate and effective in that it allows for oversight at the committee or board level, as the case may be, while facilitating communications among the Trustees and between the Board and Fund management.

The Contract Review Committee of the Trust consists solely of Trustees who are not employees, officers or directors of Natixis Advisors, the Distributor or their affiliates and considers matters relating to advisory, subadvisory and distribution arrangements and potential conflicts of interest between a Fund’s Adviser and the Trust. During the fiscal year ended November 30, 2020, this committee held five meetings.

The Governance Committee of the Trust consists solely of Trustees who are not employees, officers or directors of Natixis Advisors, the Distributor or their affiliates and considers matters relating to candidates for membership on the Board and Trustee compensation. The Governance Committee makes nominations for Independent Trustee membership on the Board when necessary and considers recommendations from shareholders of a Fund that are submitted in accordance with the procedures by which shareholders may communicate with the Board. Pursuant to those procedures, shareholders must submit a recommendation for nomination in a signed writing addressed to the attention of the Board, c/o Secretary of the Funds, Natixis Advisors, L.P., 888 Boylston Street, Suite 800, Boston, MA 02199-8197. This written communication must (i) be signed by the shareholder, (ii) include the name and address of the shareholder, (iii) identify the Fund(s) to which the communication relates, and (iv) identify the account number, class and number of shares held by the shareholder as of a recent date or the intermediary through which the shares are held. The recommendation must be received in a timely manner (and in any event no later than the date specified for receipt of shareholder proposals in any applicable proxy statement with respect to a Fund). A recommendation for Trustee nomination shall be kept on file and considered by the Board for six (6) months from the date of receipt, after which the recommendation shall be considered stale and discarded. The recommendation must contain sufficient background information concerning the Trustee candidate to enable a proper judgment to be made as to the candidate’s qualifications. During the fiscal year ended November 30, 2020, this committee held four meetings.

The Governance Committee has not established specific, minimum qualifications that must be met by an individual to be recommended for nomination as an Independent Trustee. The Governance Committee, however, believes that the Board as a whole should reflect a diversity of viewpoints, and will generally consider each nominee’s professional experience, education, financial expertise, gender, ethnicity, age and other individual qualities and attributes; such considerations will vary based on the Board’s existing composition. The Governance Committee has adopted a diversity policy pursuant to which the committee, through its nomination and evaluation process, will seek to maintain a well-rounded and diverse Board that is composed of individuals who can fairly represent the interests and concerns of Fund shareholders. The Governance Committee conducts an annual self-assessment and will consider the effectiveness of its diversity policy as part of this process. In evaluating candidates for a position on the Board, the Governance Committee may consider a variety of factors, including (i) the nominee’s reputation for integrity, honesty and adherence to high ethical standards; (ii) the nominee’s educational and professional accomplishments; (iii) the nominee’s demonstrated business acumen, including, but not limited to, knowledge of the mutual fund industry and/or any experience possessed by the nominee as a director or senior officer of a financial services company or a public company; (iv) the nominee’s ability to exercise sound judgment in matters related to the objectives of the Funds; (v) the nominee’s willingness to contribute positively to the decision-making process of the Board and to bring an independent point of view; (vi) the nominee’s commitment and ability to devote the necessary time and energy to be an effective Independent Trustee; (vii) the nominee’s ability to understand the sometimes conflicting interests of various constituencies of the Funds and to act in the interests of all shareholders; (viii) the absence of conflicts of interests that would impair his or her ability to represent all shareholders and to fulfill director fiduciary

 

71


responsibilities; (ix) the nominee’s ability to be collegial and compatible with current members of the Board and management of the Funds; (x) any specific financial, technical or other expertise possessed by the nominee, and the extent to which such expertise would complement the Board’s existing mix of skills and qualifications; (xi) the nominee’s ability to qualify as an Independent Trustee for purposes of applicable regulations; and (xii) such other factors as the Committee may request in light of the existing composition of the Board and any anticipated vacancies or other transitions.

The Audit Committee of the Trust consists solely of Independent Trustees and considers matters relating to the scope and results of the Trust’s audits and serves as a forum in which the independent registered public accounting firm can raise any issues or problems identified in an audit with the Board. The Audit Committee also reviews and monitors compliance with stated investment objectives and policies, SEC regulations as well as operational issues relating to the transfer agent, administrator, sub-administrator and custodian. In addition, the Audit Committee implements procedures for receipt, retention and treatment of complaints received by a Fund regarding its accounting, internal accounting controls and the confidential, anonymous submission by officers of the Fund or employees of certain service providers of concerns related to such matters. During the fiscal year ended November 30, 2020, this committee held four meetings.

The current membership of each committee is as follows:

 

Audit Committee

  

Contract Review Committee

  

Governance Committee

Cynthia L. Walker – Chairperson    Wendell J. Knox– Chairperson    Edmond J. English – Chairperson
Edmond J. English    Richard A. Goglia    Richard A. Goglia
Martin T. Meehan    Maureen B. Mitchell    Maureen B. Mitchell
Peter J. Smail    James P. Palermo    Peter J. Smail
   Kirk A. Sykes    Cynthia L. Walker

As Chairperson of the Board, Mr. Sirri is an ex officio member of each Committee.

Board’s Role in Risk Oversight of the Funds

The Board’s role is one of oversight of the practices and processes of the Funds and their service providers, rather than active management of the Trust, including in matters relating to risk management. The Board seeks to understand the key risks facing the Funds, including those involving conflicts of interest; how Fund management identifies and monitors these risks on an ongoing basis; how Fund management develops and implements controls to mitigate these risks; and how Fund management tests the effectiveness of those controls. The Board cannot foresee, know, or guard against all risks, nor are the Trustees’ guarantors against risk.

Periodically, Fund officers provide the full Board with an overview of the enterprise risk assessment program in place at Natixis Advisors and the Distributor, which serve as the administrator of and principal underwriter to the Funds, respectively. Fund officers on a quarterly and annual basis also provide the Board (or one of its standing committees) with written and oral reports on regulatory and compliance matters, operational and service provider matters, organizational developments, product proposals, Fund and internal audit results, and insurance and fidelity bond coverage, along with a discussion of the risks and controls associated with these matters, and periodically make presentations to management on risk issues and industry best practices. Fund service providers, including advisers, sub-advisers, transfer agents and the custodian, periodically provide Fund management and/or the Board with information about their risk assessment programs and/or the risks arising out of their activities. The scope and frequency of these reports vary. Fund officers also communicate with the Trustees between meetings regarding material exceptions and other items germane to the Board’s risk oversight function.

Pursuant to Rule 38a-1 under the 1940 Act, the Board has appointed a Chief Compliance Officer (“CCO”) who is responsible for administering the Funds’ compliance program, including monitoring and enforcing compliance by the Funds and their service providers with the federal securities laws. The CCO has an active role in daily Fund operations and maintains a working relationship with all relevant advisory, compliance, operations and administration personnel for the Funds’ service providers. On at least a quarterly basis, the CCO reports to the Independent Trustees on significant compliance program developments, including material compliance matters, and on an annual basis, the CCO provides the full Board with a written report that summarizes his review and assessment of the adequacy of the compliance programs of the Funds and their service providers. The CCO also periodically communicates with the Audit Committee members between its scheduled meetings.

 

72


Fund Securities Owned by the Trustees

As of December 31, 2020, the Trustees had the following ownership in the Funds and in all funds in the Fund Complex:

Independent Trustees

 

Dollar

Range of

Fund

Shares1

   Edmond J.
English
   Richard A.
Goglia
   Wendell
J. Knox
   Martin T.
Meehan
   Maureen B.
Mitchell
   James P.
Palermo2
   Erik R.
Sirri
   Peter J.
Smail
   Kirk A.
Sykes
   Cynthia L.
Walker
Global Growth Fund    A    A    A    A    C    A    A    A    A    A
Select Fund    A    A    A    A    A    E    A    A    A    A
Senior Floating Rate and Fixed Income Fund    A    A    A    A    D    A    A    A    A    A
Aggregate Dollar Range of Fund Shares in Fund Complex Overseen by Trustee    E    E    E    E    E    E    E    E    A    E

 

1

A. None

B. $1 – $10,000

C. $10,001 – $50,000

D. $50,001 – $100,000

E. over $100,000

2

Amounts include economic value of notional investments held through the deferred compensation plan.

Interested Trustees

 

Dollar Range of Fund Shares1

  

Kevin P. Charleston

  

David L. Giunta

Global Growth Fund    E    A
Select Fund    A    A
Senior Floating Rate and Fixed Income Fund    E    A
Aggregate Dollar Range of Fund Shares in Fund Complex Overseen by Trustee    E    E

 

1

A. None

B. $1 – $10,000

C. $10,001 – $50,000

D. $50,001 – $100,000

E. over $100,000

As of December 31, 2020, none of the Independent Trustees or their immediate family members owned beneficially or of record any securities of the Advisers, the Distributor, or of a person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with the Advisers or the Distributor.

 

73


Trustee Fees

The Trust pays no compensation to their officers or to Trustees who are employees, officers or directors of Natixis Advisors, the Distributor, or their affiliates.

The Chairperson of the Board receives a retainer fee at the annual rate of $369,000. The Chairperson does not receive any meeting attendance fees for Board meetings or committee meetings that he attends. Each Trustee who is not an employee, officer or director of Natixis Advisors, the Distributor or their affiliates (other than the Chairperson) receives, in the aggregate, a retainer fee at the annual rate of $199,000. Each Trustee who is not an employee, officer or director of Natixis Advisors, the Distributor or their affiliates also receives a meeting attendance fee of $10,000 for each meeting of the Board that he or she attends in person and $5,000 for each meeting of the Board that he or she attends telephonically. In addition, the Chairperson of the Audit Committee, the Chairperson of the Contract Review Committee, and the Chairperson of the Governance Committee, each receive an additional retainer fee at an annual rate of $20,000. Each Contract Review Committee and Audit Committee member is compensated $6,000 for each committee meeting that he or she attends in person and $3,000 for each committee meeting that he or she attends telephonically. These fees are allocated among the funds in the Fund Complex based on a formula that takes into account, among other factors, the relative net assets of each mutual fund portfolio. Trustees are reimbursed for travel expenses in connection with attendance at meetings.

During the fiscal year ended November 30, 2020, the Trustees received the amounts set forth in the following table for serving as Trustees of the Trust and of the Fund Complex. The table also sets forth, as applicable, pension or retirement benefits accrued as part of fund expenses, as well as estimated annual retirement benefits:

Compensation Table

For the Fiscal Year Ended November 30, 2020

 

     Aggregate
Compensation
from Natixis
Funds Trust II1
     Pension or
Retirement
Benefits
Accrued as Part

of Fund
Expenses
     Estimated
Annual
Benefits
Upon
Retirement
     Total
Compensation
from the

Fund Complex2
 

INDEPENDENT TRUSTEES

 

Kenneth A. Drucker3

   $ 34,801      $ 0      $ 0      $ 366,750  

Edmond J. English

   $ 36,386      $ 0      $ 0      $ 286,750  

Richard A. Goglia

   $ 34,594      $ 0      $ 0      $ 271,750  

Wendell J. Knox

   $ 37,067      $ 0      $ 0      $ 291,750  

Martin T. Meehan

   $ 34,594      $ 0      $ 0      $ 271,750  

Maureen B. Mitchell

   $ 34,594      $ 0      $ 0      $ 271,750  

James P. Palermo

   $ 34,594      $ 0      $ 0      $ 271,750  

Erik R. Sirri

   $ 37,067      $ 0      $ 0      $ 291,750  

Peter J. Smail

   $ 34,594      $ 0      $ 0      $ 271,750  

Kirk A. Sykes

   $ 34,594      $ 0      $ 0      $ 271,750  

Cynthia L. Walker

   $ 35,105      $ 0      $ 0      $ 275,500  

INTERESTED TRUSTEES

 

Kevin P. Charleston

   $ 0      $ 0      $ 0      $ 0  

David L. Giunta

   $ 0      $ 0      $ 0      $ 0  

 

1

Amounts include payments deferred by Trustees for the fiscal year ended November 30, 2020, with respect to the Trust. The total amount of deferred compensation accrued for the Trust as of November 30, 2020 for the Trustees is as follows: Drucker $153,646, English $200,262, Goglia $168,681, Knox $475,472, Meehan $163,828, Palermo $89,491, Sirri $287,595, Sykes $983, and Walker $587,157.

2

Total Compensation represents amounts paid during the fiscal year ended November 30, 2020 to a Trustee for serving on the Board of eight (8) trusts with a total of fifty-four (54) funds as of November 30, 2020.

3 

Mr. Drucker retired as a Trustee effective January 1, 2021

 

74


The Natixis Funds Trusts, Loomis Sayles Funds Trusts and Natixis ETF Trusts do not provide pension or retirement benefits to the Trustees, but have adopted a deferred payment arrangement under which each Trustee may elect not to receive fees from the Funds on a current basis but to receive in a subsequent period an amount equal to the value that such fees would have been if they had been invested in the Fund or another fund in the Fund Complex selected by the Trustee on the normal payment date for such fees.

Management Ownership

As of record on March 4, 2021, the officers and Trustees of the Trust collectively owned less than 1% of the then outstanding shares of the Funds.

As of March 4, 2021, Loomis Sayles’ profit sharing plan (the “Profit Sharing Plan”) owned the following percentages of the outstanding Class A shares of the indicated Fund: 3.84% of the Senior Floating Rate and Fixed Income Fund.

The Trustee of the Profit Sharing Plan is Charles Schwab Trust Company. The Trustees of the Profit Sharing Plan are Michael Duffy, Stephanie Lord, Tom Fahey, Greg O’Hara, , Richard Skaggs, Paul Sherba, John Russell, Michael Giles, Tom Roberts, Kevin Perry, and Justin Teman. Except for Tom Roberts, , Kevin Perry and Richard Skaggs, each Trustee of the Profit Sharing Plan is an officer and employee of Loomis Sayles. Plan participants are entitled to exercise investment and voting power over shares owned of record by the Profit Sharing Plan. Shares not voted by participants are voted in the same proportion as the shares voted by the voting participants. The address for the Profit Sharing Plan is One Financial Center, Boston, MA, 02111.

Code of Ethics

The Trust, the Advisers and Subadviser, and the Distributor each have adopted a code of ethics under Rule 17j-1 of the 1940 Act. These codes of ethics permit the personnel of these entities to invest in securities, including securities that the Funds may purchase or hold. The codes of ethics are on public file with, and are available from the SEC.

Proxy Voting Policies

The Board has adopted Proxy Voting Policy and Guidelines (the “Procedures”) for the voting of proxies for securities held by the Funds. Under the Procedures, decisions regarding the voting of proxies are to be made solely in the interest of the Funds and their shareholders.

Information regarding how the Funds voted proxies related to their portfolio securities during the 12-month period ending June 30, 2020 is available without charge (i) by calling toll-free at 800-225-5478, (ii) through the Funds’ websites, im.natixis.com and www.loomissayles.com, and (iii) on the SEC’s website at www.sec.gov.

Natixis Advisors. Generally, proxy voting responsibilities and authority are delegated to the Select Fund’s Subadviser.

Loomis Sayles. Under the Procedures, the responsibility for voting proxies generally is delegated to Loomis Sayles, the investment adviser. Decisions regarding the voting of proxies shall be made solely in the interest of a Fund and its shareholders. Loomis Sayles shall exercise its fiduciary responsibilities to vote proxies with respect to a Fund’s investments that are managed by Loomis Sayles in a prudent manner in accordance with the Procedures and the proxy voting policies. Proposals that, in the opinion of Loomis Sayles, are in the best interests of shareholders generally are voted “for” and proposals that, in the judgment of Loomis Sayles, are not in the best interests of shareholders are generally voted “against.” The Procedures, as implemented by the Loomis Sayles Proxy Committee, are intended to support good corporate governance, including those corporate practices that address environmental and social issues, in all cases with the objective of protecting each Fund’s interests and maximizing its shareholders’ value. Loomis Sayles is responsible for maintaining certain records and reporting to the Audit Committee of the Trust in connection with the voting of proxies. Upon request for reasonable periodic review as well as annual reporting to the SEC, Loomis Sayles shall make available to each Fund, or Natixis Advisors, each Fund’s administrator, the records and information maintained by Loomis Sayles under the Procedures.

Loomis Sayles uses the services of third parties (“Proxy Voting Service(s)”), to research and administer the vote on proxies for those accounts and funds for which Loomis Sayles has voting authority. One of Loomis Sayles’ Proxy Voting Services, Glass, Lewis & Company (“Glass Lewis”) provides vote recommendations and/or analysis to Loomis Sayles based on Glass Lewis’ own research. Loomis Sayles will generally follow its express policy with input from Glass Lewis unless Loomis Sayles Proxy Committee (the “Proxy Committee”) determines that the client’s best interests are served by voting otherwise. Loomis Sayles uses the services of ISS for voting agent services and as a secondary source for research and analysis.

 

75


All issues presented for shareholder vote will be considered under the oversight of the Proxy Committee, either directly or by application of the policy. All non-routine issues will be directly considered by the Proxy Committee and, when necessary, the investment professionals responsible for a Fund advised by Loomis Sayles holding the security, and will be voted in the best investment interests of the Fund. All routine issues will be voted according to Loomis Sayles’ policy unless special factors require that they be considered by the Proxy Committee and, when necessary, the investment professionals responsible for a Fund holding the security. Loomis Sayles’ Proxy Committee has established these routine policies in what it believes are the best investment interests of Loomis Sayles’ clients.

The specific responsibilities of the Proxy Committee include, (1) developing, authorizing, implementing and updating the Procedures, including an annual review of the Procedures to ensure consistency with internal policies and regulatory agency policies, to review existing voting guidelines and developing additional voting guidelines to assist in the review of proxy proposals, and to review the proxy voting process and address any general issues that relate to proxy voting (2) oversight of the proxy voting process including oversight of the vote on proposals according to the predetermined policies in the voting guidelines, directing the vote on proposals where there is reason not to vote according to the predetermined policies in the voting guidelines or where proposals require special consideration and consultation with the portfolio managers and analysts for the Fund(s) advised by Loomis Sayles holding the security when necessary or appropriate; (3) periodic sampling or engaging an outside party to sample proxy votes to ensure they comply with the Procedures and are cast in accordance with the Funds’ best interests’ and (4) engagement and oversight of third-party vendors, such as Proxy Voting Services, including:

 

  (i)

determining whether a Proxy Voting Service has the capacity and competency to adequately analyze proxy issues by considering:

(a) the adequacy and quality of the Proxy Voting Service’s staffing and personnel, and

(b) the robustness of the Proxy Voting Service’s policies and procedures regarding its ability to ensure that its recommendations are based on current and accurate information and to identify and address any relevant conflicts of interest.

 

  (ii)

providing ongoing oversight of Proxy Voting Services to ensure that proxies continue to be voted in the best interests of clients.

 

  (iii)

receiving and reviewing updates from Proxy Voting Services regarding relevant business changes or changes to Proxy Voting Services’ conflict policies and procedures, and

 

  (iv)

in the event that the Proxy Committee becomes aware that a Proxy Voting Service’s recommendation was based on a material factual error, investigating the error, considering the nature of the error and the related recommendation, and determining whether the Proxy Voting Service has taken reasonable steps to reduce the likelihood of similar errors in the future.

Loomis Sayles has established policies to ensure that proxy votes are voted in its clients’ best interest and are not affected by any possible conflicts of interest. First, except in certain limited instances, Loomis Sayles votes in accordance with its pre-determined policies set forth in the Procedures. Second, where these Procedures allow for discretion, Loomis Sayles will generally consider the recommendations of a Proxy Voting Service in making its voting decisions. However, if the Proxy Committee determines that the Proxy Voting Service recommendation is not in the best interest of its clients, then the Proxy Committee may use its discretion to vote against the Proxy Voting Service recommendation, but only after taking the following steps: (1) conducting a review for any material conflict of interest Loomis Sayles may have and, (2) if any material conflict is found to exist, excluding anyone at Loomis Sayles who is subject to that conflict of interest from participating in the voting decision in any way. However, if deemed necessary or appropriate by the Proxy Committee after full prior disclosure of any conflict, that person may provide information, opinions or recommendations on any proposal to the Proxy Committee. In such event, prior to directing any vote, the Proxy Committee will make reasonable efforts to obtain and consider information, opinions and recommendations from or about the opposing position.

Vaughan Nelson. Vaughan Nelson undertakes to vote all client proxies in a manner reasonably expected to ensure the client’s best interest is upheld and in a manner that does not subrogate the client’s best interest to that of the firm’s in instances where a material conflict exists.

 

76


Vaughan Nelson has created a Proxy Voting Guideline (“Guideline”) believed to be in the best interest of clients relating to common and recurring issues found within proxy voting material. The Guideline, reviewed annually, is the work product of Vaughan Nelson’s Investment Team and it considers the nature of its business, the types of securities being managed and other sources of information including, but not limited to, research provided by ISS, internal research, published information on corporate governance and experience. The Guideline helps to ensure voting consistency on issues common amongst issuers and to serve as evidence that a vote was not the product of a conflict of interest but rather a vote in accordance with a pre-determined policy. However, in many recurring and common proxy issues a “blanket voting approach” cannot be applied. In these instances, the Guideline indicates that such issues will be addressed on a case-by-case basis in consultation with a portfolio manager to determine how to vote the issue in the client’s best interest.

Vaughan Nelson uses ISS in a limited capacity to collect proxy ballots for clients, provide a platform in which to indicate our vote, provide company research as a point of information and assist our firm in generating proxy voting reports.

Vaughan Nelson, in executing its duty to vote proxies, may encounter a material conflict of interest. Vaughan Nelson does not envision a large number of situations where a conflict of interest would exist, if any, given the nature of Vaughan Nelson’s business, client base, relationships, and the types of securities managed. Notwithstanding, if a conflict of interest arises, we will undertake to vote the proxy or proxy issue in the client’s continued best interest. This will be accomplished by either casting the vote in accordance with the Guideline, if the application of such policy to the issue at hand involves little discretion on Vaughan Nelson’s part or casting the vote as indicated by the independent third-party research firm, ISS. If a conflict involves ISS, Vaughan Nelson will take that into consideration when evaluating a proxy item that is not addressed in the firm’s recurring Proxy Voting Guideline.

Vaughan Nelson, as an indirect subsidiary of a Bank Holding Company, is restricted from voting the shares it has invested in banking entities on the fund’s behalf in instances where the aggregate ownership of all the Bank Holding Company’s investment management subsidiaries exceed 5% of the outstanding share class of a bank. Where the aggregate ownership described exceeds the 5% threshold, the firm will instruct ISS, an independent third party, to vote the proxies in line with ISS’s recommendation.

Finally, there may be circumstances or situations that may preclude or limit the manner in which a proxy is voted. These may include: 1) mutual funds – whereby voting may be controlled by restrictions within the fund or the actions of authorized persons, 2) international securities – whereby the perceived benefit of voting an international proxy does not outweigh the anticipated costs of doing so, 3) new accounts – instances where security holdings assumed will be sold in the near term thereby limiting any benefit to be obtained by a vote of proxy material, 4) small combined holdings/unsupervised securities – where the firm does not have a significant holding or basis on which to offer advice, 5) a security is out on loan, 6) securities not held on meeting date.

In summary, Vaughan Nelson’s goal is to vote proxy material in a manner that is believed to assist in maximizing the value of a portfolio.

INVESTMENT ADVISORY AND OTHER SERVICES

Natixis Advisors, formed in 1995, is a limited partnership indirectly owned by Natixis, the holding company for the North American asset management business (“Natixis IM-NA”).

Loomis Sayles is a limited partnership whose sole general partner, Loomis, Sayles & Company, Inc. is indirectly owned by Natixis IM-NA.

Vaughan Nelson is a corporation owned by Natixis IM-NA.

Natixis IM-NA is part of Natixis, an international asset management group based in Paris, France, that is in turn owned by Natixis, a French investment banking and financial services firm. Natixis is principally owned by BPCE, France’s second largest banking group. BPCE is owned by banks comprising two autonomous and complementary retail banking networks consisting of the Caisse d’Epargne regional savings banks and the Banque Populaire regional cooperative banks. The registered address of Natixis is 30, avenue Pierre Mendès France, 75013 Paris, France. The registered address of BPCE is 50, avenue Pierre Mendès France, 75013 Paris, France.

 

77


The 8 principal subsidiary or affiliated asset management firms of Natixis IM-NA collectively had over 616.30 billion in assets under management or administration as of December 31, 2020.

Advisory and Subadvisory Agreements

Each Fund’s advisory agreement with its Adviser provides that the Adviser will furnish or pay the expenses of the applicable Fund for office space, facilities and equipment, services of executive and other personnel of the Trust and certain administrative services. The Adviser is responsible for obtaining and evaluating such economic, statistical and financial data and information and performing such additional research as is necessary to manage each Fund’s assets in accordance with its investment objectives and policies.

Each Fund pays all expenses not borne by the Adviser or Subadviser including, but not limited to, the charges and expenses of the Funds’ custodian and transfer agent, independent registered public accounting firm, legal counsel for the Funds, legal counsel for the Trust’s Independent Trustees, 12b-1 fees, all brokerage commissions and transfer taxes in connection with portfolio transactions, all taxes and filing fees, the fees and expenses for registration or qualification of its shares under federal and state securities laws, all expenses of shareholders’ and trustees’ meetings and of preparing, printing and mailing reports to shareholders and the compensation of Trustees who are not directors, officers or employees of the Adviser, Subadviser or their affiliates, other than affiliated registered investment companies. Certain expenses may be allocated differently among a Fund’s Class A, Class C and Class T shares, on the one hand, and Class N or Class Y shares, on the other hand. See the sections “Description of the Trust” and “Ownership of Fund Shares.”

Each advisory and subadvisory agreement provides that it will continue in effect for two years from its date of execution and thereafter from year to year if its continuance is approved at least annually (i) by the Board or by vote of a majority of the outstanding voting securities of the relevant Fund and (ii) by vote of a majority of the Independent Trustees, cast in person at a meeting called for the purpose of voting on such approval.

Each advisory and subadvisory agreement may be terminated without penalty by vote of the Board or by vote of a majority of the outstanding voting securities of the relevant Fund, upon 60 days’ written notice, or by the Adviser upon 90 days’ written notice. Each advisory and subadvisory agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act). The subadvisory agreement also may be terminated by the Subadviser upon 90 days’ notice, and automatically terminates upon termination of the advisory agreement.

Each advisory and subadvisory agreement provides that the Adviser or Subadviser shall not be subject to any liability in connection with the performance of its services thereunder in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties.

The Adviser oversees the portfolio management services provided to the applicable Fund by the Subadviser. Subject to the review of the Board, the Adviser monitors the Subadviser to assure that the Subadviser is managing the Fund’s assets consistently with the Fund’s investment objective and restrictions and applicable laws and guidelines, including, but not limited to, compliance with the diversification requirements set forth in the 1940 Act and Subchapter M of the Code. The Adviser will provide, or cause the Fund’s custodian to provide, information to the Subadviser regarding the composition of assets of the applicable Fund and the assets to be invested and reinvested by the Subadviser. The Adviser does not determine which securities will be purchased or sold for the Fund.

The Adviser may terminate any subadvisory agreement without shareholder approval. In such case, the Adviser will either manage the Fund’s assets itself or, subject to the receipt of any necessary shareholder approvals, retain one or more subadvisers to manage some or all of the Fund’s assets.

 

78


Distribution Agreements and Rule 12b-1 Plans

Under a separate agreement with each Fund, the Distributor serves as the principal distributor of each class of shares of the Funds. The Distributor’s principal business address is 888 Boylston Street, Suite 800, Boston, MA 02199-8197. Under these agreements (the “Distribution Agreements”), the Distributor conducts a continuous offering and is not obligated to sell a specific number of shares. The Distributor bears the cost of making information about the Funds available through advertising and other means, printing and mailing Prospectuses to persons other than shareholders and providing compensation to underwriters, broker-dealers and sales personnel. Each Fund pays the cost of registering and qualifying its shares under state and federal securities laws and distributing Prospectuses to existing shareholders.

The Distributor is compensated under each agreement through receipt of the sales charges on Class A and Class T shares described below under “Net Asset Value” and is paid by the Funds the service and distribution fees described in the applicable Prospectus. The Distributor may, at its discretion, reallow the entire sales charge imposed on the sale of Class A, Class C and Class T shares of a Fund to investment dealers from time to time. The SEC is of the view that dealers receiving all or substantially all of the sales charge may be deemed underwriters of a Fund’s shares.

Each of the Funds has adopted Rule 12b-1 plans (the “Plans”) for its Class A, Class C and Class T shares. Class N and Class Y shares have no such plans. The Plans, among other things, permit the applicable class of shares to pay the Distributor monthly fees out of its net assets. These fees consist of a service fee and a distribution fee. Certain Distributor fees that are paid by a distributor to securities dealers are known as “trail commissions.” Pursuant to Rule 12b-1 under the 1940 Act, each Plan was approved by the shareholders of each Fund, and (together with the related Distribution Agreement) by the Board, including a majority of the Independent Trustees of the Trust.

Under the Plans, each Fund pays the Distributor a monthly service fee at an annual rate not to exceed 0.25% of each Fund’s average daily net assets attributable to the Class A, Class C and Class T shares. In the case of Class C shares, the Distributor retains the first year’s service fee of 0.25% assessed against such shares. For Class A, Class T and, after the first year, for Class C shares, the Distributor may pay up to the entire amount of this fee to securities dealers who are dealers of record with respect to the Fund’s shares, on a quarterly basis, unless other arrangements are made between the Distributor and the securities dealer, for providing personal services to investors in shares of each Fund and/or the maintenance of shareholder accounts. This service fee will accrue to securities dealers of record immediately with respect to reinvested income dividends and capital gain distributions of each Fund’s Class A and Class T shares.

The service fees on Class A and Class T shares may be paid only to reimburse the Distributor for expenses of providing personal services to investors, including, but not limited to, (i) expenses (including overhead expenses) of the Distributor for providing personal services to investors in connection with the maintenance of shareholder accounts and (ii) payments made by the Distributor to any securities dealer or other organization (including, but not limited to, any affiliate of the Distributor) with which the Distributor has entered into a written agreement for this purpose, for providing personal services to investors and/or the maintenance of shareholder accounts, which payments to any such organization may be in amounts in excess of the cost incurred by such organization in connection therewith. Under these Plans, intermediaries providing shareholder servicing and/or account maintenance services for the benefit of retirement plan record keeping investors and/or “no transaction fee” or wrap program investors may be eligible to receive Admin Class share payments.

Each Fund’s Class C shares also pay the Distributor a monthly distribution fee at an annual rate of 0.75% of the average net assets of the respective Fund’s Class C shares. The Distributor retains the 0.75% distribution fee assessed against Class C shares during the first year of investment. After the first year for Class C shares, the Distributor may pay up to the entire amount of this fee to securities dealers who are dealers of record with respect to the Fund’s shares, as distribution fees in connection with the sale of the Fund’s shares on a quarterly basis, unless other arrangements are made between the Distributor and the securities dealer. As stated in the Prospectuses, investors will not be permitted to purchase $1,000,000 or more of Class C shares as a single investment per account.

Each Plan may be terminated by vote of a majority of the Independent Trustees, or by vote of a majority of the outstanding voting securities of the relevant class of shares of the relevant Fund. Each Plan may be amended by vote of the relevant Trustees, including a majority of the relevant Independent Trustees, cast in person at a meeting called for that purpose. Any change in any Plan that would materially increase the fees payable thereunder by the relevant class of shares of the relevant Fund requires approval by a vote of the holders of a majority of such shares outstanding. The Trust’s Trustees review quarterly a written report of such costs and the purposes for which such costs have been incurred. For so long as a Plan is in effect, selection and nomination of those Trustees who are Independent Trustees of the Trust shall be committed to the discretion of such Trustees.

 

79


Fees paid by Class A, Class C or Class T shares of any Fund may indirectly support sales and servicing efforts relating to shares of the other series of the Natixis Funds Trusts or the Loomis Sayles Funds Trusts. In reporting its expenses to the Trustees, the Distributor itemizes expenses that relate to the distribution and/or servicing of a single Fund’s shares, and allocates other expenses among the relevant Funds based on their relative net assets or relative sales. Expenses allocated to each Fund are further allocated among its classes of shares annually based on the relative sales of each class, except for any expenses that relate only to the sale or servicing of a single class.

The Distributor has entered into selling agreements with investment dealers, including affiliates of the Distributor, for the sale of the Funds’ shares. As described in more detail below, the Distributor, Natixis Advisors, and their affiliates may, at their expense, may pay additional amounts to dealers who have selling agreements with the Distributor. Class Y shares of the Funds may be offered by registered representatives of certain affiliates who are also employees of Natixis US and may receive compensation from an Adviser with respect to sales of Class Y shares.

The Distribution Agreement for any Fund may be terminated at any time on 60 days’ written notice without payment of any penalty by the Distributor or by vote of a majority of the outstanding voting securities of the relevant Fund or by vote of a majority of the Independent Trustees.

The Distribution Agreements and the Plans will continue in effect for successive one-year periods, provided that each such continuance is specifically approved (i) by the vote of a majority of the Independent Trustees and (ii) by the vote of a majority of the entire Board cast in person at a meeting called for that purpose, or by a vote of a majority of the outstanding securities of a Fund (or the relevant class, in the case of the Plans).

With the exception of the Distributor, its affiliated companies and those Trustees that are not Independent Trustees, no interested person of the Trust or any Trustee of the Trust had any direct or indirect financial interest in the operation of the Plans or any related agreement. Benefits to the Funds and their shareholders resulting from the Plans are believed to include (1) enhanced shareholder service, (2) asset retention, and (3) enhanced portfolio management opportunities and bargaining position with third-party service providers and economies of scale arising from having asset levels higher than they would be if the Plans were not in place.

The Distributor controls the word “Natixis” in the names of the Natixis Funds Trusts and if it should cease to be the principal distributor of such Funds’ shares, the Trust may be required to change its name and delete these words or letters. The Distributor also acts as principal distributor for Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and Gateway Trust. The address of the Distributor is 888 Boylston Street, Suite 800, Boston, MA 02199-8197.

For Class A shares, the service fee is payable only to reimburse the Distributor for amounts it pays in connection with providing personal services to investors and/or maintaining shareholder accounts. The portion of the various fees and expenses for Class A, Class C, and Class T shares that are paid (reallowed) to securities dealers are shown below.

Global Growth Fund and Select Fund

Class A

 

Cumulative Investment

   Maximum
Sales Charge Paid
by Investors
(% of offering price)
    Maximum
Reallowance or
Commission
(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum
First Year
Compensation
(% of offering price)
 

Less than $50,000

     5.75     5.00     0.25     5.25

$50,000 – $99,999

     4.50     4.00     0.25     4.25

$100,000 – $249,999

     3.50     3.00     0.25     3.25

$250,000 – $499,999

     2.50     2.15     0.25     2.40

$500,000 – $999,999

     2.00     1.70     0.25     1.95
Investments of $1 Million or More(1)  

Up to $2,999,999

     none       1.00     0.25     1.25

$3,000,000 to $4,999,999

     none       0.75     0.25     1.00

Excess over $5,000,000

     none       0.50     0.25     0.75

Investments with No

Sales Charge (2)

     none       0.00     0.25     0.25

 

80


(1)

Commissions are based on cumulative investments over the life of the account with no adjustment for redemptions, transfers or market declines. For example, if a shareholder has accumulated investments in excess of $5,000,000 and subsequently redeems all or a portion of the account(s), purchases following the redemption will generate a dealer commission of 0.50%.

(2)

Refers to any investments made by investors not subject to a sales charge as described in the Prospectus in the section “How Sales Charges Are Calculated.”

Class C

 

Investment

   Maximum
Front-End Sales
Charge Paid by
Investors

(% of offering price)
     Maximum
Reallowance or
Commission

(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum First
Year Compensation
(% of offering price)
 

All amounts for Class C

     none        1.00     0.00     1.00

Class T

 

Cumulative Investment

   Maximum
Sales Charge Paid
by Investors
(% of offering price)
    Maximum
Reallowance or

Commission
(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum First
Year Compensation
(% of offering price)
 

Less than $250,000

     2.50     2.50     0.25     2.75

$250,000 – $499,999

     2.00     2.00     0.25     2.25

$500,000 – $999,999

     1.50     1.50     0.25     1.75

$1,000,000 and above

     1.00     1.00     0.25     1.25

Senior Floating Rate and Fixed Income Fund

Class A

 




Investment

   Maximum
Sales Charge Paid
by Investors
(% of offering price)
    Maximum
Reallowance or
Commission
(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum
First Year
Compensation
(% of offering price)
 

Less than $100,000

     3.50     3.00     0.25     3.25

$100,000 – $249,999

     3.00     2.70     0.25     2.95

$250,000 – $499,999

     2.25     1.95     0.25     2.20

$500,000 – $999,999

     1.75     1.45     0.25     1.70

Investments of $1 million or more(1)

 

Up to $2,999,999

     none       1.00     0.25     1.25

$3,000,000 to $4,999,999

     none       0.75     0.25     1.00

Excess over $5,000,000

     none       0.50     0.25     0.75

Investments with No
Sales Charge (2)

     none       0.00     0.25     0.25

 

(1)

Commissions are based on cumulative investments over the life of the account with no adjustment for redemptions, transfers or market declines. For example, if a shareholder has accumulated investments in excess of $5,000,000 and subsequently redeems all or a portion of the account(s), purchases following the redemption will generate a dealer commission of 0.50%.

(2)

Refers to any investments made by investors not subject to a sales charge as described in the Prospectus in the section “How Sales Charges Are Calculated.”

Class C

 





Investment

   Maximum
Front-End Sales
Charge Paid by
Investors
(% of offering price)
     Maximum
Reallowance or
Commission
(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum
First Year
Compensation
(% of offering price)
 

All amounts for Class C

     none        1.00     0.00     1.00

 

81


Class T

 

Cumulative Investment

   Maximum
Sales Charge Paid
by Investors
(% of offering price)
    Maximum
Reallowance or
Commission
(% of offering price)
    Maximum
First Year
Service Fee
(% of net investment)
    Maximum
First Year
Compensation
(% of offering price)
 

Less than $250,000

     2.50     2.50     0.25     2.75

$250,000 – $499,999

     2.00     2.00     0.25     2.25

$500,000 – $999,999

     1.50     1.50     0.25     1.75

$1,000,000 and above

     1.00     1.00     0.25     1.25

All Funds

As described in the Prospectuses, each purchase or sale of shares is effected at the NAV next determined after an order is received, less any applicable sales charge. The sales charge is allocated between the investment dealer and the Distributor, as indicated in the tables above. The Distributor receives the contingent deferred sales charge (the “CDSC”). Proceeds from the CDSC on Class A and Class C shares are paid to the Distributor and are used by the Distributor to defray the expenses for services the Distributor provides to the Trust. The Distributor may, at its discretion, pay (reallow) the entire sales charge imposed on the sale of Class A and Class T shares to investment dealers from time to time.

For new amounts invested at NAV by an eligible governmental authority, the Distributor may, at its expense, pay investment dealers a commission of 0.025% of the average daily net assets of an account at the end of each calendar quarter for up to one year. These commissions are not payable if the purchase represents the reinvestment of redemption proceeds from any other Natixis Fund or if the account is registered in street name.

The Funds may pay fees to intermediaries such as banks, broker-dealers, financial advisers or other financial institutions for sub-administration, sub-transfer agency and other services, including, but not limited to, recordkeeping, shareholder or participant reporting or shareholder or participant recordkeeping (“recordkeeping and processing-related services”) associated with shareholders whose shares are held of record in omnibus, other group accounts (for example, 401(k) plans) or accounts traded through registered securities clearing agents. These fees are paid directly or indirectly by the Funds (with the exception of Class N shares, which do not bear such expenses) in light of the fact that other costs may be avoided by the Funds where the intermediary, not the Funds’ service providers, provides shareholder services to Fund shareholders. The intermediary may impose other account or service charges directly on account holders or participants. In addition, depending on the arrangements, the Funds’ Advisers and/or Distributor or their affiliates may, out of their own resources, compensate such financial intermediaries or their agents directly or indirectly for such recordkeeping and processing-related services; such payments will not be made with respect to Class N shares. The services provided and related payments vary from firm to firm. Under these programs, the Distributor may enter into administrative services agreements with intermediaries pursuant to which intermediaries will provide sub-transfer agency services, sub-administrative services and other services with respect to the Funds. These services may include, but are not limited to, shareholder record set-up and maintenance, account statement preparation and mailing, transaction processing and settlement and account level tax reporting. The Distributor is reimbursed by the Funds for all or a portion of any fees paid to intermediaries by the Distributor on behalf of the Funds. In certain cases, a recipient of 12b-1 distribution payments, shareholder servicing payments or revenue sharing payments may rebate some or all of such amounts to its clients or plan participants, or use such amounts to defray client or plan expenses. For more information, investors should contact their financial representatives or plan administrator.

Additional Payments

The Distributor, each Adviser and their affiliates may out of their own resources make additional payments to financial intermediaries who sell shares of the Funds (with the exception of Class N Shares, for which such additional payments are not made). Such payments and compensation are in addition to any fees paid or reimbursed by the Funds. These payments may include: (i) full reallowance of the sales charge of Class A and Class T shares, (ii) additional compensation with respect to the sale and/or servicing of Class A, Class C, Class N, Class T and Class Y shares, (iii) payments based upon various factors described below, and (iv) financial assistance programs to firms who sell or arrange for the sale of Fund shares including, but not limited to, remuneration for: the firm’s internal sales contests and incentive programs, marketing and sales fees, expenses related to advertising or promotional activity and events,

 

82


and shareholder record keeping, sub-transfer agency or miscellaneous administrative services. From its own profits and resources, the Distributor may, from time to time, make payments to qualified wholesalers, registered financial institutions and third-party marketers for marketing support services and/or retention of assets (with the exception of Class N shares, for which such additional payments are not made). Among others, the Distributor has agreed to make such payments for marketing support services to AXA Advisors, LLC. In addition to marketing and/or financial support payments described above, payment for travel, lodging and related expenses may be provided for attendance at Fund seminars and conferences (e.g., due diligence meetings held for training and educational purposes). The Distributor intends that the payment of these concessions and any other compensation offered will conform with state and federal laws and the rules of any self-regulatory organization, such as the Financial Industry Regulatory Authority. The participation of such firms in financial assistance programs is at the discretion of the firm and the Distributor. The payments described in (iii) above may be based on sales (generally ranging from 0.05% to 0.25% of gross sales) and/or the amount of assets a financial intermediary’s clients have invested in the Funds (at annual rates generally ranging from 0.03% to 0.35% of the value of the clients’ shares). The actual payment rates to a financial intermediary will depend upon how the particular arrangement is structured (e.g., solely asset-based fees, solely sales-based fees or a combination of both) and other factors such as the length of time assets have remained invested in the Fund, redemption rates and the willingness of the financial intermediary to provide access to its representatives for educational and marketing purposes. The payments to financial intermediaries described in this section and elsewhere in this Statement, which may be significant to the financial intermediaries, may create an incentive for a financial intermediary or its representatives to recommend or sell shares of a particular Fund or shares class over other mutual funds or share classes. Additionally, these payments may result in the Fund’s inclusion on a sales list, including a preferred or select sales list, or in other sales programs. Investors should contact their financial representative for details about the payment the financial intermediaries may receive.

From time to time, the Funds’ service providers, or any of their affiliates, may also pay non-cash compensation to the sales representatives of financial intermediaries in the form of (i) occasional gifts; (ii) occasional meals, tickets or other entertainment; and/or (iii) sponsorship support of regional events of intermediaries.

Dealers may charge their customers a processing fee or service fee in connection with the purchase or redemption of fund shares. The amount and applicability of such a fee is determined and disclosed to its customers by its individual dealer. Processing or service fees typically are fixed, nominal dollar amounts and are in addition to the sales and other charges described in the Prospectuses and this Statement. Customers will be provided with specific information about any processing or service fees charged by their dealer.

The commissions and sales charges for Natixis Funds Trust II for the last three fiscal years were allocated as set forth below.

 

NATIXIS FUNDS TRUST II1

 

     Fiscal Year Ended
11/30/18
     Fiscal Year Ended
11/30/19
     Fiscal Year Ended
11/30/20
 

Total commissions on sales of Class A shares

   $ 657,912      $ 191,412      $ 38,924  

Amount reallowed to other securities dealers

   $ 567,996      $ 167,313      $ 33,849  

Amount retained by Distributor

   $ 89,916      $ 24,099      $ 5,075  

Total CDSCs on redemptions of Classes A and C shares

   $ 72,657      $ 243,020      $ 80,036  

Amount retained by Distributor

   $ 72,657      $ 243,020      $ 80,036  

 

Information is only provided for the Funds in this Statement as listed on the cover page.

1

See the section “Other Arrangements” for information about amounts received by the Distributor from the Trust’s investment advisers and subadvisers or the Funds directly for providing certain administrative services relating to the Trust.

Class T shares have not commenced operations and thus the Trust has not paid any sales charges for Class T shares as of the date of this Statement.

 

83


OTHER ARRANGEMENTS

Administrative Services. Natixis Advisors, 888 Boylston Street, Suite 800, Boston, MA 02199-8197, performs certain accounting and administrative services for the Funds, pursuant to an Administrative Services Agreement dated January 1, 2005, as amended from time to time (the “Administrative Agreement”). Under the Administrative Agreement, Natixis Advisors provides the following services to the Funds: (i) personnel that perform bookkeeping, accounting, internal auditing and financial reporting functions and clerical functions relating to the Funds, (ii) services required in connection with the preparation of registration statements and Prospectuses, registration of shares in various states, shareholder reports and notices, proxy solicitation material furnished to shareholders of the Funds or regulatory authorities and reports and questionnaires for SEC compliance, (iii) the various registrations and filings required by various regulatory authorities, and (iv) consultation and legal advice on Fund-related matters.

For these services, Natixis Advisors received the following fees from the Funds for the last three fiscal years.

 

Fund

   Fiscal Year
Ended
11/30/181
     Fiscal Year
Ended
11/30/191
     Fiscal
Year

Ended
11/30/20
 
     Fee      Fee      Fee  

Global Growth Fund

        

Gross Administrative Fees

   $ 18,788      $ 28,208      $ 35,027  

Waiver of Administrative Fees

   $ 89      $ 359      $ —    

Net Administrative Fees

   $ 18,699      $ 27,849      $ 35,027  

Select Fund

        

Gross Administrative Fees

   $ 83,694      $ 94,172      $ 85,639  

Waiver of Administrative Fees

   $ 319      $ 1,293      $ —    

Net Administrative Fees

   $ 83,375      $ 92,879      $ 85,639  

Senior Floating Rate and Fixed Income Fund

        

Gross Administrative Fees

   $ 1,615,409      $ 1,423,321      $ 693,693  

Waiver of Administrative Fees

   $ 6,718      $ 21,271      $ —    

Net Administrative Fees

   $ 1,608,691      $ 1,402,050      $ 693,693  

 

1

Effective October 1, 2018, State Street Bank agreed to reduce the fees it receives from Natixis Advisors for serving as sub-administrator to the Funds. Also, effective October 1, 2018, Natixis Advisors agreed to voluntarily waive fees paid by the Funds in an amount equal to the reduction in sub-administrative fees discussed above. The waiver was in effect through June 30, 2019.

Support Services. Pursuant to an intercompany agreement between Loomis Sayles and Natixis Advisors, Natixis Advisors provides various marketing, relationship management, and support services to the Global Growth Fund, Senior Floating Rate and Fixed Income Fund and Loomis Sayles.    Loomis Sayles, and not the Funds, pays Natixis Advisors for these services.

Custodial Arrangements. State Street Bank and Trust Company (“State Street Bank”), One Lincoln Street, Boston, MA 02111, serves as the custodian for the Trust. As such, State Street Bank holds in safekeeping certificated securities and cash belonging to each Fund and, in such capacity, is the registered owner of securities in book-entry form belonging to each Fund. Upon instruction, State Street Bank receives and delivers cash and securities of each Fund in connection with Fund transactions and collects all dividends and other distributions made with respect to Fund portfolio securities. State Street Bank also maintains certain accounts and records of the Trust and calculates the total NAV, total net income and NAV per share of each Fund on a daily basis.

Transfer Agency Services. Pursuant to a contract between the Trust, on behalf of each Fund, and DST Asset Manager Solutions, Inc. (“DST” or the “Transfer Agent”), whose principal business address is 2000 Crown Colony Drive, Quincy, MA 02169, DST acts as shareholder servicing and transfer agent and dividend paying agent for the Funds and is responsible for services in connection with the establishment, maintenance and recording of shareholder accounts, including all related tax and other reporting requirements and the implementation of investment and redemption arrangements offered in connection with the sale of the Funds’ shares.

 

84


From time to time, the Funds, directly or indirectly through arrangements with an Adviser or the Transfer Agent, may pay amounts to third parties that provide recordkeeping and other administrative services relating to a Fund to persons who beneficially own interests in the Fund, such as shareholders whose shares are held of record in omnibus, other group accounts (for example, 401(k) plans) or accounts traded through registered securities clearing agents. See the section “Distribution Agreements and Rule 12b-1 Plans.”

Transfer Agency Expenses. Natixis Advisors has given a binding contractual undertaking to each Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Board. For the fiscal year ended November 30, 2020, Natixis Advisors reimbursed the Global Growth Fund $1,049, the Select Fund $998 and Senior Floating Rate and Fixed Income Fund $1,023 for transfer agency expenses related to Class N shares.

Natixis Advisors has given a binding contractual undertaking to reimburse the Class N shares of the Funds for any and all transfer agency expenses attributable to accounts admitted to Class N via a prospectus provision that allows the Distributor, at its sole discretion, to waive the investment minimum for accounts as to which the relevant financial intermediary has provided assurances, in writing, that the accounts will be held in omnibus fashion beginning no more than two years following the establishment date of such accounts in Class N. Such reimbursement will be in effect during the period July 1, 2019 to June 30, 2021 and may be terminated before then only with the consent of the Board.

Independent Registered Public Accounting Firm. The Trust’s independent registered public accounting firm is PricewaterhouseCoopers LLP, located at 101 Seaport Blvd., Boston, MA 02210. The independent registered public accounting firm conducts an annual audit of each Fund’s financial statements, assists in the review of federal and state income tax returns and consults with the Trust as to matters of accounting and federal and state income taxation. The financial highlights in the Prospectus for the Funds, and the financial statements contained in those Funds’ annual reports for the fiscal year ended November 30, 2020 are incorporated by reference into this Statement, have been so included in reliance on the reports of the Trust’s independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.

Counsel to the Funds. Ropes & Gray LLP, located at Prudential Tower, 800 Boylston Street, Boston, MA 02199, serves as counsel to the Funds.

PORTFOLIO MANAGEMENT INFORMATION

Portfolio Managers’ Management of Other Accounts

As of November 30, 2020 the portfolio managers of the Funds managed other accounts in addition to managing one or more of the Funds. The following table provides information on the other accounts managed by each portfolio manager.

 

    Registered Investment
Companies
  Other Pooled Investment
Vehicles
  Other Accounts
    Other
Accounts
Managed
  Advisory Fee is
Based on
Performance
  Other
Accounts
Managed
  Advisory Fee is
Based on
Performance
  Other
Accounts
Managed
  Advisory Fee is
Based on
Performance

Name of

Portfolio

Manager

  # of
Accts
  Total
Assets
  # of
Accts
  Total
Assets
  # of
Accts
  Total
Assets
  # of
Accts
  Total
Assets
  # of
Accts
  Total
Assets
  # of
Accts
  Total
Assets

John R. Bell

  0   $0   0   $0   4   $1.9

billion

  0   $0   10   $219.1

million

  0   $0

Aziz V. Hamzaogullari

  32   $32.5

billion

  0   $0   18   $11.8

billion

  2   $676.8

million

  145   $30.7

million

  1   $308.9

million

Michael L. Klawitter

  0   $0   0   $0   4   $1.9

billion

  0   $0   6   $208.3

million

  0   $0

Chris D. Wallis

  11   $2.3

billion

  0   $0   3   $179.2

million

  0   $0   287   $5.6

billion

  21   $1.3

billion

Scott J. Weber

  5   $495.5

million

  0   $0   2   $172.8

million

  0   $0   146   $3.1

billion

  15   $193.5

million

Heather M. Young*

  0   $0   0   $0   4   $1.9

billion

  0   $0   6   $208.5

million

  0   $0

 

*

Information is as of December 31, 2020. Ms. Young joined the management team of the Senior Floating Rate and Fixed Income Fund on February 3, 2020.

 

85


Material Conflicts of Interest

Conflicts of interest may arise in the allocation of investment opportunities and the allocation of aggregated orders among the Funds and other accounts managed by the portfolio managers. A portfolio manager potentially could give favorable treatment to some accounts for a variety of reasons, including favoring larger accounts, accounts that pay higher fees, accounts that pay performance-based fees, accounts of affiliated companies and accounts in which the portfolio manager has an interest. Such favorable treatment could lead to more favorable investment opportunities or allocations for some accounts. Each Adviser and Subadviser has adopted policies and procedures to mitigate the effects of these conflicts. For more information on how each Adviser and Subadviser allocates investment opportunities between the Funds and their other clients, see the section “Allocation of Investment Opportunity Among the Funds and Other Investments Managed by the Advisers and/or Subadvisers” in this Statement. Conflicts of interest also arise to the extent a portfolio manager short sells a stock or otherwise takes a short position in one client account but holds that stock long in other accounts, including the Funds, or sells a stock for some accounts while buying the stock for others, and through the use of “soft dollar arrangements,” which are discussed in the section “Portfolio Transactions and Brokerage.”

Portfolio Managers’ Compensation

The following describes the structure of, and the method used to determine, the compensation of each of the above-listed portfolio managers as of November 30, 2020:

Loomis Sayles

Global Growth Fund’s Portfolio Manager Compensation. Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Mr. Hamzaogullari’s compensation has four components: a competitive base salary, an annual incentive bonus driven by investment performance, participation in a long-term incentive plan (with an annual and a post-retirement payout), and a revenue sharing bonus if certain revenue thresholds and performance hurdles are met. Maximum variable compensation potential is a multiple of base salary and reflects performance achievements relative to peers with similar disciplines. The performance review considers the asset class, manager experience, and maturity of the product. The incentive compensation is based on trailing strategy performance and is weighted at one third for the three-year period, one third for the five-year period and one third for the ten-year period. He also receives performance based compensation as portfolio manager for a private investment fund. The firm’s senior management reviews the components annually.

In addition, Mr. Hamzaogullari participates in the Loomis Sayles profit sharing plan, in which Loomis Sayles makes a contribution to the retirement plan of each employee based on a percentage of base salary (up to a maximum amount). He may also participate in the Loomis Sayles deferred compensation plan which requires all employees to defer 50% of their annual bonus if in excess of a certain dollar amount, except for those employees who will be age 61 or older on the date the bonus is awarded. These amounts are deferred over a two year period with 50% being paid out one year from the bonus anniversary date and the second 50% being paid out two years from the bonus anniversary date. These deferrals are deposited into an investment account on the employee’s behalf, but the employee must be with Loomis Sayles on the vesting dates in order to receive the deferred bonus.

Senior Floating Rate and Fixed Income Fund’s Portfolio Managers Compensation. Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Portfolio manager compensation is made up primarily of three main components: base salary, variable compensation and a long-term incentive program. Although portfolio manager compensation is not directly tied to assets under management, a portfolio manager’s base salary and/or variable compensation potential may reflect the amount of assets for which the manager is responsible relative to other portfolio managers. Loomis Sayles also offers a profit sharing plan, and a defined benefit plan to all employees hired before May 3, 2003. Base salary is a fixed amount based on a combination of factors, including industry experience, firm experience, job performance and market considerations. Variable compensation is an incentive-based component and generally represents a significant multiple of base salary. Variable compensation is based on four factors: investment

 

86


performance, profit growth of the firm, profit growth of the manager’s business unit and personal conduct. Investment performance is the primary component of total variable compensation and generally represents at least 60% of the total for fixed-income managers. The other three factors are used to determine the remainder of variable compensation, subject to the discretion of the firm’s Chief Investment Officer (“CIO”) and senior management. The firm’s CIO and senior management evaluate these other factors annually.

While mutual fund performance and asset size do not directly contribute to the compensation calculation, investment performance for fixed-income managers is measured by comparing the performance of Loomis Sayles’ institutional composite (pre-tax and net of fees) in the manager’s style to the performance of an external benchmark and a customized peer group. The external benchmark used for the investment style utilized by the Senior Floating Rate and Fixed Income Fund is the S&P/LSTA Leveraged Loan Index. The customized peer group is created by Loomis Sayles and is made up of institutional managers in the particular investment style. A manager’s relative performance for the past five years, or seven years for some products, is used to calculate the amount of variable compensation payable due to performance. To ensure consistency, Loomis Sayles analyzes the five or seven year performance on a rolling three-year basis. If a manager is responsible for more than one product, the rankings of each product are weighted based on relative revenue size of accounts represented in each product.

Loomis Sayles uses both an external benchmark and a customized peer group as a point of comparison for fixed-income manager performance because it believes they represent an appropriate combination of the competitive fixed-income product universe and the investment styles offered by Loomis Sayles.

General

In addition to the compensation described above, portfolio managers may receive additional compensation based on the overall growth of their strategies.

Most mutual funds do not directly contribute to a portfolio manager’s overall compensation because Loomis Sayles’ uses the performance of the portfolio manager’s institutional accounts compared to an institutional peer group. However, each fund managed by Loomis Sayles employs strategies endorsed by Loomis Sayles and fits into the product category for the relevant investment style. Loomis Sayles may adjust compensation if there is significant dispersion among the returns of the composite and accounts not included in the composite.

Loomis Sayles has developed and implemented two distinct long-term incentive plans to attract and retain investment talent. The plans supplement existing compensation and apply to certain portfolio managers, certain other investment talent, and certain high-ranking officers.

The first plan has several important components distinguishing it from traditional equity ownership plans:

 

   

the plan grants units that entitle participants to an annual payment based on a percentage of company earnings above an established threshold;

 

   

upon retirement, a participant will receive a multi-year payout for his or her vested units; and

 

   

participation is contingent upon signing an award agreement, which includes a non-compete covenant.

The second plan grants participants an annual participation in company earnings; the annual amount is deferred for two years from the time of award and is only payable if the portfolio manager remains at Loomis Sayles. In this plan, there are no post-retirement payments or non-compete covenants, but there is a non-solicitation covenant.

Senior management expects that the variable compensation portion of overall compensation will continue to remain the largest source of income for those investment professionals included in the plan(s). The plan(s) was/were initially offered to portfolio managers, and over time the scope of eligibility widened to include other key investment professionals. Management has full discretion on what units are issued and to whom.

Portfolio managers also participate in the Loomis Sayles profit sharing plan, in which Loomis Sayles makes a contribution to the retirement plan of each employee based on a percentage of base salary (up to a maximum amount). The portfolio managers may also participate in the Loomis Sayles defined benefit pension plan, which applies to all Loomis Sayles employees who joined the firm prior to May 3, 2003. The defined benefit is based on years of service and base compensation (up to a maximum amount).

 

87


In addition, portfolio managers may also participate in the Loomis Sayles deferred compensation plan which requires all Loomis Sayles employees to defer 50% of their annual bonus if in excess of a certain dollar amount, except for those Loomis Sayles employees who will be age 61 or older on the date the bonus is awarded. These amounts are deferred over a two year period with 50% being paid out one year from the bonus anniversary date and the second 50% being paid out two years from the bonus anniversary date. These deferrals are deposited into an investment account on the Loomis Sayles employee’s behalf, but the employee must be with Loomis Sayles on the vesting dates in order to receive the deferred bonus.

Vaughan Nelson

The compensation program at Vaughan Nelson is designed to align the interests of portfolio management professionals with the interests of clients and Vaughan Nelson by retaining top-performing employees and creating incentives to enhance Vaughan Nelson’s long-term success.

Compensation of portfolio management professionals includes a fixed base salary, a variable bonus and deferral plan and a contribution to the firm’s retirement plan.

All portfolio management professionals (at the discretion of the Compensation Committee of the Vaughan Nelson Board) participate in the variable bonus and deferral plan component which, as a whole, is based upon a percentage of Vaughan Nelson’s net profit. Each portfolio management professional’s participation in the variable bonus and deferral plan is based upon many factors, including but not limited to:

 

   

Performance of the strategy managed (both absolute and relative to peers);

 

   

Amount of revenue derived from the strategy managed;

 

   

Contribution to the development and execution of the firm’s investment philosophy and process; and

 

   

Participation and effectiveness in performing client service activities and marketing initiatives.

The degree to which any one factor influences participation in the bonus pool will vary between individuals and over time. A portion of the variable bonus is subject to deferral and each participant has the option to invest the deferral into Vaughan Nelson managed product(s) while it vests. Each year’s deferral is paid out over a period of three years. Payments are conditioned upon compliance with non-compete and non-solicitation arrangements.

The contribution to the firm’s retirement plan is based on a percentage (at the discretion of the Vaughan Nelson Board) of total cash compensation (subject to the IRS limits) and such percentage is the same for all firm personnel. Compensation at Vaughan Nelson is determined by the Compensation Committee at the recommendation of the Chief Executive Officer.

There is no distinction for purposes of compensation between the Select Fund and any other accounts managed.

Portfolio Managers’ Ownership of Fund Shares

As of November 30, 2020, the portfolio managers had the following ownership in the Funds:

 

Name of Portfolio

Manager

  

Fund(s) Managed

  

Dollar Range of Equity

Securities Invested*

John R. Bell    Senior Floating Rate and Fixed Income Fund    F
Aziz V. Hamzaogullari    Global Growth Fund    G
Michael L. Klawitter    Senior Floating Rate and Fixed Income Fund    E
Chris D. Wallis    Select Fund    A
Scott J. Weber    Select Fund    E
Heather M. Young*    Senior Floating Rate and Fixed Income Fund    E

 

*

Ms. Young joined the management team of the Senior Floating Rate and Fixed Income Fund on February 3, 2020.

* A. None

B. $1 – $10,000

C. $10,001 – $50,000

D. $50,001 – $100,000

E. $100,001 – $500,000

F. $500,001 – $1,000,000

G. over $1,000,000

 

88


There are various reasons why a portfolio manager may not own shares of the Fund he or she manages. One reason is that a Fund’s investment objectives and strategies may not match those of the portfolio manager’s personal investment objective. In addition, portfolio managers may invest in other funds or pooled investment vehicles or separate accounts managed by the portfolio manager in a similar style to the Fund managed by such portfolio manager. Administrative reasons (such as facilitating compliance with an Adviser’s code of ethics) also may explain why a portfolio manager has chosen not to invest in the Funds.

Allocation of Investment Opportunity Among Funds and Other Accounts Managed by the Advisers and/or Subadviser; Cross Relationships of Officers and Trustees

Loomis Sayles. Loomis Sayles has organized its business into two investment groups: The Fixed Income Group and The Equity Group. The Fixed Income Group and the Equity Group make investment decisions for the funds managed by Loomis Sayles. The groups make investment decisions independently of one another. These groups also have responsibility for the management of other client portfolios. The other investment companies and clients served by Loomis Sayles’ investment platforms sometimes invest in securities in which the Funds (or segments thereof) advised or subadvised by Loomis Sayles also invest. If one of these Funds and such other clients advised or subadvised by the same investment group of Loomis Sayles desire to buy or sell the same portfolio securities at or about the same time, the respective group allocates purchases and sales, to the extent practicable, on a pro rata basis in proportion to the amount desired to be purchased or sold for each fund or client advised or subadvised by that investment group. It is recognized that in some cases the practices described in this paragraph could have a detrimental effect on the price or amount of the securities which each of the Funds purchases or sells. In other cases, however, it is believed that these practices may benefit the relevant Fund.

Vaughan Nelson. In addition to managing the Select Fund, Vaughan Nelson serves as investment adviser to foundations, university endowments, corporate retirement plans and family/individual funds. Portfolio transactions for each client account are either completed independently, or, when decisions are made to purchase or sell the same securities for a number of client accounts simultaneously, through a “blocked order.” Investments decisions are typically implemented across all accounts managed within a particular strategy through a blocked order. Blocked orders are averaged as to price and are generally allocated on a pro rata basis based upon the actual purchase or sell orders placed for each security. Block orders are undertaken when possible to facilitate best execution, as well as for the purpose of negotiating more favorable brokerage commissions.

PORTFOLIO TRANSACTIONS AND BROKERAGE

In placing orders for the purchase and sale of equity securities, each Adviser or Subadviser selects only brokers that it believes are financially responsible, will provide efficient and effective services in executing, clearing and settling an order and will charge commission rates that, when combined with the quality of the foregoing services, will produce the best price and execution for the transaction. This does not necessarily mean that the lowest available brokerage commission, if any, will be paid. However, the commissions charged are believed to be competitive with generally prevailing rates. Each Adviser or Subadviser will use its best efforts to obtain information as to the general level of commission rates being charged by the brokerage community from time to time and will evaluate the overall reasonableness of brokerage commissions, if any, paid on transactions by reference to such data. In making such evaluation, factors affecting liquidity and execution of the order, as well as the amount of the capital commitment by the broker in connection with the order, are taken into account. An Adviser or Subadviser may place orders for the Funds which, combined with orders for the Adviser’s/Subadviser’s other clients, may impact the price of the relevant security. This could cause the Funds to obtain a worse price on the transaction than would otherwise be the case if the orders were placed in smaller amounts or spread out over a longer period of time.

Subject to the overriding objective of obtaining the best possible execution of orders, an Adviser or Subadviser may allocate brokerage transactions to affiliated brokers. Any such transactions will comply with Rule 17e-1 under the 1940 Act. In order for the affiliated broker to effect portfolio transactions for the Funds, the commissions, fees or other remuneration received by the affiliated broker must be reasonable and fair compared to the commissions, fees

 

89


and other remuneration paid to other brokers in connection with comparable transactions involving similar securities being purchased or sold on a securities exchange during a comparable period. Furthermore, the Board, including a majority of the Independent Trustees, has adopted procedures that are reasonably designed to provide that any commissions, fees or other remuneration paid to an affiliated broker are consistent with the foregoing standard.

Transactions on stock, option, and futures exchanges involve the payment of negotiated brokerage commissions. In the case of securities traded in the OTC market, there is generally no stated commission but the price usually includes an undisclosed commission or mark-up.

Loomis Sayles

Investments in Fixed-Income Securities

In placing orders for the purchase and sale of fixed-income securities for a Fund, Loomis Sayles always seeks the best price and execution. Some of the Funds’ portfolio transactions are placed with brokers and dealers that provide Loomis Sayles with supplementary investment and statistical information or furnish market quotations to the Funds, or other investment companies advised by Loomis Sayles. The business would not be so placed if the Fund would not thereby obtain the best price and execution. Although it is not possible to assign an exact dollar value to these services, they may, to the extent used, tend to reduce the expenses of Loomis Sayles. The services may also be used by Loomis Sayles in connection with its other advisory accounts, and in some cases may not be used with respect to the Funds.

Investments in Equity Securities

Generally, Loomis Sayles seeks to obtain quality executions at favorable security prices and at competitive commission rates, where applicable, through brokers and dealers who, in Loomis Sayles’ opinion, can provide the best overall net results for its clients. Transactions in equity securities are frequently executed through a primary market maker, but may also be executed on an Electronic Communication Network (“ECN”), Alternative Trading System (“ATS”), or other execution systems that in Loomis Sayles’ opinion can provide the best overall net results for its clients. Fixed-income securities are generally purchased from the issuer or a primary market maker acting as principal on a net basis with no brokerage commission paid by the client. Such securities, as well as equity securities, may also be purchased from underwriters at prices which include underwriting fees.

Commissions and Other Factors in Broker or Dealer Selection

Loomis Sayles uses its best efforts to obtain information as to the general level of commission rates being charged by the brokerage community from time to time and to evaluate the overall reasonableness of brokerage commissions paid on client portfolio transactions by reference to such data. In making this evaluation, all factors affecting liquidity and execution of the order, as well as the amount of the capital commitment by the broker or dealer, are taken into account. Other relevant factors may include, without limitation: (a) the execution capabilities of the brokers and/or dealers, (b) research and other products or services (as described in the section “Soft Dollars” below) provided by such brokers and/or dealers which are expected to enhance Loomis Sayles’ general portfolio management capabilities, (c) the size of the transaction, (d) the difficulty of execution, (e) the operations facilities of the brokers and/or dealers involved, (f) the risk in positioning a block of securities, (g) fair dealing and (h) the quality of the overall brokerage and research services provided by the broker-dealer.

Soft Dollars

Loomis Sayles’ receipt of brokerage and research products or services are factors in Loomis Sayles’ selection of a broker-dealer to execute transactions for a Fund where Loomis Sayles believes that the broker-dealer will provide quality execution of the transactions. Such brokerage and research products or services may be paid for with Loomis Sayles’ own assets or may, in connection with transactions in equity securities effected for client accounts for which Loomis Sayles exercises investment discretion, be paid for with client commissions (i.e., “soft dollars”).

 

90


Loomis Sayles will only acquire research and brokerage products and services that are deemed to qualify as eligible products and services under the safe harbor of Section 28(e) of the Securities Exchange Act of 1934, as amended (the “1934 Act”). Eligible research services and products that may be acquired by Loomis Sayles are those products and services that provide advice, analysis or reports that will aid Loomis Sayles in carrying out its investment decision-making responsibilities. Eligible research must reflect the expression of reasoning or knowledge (having inherently intangible and non-physical attributes) and may include the following research items: traditional research reports; discussions with research analysts and corporate executives; seminars or conferences; financial and economic publications that are not targeted to a wide public audience; software that provides analysis of securities portfolios; market research including pre-trade and post-trade analytics; and market data. Eligible brokerage services and products that may be acquired by Loomis Sayles are those services or products that (i) are required to effect securities transactions; (ii) perform functions incidental to securities transactions; or (iii) are services that are required by an applicable self-regulatory organization or SEC rule(s). The brokerage and research products or services provided to Loomis Sayles by a particular broker-dealer may include both (a) products and services created by such broker-dealer and (b) products and services created by other broker-dealers, and (c) products and services created by a third party. All soft dollar services are reviewed and approved by Loomis Sayles’ Chief Compliance Officer.

If Loomis Sayles receives a particular product or service that both aids it in carrying out its investment decision-making responsibilities (i.e., a “research use”) and provides non-research related uses, Loomis Sayles will make a good faith determination as to the allocation of the cost of such “mixed-use item” between the research and non-research uses and will only use soft dollars to pay for the portion of the cost relating to its research use.

In connection with Loomis Sayles’ use of soft dollars, the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund may pay a broker-dealer an amount of commission for effecting a transaction for the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund in excess of the amount of commission another broker-dealer would have charged for effecting that transaction if Loomis Sayles determines in good faith that the amount of commission is reasonable in relation to the value of the brokerage and research products or services provided by the broker-dealer, viewed in terms of either the particular transaction or Loomis Sayles’ overall responsibilities to the accounts as to which Loomis Sayles exercises investment discretion.

Loomis Sayles may use soft dollars to acquire brokerage or research products and services that have potential application to all client accounts, including the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund, or to acquire brokerage or research products and services that will be applied in the management of a certain group of client accounts and, in some cases, may not be used with respect to the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund. The products or services may not be used in connection with the management of some of the accounts, including the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund, that paid commissions to the broker or dealer providing the products or services and may be used in connection with the management of other accounts.

Loomis Sayles’ use of soft dollars to acquire brokerage and research products and services benefits Loomis Sayles by allowing it to obtain such products and services without having to purchase them with its own assets. Loomis Sayles believes that its use of soft dollars also benefits the Global Growth Fund and the Senior Floating Rate and Fixed Income Fund, as described above. However, conflicts may arise between the Global Growth Fund’s and the Senior Floating Rate and Fixed Income Fund’s interest in paying the lowest commission rates available and Loomis Sayles’ interest in receiving brokerage and research products and services from particular brokers and dealers without having to purchase such products and services with Loomis Sayles’ own assets.

For purposes of this soft dollars discussion, the term “commission” may include (to the extent applicable) both commissions paid to brokers in connection with transactions effected on an agency basis and markups, markdowns, commission equivalents or other fees paid to dealers in connection with certain transactions to the extent consistent with relevant SEC interpretations. Loomis Sayles does not generate “soft dollars” on fixed-income transactions.

The revised European Union (“EU”) Markets in Financial Instruments Directive (“MiFID II”), which became effective January 3, 2018, requires EU investment managers in the scope of the EU Markets in Financial Instruments Directive to pay for research services from brokers and dealers directly out of their own resources or by establishing “research payment accounts” for each client, rather than through client commissions. MiFID II’s research requirements present various compliance and operational considerations for investment advisers and broker-dealers serving clients in both the United States and the EU. It is possible that Loomis Sayles will cause a Fund to pay for research services with soft dollars in circumstances where Loomis Sayles is prohibited from causing its other client accounts to do so, including where Loomis Sayles aggregates trades on behalf of a Fund and those other client accounts. In such situations, the Fund would bear a cost for the research services and Loomis Sayles’ other client accounts would not, although Loomis Sayles’ other client accounts might nonetheless benefit from those research services.

 

91


Client Commission Arrangements

Loomis Sayles has entered into client commission arrangements (“CCAs”) (also known as commission sharing arrangements) with some of its key broker-dealer relationships. In a CCA, subject to best execution, Loomis Sayles will allocate a higher portion of its clients’ equity trading with broker-dealers who have agreed to unbundle their commission rates in order to enable Loomis Sayles to separately negotiate rates for execution and research and research services. The execution rates Loomis Sayles has negotiated with such firms vary depending on the difficulty of the orders Loomis Sayles has asked the CCAs to execute.

Pursuant to the CCAs Loomis Sayles has with these broker-dealers, each firm will pool the research commissions accumulated during a calendar quarter and then, at the direction of Loomis Sayles, pay various broker-dealers and third-party services from this pool for the research and research services such firms have provided to Loomis Sayles.

The CCAs enable Loomis Sayles to strengthen its relationships with its key broker-dealers, and limit the broker-dealers with whom it trades to those with whom it has FIX Connectivity, while still maintaining the research relationships with broker-dealers that provide Loomis Sayles with research and research services. In addition, the ability to unbundle the execution and research components of commissions enables Loomis Sayles to manage commissions more efficiently and to provide greater transparency to its clients in their commission reports.

These CCAs are deemed to be soft dollar arrangements and Loomis Sayles and each CCA intends to comply with the applicable requirements of Section 28(e) of the 1934 Act as well as the Commission Guidance Regarding Client Commission Practices under Section 28(e) in the SEC Release No. 34-54165 dated July 18, 2006.

In addition to trading with the CCA broker-dealers discussed above, Loomis Sayles continues to trade with full service and regional broker-dealers, boutiques, as well as with ECNs and ATSs and other electronic providers.

Vaughan Nelson

In placing orders for the purchase and sale of securities for the Select Fund, Vaughan Nelson selects only brokers or dealers that it believes are financially responsible and will provide efficient and effective services in executing, clearing and settling an order. Vaughan Nelson will use its best efforts to obtain information as to the general level of commission rates being charged by the brokerage community from time to time and will evaluate the overall reasonableness of brokerage commissions paid on transactions by reference to such data. In making such evaluation, all factors affecting liquidity and execution of the order, as well as the amount of the capital commitment by the broker in connection with the order, are taken into account. Transactions in unlisted securities are carried out through broker-dealers who make the primary market for such securities unless, in the judgment of Vaughan Nelson, a more favorable price can be obtained by carrying out such transactions through other brokers or dealers.

Receipt of research services from brokers is one factor used in selecting a broker that Vaughan Nelson believes will provide best execution for a transaction. These research services include not only a wide variety of reports on such matters as economic and political developments, industries, companies, securities, portfolio strategy, account performance, daily prices of securities, stock and bond market conditions and projections, asset allocation and portfolio structure, but also meetings with management representatives of issuers and with other analysts and specialists. Although it is not possible to assign an exact dollar value to these services, they will, to the extent used, reduce Vaughan Nelson’s expenses. Such services may be used by Vaughan Nelson in servicing other client accounts and in some cases may not be used with respect to the Fund. Receipt of services or products other than research from brokers is not a factor in the selection of brokers.

In placing orders for the purchase and sale of securities for the Select Fund, Vaughan Nelson may cause the Select Fund to pay a broker-dealer that provides the brokerage and research services to Vaughan Nelson an amount of commission for effecting a securities transaction for the Select Fund in excess of the amount another broker-dealer would have charged for effecting that transaction. Vaughan Nelson must determine in good faith that such greater commission is reasonable in relation to the value of the brokerage and research services provided by the executing broker-dealer viewed in terms of that particular transaction or Vaughan Nelson’s overall responsibilities to Natixis Funds Trust II and its other clients. Vaughan Nelson’s authority to cause the Select Fund to pay such greater commissions is also subject to such policies as the Trustees may adopt from time to time.

 

92


General

Subject to procedures adopted by the Board, the Funds’ brokerage transactions may be executed by brokers that are affiliated with Natixis US or the Advisers or Subadviser. Any such transactions will comply with Rule 17e-1 under the 1940 Act, or other applicable restrictions as permitted by the SEC pursuant to exemptive relief or otherwise.

Under the 1940 Act, persons affiliated with the Trust are prohibited from dealing with the Trust’s funds as a principal in the purchase and sale of securities. Since transactions in the OTC market usually involve transactions with dealers acting as principals for their own accounts, affiliated persons of the Trust may not serve as the Funds’ dealer in connection with such transactions.

To the extent permitted by applicable law, and in all instances subject to the foregoing policy of best execution, each Adviser or Subadviser may allocate brokerage transactions to broker-dealers (including affiliates of the Distributor) that have entered into arrangements in which the broker-dealer allocates a portion of the commissions paid by a Fund toward the reduction of that Fund’s expenses.

It is expected that the portfolio transactions in fixed-income securities will generally be with issuers or dealers on a net basis without a stated commission. Securities firms may receive brokerage commissions on transactions involving options, futures and options on futures and the purchase and sale of underlying securities upon exercise of options. The brokerage commissions associated with buying and selling options may be proportionately higher than those associated with general securities transactions.

DESCRIPTION OF THE TRUST

The Declaration of Trust of Natixis Funds Trust II permits the Trustees to issue an unlimited number of full and fractional shares of each series. Each share of each Fund represents an equal proportionate interest in such Fund with each other share of that Fund and is entitled to a proportionate interest in the dividends and distributions from that Fund. The Declaration of Trust further permits the Board to divide the shares of each series into any number of separate classes, each having such rights and preferences relative to other classes of the same series as the Board may determine. When you invest in a Fund, you acquire freely transferable shares of beneficial interest that entitle you to receive dividends determined by the Board and to cast a vote for each share you own at shareholder meetings. The shares of each Fund do not have any preemptive rights. Upon termination of any Fund, whether pursuant to liquidation of the Trust or otherwise, shareholders of each class of that Fund are entitled to share pro rata in the net assets attributable to that class of shares of that Fund available for distribution to shareholders. The Declaration of Trust also permits the Board to charge shareholders directly for custodial, transfer agency, servicing and other expenses.

The shares of the Funds are divided into five classes: Class A, Class C, Class N, Class T and Class Y. As described in its Prospectuses, Class Y shares are available for purchase only by certain eligible investors and have higher minimum purchase requirements than Class A, Class C and Class N shares. All expenses of the Funds (including advisory fees) are borne by its Class A, Class C, Class N, Class T and Class Y shares on a pro rata basis, except for 12b-1 fees, which are borne only by Class A, Class C and Class T and may be charged at a separate rate to each such class. Transfer agency fees for Class A, Class C, Class T and Class Y shares of the Funds are borne on a pro rata basis. Class N transfer agency fees are borne directly by that class. The multiple class structure could be terminated should certain IRS rulings or SEC regulatory positions be rescinded or modified.

The assets received by each class of a Fund for the issue or sale of its shares and all income, earnings, profits, losses and proceeds therefrom, subject only to the rights of creditors, are allocated to, and constitute the underlying assets of, that class of a Fund. The underlying assets of each class of a Fund are segregated and are charged with the expenses with respect to that class of the Fund and with a share of the general expenses of the Fund and the Trust. Any general expenses of the Trust that are not readily identifiable as belonging to a particular class of a Fund are allocated by or under the direction of the Trustees in such manner as the Trustees determine to be fair and equitable. While the expenses of the Trust are allocated to the separate books of account of each Fund, certain expenses may be legally chargeable against the assets of all of the Funds in a Trust.

 

93


The Declaration of Trust also permits the Board, without shareholder approval, to subdivide any Fund or series or class of shares into various sub-series or sub-classes with such dividend preferences and other rights as the Trustees may designate. The Board may also, without shareholder approval, except to the extent such approval is required by law, establish one or more additional series or classes or merge two or more existing series or classes. Shareholders’ investments in such an additional or merged series would be evidenced by a separate series of shares (i.e., a new “fund”).

The Declaration of Trust provides for the perpetual existence of the Trust. The Trust or the Funds, however, may be terminated at any time by vote of at least two-thirds of the outstanding shares of each series of the Trust entitled to vote. In addition, a Fund may be terminated at any time by vote of at least two-thirds of the outstanding shares of such Fund. Similarly, any class of shares of a Fund may be terminated by vote of at least two-thirds of the outstanding shares of such class. The Declaration of Trust further provides that the Board may also without shareholder approval terminate the Trust or a Fund upon written notice to its shareholders.

VOTING RIGHTS

Shareholders of all Funds are entitled to one vote for each full share held (with fractional votes for each fractional share held) and may vote (to the extent provided therein) on the election of Trustees and the termination of a Trust and on other matters submitted to the vote of shareholders.

All classes of shares of each Fund have identical voting rights, except that each class of shares has exclusive voting rights on any matter submitted to shareholders that relates solely to that class, and has separate voting rights on any matter submitted to shareholders in which the interests of one class differ from the interests of any other class. On any matters submitted to a vote of shareholders, all shares of the Trust then entitled to vote shall, except as otherwise provided in the by-laws, be voted in the aggregate as a single class without regard to series or class of shares, except (1) when required by the 1940 Act, or when the Trustees shall have determined that the matter affects one or more series or class of shares materially differently, shares shall be voted by individual series or class and (2) when the matter affects only the interest of one or more series or classes, only shareholders of such series or class shall be entitled to vote thereon. Consistent with the current position of the SEC, shareholders of all series and classes vote together, irrespective of series or class, on the election of Trustees and the selection of the Trust’s independent registered public accounting firm, but shareholders of each series vote separately on most other matters requiring shareholder approval, such as certain changes in investment policies of that series or the approval of the investment advisory and subadvisory agreement relating to that series, and shareholders of each class within a series vote separately as to the Rule 12b-1 plan (if any) relating to that class.

There will normally be no meetings of shareholders for the purpose of electing Trustees except that, in accordance with the 1940 Act, (i) a Trust will hold a shareholders’ meeting for the election of Trustees at such time as less than a majority of the Trustees holding office have been elected by shareholders, and (ii) if there is a vacancy on the Board, such vacancy may be filled only by a vote of the shareholders unless, after filling such vacancy by other means, at least two-thirds of the Trustees holding office shall have been elected by the shareholders. In addition, Trustees may be removed from office by a written consent signed by the holders of two-thirds of the outstanding shares and filed with a Trust’s custodian or by a vote of the holders of two-thirds of the outstanding shares at a meeting duly called for that purpose.

Upon written request by a minimum of ten holders of shares having held their shares for a minimum of six months and having a NAV of at least $25,000 or constituting at least 1% of the outstanding shares, whichever is less, stating that such shareholders wish to communicate with the other shareholders for the purpose of obtaining the signatures necessary to demand a meeting to consider removal of a Trustee, the Trust has undertaken to provide a list of shareholders or to disseminate appropriate materials (at the expense of the requesting shareholders).

Except as set forth above, the Trustees shall continue to hold office and may appoint successor Trustees. Shareholder voting rights are not cumulative.

The affirmative vote of a majority of shares of the Trust voted (assuming a quorum is present in person or by proxy) is required to amend the Declaration of Trust if such amendment (1) affects the power of shareholders to vote, (2) amends the section of the Declaration of Trust governing amendments, (3) is one for which a vote is required by law or by the Trust’s registration statement, or (4) is submitted to the shareholders by the Trustees. If one or more new

 

94


series of a Trust is established and designated by the Trustees, the shareholders having beneficial interests in the other funds shall not be entitled to vote on matters exclusively affecting such new series, such matters including, without limitation, the adoption of or any change in the investment objectives, policies or restrictions of the new series and the approval of the investment advisory contracts of the new series. Similarly, the shareholders of the new series shall not be entitled to vote on any such matters as they affect the other funds.

SHAREHOLDER AND TRUSTEE LIABILITY

Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of a Trust. However, the Declarations of Trust disclaim shareholder liability for acts or obligations of a Trust and require that notice of such disclaimer be given in each agreement, obligation or instrument entered into or executed by a Trust or the Trustees. The Declarations of Trust provide for indemnification out of each Fund’s property for all loss and expense of any shareholder held personally liable for the obligations of the Fund by reason of owning shares of such Fund. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is considered remote since it is limited to circumstances in which the disclaimer is inoperative and a Fund itself would be unable to meet its obligations.

The Declaration of Trust further provides that the Board will not be liable for errors of judgment or mistakes of fact or law. However, nothing in the Declaration of Trust protects a Trustee against any liability to which the Trustee would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office. The by-laws of the Trust provide for indemnification by the Trust of Trustees and officers of the Trust, except with respect to any matter as to which any such person did not act in good faith in the reasonable belief that his or her action was in the best interests of the Trust. Such persons may not be indemnified against any liability to the Trust or the Trust’s shareholders to whom he or she would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office.

HOW TO BUY SHARES

The procedures for purchasing shares of the Funds are summarized in the Prospectuses. All purchases made by check should be in U.S. dollars and made payable to Natixis Funds or the Funds’ custodian bank.

At the discretion of the Distributor, bank trust departments or trust companies may also be eligible for investment in Class Y shares at a reduced minimum, subject to certain conditions including a requirement to meet the minimum investment balance within a specified time period. Please contact the Distributor at 800-225-5478 for more information.

REDEMPTIONS

The procedures for redemption of shares of a Fund are summarized in its Prospectus.

A shareholder automatically receives access to the ability to redeem shares by telephone following the completion of the Fund application, which is available at im.natixis.com or from your investment dealer. When selecting the service, a shareholder may have the withdrawal proceeds sent to his or her bank, in which case the shareholder must designate a bank account on his or her application to which the redemption proceeds should be sent as well as provide a check marked “VOID” and/or a deposit slip that includes the routing number of his or her bank. Any change in the bank account so designated or addition of a new bank account may be made by furnishing to DST or your investment dealer a completed Service Options Form, which may require a medallion signature guarantee or a Signature Validation Program Stamp. Telephone redemptions by ACH or wire may only be made if the designated bank is a member of the Federal Reserve System or has a correspondent bank that is a member of the System. If the account is with a savings bank, it must have only one correspondent bank that is a member of the System. The Funds, the Distributor, the Transfer Agent and State Street Bank (the Funds’ custodian) are not responsible for the authenticity of withdrawal instructions received by telephone, although they will apply established verification procedures. DST, as agreed to with the Funds, will employ reasonable procedures to confirm that your telephone instructions are genuine, and if it does not, it may be liable for any losses due to unauthorized or fraudulent instructions. Such verification procedures include, but are not limited to, requiring a form of personal identification prior to acting on an investor’s telephone instructions and recording an investor’s instructions.

 

95


The redemption price will be the NAV per share (less any applicable CDSC) next determined after the redemption request and any necessary special documentation is received by the Transfer Agent or your investment dealer in proper form. Payment normally will be made by the Funds within seven days thereafter. Shares purchased by check or through ACH may not be available immediately for redemption to the extent the check or ACH transaction has not cleared. The Funds may withhold redemption proceeds for ten days when redemptions are made within ten calendar days of purchase by check or through ACH.

The CDSC may be waived on redemptions made from IRA accounts due to attainment of age 59 1/2 for IRA shareholders who established accounts prior to January 3, 1995. The CDSC may also be waived on redemptions made from IRA accounts due to death, disability, return of excess contribution, required minimum distributions at age 721 (waivers apply only to amounts necessary to meet the required minimum amount based on assets held within the Funds), certain withdrawals pursuant to a systematic withdrawal plan, not to exceed 10% annually of the value of the account, and redemptions made from the account to pay custodial fees. The CDSC may also be waived on redemptions within one year following the death of (i) the sole shareholder of an individual account, (ii) a joint tenant where the surviving joint tenant is the deceased’s spouse, or (iii) the beneficiary of a Uniform Gifts to Minors Act, Uniform Transfer to Minors Act or other custodial account. If the account is transferred to an account registered in the name of the deceased’s estate, the CDSC will be waived on any redemption occurring within one year of death. If the account is transferred to a new registration and then a redemption is requested, the applicable CDSC will be charged. However, if an account is transferred to a new registration solely as an operational processing step to facilitate the distribution request from the deceased shareholder’s (or the estate’s) account, the CDSC will be waived. If shares are not redeemed within one year of the death, they will remain subject to the applicable CDSC when redeemed from the transferee’s account.

The CDSC may be waived on redemptions made from 403(b)(7) custodial accounts due to attainment of age 59 1/2 for shareholders who established custodial accounts prior to January 3, 1995. The CDSC may also be waived on redemptions made from 403(b)(7) custodial accounts due to death or disability.

The CDSC also may be waived on redemptions necessary to pay plan participants or beneficiaries from certain retirement plans under Section 401 of the Code, including profit sharing plans, money purchase plans, 401(k) and custodial accounts under Section 403(b)(7) of the Code. Distributions necessary to pay plan participants and beneficiaries include payment made due to death, disability, separation from service, normal or early retirement as defined in the plan document, loans from the plan and hardship withdrawals, return of excess contributions, required minimum distributions at age 721 (waivers only apply to amounts necessary to meet the required minimum amount), certain withdrawals pursuant to a systematic withdrawal plan, not to exceed 10% annually of the value of your account, and redemptions made from qualified retirement accounts or Section 403(b)(7) custodial accounts necessary to pay custodial fees.

A CDSC will apply in the event of plan level transfers, including transfers due to changes in investment where assets are transferred outside of Natixis Funds, including IRA and 403(b)(7) participant-directed transfers of assets to other custodians (except for the reasons given above) or qualified transfers of assets due to trustee-directed movement of plan assets due to merger, acquisition or addition of additional funds to the plan.

Each Fund will normally redeem shares for cash; however, each Fund reserves the right to pay the redemption price wholly or partly in kind, if Natixis Advisors determines it to be advisable and in the interest of the remaining shareholders of a Fund. The redemptions in kind will generally, but not necessarily, result in a pro rata distribution of each security held in a Fund’s portfolio. If portfolio securities are distributed in lieu of cash, the shareholder will normally incur brokerage commissions upon subsequent disposition of any such securities. However, the Funds have elected to be governed by Rule 18f-1 under the 1940 Act, pursuant to which each Fund is obligated to redeem shares solely in cash for any shareholder during any 90-day period up to the lesser of $250,000 or 1% of the total NAV of each Fund at the beginning of such period.

 

1 

The Required Minimum Distribution age is 70 12 if you turned this age on or before December 31, 2020. If you turned 70 12 after December 31, 2020, the Required Minimum Distribution age is 72.

 

96


The Funds do not currently impose any redemption charge other than the CDSC imposed by the Funds’ distributor, as described in the Prospectuses. The Board reserves the right to impose additional charges at any time. A redemption constitutes a sale of shares for U.S. federal income tax purposes on which the investor may realize a long- or short-term capital gain or loss. See the section “Taxes” in this Statement.

The Funds reserve the right to suspend account services or refuse transaction requests if a Fund receives notice of a dispute between registered owners or of the death of a registered owner or a Fund suspects a fraudulent act. If a Fund refuses a transaction request because it receives notice of a dispute, the transaction will be processed at the NAV next determined after a Fund receives notice that the dispute has been settled or a court order has been entered adjudicating the dispute. If a Fund determines that its suspicion of fraud or belief that a dispute existed was mistaken, the transaction will be processed as of the NAV next determined after the transaction request was first received in good order.

SHAREHOLDER SERVICES

Open Accounts

A shareholder’s investment is automatically credited to an open account maintained for the shareholder by DST. Following each additional investment or redemption from the account initiated by an investor (with the exception of systematic investment plans), a shareholder will receive a confirmation statement disclosing the current balance of shares owned and the details of recent transactions in the account. After the close of each calendar year, the Funds will send each shareholder a statement providing account information that may include federal tax information on dividends and distributions paid to the shareholder during the year. This Statement should be retained as a permanent record.

The open account system provides for full and fractional shares expressed to three decimal places and, by making the issuance and delivery of stock certificates unnecessary, eliminates problems of handling and safekeeping, and the cost and inconvenience of replacing lost, stolen, mutilated or destroyed certificates. Certificates will not be issued or honored for any class of shares.

The costs of maintaining the open account system are paid by the Funds and no direct charges are made to shareholders. Although the Funds have no present intention of making such direct charges to shareholders, they each reserve the right to do so. Shareholders will receive prior notice before any such charges are made.

Unclaimed Property Laws

States increasingly are looking at inactive mutual fund accounts as possible “unclaimed” or “abandoned” property. If your account is deemed unclaimed or abandoned under state law, the Funds may be required to “escheat” or transfer the assets in your account to the applicable state’s unclaimed property administration. The state may sell escheated shares and, if you subsequently seek to reclaim your proceeds of liquidation from the state, you may only be able to recover the amount received when the shares were sold.

It is your responsibility to ensure that you maintain a correct address for your account, keep your account active in ways such as by contacting the Transfer Agent by mail or telephone or accessing your account through the Funds’ website at least every three years, and promptly cash all checks for dividends, capital gains and redemptions. Each State’s requirements to keep an account active can vary and are subject to change. If you invest in a Fund through a financial intermediary, we encourage you to contact the financial intermediary regarding applicable state unclaimed property laws. The Funds, the Transfer Agent and the Distributor will not be liable to shareholders or their representatives for good faith compliance with state unclaimed property laws.

Minimum Balance Policy

The Funds’ minimum balance policy is described in the Prospectuses.

Automatic Investment Plans (All Classes Except Class T)

Subject to each Fund’s investor eligibility requirements, investors may automatically invest in additional shares of a Fund on a monthly basis under the Investment Builder Program by authorizing the Fund to draw from an investor’s bank account. A Service Options Form must be completed to open an automatic investment plan and may be obtained by calling the Funds at 800-225-5478 or your investment dealer or by visiting the Funds’ website at im.natixis.com.

 

97


This program is voluntary and may be terminated at any time by DST upon notice to existing plan participants. The Investment Builder Program plan may be discontinued at any time by the investor by written notice to DST, which must be received at least five business days prior to any payment date. The plan may be discontinued by State Street Bank at any time without prior notice if any check is not paid upon presentation or by written notice to the shareholder at least thirty days prior to any payment date. The Funds are under no obligation to notify shareholders as to the nonpayment of any check.

Retirement Plans and Other Plans Offering Tax Benefits (Class A and Class C Shares)

The federal tax laws provide for a variety of retirement plans offering tax benefits. These plans may be funded with shares of the Funds or with certain other investments. The plans include H.R. 10 (Keogh) plans for self-employed individuals and partnerships, individual retirement accounts (IRAs), corporate pension trust and profit sharing plans, including 401(k) plans and retirement plans for public school systems and certain tax-exempt organizations.

The minimum initial investment available to retirement plans and other plans offering tax benefits is referred to in the Prospectuses. For these plans, initial investments in a Fund for Class A and Class C shares must be at least $1,000 for IRAs and Keogh plans using the Natixis Funds prototype document and $500 for Coverdell Education Savings Accounts and at least $50 for any subsequent investments. There is no initial or subsequent investment minimum for SIMPLE IRAs using the Natixis Funds prototype documents. Income dividends and capital gain distributions must be reinvested (unless the investor is over age 59 1/2 or disabled). These types of accounts may be subject to fees. Plan documents and further information can be obtained from the Distributor.

Certain retirement plans may also be eligible to purchase Class N, Class T and Class Y shares. See the Prospectus for details.

Systematic Withdrawal Plans (All Classes Except Class T)

An investor owning a Fund’s shares having a value of $10,000 or more at the current public offering price may establish a Systematic Withdrawal Plan (a “Plan”) providing for periodic payments of a fixed or variable amount. An investor may terminate the plan at any time. A form for use in establishing such a plan is available from DST, your financial representative or by visiting our website at im.natixis.com. Withdrawals may be paid to a person other than the shareholder if a Medallion signature guarantee is provided. Please consult your investment dealer or the Funds.

A shareholder under a Plan may elect to receive payments monthly, quarterly, semi-annually or annually for a fixed amount of not less than $50 or a variable amount based on (1) the market value of a stated number of shares, or (2) a specified percentage of the account’s market value.

In the case of shares subject to a CDSC, the amount or percentage you specify may not, on an annualized basis, exceed 10% of the value, as of the time you make the election, of your account with the Fund with respect to which you are electing the Plan. Withdrawals of shares of a Fund under the Plan will be treated as redemptions of shares purchased through the reinvestment of Fund distributions, or, to the extent such shares purchased through the reinvestment of distribution in your account are insufficient to cover Plan payments, as redemptions from the earliest purchased shares of such Fund in your account. No CDSC applies to redemptions pursuant to the Plan.

Since withdrawal payments represent proceeds from the liquidation of shares, withdrawals may reduce and possibly exhaust the value of the account, particularly in the event of a decline in NAV. Accordingly, a shareholder should consider whether a Plan and the specified amounts to be withdrawn are appropriate under the circumstances. The Funds and the Distributor make no recommendations or representations in this regard. It may be appropriate for a shareholder to consult a tax adviser before establishing such a plan. See the sections “Redemptions” and “Taxes” in this Statement for certain information as to U.S. federal income taxes.

It may be disadvantageous for a shareholder to purchase on a regular basis additional Fund shares with a sales charge while redeeming shares under a Plan. Accordingly, the Funds and the Distributor do not recommend additional investments in Class A shares by a shareholder who has a withdrawal plan in effect and who would be subject to a sales load on such additional investments. Natixis Funds may modify or terminate this program at any time.

 

98


Because of statutory restrictions this Plan may not be available to pension or profit-sharing plans and IRAs plans that have UMB Bank as Trustee. Different documentation may be required.

Dividend Diversification Program (All Classes Except Class T)

You may also establish a Dividend Diversification Program, which allows you to have all dividends and any other distributions for Class A, Class C, Class N and Class Y shares automatically invested in shares of the same class of another Natixis Fund, subject to the investor eligibility requirements of that other Fund and to state securities law requirements. Shares will be purchased based upon the selected Fund’s NAV (without a sales charge or CDSC) determined as of the close of regular trading on the NYSE on the ex-dividend date for each dividend and distribution. A dividend diversification account must be registered to the same shareholder as the distributing Fund account and, if a new account in the purchased Fund is being established, the purchased Fund’s minimum investment requirements must be met. Before establishing a Dividend Diversification Program into any other Natixis Fund, you must obtain and carefully read a copy of that Fund’s Prospectus.

Exchanging or Converting Shares

A Fund’s policies for exchanging or converting shares are described in its Prospectus. Before requesting an exchange into any other Natixis Fund, please read its Prospectus carefully. Subject to the applicable rules of the SEC, the Board reserves the right to modify the exchange privilege at any time. Except as otherwise permitted by SEC rule, shareholders will receive at least 60 days’ advance notice of any material change to the exchange privilege.

For purposes of determining the date on which Class C shares convert into Class A shares, a Class C share purchased through the reinvestment of dividends or capital gains distributions (a “Distributed Share”) will be considered to have been purchased on the purchase date (or deemed purchase date) of the Class C share through which such Distributed Share was issued. In addition, any Class C shares for which the Transfer Agent cannot determine a holding period (commonly known as “Free Shares”) may, depending upon system settings, convert to Class A shares even if such Class C Free Shares have been held for less than ten years. Free Shares typically arise with respect to reinvested dividends not associated with purchased shares and with respect to shares from a Fund that liquidated prior to implementation of the Class C to Class A conversion policy. Automatic conversions of Class C shares to Class A shares will generally be processed monthly on or about the 10th day of the month.

 

Merrill Lynch Client Accounts Only

 

A shareholder currently holding Class A or C shares of a Fund in a fee-based advisory program (“Advisory Program”) account or currently holding Class A or C shares in a brokerage account but wishing to transfer into an Advisory Program account may convert such shares to Class Y shares of the Fund within the Advisory Program at any time. Such conversions will be on the basis of the relative net asset values per share, without requiring any investment minimum to be met and without the imposition of any redemption fee or other charge. If a CDSC is applicable to such Class A or C shares, then the conversion may not occur until after the shareholder has held the shares for an 18 month period (Class A shares) or 12 month period (Class C shares), except that a CDSC applicable to Class A or C shares converted to Class Y shares through a fee-based individual retirement account on the Merrill Lynch platform will be waived and Merrill Lynch will remit the portion of the payment to be made to the Distributor equal to the number of months remaining on the CDSC period divided by the total number of months of the CDSC period.

Automatic Exchange Plan (All Classes Except Class T)

As described in the Prospectuses, a shareholder may establish an Automatic Exchange Plan under which shares of a Fund are automatically exchanged each month for shares of the same class of one or more of the other Funds. Registration on all accounts must be identical. The Fund minimum of the new fund must be met in connection with each investment.    Exchanges may be processed on any day of the month (or the first business day thereafter if the exchange date is not a business day) until the account is exhausted or until DST is notified in writing to terminate the plan. Exchanges may be made in amounts of $50 or more. The Service Options Form may be used to establish an Automatic Exchange Plan and is available from DST, your financial representative or by visiting our website at im.natixis.com.

 

99


Restrictions on Buying, Selling and Exchanging Shares

As stated in the Funds’ Prospectuses, each Fund and the Distributor reserve the right to reject any purchase or exchange order for any reason. When a purchase or exchange order is rejected, the Fund or the Distributor will send notice to the prospective investor or the investor’s financial intermediary promptly after receipt of the rejected order.

Broker Trading Privileges

The Distributor may, from time to time, enter into agreements with one or more brokers or other intermediaries to accept purchase and redemption orders for Fund shares until the close of regular trading on the NYSE (normally, 4:00 p.m., Eastern time on each day that the NYSE is open for trading); such purchase and redemption orders will be deemed to have been received by a Fund when the authorized broker or intermediary accepts such orders; and such orders will be priced using that Fund’s NAV next computed after the orders are placed with and accepted by such brokers or intermediaries. Any purchase and redemption orders received by a broker or intermediary under these agreements will be transmitted daily to the Fund no later than the time specified in such agreement; but, in any event, no later than market open, Eastern time, following the day that such purchase or redemption orders are received by the broker or intermediary.

Transcript Requests

Transcripts of account transactions will be provided, free of charge, at the shareholder’s request.

Self-Servicing Your Account with Natixis Funds Personal Access Line® and Website (All Classes Except Class N and Class T)

Natixis Funds’ shareholders may access account information, including share balances and recent account activity online, by visiting our website at im.natixis.com. Transactions may also be processed online for certain accounts (restrictions may apply). Such transactions include purchases, redemptions and exchanges, and shareholders are automatically eligible for these features. Natixis Funds has taken measures to ensure the security of shareholder accounts, including the encryption of data and the use of personal identification numbers (“PINs”). In addition, you may restrict these privileges from your account by calling Natixis Funds at 800-225-5478, or writing to us at P.O. Box 219579, Kansas City, MO 64121-9579. More information regarding these features may be found on our website at im.natixis.com.

Investor activities through these mediums are subject to the terms and conditions outlined in the following Natixis Funds Online and Telephonic Customer Agreement. This agreement is also posted on our website. The initiation of any activity through the Natixis Funds Personal Access Line® or website at im.natixis.com by an investor shall indicate agreement with the following terms and conditions:

Natixis Funds Online and Telephonic Customer Agreement

NOTE: ACCESSING OR REQUESTING ACCOUNT INFORMATION OR TRANSACTIONS THROUGH THIS SITE CONSTITUTES AND SHALL BE DEEMED TO BE AN ACCEPTANCE OF THE FOLLOWING TERMS AND CONDITIONS.

The accuracy, completeness and timeliness of all mutual fund information provided is the sole responsibility of the mutual fund company that provides the information. No party that provides a connection between this website and a mutual fund or its transfer agency system can verify or ensure the receipt of any information transmitted to or from a mutual fund or its transfer agent, or the acceptance by, or completion of any transaction with, a mutual fund.

The online acknowledgments or other messages that appear on your screen for transactions entered do not mean that the transactions have been received, accepted or rejected by the mutual fund. These acknowledgments are only an indication that the transactional information entered by you has either been transmitted to the mutual fund, or that it cannot be transmitted. It is the responsibility of the mutual fund to confirm to you that it has received the information and accepted or rejected a transaction. It is the responsibility of the mutual fund to deliver to you a current prospectus, confirmation statement and any other documents or information required by applicable law.

 

100


NO TRANSACTION SHALL BE DEEMED ACCEPTED UNTIL YOU RECEIVE A WRITTEN CONFIRMATION FROM THE NATIXIS FUNDS.

You are responsible for reviewing all mutual fund account statements received by you in the mail in order to verify the accuracy of all mutual fund account information provided in the statement and transactions entered through this site. You also are responsible for promptly notifying the mutual fund of any errors or inaccuracies relating to information contained in, or omitted from, your mutual fund account statements, including errors or inaccuracies arising from the transactions conducted through this site.

TRANSACTIONS ARE SUBJECT TO ALL REQUIREMENTS, RESTRICTIONS AND FEES AS SET FORTH IN THE PROSPECTUS OF THE SELECTED FUND.

THE CONDITIONS SET FORTH IN THIS AGREEMENT EXTEND NOT ONLY TO TRANSACTIONS TRANSMITTED VIA THE INTERNET BUT TO TELEPHONIC TRANSACTIONS INITIATED THROUGH THE NATIXIS FUNDS PERSONAL ACCESS LINE®.

You are responsible for the confidentiality and use of your PINs, account numbers, social security numbers and any other personal information required to access the site or transmit telephonically. Any individual that possesses the information required to pass through all security measures will be presumed to be you. All transactions submitted by an individual presumed to be you will be solely your responsibility.

You agree that Natixis Funds does not have the responsibility to inquire as to the legitimacy or propriety of any instructions received from you or any person believed to be you, and is not responsible or liable for any losses that may occur from acting on such instructions.

Natixis Funds is not responsible for incorrect data received via the Internet or telephonically from you or any person believed to be you. Transactions submitted over the Internet and telephonically are solely your responsibility and Natixis Funds makes no warranty as to the correctness, completeness or accuracy of any transmission. Similarly, Natixis Funds bears no responsibility for the performance of any computer hardware, software or the performance of any ancillary equipment and services such as telephone lines, modems or Internet service providers.

The processing of transactions over this site or telephonically will involve the transmission of personal data including social security numbers, account numbers and PINs. While Natixis Funds has taken reasonable security precautions including data encryption designed to protect the integrity of data transmitted to and from the areas of our website that relate to the processing of transactions, we disclaim any liability for the interception of such data.

You agree to immediately notify Natixis Funds if any of the following occurs:

 

  1.

You do not receive confirmation of a transaction submitted via the Internet or telephonically within five (5) business days.

 

  2.

You receive confirmation of a transaction of which you have no knowledge and was not initiated or authorized by you.

 

  3.

You transmit a transaction for which you do not receive a confirmation number.

 

  4.

You have reason to believe that others may have gained access to your PINs or other personal data.

 

  5.

You notice an unexplained discrepancy in account balances or other changes to your account, including address changes, and banking instructions on any confirmations or statements.

Any costs incurred in connection with the use of the Natixis Funds Personal Access Line® or the Natixis Funds Internet site including telephone line costs and Internet service provider costs are solely your responsibility. Similarly, Natixis Funds makes no warranties concerning the availability of Internet services or network availability. Natixis Funds reserves the right to suspend, terminate or modify the Internet capabilities offered to shareholders without notice.

 

101


YOU HAVE THE ABILITY TO RESTRICT INTERNET AND TELEPHONIC ACCESS TO YOUR ACCOUNTS BY NOTIFYING NATIXIS FUNDS OF YOUR DESIRE TO DO SO.

Written notifications to Natixis Funds should be sent to:    

All account types excluding SIMPLE IRAs:

Natixis Funds

P. O. Box 219579

Kansas City, MO 64121-9579

Notification may also be made by calling 800-225-5478 during normal business hours.

SIMPLE IRA shareholders please use:

Natixis Funds

P. O. Box 219011

Kansas City, MO 64121-9011

Notification may also be made by calling 800-813-4127 during normal business hours.

NET ASSET VALUE

The method for determining the public offering price and NAV per share is summarized in the Prospectuses.

The total NAV of each class of shares of a Fund (the excess of the assets of such Fund attributable to such class over the liabilities attributable to such class) is determined at the close of regular trading (normally 4:00 p.m., Eastern time) on each day that the NYSE is open for trading. Each Fund will not price its shares on the following holidays: New Year’s Day, Martin Luther King Day, Presidents’ Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. Fund securities and other investments for which market quotations are readily available, as outlined in the Funds’ policies and procedures, are valued at market value. A Fund may use independent pricing services recommended by the Adviser and Subadviser and approved by the Board to obtain market quotations and other valuation information, such as evaluated bids. Generally, Fund securities and other investments are valued as follows:

 

   

Equity securities (including shares of closed-end investment companies and ETFs, exchange-traded notes, rights, and warrants — listed equity securities are valued at the last sale price quoted on the exchange where they are traded most extensively or, if there is no reported sale during the day, the closing bid quotation as reported by an independent pricing service. Securities traded on the NASDAQ Global Select Market, NASDAQ Global Market and NASDAQ Capital Market are valued at the NASDAQ Official Closing Price (“NOCP”), or if lacking an NOCP, at the most recent bid quotations on the applicable NASDAQ Market. Unlisted equity securities (except unlisted preferred equity securities discussed below) are valued at the last sale price quoted in the market where they are traded most extensively or, if there is no reported sale during the day, the closing bid quotation as reported by an independent pricing service. If there is no sale price or closing bid quotation available, unlisted equity securities will be valued using evaluated bids furnished by an independent pricing service, if available. In some foreign markets, an official close price and a last sale price may be available from the foreign exchange or market. In those cases, the official close price is used. Valuations based on information from foreign markets may be subject to the Fund’s fair value policies described below. If a right is not traded on any exchange, its value is based on the market value of the underlying security, less the cost to subscribe to the underlying security (e.g., to exercise the right), adjusted for the subscription ratio. If a warrant is not traded on any exchange, a price is obtained from a broker-dealer.

 

   

Debt Securities and unlisted preferred equity securities — evaluated bids furnished to a Fund by an independent pricing service using market information, transactions for comparable securities and various relationships between securities, if available, or bid prices obtained from broker-dealers.

 

102


   

Senior Loans — bid prices supplied by an independent pricing service, if available, or bid prices obtained from broker-dealers.

 

   

Bilateral Swaps — bilateral credit default swaps are valued based on mid prices (between the bid and ask prices) supplied by an independent pricing service. Bilateral interest rate swaps and bilateral standardized commodity and equity index total return swaps are valued based on prices supplied by an independent pricing service. If prices from an independent pricing service are not available, prices from a broker-dealer may be used.

 

   

Centrally Cleared Swaps – settlement prices of the clearing house on which the contracts were traded or prices obtained from broker-dealers.

 

   

Options — domestic exchange-traded index and single name equity options contracts (including options on ETFs) are valued at the mean of the National Best Bid and Offer quotations as determined by the Options Price Reporting Authority. Foreign exchange-traded single name equity options contracts are valued at the most recent settlement price. Options contracts on foreign indices are priced at the most recent settlement price. Options on futures contracts are valued using the current settlement price on the exchange on which, over time, they are traded most extensively. Other exchange-traded options are valued at the average of the closing bid and ask quotations on the exchange on which, over time, they are traded most extensively. OTC currency options and swaptions are valued at mid prices (between the bid and ask prices) supplied by an independent pricing service, if available. Other OTC options contracts (including currency options and swaptions not priced through an independent pricing service) are valued based on prices obtained from broker-dealers. Valuations based on information from foreign markets may be subject to a Funds’ fair value policies described below.

 

   

Futures — most recent settlement price on the exchange on which an Adviser or Subadviser believes that, over time, they are traded most extensively. Valuations based on information from foreign markets may be subject to a Fund’s fair value policies as described below.

 

   

Forward Foreign Currency Contracts — interpolated rates determined based on information provided by an independent pricing service.

Foreign denominated assets and liabilities are translated into U.S. dollars based upon foreign exchange rates supplied by an independent pricing service. Fund securities and other investments for which market quotations are not readily available are valued at fair value as determined in good faith by the Advisers or Subadviser pursuant to procedures approved by the Board. A Fund may also value securities and other investments at fair value in other circumstances such as when extraordinary events occur after the close of a foreign market but prior to the close of the NYSE. This may include situations relating to a single issuer (such as a declaration of bankruptcy or a delisting of the issuer’s security from the primary market on which it has traded) as well as events affecting the securities markets in general (such as market disruptions or closings and significant fluctuations in U.S. and/or foreign markets). When fair valuing its securities or other investments, each Fund may, among other things, use modeling tools or other processes that may take into account factors such as securities or other market activity and/or significant events that occur after the close of the foreign market and before the time a Fund’s NAV is calculated. Fair value pricing may require subjective determinations about the value of a security, and fair values used to determine a Fund’s NAV may differ from quoted or published prices, or from prices that are used by others, for the same securities. In addition, the use of fair value pricing may not always result in adjustments to the prices of securities held by a Fund. Valuations for securities traded in the OTC market may be based on factors such as market information, transactions for comparable securities, and various relationships between securities or bid prices obtained from broker-dealers. Evaluated prices from an independent pricing service may require subjective determinations and may be different than actual market prices or prices provided by other pricing services. The Funds’ fair value policies and procedures and valuation practices may be impacted as the Funds come into compliance with Rule 2a-5 under the 1940 Act.

Trading in some of the portfolio securities or other investments of some of the Funds takes place in various markets outside the United States on days and at times other than when the NYSE is open for trading. Therefore, the calculation of these Funds’ NAV does not take place at the same time as the prices of many of its portfolio securities or other investments are determined, and the value of these Funds’ portfolios may change on days when these Funds are not open for business and their shares may not be purchased or redeemed.

The per-share NAV of a class of each Fund’s shares is computed by dividing the number of shares outstanding into the total NAV attributable to such class. The public offering price of a Class A share of a Fund is the NAV per share plus a sales charge as set forth in each Fund’s Prospectus.

 

103


REDUCED SALES CHARGES

The following special purchase plans are summarized in the Prospectuses and are described in greater detail below. Investors should note that in many cases, the financial intermediary, and not the Funds, is responsible for ensuring that the investor receives current discounts.

If you invest in Class A shares through a financial intermediary, it is the responsibility of the financial intermediary to ensure you obtain the proper “breakpoint” discount. In order to reduce your sales charge, it will be necessary at the time of purchase to inform the Distributor and your financial intermediary, in writing, of the existence of other accounts in which there are holdings eligible to be aggregated to meet sales load breakpoints. If the Distributor is not notified that you are eligible for a reduced sales charge, the Distributor will be unable to ensure that the reduction is applied to the investor’s account. You may be required to provide certain records and information, such as account statements, with respect to all of your accounts which hold Fund shares, including accounts with other financial intermediaries, and your family members’ and other related parties’ accounts, in order to verify your eligibility for the reduced sales charge.

Please see Appendix A to the Prospectus for information regarding eligibility for sales load waivers and discounts available through specific financial intermediaries, which may differ from those disclosed elsewhere in the Prospectus or this Statement.

If you invest in Class T shares, it is the responsibility of the financial intermediary to ensure you obtain the proper “breakpoint” discount.

Cumulative Purchase Discount

The Cumulative Purchase Discount privilege is described in the prospectus.

Letter of Intent

A Letter of Intent (a “Letter”), which can be effected at any time, is a privilege available to investors that reduces the sales charge on investments in Class A shares. Ordinarily, reduced sales charges are available for single purchases of Class A shares only when they reach certain breakpoints (e.g., $50,000, $100,000, etc.). By signing a Letter, a shareholder indicates an intention to invest enough money in Class A shares within 13 months to reach a breakpoint. If the shareholder’s intended aggregate purchases of all series and classes of the Trust and other Natixis Funds over a defined 13-month period will be large enough to qualify for a reduced sales charge, the shareholder may invest the smaller individual amounts at the public offering price calculated using the sales load applicable to the 13-month aggregate investment.

A Letter is a non-binding commitment, the amount of which may be increased, decreased or canceled at any time. The effective date of a Letter is the date it is received in good order by the Transfer Agent.

Purchases made within 90 days of the establishment of the Letter may be used towards meeting the Letter of Intent.

The cumulative purchase discount, described above, permits the aggregate value at the current public offering price of Class A shares of any accounts with the Trust held by a shareholder to be added to the dollar amount of the intended investment under a Letter, provided the shareholder lists them on the account application.

The Transfer Agent will hold in escrow shares with a value at the current public offering price of 5% of the aggregate amount of the intended investment. The amount in escrow will be released when the commitment stated in the Letter is completed. If the shareholder does not purchase shares in the amount indicated in the Letter, the shareholder agrees to remit to the Transfer Agent the difference between the sales charge actually paid and that which would have been paid had the Letter not been in effect, and authorizes the Transfer Agent to redeem escrowed shares in the amount necessary to make up the difference in sales charges. Reinvested dividends and distributions are not included in determining whether the Letter has been completed.

 

104


Combining Accounts

For purposes of determining the sales charge applicable to a given purchase, a shareholder may elect to combine the purchase and the shareholder’s total investment (calculated at the current public offering price) in all series and classes of the Natixis Funds (excluding Class T shares) with the purchases and total investment of the shareholder’s spouse, parents, children, siblings, grandparents, grandchildren and in-laws of those previously mentioned, single trust estates, individual retirement accounts and sole proprietorships or any other group of individuals acceptable to the Distributor. If the combined value of the purchases and total investments exceeds a sales charge breakpoint as disclosed in the Prospectuses, the lower sales charge applies to the entire amount of the purchase, even though some portion of that investment is below the breakpoint to which a reduced sales charge applies.

For certain retirement plans, the Distributor may, in its discretion, combine the purchases and total investment of all qualified participants in the same retirement plan for purposes of determining the availability of a reduced sales charge. Savings Incentive Match Plan for Employees (“SIMPLE IRA”) contributions will automatically be linked with those of participants in the same SIMPLE IRA Plan (Class A shares only). SIMPLE IRA accounts may not be linked with any other Natixis Fund account for rights of accumulation.

Purchases and total investments of individuals may not be combined with purchases and total investments of the retirement plan accounts described in the preceding paragraph for the purpose of determining the availability of a reduced sales charge. Only the purchases and total investments in tax-qualified retirement plans or other employee benefit plans in which the shareholder is the sole participant may be combined with individual accounts for purposes of determining the availability of a reduced sales charge.

Eligible Governmental Authorities

There is no sales charge or CDSC related to investments in Class A shares by any state, county or city or any instrumentality, department, authority or agency thereof that has determined that a Fund is a legally permissible investment and that is prohibited by applicable investment laws from paying a sales charge or commission in connection with the purchase of shares of any registered investment company.

Investment Advisory Accounts

Class A shares of any Fund may be purchased at NAV by registered investment advisers, financial planners or other intermediaries who place trades for their own accounts or by clients of registered investment advisers, financial planners or other intermediaries where the registered investment adviser, financial planner or other intermediary receives an advisory, management, or consulting fee for the investment in the Fund. Investors may be charged a fee if they effect transactions through a broker or agent.

Certain Broker-Dealers and Financial Services Organizations

Class A shares of any Fund may also be purchased at NAV through certain broker-dealers or financial services organizations without any transaction fee. Such organizations may also receive compensation paid by Natixis Advisors, or its affiliates out of their own assets (as described in the section “Distribution Agreements and Rule 12b-1 Plans”), or be paid indirectly by the Fund in the form of servicing, distribution or transfer agent fees.

Certain Clients of Financial Intermediaries

Class A shares may be offered without front-end sales charges or a CDSC to clients of a financial intermediary that has entered into an agreement with the Distributor and has been approved by the Distributor to offer Fund shares to self-directed investment brokerage accounts that may or may not charge a transaction fee.

Certain Retirement Plans

Class A shares of the Funds may be purchased at NAV for investments by certain retirement plans. The availability of this pricing may depend upon the policies and procedures of your specific intermediary; consult your financial adviser.

 

105


“Certain Retirement Plans” as it relates to load waivers, share class eligibility, and account minimums is defined as follows:

Certain Retirement Plans includes 401(k) plans, 457 plans, 401(a) plans (including profit-sharing and money purchase pension plans), 403(b) and 403(b)(7) plans, defined benefit plans, non-qualified deferred compensation plans, Taft Hartley multi-employer plans and retiree health benefit plans. The accounts must be plan level omnibus accounts to qualify.

Certain Retirement Plans does not include individual retirement plan accounts such as IRAs, Roth IRAs, SIMPLE, SEP, SARSEP, etc. Any retirement plan accounts registered in the name of a participant would not qualify.

The reduction or elimination of the sales charges in connection with special purchase plans described above reflects the absence or reduction of expenses associated with such sales.

DISTRIBUTIONS

As described in the Prospectuses, it is the policy of each Fund to pay shareholders at least annually according to the schedule specified in each Fund’s Prospectus, as dividends, all or substantially all of its net investment income and to distribute annually (or, in the case of short-term gains, more frequently than annually if determined by the Fund to be in the best interest of shareholders) all or substantially all of its net realized capital gains, if any, after offsetting any capital loss carryforwards. To the extent permitted by law, the Board may adopt a different schedule for making distributions as long as distributions of net investment income and net realized capital gains, if any, are made at least annually. A Fund’s distribution rate fluctuates over time for various reasons, and there can be no assurance that a Fund’s distributions will not decrease or that a Fund will make any distributions when scheduled. For example, foreign currency losses potentially reduce or eliminate, and have in the past reduced and eliminated, regularly scheduled distributions for certain Funds.

Ordinary income dividends and capital gain distributions are reinvested based upon the NAV determined as of the close of the NYSE on the ex-dividend date for each dividend or distribution. Shareholders, however, may elect to receive their ordinary income dividends or capital gain distributions, or both, in cash. The election may be made at any time by submitting a written request directly to Natixis Funds, contacting Natixis Funds at 1-800-225-5478 or visiting im.natixis.com to change your distribution option. In order for a change to be in effect for any dividend or distribution, it must be received by Natixis Funds on or before the record date for such dividend or distribution.

If you elect to receive your dividends in cash and the dividend checks sent to you are returned as “undeliverable” to the Funds or remain uncashed for six months, your cash election will automatically be changed and your future dividends will be reinvested. No interest will accrue on amounts represented by uncashed dividend or redemption checks.

As required by federal law, U.S. federal tax information regarding Fund distributions will be furnished to each shareholder for each calendar year early in the succeeding year. Funds with significant investments in REITs typically request a 30-day extension to provide such federal tax information to their shareholders.

TAXES

The following discussion of certain U.S. federal income tax consequences of investing in a Fund is based on the Code, U.S. Treasury regulations, and other applicable authorities, all as of the date of this Statement. These authorities are subject to change by legislative or administrative action, possibly with retroactive effect. The following discussion is only a summary of some of the important U.S. federal tax considerations generally applicable to investing in a Fund. There may be other tax considerations applicable to particular shareholders. Shareholders should consult their own tax advisers regarding their particular situations and the possible application of foreign, state and local tax laws.

Taxation of the Funds

Each Fund has elected to be treated and intends to qualify and be eligible to be treated each year as a RIC under Subchapter M of the Code. In order to qualify for the special tax treatment accorded RICs under the Code, each Fund must, among other things: (i) derive at least 90% of its gross income in each taxable year from (a) dividends, interest,

 

106


payments with respect to certain securities loans, gains from the sale or other disposition of stock, securities or foreign currencies, or other income (including, but not limited to, gains from options, futures or forward contracts) derived with respect to its business of investing in such stock, securities or currencies, and (b) net income derived from interests in “qualified publicly traded partnerships” (“QPTPs”); (ii) diversify its holdings so that at the end of each quarter of a Fund’s taxable year (a) at least 50% of the value of the Fund’s total assets consists of cash and cash items, U.S. government securities, securities of other RICs, and other securities limited, with respect to any one issuer, to not more than 5% of the value of the Fund’s total assets and 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the value of the Fund’s total assets is invested, including through corporations in which the Fund owns 20% or more voting stock interest (1) in the securities (other than those of the U.S. government or other RICs) of any one issuer or of two or more issuers that the Fund controls and that are engaged in the same, similar or related trades or businesses, or (2) in the securities of one or more QPTPs; and (iii) distribute with respect to each taxable year at least 90% of the sum of its investment company taxable income (as that term is defined in the Code without regard to the deduction for dividends paid — generally taxable ordinary income and the excess, if any, of net short-term capital gains over net long-term capital losses, in each case determined with reference to any capital loss carry forwards) and net tax-exempt interest income, if any, for such year.

In general, for purposes of the 90% gross income requirement described in (i) above, income derived by a Fund from a partnership will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership that would be qualifying income if realized directly by the Fund. However, 100% of the net income derived by a Fund from an interest in a QPTP (a partnership (a) interests in which are traded on an established securities market or are readily tradable on a secondary market or the substantial equivalent thereof, and (b) that derives less than 90% of its income from the qualifying income described in (i)(a) above) will be treated as qualifying income. In general, such entities will be treated as partnerships for U.S. federal income tax purposes because they meet the passive income requirement under Code Section 7704(c)(2). In addition, although in general the passive loss rules of the Code do not apply to RICs, such rules do apply to a RIC with respect to items attributable to an interest in a QPTP.

For purposes of the diversification requirements set forth in (ii) above, outstanding voting securities of an issuer include the equity securities of a QPTP. Also for purposes of the diversification requirements in (ii) above, identification of the issuer (or, in some cases, issuers) of a particular Fund investment can depend on the terms and conditions of that investment. In some cases, identification of the issuer (or issuers) is uncertain under current law, and an adverse determination or future guidance by the IRS with respect to identification of the issuer for a particular type of investment may adversely affect a Fund’s ability to satisfy the diversification requirements.

Assuming that it qualifies for treatment as a RIC, a Fund will not be subject to U.S. federal income tax on income or gains distributed to its shareholders in a timely manner in the form of dividends (including Capital Gain Dividends, as defined below). If a Fund were to fail to satisfy the income, diversification or distribution requirements described above, the Fund could in some cases cure such failure, including by paying a fund-level tax, paying interest, making additional distributions or disposing of certain assets. If a Fund were ineligible to or did not cure such a failure for any year, or if the Fund otherwise were to fail to qualify as a RIC accorded special tax treatment for such year, the Fund would be subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any distributions of net long-term capital gains, would be taxable to shareholders as ordinary income. Some portions of such distributions may be eligible for the dividends-received deduction in the case of corporate shareholders and may be eligible to be treated as qualified dividend income in the case of shareholders taxed as individuals, provided in both cases that the shareholder meets certain holding period and other requirements in respect of a Fund’s shares (as described below). In addition, a Fund could be required to recognize unrealized gains, pay substantial taxes and interest and make substantial distributions before requalifying for the special tax treatment accorded to RICs under the Code.

Each Fund intends to distribute at least annually to its shareholders all or substantially all of its investment company taxable income (computed without regard to the dividends-paid deduction). If a Fund retains any investment company taxable income, the Fund will be subject to tax at regular corporate rates on the amount retained. Each Fund also intends to distribute annually all or substantially all of its net capital gain (that is, the excess of net long-term capital gain over net short-term capital loss, in each case determined with reference to any loss carryforwards). If a Fund retains any net capital gain, it will be subject to tax at regular corporate rates on the amount retained, but may designate the retained amount as undistributed capital gains in a timely notice to its shareholders who then in turn (i) will be required to include in income for U.S. federal income tax purposes, as long-term capital gains, their respective shares of such undistributed amount, and (ii) will be entitled to credit their proportionate shares of the tax paid by the Fund

 

107


on such undistributed amount against their U.S. federal income tax liabilities, if any, and to claim refunds on properly-filed U.S. federal income tax returns to the extent the credit exceeds such liabilities. If a Fund makes this designation, for U.S. federal income tax purposes, the tax basis of shares owned by a shareholder of A Fund will be increased by an amount equal to the difference between the amount of undistributed capital gains included in the shareholder’s gross income under clause (i) of the preceding sentence and the tax deemed paid by the shareholder under clause (ii) of the preceding sentence. The Funds are not required to, and there can be no assurance that a Fund will, make this designation if a Fund retains all or a portion of its net capital gain in a taxable year.

In determining its net capital gain, including in connection with determining the amount available to support a Capital Gain Dividend, its taxable income and its earnings and profits, a RIC may elect to treat any post-October capital loss (defined as any net capital loss attributable to the portion of the taxable year, if any, after October 31 or, if there is no such loss, the net long-term capital loss or net short-term capital loss attributable to such portion of the taxable year) and certain late-year ordinary losses (generally, the sum of its (i) net ordinary loss, if any, from the sale, exchange or other taxable disposition of property attributable to the portion of the taxable year after October 31, and its (ii) other net ordinary loss, if any, attributable to the portion of the taxable year, if any, after December 31) as if incurred in the succeeding taxable year.

Capital losses in excess of capital gains (“net capital losses”) are not permitted to be deducted against a Fund’s net investment income. Instead, potentially subject to certain limitations, a Fund may carry net capital losses from any taxable year forward to subsequent taxable years to offset capital gains, if any, realized during such subsequent taxable years. Distributions from capital gains generally are made after applying any available capital loss carryforwards. Capital loss carryforwards are reduced to the extent they offset current-year net realized capital gains, whether a Fund retains or distributes such gains. If a Fund incurs or has incurred net capital losses, those losses will be carried forward to one or more subsequent taxable years without expiration to offset capital gains realized during such subsequent taxable years; any such carryforward losses will retain their character as short-term or long-term.

If a Fund fails to distribute in a calendar year at least an amount equal to the sum of 98% of its ordinary income for such year and 98.2% of its capital gain net income for the one-year period ending on October 31 of such year (or November 30 of that year if the Fund is eligible to and so elects) plus any such amounts retained from the prior year, the Fund will be subject to a nondeductible 4% excise tax on the undistributed amounts. For purposes of the required excise tax distribution, a Fund’s ordinary gains and losses from the sale, exchange or other taxable disposition of property that would be taken into account after October 31 (or November 30, if the Fund is eligible to and makes the election referred to above) generally are treated as arising on January 1 of the following calendar year. Also for purposes of the excise tax, each Fund will be treated as having distributed any amount on which it has been subject to corporate income tax in the taxable year ending within the calendar year. Each Fund generally intends to make distributions sufficient to avoid imposition of the 4% excise tax, although there can be no assurance that it will be able to do so.

Taxation of Fund Distributions

For U.S. federal income tax purposes, distributions of investment income generally are taxable to shareholders as ordinary income to the extent of a Fund’s earnings and profits. Taxes on distributions of capital gains are determined by how long a Fund owned (or is deemed to have owned) the investments that generated them, rather than how long a shareholder has owned his or her shares. In general, a Fund will recognize long-term capital gain or loss on the disposition of assets it has owned (or is deemed to have owned) for more than one year, and short-term capital gain or loss on the disposition of investments it has owned (or is deemed to have owned) for one year or less. Distributions of net capital gain that are properly reported by the Fund as capital gain dividends (“Capital Gain Dividends”) generally will be taxable to a shareholder receiving such distributions as long-term capital gain includible in net capital gain and taxed to individuals at reduced rates. The IRS and the Department of the Treasury have issued proposed regulations that would impose special rules in respect of Capital Gain Dividends received through partnership interests constituting “applicable partnership interests” under Section 1061 of the Code. Distributions of the excess of net short-term capital gain over net long-term capital loss generally will be taxable to a shareholder receiving such distributions as ordinary income. Distributions from capital gains generally are made after applying any available capital loss carryforwards.

Distributions are taxable to shareholders as described herein even if they are paid from income or gains earned by a Fund before a shareholder’s investment (and thus were included in the price the shareholder paid for his or her shares). Distributions are taxable whether shareholders receive them in cash or in additional shares.

 

108


Dividends declared and payable by the Funds during October, November or December to shareholders of record on a date in any such month and paid by the Funds during the following January generally will be treated for U.S. federal income tax purposes as paid by the Funds and received by shareholders on December 31 of the year in which dividends are declared rather than the calendar year in which they are received.

Distributions of investment income properly reported by a Fund as derived from “qualified dividend income” will be taxable to individuals at the reduced rates applicable to long-term capital gain. In order for some portion of the dividends received by a Fund shareholder to be qualified dividend income, the Fund must meet holding period and other requirements with respect to some portion of the dividend-paying stocks in its portfolio and the shareholder must meet holding period and other requirements with respect to that Fund’s shares. In general, a dividend is not treated as qualified dividend income (at either a Fund or shareholder level) (1) if the dividend is received with respect to any share of stock held for fewer than 61 days during the 121-day period beginning on the date which is 60 days before the date on which such share becomes ex-dividend with respect to such dividend (or, in the case of certain preferred stock, 91 days during the 181-day period beginning 90 days before such date), (2) to the extent that the recipient is under an obligation (whether pursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property, (3) if the recipient elects to have the dividend income treated as investment income for purposes of the limitation on deductibility of investment interest, or (4) if the dividend is received from a foreign corporation that is (a) not eligible for the benefits of a comprehensive income tax treaty with the U.S. (with the exception of dividends paid on stock of such a foreign corporation that is readily tradable on an established securities market in the U.S.) or (b) treated as a passive foreign investment company (as defined below). Income derived from investments in derivatives, fixed-income securities and REITs generally is not eligible for treatment as qualified dividend income. The Senior Floating Rate and Fixed Income Fund generally does not expect a significant portion of its distributions to qualify for treatment as qualified dividend income.

If the aggregate qualified dividends received by a Fund during any taxable year are 95% or more of its gross income, excluding net long-term capital gain over net short-term capital loss, then 100% of the Fund’s dividends (other than properly reported Capital Gain Dividends) will be eligible to be treated as qualified dividend income.

In general, properly reported dividends of net investment income received by corporate shareholders of a Fund generally will qualify for the dividends-received deduction available to corporations to the extent they are properly reported as being attributable to the amount of eligible dividends received by the Fund from domestic corporations for the taxable year. In general, a dividend received by a Fund will not be treated as an eligible dividend (1) if it has been received with respect to any share of stock that the Fund has held for less than 46 days (91 days in the case of certain preferred stock) during the 91-day period beginning on the date which is 45 days before the date on which such share becomes ex-dividend with respect to such dividend (during the 181-day period beginning 90 days before such date in the case of certain preferred stock) or (2) to the extent that the Fund is under an obligation (pursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property. Moreover, the dividends-received deduction may be disallowed or reduced (1) if the corporate shareholder fails to satisfy the foregoing requirements with respect to its shares of the Fund or (2) otherwise by application of various provisions of the Code (for example, the dividends-received deduction is reduced in the case of a dividend received on debt-financed portfolio stock — generally stock acquired with borrowed funds). The Global Growth Fund and the Senior Floating Rate and Fixed Income Fund generally do not expect a significant portion of their distributions to be eligible for the dividends received deduction.

Any distribution of income that is attributable to (i) income received by a Fund in lieu of dividends with respect to securities on loan pursuant to a securities lending transaction or (ii) dividend income received by a Fund on securities it temporarily purchased from a counterparty pursuant to a repurchase agreement that, for U.S. federal income tax purposes, is treated as a loan by the Fund, generally will not constitute qualified dividend income to individual shareholders or be eligible for the dividends-received deduction for corporate shareholders.

Under recently finalized regulations, distributions by a RIC to its shareholders that the RIC properly reports as “section 199A dividends,” as defined and subject to certain conditions described below, are treated as qualified REIT dividends in the hands of non-corporate shareholders. Non-corporate shareholders are permitted a federal income tax deduction equal to 20% of qualified REIT dividends received by them, subject to certain limitations. Very generally, a “section 199A dividend” is any dividend or portion thereof that is attributable to certain dividends

 

109


received by the RIC from REITs, to the extent such dividends are properly reported as such by the RIC in a written notice to its shareholders. A section 199A dividend is treated as a qualified REIT dividend only if the shareholder receiving such dividend holds the dividend-paying RIC shares for at least 46 days of the 91-day period beginning 45 days before the shares become ex-dividend, and is not under an obligation to make related payments with respect to a position in substantially similar or related property. A RIC is permitted to report such part of its dividends as section 199A dividends as are eligible, but is not required to do so.

The Code generally imposes a 3.8% Medicare contribution tax on the net investment income of certain individuals, trusts and estates to the extent their income exceeds certain threshold amounts. For these purposes, “net investment income” generally includes, among other things, (i) distributions paid by a Fund of net investment income and capital gains as described above, and (ii) any net gain from the sale, exchange or other taxable disposition of Fund shares. Shareholders are advised to consult their tax advisers regarding the possible implications of this additional tax on their investment in a Fund.

If a Fund makes a distribution in excess of its current and accumulated “earnings and profits” in any taxable year, the excess distribution will be treated as a return of capital to the extent of a shareholder’s tax basis in his or her shares, and thereafter as capital gain. A return of capital generally is not taxable, but it reduces a shareholder’s basis in his or her shares, thus reducing any loss or increasing any gain on a subsequent taxable disposition by the shareholder of such shares.

Sale, Exchange or Redemption of Shares

A sale, exchange or redemption of Fund shares generally will give rise to a gain or loss. In general, any gain or loss realized upon a taxable disposition of shares will be treated as long-term capital gain or loss if the shares have been held for more than 12 months. Otherwise, gain or loss on the taxable disposition of Fund shares generally will be treated as short-term capital gain or loss. However, any loss realized upon a taxable disposition of Fund shares held by a shareholder for six months or less will be treated as long-term, rather than short-term, to the extent of any Capital Gain Dividends received (or deemed received) by the shareholder with respect to the shares. All or a portion of any loss realized upon a taxable disposition of Fund shares will be disallowed under the Code’s “wash sale” rules if other substantially identical shares of that Fund are purchased within 30 days before or after the disposition. In such a case, the basis of the newly purchased shares will be adjusted to reflect the disallowed loss.

Upon the redemption or exchange of Fund shares, the Fund or, in the case of shares purchased through a financial intermediary, the financial intermediary may be required to provide you and the IRS with cost basis and certain other related tax information about the Fund shares you redeemed or exchanged. See the Funds’ Prospectus for more information.

Foreign Taxation

Income, gains and proceeds received by a Fund from investments in securities of foreign issuers may be subject to foreign withholding and other taxes. This will decrease a Fund’s yield on securities subject to such taxes. Tax treaties between certain countries and the U.S. may reduce or eliminate such taxes. If more than 50% of a Fund’s assets at taxable year end consists of the securities of foreign corporations, the Fund may elect to permit shareholders to claim a credit or deduction on their income tax returns for their pro rata portions of qualified taxes paid by the Fund to foreign countries in respect of foreign securities that the Fund has held for at least the minimum period specified in the Code. In such a case, shareholders will include in gross income from foreign sources their pro rata shares of such taxes paid by the Fund. A shareholder’s ability to claim an offsetting foreign tax credit or deduction in respect of foreign taxes paid by the Fund is subject to certain limitations imposed by the Code, which may result in the shareholder’s not receiving a full credit or deduction (if any) for the amount of such taxes. Shareholders who do not itemize on their U.S. federal income tax returns may claim a credit (but not a deduction) for such foreign taxes. Shareholders that are not subject to U.S. federal income tax, and those who invest in the Fund through tax-exempt shareholders (including those who invest in the Fund through IRAs or other tax-advantaged retirement plans), generally will receive no benefit from any tax credit or deduction passed through by the Fund. Even if a Fund were eligible to make such an election for a given year, it may determine not to do so.

 

110


Tax Implications of Certain Fund Investments

Options, Futures, Forward Contracts, Swap Agreements and Hedging Transactions. The tax treatment of certain positions entered into by the Funds, including regulated futures contracts, certain foreign currency positions and certain listed non-equity options, will be governed by Section 1256 of the Code (“Section 1256 Contracts”). Gains or losses on Section 1256 Contracts generally are considered 60% long-term and 40% short-term capital gains or losses (“60/40” gains or losses) although certain foreign currency gains and losses from such contracts may be treated as ordinary in character, as described below. Also, any Section 1256 Contracts held by the Funds at the end of each taxable year (and, for purposes of the 4% excise tax, on certain other dates as prescribed under the Code) are “marked to market” with the result that unrealized gains or losses are treated as though they were realized and the resulting gain or loss is treated as 60/40 or ordinary gain or loss, as applicable.

A Fund’s investments in futures contracts, forward contracts, options, straddles, contingent payment debt instruments, trust preferred securities, convertible bonds, swap agreements, and options on swaps and foreign currencies, derivatives, as well as any of its other hedging, short sale, or similar transactions, may be subject to one or more special tax rules (including the mark-to-market, constructive sale, notional principal contract, straddle, wash sale and short sale rules). These rules may affect whether gains and losses recognized by a Fund are treated as ordinary or capital, accelerate the recognition of income (without receipt of cash) and increase the amount required to be distributed by a Fund to avoid taxation, defer losses to the Fund, or cause adjustments in the holding periods of the Fund’s securities, thereby affecting whether capital gains and losses are treated as short-term or long-term. These rules, therefore, could affect the amount, timing and/or character of distributions to shareholders. In certain cases, these tax implications may require a Fund to liquidate other investments (including when it is not advantageous to do so) to meet its distribution requirements (to avoid the payment of Fund-level taxes), which also may accelerate the recognition of gain and affect the Fund’s total return.

Moreover, because the tax rules applicable to these types of transactions are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a Fund has made sufficient distributions, and otherwise satisfied the relevant requirements, to maintain its qualification as a RIC and avoid a Fund-level tax.

In general, option premiums received by a Fund are not immediately included in the income of the Fund. Instead, the premiums are recognized when the option contract expires, the option is exercised by the holder, or the Fund transfers or otherwise terminates the option (e.g., through a closing transaction). If a call option written by a Fund is exercised and the Fund sells or delivers the underlying stock, the Fund generally will recognize capital gain or loss equal to (a) the sum of the strike price and the option premium received by the Fund minus (b) the Fund’s basis in the stock. Such gain or loss generally will be short-term or long-term depending upon the holding period of the underlying stock. If securities are purchased by a Fund pursuant to the exercise of a put option written by it, that Fund generally will subtract the premium received for purposes of computing its cost basis in the securities purchased. Gain or loss arising in respect of a termination of a Fund’s obligation under an option other than through the exercise of the option and related sale or delivery of the underlying stock will be short-term gain or loss depending on whether the premium income received by that Fund is greater or less than the amount paid by the Fund (if any) in terminating the transaction. Thus, for example, if an option written by a Fund expires unexercised, that Fund generally will recognize short-term gain equal to the premium received.

Certain covered call writing activities of a Fund may trigger the U.S. federal income tax straddle rules contained primarily in Section 1092 of the Code. Very generally, where applicable, Section 1092 requires (i) that losses be deferred on positions deemed to be offsetting positions with respect to “substantially similar or related property,” to the extent of unrealized gain in the latter, and (ii) that the holding period of such a straddle position that has not already been held for the long-term holding period be terminated and begin anew once the position is no longer part of a straddle. Options on single stocks that are not “deep in the money” may constitute qualified covered calls, which generally are not subject to the straddle rules; the holding period on stock underlying qualified covered calls that are “in the money” although not “deep in the money” will be suspended during the period that such calls are outstanding. Thus, the straddle rules and the rules governing qualified covered calls could cause gains that would otherwise constitute long-term capital gains to be treated as short-term capital gains, and distributions that would otherwise constitute “qualified dividend income” or qualify for the dividends-received deduction to fail to satisfy the holding period requirements and therefore to be taxed as ordinary income or to fail to qualify for the dividends-received deduction, as the case may be.

 

111


Certain of a Fund’s investments, including but not limited to, derivative instruments, foreign currency denominated instruments, and any of the Fund’s transactions in foreign currencies and hedging activities, may produce a difference between its book income and its taxable income. If a Fund’s book income is less than the sum of its taxable income and net tax-exempt income (if any), the Fund could be required to make distributions exceeding book income to qualify as a RIC that is accorded special tax treatment and avoid a fund-level tax. If a Fund’s book income exceeds the sum of its taxable income, including net realized capital gains, and net tax-exempt income (if any), the distribution (if any) of such excess will be treated as (i) a dividend to the extent of the Fund’s remaining earnings and profits (including earnings and profits arising from tax-exempt income, if any), (ii) thereafter, as a return of capital to the extent of the recipient’s basis in the shares, and (iii) thereafter, as gain from the sale or exchange of a capital asset.

Certain Foreign Currency Tax Issues. Gain or loss on foreign currency denominated debt securities and on certain other financial instruments, such as forward currency contracts and currency swaps, that is attributable to fluctuations in exchange rates occurring between the date of acquisition and the date of settlement or disposition of such securities or instruments may be treated under Section 988 of the Code as ordinary income or loss. A Fund may elect out of the application of Section 988 of the Code with respect to the tax treatment of each of its foreign currency forward contracts to the extent that (i) such contract is a capital asset in the hands of the Fund and is not part of a straddle transaction and (ii) the Fund makes an election by the close of the day the contract is entered into to treat the gain or loss attributable to such contract as capital gain or loss.

A Fund’s forward contracts may qualify as Section 1256 contracts under the Code if the underlying currencies are currencies for which there are futures contracts that are traded on and subject to the rules of a qualified board or exchange. However, a forward currency contract that is a Section 1256 contract would, absent an election out of Section 988 of the Code as described in the preceding paragraph, be subject to Section 988. Accordingly, although such a forward currency contract would be marked-to-market annually like other Section 1256 contracts, the resulting gain or loss would be ordinary. If a Fund were to elect out of Section 988 with respect to forward currency contracts that qualify as Section 1256 contracts, the tax treatment generally applicable to Section 1256 contracts, as described above, would apply to those forward currency contracts: that is, the contracts would be marked-to-market annually and gains and losses with respect to the contracts would be treated as 60/40 gain or loss. If a Fund were to elect out of Section 988 with respect to any of its forward currency contracts that do not qualify as Section 1256 contracts, such contracts would not be marked to market annually and the Fund would recognize short-term or long-term capital gain or loss depending on the Fund’s holding period therein. A Fund may elect out of Section 988 with respect to all, some or none of its forward currency contracts.

Investments in Other RICs. A Fund’s investments in shares of another mutual fund, ETF or another company that qualifies as a RIC (each, an “underlying RIC”) can cause the Fund to be required to distribute greater amounts of net investment income or net capital gain than the Fund would have distributed had it invested directly in the securities held by the underlying RIC, rather than in shares of the underlying RIC. Further, the amount or timing of distributions from such a Fund qualified for treatment as a particular character (for example, long-term capital gain, exempt interest, eligibility for dividends-received deduction, etc.) will not necessarily be the same as it would have been had the Fund invested directly in the securities held by the underlying RIC.

If a Fund receives dividends from an underlying RIC, and the underlying RIC reports such dividends as qualified dividend income, then the Fund is permitted in turn to report a portion of its distributions as qualified dividend income, provided the Fund meets holding period and other requirements with respect to shares of the investment company.

If a Fund receives dividends from an underlying RIC and the underlying RIC reports such dividends as eligible for the dividends-received deduction, then the Fund is permitted in turn to report its distributions derived from those dividends as eligible for the dividends-received deduction as well, provided the Fund meets holding period and other requirements with respect to shares of the underlying RIC.

Partnerships and Other Pass-Through Structures. To the extent a Fund invests in entities that are treated as partnerships (other than QPTPs, as defined above), trusts, or other pass-through structures for U.S. federal income tax purposes, all or a portion of any income and gains from such entities could constitute non-qualifying income to the Fund for purposes of the 90% gross income requirement described above. For example, income that a Fund derives from indirect investments, through such entities, in certain commodity-linked instruments generally will not or may not be considered qualifying income for the purposes of the 90% gross income requirement. In such cases, the Fund’s investments in such entities could be limited by its intention to qualify as a RIC, and could bear on its ability to so qualify. Income from such entities may be allocated to the Fund on a gross, rather than net, basis, for purposes of the 90% gross income requirement.

 

112


Investments in Exchange-Traded Notes. The timing and character of income or gains arising from exchange-traded notes can be uncertain. An adverse determination or future guidance by the IRS with respect to such rules (which determination or guidance could be retroactive) may affect a Fund’s ability to qualify for treatment as a RIC and to avoid a fund-level tax.

Certain Investments in REITs, REMICs and TMPs. An investment by a Fund in REIT equity securities may result in a Fund receiving cash in excess of the REIT’s earnings; if the Fund distributes these amounts, such distributions could constitute a return of capital to Fund shareholders for federal income tax purposes. Dividends received by a Fund from a REIT will not qualify for the corporate dividends-received deduction and generally will not constitute qualified dividend income.

A Fund may invest directly or indirectly (including through a REIT) in residual interests in real estate mortgage investment conduits (“REMICs”) (including by investing in residual interests in CMOs with respect to which an election to be treated as a REMIC is in effect) or equity interests in taxable mortgage pools (“TMPs”). Under a notice issued by the IRS in October 2006 and Treasury regulations that have yet to be issued but may apply retroactively, a portion of a Fund’s income (including income allocated to the Fund from a REIT or other pass-through entity) that is attributable to a residual interest in a REMIC or an equity interest in a TMP (referred to in the Code as an “excess inclusion”) will be subject to federal income tax in all events. This notice also provides, and the regulations are expected to provide, that excess inclusion income of a RIC generally will be allocated to shareholders of the RIC in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related interest directly. As a result, to the extent a Fund invests in such interests, it may not be a suitable investment for charitable remainder trusts (“CRTs”), as noted below.

In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income (“UBTI”) to entities (including a qualified pension plan, an individual retirement account, a 401(k) plan, a Keogh plan or other tax-exempt entity) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income and (iii) in the case of a non-U.S. shareholder, will not qualify for any reduction in U.S. federal withholding tax. See the section “Tax-Exempt Shareholders” below for a discussion of the special tax consequences that may result where a tax-exempt entity invests in a RIC that recognizes excess inclusion income. A shareholder will be subject to U.S. federal income tax on such inclusions notwithstanding any exemption from such income tax otherwise available under the Code.

Special Rules for Debt Obligations. Some debt obligations with a fixed maturity date of more than one year from the date of issuance (and zero-coupon debt obligations with a fixed maturity date of more than one year from the date of issuance) that are acquired by a Fund will be treated as debt obligations that are issued originally at a discount. Generally, the amount of the OID is treated as interest income and is included in a Fund’s income (and required to be distributed by the Fund) over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security. In addition, payment-in-kind securities will give rise to income that is required to be distributed and is taxable even though the Fund holding the security receives no interest payment in cash on the security during the year.

Some debt obligations with a fixed maturity date of more than one year from the date of issuance that are acquired by a Fund in the secondary market may be treated as having “market discount.” Very generally, market discount is the excess of the stated redemption price of a debt obligation (or in the case of an obligation issued with OID, its “revised issue price”) over the purchase price of such obligation. Subject to the discussion below regarding Section 451 of the Code, (i) generally, any gain recognized on the disposition of, and any partial payment of principal on, a debt security having market discount is treated as ordinary income to the extent the gain, or principal payment, does not exceed the “accrued market discount” on such debt security, (ii) alternatively, a Fund may elect to accrue market discount currently, in which case the Fund will be required to include the accrued market discount in the Fund’s income (as ordinary income) and thus distribute it over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security, and (iii) the rate at which

 

113


the market discount accrues, and thus is included in the Fund’s income, will depend upon which of the permitted accrual methods the Fund elects. Notwithstanding the foregoing, effective for taxable years beginning after 2017, Section 451 of the Code generally requires any accrual method taxpayer to take into account items of gross income no later than the time at which such items are taken into account as revenue in the taxpayer’s financial statements. The IRS and the Department of the Treasury have issued final regulations providing that this rule does not apply to the accrual of market discount. If this rule were to apply to the accrual of market discount, the Fund would be required to include in income any market discount as it takes the same into account on its financial statements. Each Fund’s current practice is to include in income any market discount as it takes the same into account on its financial statements and therefore no changes to the Funds’ financial statements would be expected to result if Section 451 applied to the accrual of market discount.

Some debt obligations with a fixed maturity date of one year or less from the date of issuance that are acquired by a Fund may be treated as having OID or, in certain cases, “acquisition discount” (very generally, the excess of the stated redemption price over the purchase price). The Fund will be required to include the OID or acquisition discount in income (as ordinary income) and thus distribute it over the term of the debt security, even though payment of that amount is not received until a later time, upon partial or full repayment or disposition of the debt security. The rate at which OID or acquisition discount accrues, and thus is included in the Fund’s income, will depend upon which of the permitted accrual methods the Fund elects.

If a Fund holds the foregoing kinds of debt obligations, or other debt obligations subject to special rules under the Code, it may be required to pay out as an income distribution each year an amount that is greater than the total amount of cash interest the Fund actually received. Such distributions may be made from the cash assets of the Fund or, if necessary, by disposition of portfolio securities including at a time when it may not be advantageous to do so. These dispositions may cause a Fund to realize higher amounts of short-term capital gains (generally taxed to shareholders at ordinary income tax rates) and, in the event the Fund realizes net capital gains from such transactions, its shareholders may receive a larger Capital Gain Dividend than if the Fund had not held such obligations.

Securities Purchased at a Premium

Very generally, where a Fund purchases a bond at a price that exceeds the redemption price at maturity (i.e., a premium), the premium is amortizable over the remaining term of the bond. In the case of a taxable bond, if a Fund makes an election applicable to all such bonds it purchases, which election is irrevocable without consent of the IRS, the Fund reduces the current taxable income from the bond by the amortized premium and reduces its tax basis in the bond by the amount of such offset; upon the disposition or maturity of such bonds acquired on or after January 4, 2013, the Fund is permitted to deduct any remaining premium allocable to a prior period. In the case of a tax-exempt bond, tax rules require a Fund to reduce its tax basis by the amount of amortized premium.

Certain Higher-Risk and High Yield Securities

A Fund may invest in below investment-grade fixed-income securities, including debt obligations of issuers not currently paying interest or that are in default. Investments in debt obligations that are at risk of or in default present special tax issues for a Fund. Tax rules are not entirely clear about issues such as whether a Fund should recognize market discount on a debt obligation and, if so, the amount of market discount the Fund should recognize; when a Fund may cease to accrue interest, original issue discount or market discount; when and to what extent a Fund may take deductions for bad debts or worthless securities and how a Fund should allocate payments received on obligations in default between principal and interest. These and other related issues will be addressed by each Fund when, as and if it invests in such securities as part of the Fund’s efforts to ensure that it distributes sufficient income to preserve its status as a RIC and avoid a fund-level tax.

A portion of the interest paid or accrued on certain high yield discount obligations in which a Fund may invest may be treated as a dividend for purposes of the corporate dividends received deduction. In such cases, if the issuer of the high yield discount obligations is a domestic corporation, dividend payments by a Fund to corporate shareholders may be eligible for the dividends received deduction to the extent of the deemed dividend portion of such accrued interest.

 

114


Passive Foreign Investment Companies

Funds that invest in foreign securities may own shares (or be treated as owning shares) in certain foreign entities that are treated as “passive foreign investment companies” (each a “PFIC”), which could potentially subject such a Fund to U.S. federal income tax (including interest charges) on distributions received from the PFIC or on proceeds received from a disposition of shares in the PFIC. This tax cannot be eliminated by making distributions to Fund shareholders. However, a Fund may make certain elections to avoid the imposition of that tax. For example, a Fund may elect to mark the gains (and to a limited extent losses) in a PFIC “to the market” as though the Fund had sold and repurchased its holdings in the PFIC on the last day of the Fund’s taxable year. Such gains and losses are treated as ordinary income and loss. Each Fund also may in certain cases elect to treat a PFIC as a “qualified electing fund” (i.e., make a “QEF election”), in which case the Fund would be required to include in its income annually its share of the PFIC’s income and net capital gains, regardless of whether it receives any distributions from the PFIC.

The mark-to-market and QEF elections may accelerate the recognition of income (without the receipt of cash) and increase the amount required to be distributed by a Fund to avoid taxation. Making either of these elections therefore may require a Fund to liquidate other investments (including when it is not advantageous to do so) to meet its distribution requirements, which also may accelerate the recognition of gain and affect the Fund’s total return. Because it is not always possible to identify a foreign corporation as a PFIC, a Fund may incur the tax and interest charges described above in some instances. If a Fund indirectly invests in PFICs by virtue of the Fund’s investment in other funds, it may not make such PFIC elections; rather, the underlying funds directly investing in the PFICs would decide whether to make such elections. Dividends paid by PFICs will not be eligible to be treated as qualified dividend income.

Because it is not always possible to identify a foreign corporation as a PFIC, a Fund may incur the tax and interest charges described above in some instances.

Foreign Investment Companies

Some of the countries in which a Fund may invest may not permit, or may place economic restrictions on, direct investment by outside investors. Investments in such countries may only be permitted through foreign government-approved or authorized investment vehicles, which may include other investment companies. A Fund may also invest in registered or unregistered closed-end investment companies that invest in foreign securities. Investing through such vehicles may involve frequent or layered fees or expenses and may also be subject to limitation under the 1940 Act or to special tax rules under the Code. If a Fund invests in investment companies, shareholders will bear not only their proportionate share of the Fund’s expenses (including operating expenses and the fees of the Adviser), but also, indirectly, the similar expenses of the underlying investment companies.

Tax-Exempt Shareholders

Income of a RIC that would be UBTI if earned directly by a tax-exempt entity generally will not constitute UBTI when distributed to a tax-exempt shareholder of the RIC. Notwithstanding this “blocking effect,” a tax-exempt shareholder may realize UBTI by virtue of its investments in a Fund if shares in the Fund constitute debt-financed property in the hands of the tax-exempt shareholder within the meaning of Code Section 514(b).

A tax-exempt shareholder may also recognize UBTI if a Fund recognizes excess inclusion income derived from direct or indirect investments in residual interests in REMICs or equity interests in TMPs, as described above, if the amount of such income recognized by the Fund exceeds the Fund’s investment company taxable income (after taking into account deductions for dividends paid by the Fund). Furthermore, any investment in residual interests of a CMO that has elected to be treated as a REMIC can create complex tax consequences, especially if a Fund has state or local governments or other tax-exempt organizations as shareholders.

In addition, special tax consequences apply when CRTs invest in RICs that invest directly or indirectly in residual interests in REMICs or equity interests in TMPs. Under legislation enacted in December 2006, if a CRT (as defined in Section 664 of the Code) realizes any UBTI for a taxable year, a 100% excise tax is imposed on such UBTI. Under IRS guidance issued in October 2006, a CRT will not recognize UBTI as a result of investing in a Fund that recognizes excess inclusion income. Rather, if at any time during any taxable year a CRT (or one of certain other tax-exempt shareholders, such as the United States, a state or political subdivision, or an agency or instrumentality thereof, and

 

115


certain energy cooperatives) is a record holder of a share in a Fund that recognizes excess inclusion income, then the Fund will be subject to a tax on that portion of its excess inclusion income for the taxable year that is allocable to such shareholders at the highest U.S. federal corporate income tax rate. To the extent permitted under the 1940 Act, a Fund may elect to specially allocate any such tax to the applicable CRT (or other shareholder), and thus reduce such shareholder’s distributions for the year by the amount of the tax that relates to such shareholder’s interest in the Fund. The extent to which this IRS guidance remains applicable in light of the December 2006 legislation is unclear. CRTs and other tax-exempt investors are urged to consult their tax advisers concerning the consequences of investing in the Funds.

Backup Withholding

Each Fund generally is required to withhold and remit to the U.S. Treasury a percentage of the taxable distributions and redemption proceeds paid to any individual shareholder who fails to properly furnish the Fund with a correct taxpayer identification number, who has under-reported dividend or interest income, or who fails to certify to the Fund that he or she is not subject to such withholding.

Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability, provided the appropriate information is furnished to the IRS.

Non-U.S. Shareholders

Distributions by a Fund to shareholders that are not “U.S. person” within the meaning of the Code (“Foreign Persons”) properly reported by the Fund as (1) Capital Gain Dividends, (2) interest-related dividends and (3) short-term capital gain dividends, each as defined below and subject to certain conditions described below, generally are not subject to withholding of U.S. federal income tax.

In general, the Code defines (1) “short-term capital gain dividends” as distributions of net short-term capital gains in excess of net long-term capital losses and (2) “interest-related dividends” as distributions attributable to U.S. source interest income of types similar to those that would not have been subject to U.S. federal income tax if earned directly by an individual Foreign Person, in each case to the extent such distributions are properly reported as such by a Fund in a written notice to shareholders.

The exceptions to withholding for Capital Gain Dividends and short-term capital gain dividends do not apply to (A) distributions to an individual Foreign Person who is present in the United States for a period or periods aggregating 183 days or more during the year of the distribution and (B) distributions attributable to gain that is treated as effectively connected with the conduct by the Foreign Person of a trade or business within the United States under special rules regarding the disposition of U.S. real property interests as described below. The exception to withholding for interest-related dividends does not apply to distributions to a Foreign Person (A) that has not provided a satisfactory statement that the beneficial owner is not a U.S. person, (B) to the extent that the dividend is attributable to certain interest on an obligation if the Foreign Person is the issuer or is a 10% shareholder of the issuer, (C) that is within certain foreign countries that have inadequate information exchange with the United States, and (D) to the extent the dividend is attributable to interest paid by a person that is a related person of the Foreign Person and the Foreign Person is a controlled foreign corporation. The Funds, however, do not intend to report any eligible distributions as interest-related or short-term capital gain dividends and the Funds may choose not to report potentially eligible distributions as interest-related or short-term capital gain dividends and/or treat such dividends, in whole or in part, as ineligible for these exemptions from withholding.

In the case of shares held through an intermediary, the intermediary may withhold even if a Fund reports all or a portion of a payment as an interest-related or short-term capital gain dividend to shareholders. Foreign Persons should contact their intermediaries regarding the application of these rules to their accounts.

Distributions by a Fund to Foreign Persons other than Capital Gain Dividends, interest-related dividends and short-term capital gain dividends (e.g., dividends attributable to dividend and foreign source interest income or to short-term capital gains or U.S. source interest income to which the exception from withholding described above does not apply) are generally subject to withholding of U.S. federal income tax at a rate of 30% (or lower applicable treaty rate).

 

116


If a beneficial holder of Fund shares who or which is a Foreign Person has a trade or business in the United States, and Fund dividends received by such holder are effectively connected with the conduct of such trade or business, the dividends generally will be subject to U.S. federal net income taxation at regular income tax rates and, in the case of a foreign corporation, may also be subject to a branch profits tax. If a beneficial holder of Fund shares who or which is a Foreign Person is eligible for the benefits of a tax treaty, any effectively connected income or gain will generally be subject to U.S. federal income tax on a net basis only if it is also attributable to a permanent establishment maintained by the holder in the United States. More generally, a beneficial holder of Fund shares who or which is a Foreign Person and who or which is a resident in a country with an income tax treaty with the United States may obtain different tax results than those described herein, and is urged to consult its tax advisors.

A beneficial holder of Fund shares who or which is a Foreign Person is not, in general, subject to U.S. federal income tax on gains (and is not allowed a deduction for losses) realized on a sale or redemption of shares of a Fund unless (i) such gain is effectively connected with the conduct of a trade or business carried on by such holder within the United States, (ii) in the case of an individual holder, the holder is present in the United States for a period or periods aggregating 183 days or more during the year of the sale or redemption and certain other conditions are met or (iii) the special rules relating to gain attributable to the sale or exchange of “U.S. real property interests” (“USRPIs”) apply to the Foreign Person’s sale of shares of the Fund.

Subject to certain exceptions (for example, for a fund that is a “United States real property holding corporation” as described below), a Fund is generally not required to withhold on the amount of a non-dividend distribution (i.e., a distribution that is not paid out of the Fund’s current or accumulated earnings and profits for the applicable taxable year) when paid to a beneficial holder of Fund shares who or which is a Foreign Person.

Special rules would apply if a Fund were a qualified investment entity (“QIE”) because it is either a “U.S. real property holding corporation” (“USRPHC”) or would be a USRPHC but for the operation of certain exceptions to the definition of USRPIs described below. Very generally, a USRPHC is a domestic corporation that holds USRPIs the fair market value of which equals or exceeds 50% of the sum of the fair market values of the corporation’s USRPIs, interests in real property located outside the United States, and other trade or business assets. USRPIs generally are defined as any interest in U.S. real property and any interest (other than solely as a creditor) in a USRPHC or, very generally, an entity that has been a USRPHC in the last five years. A Fund that holds, directly or indirectly, significant interests in REITs may be a USRPHC. Interests in domestically controlled QIEs, including REITs and RICs that are QIEs, not-greater-than-10% interests in publicly traded classes of stock in REITs and not-greater-than-5% interests in publicly traded classes of stock in RICs generally are not USRPIs, but these exceptions do not apply for purposes of determining whether a Fund is a QIE.

If a Fund were a QIE, under a special “look-through” rule, any distributions by the Fund to a Foreign Person (including, in certain cases, distributions made by the Fund in redemption of its shares) attributable directly or indirectly to (i) distributions received by the Fund from a lower-tier RIC or REIT that the Fund is required to treat as USRPI gain in its hands and (ii) gains realized on the disposition of USRPIs by the Fund would retain their character as gains realized from USRPIs in the hands of Foreign Persons and would be subject to U.S. tax withholding. In addition, such distributions could result in the Foreign Person being required to file a U.S. tax return and pay tax on the distributions at regular U.S. federal income tax rates. The consequences to a Foreign Person, including the rate of such withholding and character of such distributions (e.g., as ordinary income or USRPI gain), would vary depending upon the extent of the Foreign Person’s current and past ownership of the Fund.

In addition, if an interest in a Fund were a USRPI, the Fund would be required to withhold U.S. tax on the proceeds of a share redemption by a greater-than-5% shareholder that is a Foreign Person, in which case such Foreign Person generally would also be required to file U.S. tax returns and pay any additional taxes due in connection with the redemption.

Shareholders of a Fund that are Foreign Persons also may be subject to “wash sale” rules to prevent the avoidance of the tax-filing and -payment obligations discussed above through the sale and repurchase of Fund shares.

The Funds generally do not expect that they will be QIEs.

 

117


In order to qualify for any exemptions from withholding described above or for lower withholding tax rates under income tax treaties, or to establish an exemption from backup withholding, Foreign Persons must comply with special certification and filing requirements relating to their non-U.S. status (including, in general, furnishing an IRS Form W-8BEN, W-8BEN-E or substitute form). Foreign Persons should consult their tax advisers concerning the tax consequences of ownership of shares of a Fund, including the certification and filing requirements imposed on foreign investors in order to qualify for an exemption from the backup withholding tax described above or a reduced rate of withholding provided by treaty.

Shareholder Reporting Obligations With Respect to Foreign Bank and Financial Accounts.

Shareholders that are U.S. persons and own, directly or indirectly, more than 50% of the Fund by vote or value could be required to report annually their financial interest in the Fund’s foreign financial accounts, if any, on FinCEN Form 114, Report of Foreign Bank and Financial Accounts. Shareholders should consult a tax advisor, or if holding shares through an intermediary, their intermediary, regarding the applicability to them of this reporting requirement.

Tax Shelter Reporting Regulations.

Under Treasury regulations, if a shareholder recognizes a loss of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement on Form 8886. Direct holders of portfolio securities are in many cases excepted from this reporting requirement, but under current guidance, shareholders of a RIC are not excepted. Future guidance may extend the current exception from this reporting requirement to shareholders of most or all RICs. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult their tax advisers to determine the applicability of these regulations in light of their individual circumstances.

Certain Additional Reporting and Withholding Requirements

Sections 1471-1474 of the Code and the U.S. Treasury and IRS guidance issued thereunder (collectively, “FATCA”) generally require a Fund to obtain information sufficient to identify the status of each of its shareholders under FATCA or under an applicable intergovernmental agreement (an “IGA”) between the United States and a foreign government. If a shareholder of a Fund fails to provide the requested information or otherwise fails to comply with FATCA or an IGA, the Fund may be required to withhold under FATCA at a rate of 30% with respect to that shareholder on ordinary dividends it pays. The IRS and the Department of Treasury have issued proposed regulations providing that these withholding rules will not apply to the gross proceeds of share redemptions or Capital Gain Dividends the Fund pays. If a payment by a Fund is subject to FATCA withholding, the Fund is required to withhold even if such payment would otherwise be exempt from withholding under the rules applicable to Foreign Persons described above (e.g., interest-related dividends and short-term capital gain dividends).

Each prospective investor is urged to consult its tax adviser regarding the applicability of FATCA and any other reporting requirements with respect to the prospective investor’s own situation, including investments through an intermediary.

Other Tax Matters

Special tax rules apply to investments through defined contribution plans and other tax-qualified plans or tax-advantaged arrangements. Shareholders should consult their tax advisers to determine the suitability of shares of a Fund as an investment through such plans and arrangements and the precise effect of such an investment in their particular tax situations.

Dividends and distributions, and gains from the sale of a Fund’s shares may be subject to state, local and foreign taxes. Shareholders are urged to consult their tax advisers regarding specific questions as to federal, state, local and, where applicable, foreign taxes.

 

118


PERFORMANCE INFORMATION

Yield and Total Return

Each Fund may advertise the yield and total return of each class of its shares. Each Fund’s yield and total returns will vary from time to time depending upon market conditions, the composition of its portfolio and operating expenses of the relevant Trust allocated to each Fund. These factors, possible differences in the methods used in calculating yield and total returns and the tax-exempt status of distributions should be considered when comparing a Fund’s yield and total returns to yields and total returns published for other investment companies and other investment vehicles. Yield and total returns should also be considered relative to changes in the value of the Fund’s shares and to the relative risks associated with the investment objectives and policies of the Fund. Yield and total returns may be stated with or without giving effect to any expense limitations in effect for a Fund. For those funds that present yield and total returns reflecting an expense limitation, its yield and total return would have been lower if no limitation were in effect. Yield and total returns will generally be higher for Class A, Class T and Class Y shares than for Class C shares of the same Fund, because of the higher levels of expenses borne by the Class C shares. Because of its lower operating expenses, Class N shares of each Fund can be expected to achieve a higher yield and total return than the same Fund’s Class A, Class C, Class T and Class Y shares.

Each Fund may also present one or more distribution rates for each class in its sales literature. These rates will be determined by annualizing the class’s distributions from net investment income and net short-term capital gain over a recent 12-month, 3-month or 30-day period and dividing that amount by the maximum offering price or the NAV. If the NAV, rather than the maximum offering price, is used to calculate the distribution rate, the rate will be higher.

At any time in the future, yield and total returns may be higher or lower than past yield or total return, and there can be no assurance that any historical results will continue.

Investors in the Funds are specifically advised that share prices, expressed as the NAVs per share, will vary just as yield and total return will vary. An investor’s focus on the yield of a Fund to the exclusion of the consideration of the share price of that Fund may result in the investor’s misunderstanding the total return he or she may derive from the Fund.

Benchmark Comparisons

Performance information for each Fund will be included in the Funds’ Prospectus (in the subsection “Risk/Return Bar Chart and Table” within each Fund Summary), along with the performance of an appropriate benchmark index. Because index comparisons are generally calculated as of the end of each month, index performance information under the “Life of Class” heading in the Prospectus for classes with less than ten years of performance history may not be coincident with the inception date of the class. In such instances, index performance is generally presented from the month-end nearest to the inception date of the class.

THIRD-PARTY INFORMATION

The Prospectuses and this Statement may contain references to third-party copyrights, indexes, and trademarks, each of which is the property of its respective owner. Such owner is not affiliated with Natixis or any of its related or affiliated companies (collectively “Natixis affiliates”) and does not sponsor, endorse or participate in the provision of any Natixis affiliates’ services, funds or other financial products.

The index information contained in the Prospectuses and this Statement is derived from third parties and is provided on an “as is” basis. The user of this information assumes the entire risk of use of this information. Each of the third-party entities involved in compiling, computing or creating index information, disclaims all warranties (including, without limitation, any warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to such information.

FINANCIAL STATEMENTS

The financial statements, financial highlights and the reports of the independent registered public accounting firm included in the Funds’ annual reports dated November 30, 2020, are incorporated herein by reference to such reports. The Funds’ annual and semiannual reports are available upon request and without charge. Each Fund will send a single copy of its annual and semiannual report to an address at which more than one shareholder of record with the same last name has indicated that mail is to be delivered. Shareholders may request additional copies of any annual or semiannual report by telephone at 800-225-5478 or by writing to the Funds at: 888 Boylston Street, Suite 800, Boston, MA 02199-8197 or by visiting the Funds’ website at im.natixis.com. The annual and semi-annual reports are also available on line at the SEC’s website at www.sec.gov.

 

119


APPENDIX A

DESCRIPTION OF SECURITIES RATINGS

The Funds make use of average portfolio credit quality standards to assist institutional investors whose own investment guidelines limit their investments accordingly. In determining a Fund’s overall dollar-weighted average quality, unrated securities are treated as if rated, based on the Adviser’s or Subadviser’s view of their comparability to rated securities. A Fund’s use of average quality criteria is intended to be a guide for those investors whose investment guidelines require that assets be invested according to comparable criteria. Reference to an overall average quality rating for a Fund does not mean that all securities held by the Fund will be rated in that category or higher. A Fund’s investments may range in quality from securities rated in the lowest category in which the Fund is permitted to invest to securities rated in the highest category (as rated by S&P Global Ratings, Moody’s Investors Service, Inc. (“Moody’s”) or Fitch Investor Services, Inc. (“Fitch”) or, if unrated, determined by the Adviser or Subadviser to be of comparable quality). The percentage of a Fund’s assets invested in securities in a particular rating category will vary. Following is a description of S&P Global Ratings, Moody’s, and Fitch ratings applicable to fixed-income securities.

S&P Global Ratings—A brief description of the applicable rating symbols of S&P Global Ratings and their meanings (as published by S&P Global Ratings) follows:

Issue Credit Rating

An S&P Global Ratings issue credit rating is a forward-looking opinion about the creditworthiness of an obligor with respect to a specific financial obligation, a specific class of financial obligations, or a specific financial program (including ratings on medium-term note programs and commercial paper programs). It takes into consideration the creditworthiness of guarantors, insurers, or other forms of credit enhancement on the obligation and takes into account the currency in which the obligation is denominated. The opinion reflects S&P Global Ratings’ view of the obligor’s capacity and willingness to meet its financial commitments as they come due, and this opinion may assess terms, such as collateral security and subordination, which could affect ultimate payment in the event of default.

Issue credit ratings can be either long-term or short-term. Short-term issue credit ratings are generally assigned to those obligations considered short-term in the relevant market, typically with an original maturity of no more than 365 days. Short-term issue credit ratings are also used to indicate the creditworthiness of an obligor with respect to put features on long-term obligations. We would typically assign a long-term issue credit rating to an obligation with an original maturity of greater than 365 days. However, the ratings we assign to certain instruments may diverge from these guidelines based on market practices. Medium-term notes are assigned long-term ratings.

Long-Term Issue Credit Ratings*

Issue credit ratings are based, in varying degrees, on S&P Global Ratings’ analysis of the following considerations:

 

   

The likelihood of payment—the capacity and willingness of the obligor to meet its financial commitments on an obligation in accordance with the terms of the obligation;

 

   

The nature and provisions of the financial obligation and the promise we impute; and

 

   

The protection afforded by, and relative position of, the financial obligation in the event of a bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors’ rights.

 

A-1


An issue rating is an assessment of default risk but may incorporate an assessment of relative seniority or ultimate recovery in the event of default. Junior obligations are typically rated lower than senior obligations, to reflect lower priority in bankruptcy, as noted above. (Such differentiation may apply when an entity has both senior and subordinated obligations, secured and unsecured obligations, or operating company and holding company obligations.)

AAA

An obligation rated ‘AAA’ has the highest rating assigned by S&P Global Ratings. The obligor’s capacity to meet its financial commitments on the obligation is extremely strong.

AA

An obligation rated ‘AA’ differs from the highest-rated obligations only to a small degree. The obligor’s capacity to meet its financial commitments on the obligation is very strong.

A

An obligation rated ‘A’ is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories. However, the obligor’s capacity to meet its financial commitments on the obligation is still strong.

BBB

An obligation rated ‘BBB’ exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken the obligor’s capacity to meet its financial commitments on the obligation.

BB, B, CCC, CC, and C

Obligations rated ‘BB’,‘B’,‘CCC’,‘CC’, and ‘C’ are regarded as having significant speculative characteristics. ‘BB’ indicates the least degree of speculation and ‘C’ the highest. While such obligations will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposure to adverse conditions.

BB

An obligation rated ‘BB’ is less vulnerable to nonpayment than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions that could lead to the obligor’s inadequate capacity to meet its financial commitments on the obligation.

B

An obligation rated ‘B’ is more vulnerable to nonpayment than obligations rated ‘BB’, but the obligor currently has the capacity to meet its financial commitments on the obligation. Adverse business, financial, or economic conditions will likely impair the obligor’s capacity or willingness to meet its financial commitments on the obligation.

CCC

An obligation rated ‘CCC’ is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation. In the event of adverse business, financial, or economic conditions, the obligor is not likely to have the capacity to meet its financial commitments on the obligation.

 

A-2


CC

An obligation rated ‘CC’ is currently highly vulnerable to nonpayment. The ‘CC’ rating is used when a default has not yet occurred but S&P Global Ratings expects default to be a virtual certainty, regardless of the anticipated time to default.

C

An obligation rated ‘C’ is currently highly vulnerable to nonpayment, and the obligation is expected to have lower relative seniority or lower ultimate recovery compared with obligations that are rated higher.

D

An obligation rated ‘D’ is in default or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation is lowered to ‘D’ if it is subject to a distressed debt restructuring.

 

*

Ratings from ‘AA’ to ‘CCC’ may be modified by the addition of a plus (+) or minus (–) sign to show relative standing within the rating categories.

Short-Term Issue Credit Ratings

A-1

A short-term obligation rated ‘A-1’ is rated in the highest category by S&P Global Ratings. The obligor’s capacity to meet its financial commitments on the obligation is strong. Within this category, certain obligations are designated with a plus sign (+). This indicates that the obligor’s capacity to meet its financial commitments on these obligations is extremely strong.

A-2

A short-term obligation rated ‘A-2’ is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher rating categories. However, the obligor’s capacity to meet its financial commitments on the obligation is satisfactory.

A-3

A short-term obligation rated ‘A-3’ exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken an obligor’s capacity to meet its financial commitments on the obligation.

B

A short-term obligation rated ‘B’ is regarded as vulnerable and has significant speculative characteristics. The obligor currently has the capacity to meet its financial commitments; however, it faces major ongoing uncertainties that could lead to the obligor’s inadequate capacity to meet its financial commitments.

 

A-3


C

A short-term obligation rated ‘C’ is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation.

D

A short-term obligation rated ‘D’ is in default or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within any stated grace period. However, any stated grace period longer than five business days will be treated as five business days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking of a similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation is lowered to ‘D’ if it is subject to a distressed debt restructuring.

SPUR (S&P Underlying Rating)

A SPUR is an opinion about the stand-alone capacity of an obligor to pay debt service on a credit-enhanced debt issue, without giving effect to the enhancement that applies to it. These ratings are published only at the request of the debt issuer or obligor with the designation SPUR to distinguish them from the credit-enhanced rating that applies to the debt issue. S&P Global Ratings maintains surveillance of an issue with a published SPUR.

Municipal Short-Term Note Ratings

An S&P Global Ratings U.S. municipal note rating reflects S&P Global Ratings’ opinion about the liquidity factors and market access risks unique to the notes. Notes due in three years or less will likely receive a note rating. Notes with an original maturity of more than three years will most likely receive a long-term debt rating. In determining which type of rating, if any, to assign, S&P Global Ratings’ analysis will review the following considerations:

 

   

Amortization schedule—the larger the final maturity relative to other maturities, the more likely it will be treated as a note; and

 

   

Source of payment—the more dependent the issue is on the market for its refinancing, the more likely it will be treated as a note.

SP-1

Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation.

SP-2

Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes.

SP-3

Speculative capacity to pay principal and interest.

 

A-4


D

‘D’ is assigned upon failure to pay the note when due, completion of a distressed debt restructuring, or the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions.

Dual Ratings

Dual ratings may be assigned to debt issues that have a put option or demand feature. The first component of the rating addresses the likelihood of repayment of principal and interest as due, and the second component of the rating addresses only the demand feature. The first component of the rating can relate to either a short-term or long term transaction and accordingly use either short-term or long-term rating symbols. The second component of the rating relates to the put option and is assigned a short-term rating symbol (for example, ‘AAA/A-1+’ or ‘A-1+/A-1’). With U.S. municipal short-term demand debt, the U.S. municipal short-term note rating symbols are used for the first component of the rating (for example, ‘SP-1+/A-1+’).

S&P Global Ratings Disclaimers

The analyses, including ratings, of S&P Global Ratings and its affiliates (together, S&P Global Ratings) are statements of opinion as of the date they are expressed and not statements of fact or recommendations to purchase, hold, or sell any securities or make any investment decisions. S&P Global Ratings assumes no obligation to update any information following publication. Users of ratings or other analyses should not rely on them in making any investment decision. S&P Global Ratings’ opinions and analyses do not address the suitability of any security. S&P Global Ratings does not act as a fiduciary or an investment advisor except where registered as such. While S&P Global Ratings has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no duty of due diligence or independent verification of any information it receives. Ratings and other opinions may be changed, suspended, or withdrawn at any time.

Active Qualifiers

S&P Global Ratings uses the following qualifiers that limit the scope of a rating. The structure of the transaction can require the use of a qualifier such as a ‘p’ qualifier, which indicates the rating addresses the principal portion of the obligation only. A qualifier appears as a suffix and is part of the rating.

Federal deposit insurance limit: ‘L’ qualifier

Ratings qualified with ‘L’ apply only to amounts invested up to federal deposit insurance limits.

Principal: ‘p’ qualifier

This suffix is used for issues in which the credit factors, the terms, or both, that determine the likelihood of receipt of payment of principal are different from the credit factors, terms or both that determine the likelihood of receipt of interest on the obligation. The ‘p’ suffix indicates that the rating addresses the principal portion of the obligation only and that the interest is not rated.

Preliminary ratings: ‘prelim’ qualifier

Preliminary ratings, with the ‘prelim’ suffix, may be assigned to obligors or obligations, including financial programs, in the circumstances described below. Assignment of a final rating is conditional on the receipt by S&P Global Ratings of appropriate documentation. S&P Global Ratings reserves the right not to issue a final rating. Moreover, if a final rating is issued, it may differ from the preliminary rating.

 

   

Preliminary ratings may be assigned to obligations, most commonly structured and project finance issues, pending receipt of final documentation and legal opinions.

 

A-5


   

Preliminary ratings may be assigned to obligations that will likely be issued upon the obligor’s emergence from bankruptcy or similar reorganization, based on late-stage reorganization plans, documentation, and discussions with the obligor. Preliminary ratings may also be assigned to the obligors. These ratings consider the anticipated general credit quality of the reorganized or post-bankruptcy issuer as well as attributes of the anticipated obligation(s).

 

   

Preliminary ratings may be assigned to entities that are being formed or that are in the process of being independently established when, in S&P Global Ratings’ opinion, documentation is close to final. Preliminary ratings may also be assigned to the obligations of these entities.

 

   

Preliminary ratings may be assigned when a previously unrated entity is undergoing a well-formulated restructuring, recapitalization, significant financing, or other transformative event, generally at the point that investor or lender commitments are invited. The preliminary rating may be assigned to the entity and to its proposed obligation(s). These preliminary ratings consider the anticipated general credit quality of the obligor, as well as attributes of the anticipated obligation(s), assuming successful completion of the transformative event. Should the transformative event not occur, S&P Global Ratings would likely withdraw these preliminary ratings.

 

   

A preliminary recovery rating may be assigned to an obligation that has a preliminary issue credit rating.

Termination structures: ‘t’ qualifier

This symbol indicates termination structures that are designed to honor their contracts to full maturity or, should certain events occur, to terminate and cash settle all their contracts before their final maturity date.

Counterparty instrument rating: ‘cir’ qualifier

This symbol indicates a counterparty instrument rating (CIR), which is a forward-looking opinion about the creditworthiness of an issuer in a securitization structure with respect to a specific financial obligation to a counterparty (including interest rate swaps, currency swaps, and liquidity facilities). The CIR is determined on an ultimate payment basis; these opinions do not take into account timeliness of payment.

Inactive Qualifiers

Inactive qualifiers are no longer applied or outstanding.

Contingent upon final documentation: ‘*’ inactive qualifier

This symbol indicated that the rating was contingent upon S&P Global Ratings’ receipt of an executed copy of the escrow agreement or closing documentation confirming investments and cash flows. Discontinued use in August 1998.

Termination of obligation to tender: ‘c’ inactive qualifier

This qualifier was used to provide additional information to investors that the bank may terminate its obligation to purchase tendered bonds if the long-term credit rating of the issuer was lowered to below an investment-grade level and/or the issuer’s bonds were deemed taxable. Discontinued use in January 2001.

U.S. direct government securities: ‘G’ inactive qualifier

The letter ‘G’ followed the rating symbol when a fund’s portfolio consisted primarily of direct U.S. government securities.

Public information ratings: ‘pi’ qualifier

This qualifier was used to indicate ratings that were based on an analysis of an issuer’s published financial information, as well as additional information in the public domain. Such ratings did not, however, reflect in-depth meetings with an issuer’s management and therefore could have been based on less comprehensive information than ratings without a ‘pi’ suffix. Discontinued use as of December 2014 and as of August 2015 for Lloyd’s Syndicate Assessments.

 

A-6


Provisional ratings: ‘pr’ inactive qualifier

The letters ‘pr’ indicate that the rating was provisional. A provisional rating assumed the successful completion of a project financed by the debt being rated and indicates that payment of debt service requirements was largely or entirely dependent upon the successful, timely completion of the project. This rating, however, while addressing credit quality subsequent to completion of the project, made no comment on the likelihood of or the risk of default upon failure of such completion.

Quantitative analysis of public information: ‘q’ inactive qualifier

A ‘q’ subscript indicates that the rating is based solely on quantitative analysis of publicly available information. Discontinued use in April 2001.

Extraordinary risks: ‘r’ inactive qualifier

The ‘r’ modifier was assigned to securities containing extraordinary risks, particularly market risks, that are not covered in the credit rating. The absence of an ‘r’ modifier should not be taken as an indication that an obligation would not exhibit extraordinary non-credit-related risks. S&P Global Ratings discontinued the use of the ‘r’ modifier for most obligations in June 2000 and for the balance of obligations (mainly structured finance transactions) in November 2002.

Local Currency and Foreign Currency Ratings

S&P Global Ratings issuer credit ratings make a distinction between foreign currency ratings and local currency ratings. A foreign currency rating on an issuer can differ from the local currency rating on it when the obligor has a different capacity to meet its obligations denominated in its local currency versus obligations denominated in a foreign currency.

Moody’s Investors Service, Inc.—A brief description of the applicable Moody’s rating symbols and their meanings (as published by Moody’s) follows:

Moody’s Global Rating Scales

Ratings assigned on Moody’s global long-term and short-term rating scales are forward-looking opinions of the relative credit risks of financial obligations issued by non-financial corporates, financial institutions, structured finance vehicles, project finance vehicles, and public sector entities. Moody’s defines credit risk as the risk that an entity may not meet its contractual financial obligations as they come due and any estimated financial loss in the event of default or impairment. The contractual financial obligations addressed by Moody’s ratings are those that call for, without regard to enforceability, the payment of an ascertainable amount, which may vary based upon standard sources of variation (e.g., floating interest rates), by an ascertainable date. Moody’s rating addresses the issuer’s ability to obtain cash sufficient to service the obligation, and its willingness to pay. Moody’s ratings do not address non-standard sources of variation in the amount of the principal obligation (e.g., equity indexed), absent an express statement to the contrary in a press release accompanying an initial rating. Long-term ratings are assigned to issuers or obligations with an original maturity of one year or more and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment. Short-term ratings are assigned for obligations with an original maturity of thirteen months or less and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment. Moody’s issues ratings at the issuer level and instrument level on both the long-term scale and the short-term scale. Typically, ratings are made publicly available although private and unpublished ratings may also be assigned.

Moody’s differentiates structured finance ratings from fundamental ratings (i.e., ratings on nonfinancial corporate, financial institution, and public sector entities) on the global long-term scale by adding (sf ) to all structured finance ratings. The addition of (sf ) to structured finance ratings should eliminate any presumption that such ratings and fundamental ratings at the same letter grade level will behave the same. The (sf ) indicator

 

A-7


for structured finance security ratings indicates that otherwise similarly rated structured finance and fundamental securities may have different risk characteristics. Through its current methodologies, however, Moody’s aspires to achieve broad expected equivalence in structured finance and fundamental rating performance when measured over a long period of time.

Global Long-Term Rating Scale

Aaa

Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.

Aa

Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.

A

Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.

Baa

Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics.

Ba

Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.

B

Obligations rated B are considered speculative and are subject to high credit risk.

Caa

Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk.

Ca

Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.

C

Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of principal or interest.

Note: Moody’s appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category. Additionally, a “(hyb)” indicator is appended to all ratings of hybrid securities issued by banks, insurers, finance companies, and securities firms.

 

A-8


Issuer Ratings

Issuer Ratings are opinions of the ability of entities to honor senior unsecured debt and debt like obligations. As such, Issuer Ratings incorporate any external support that is expected to apply to all current and future issuance of senior unsecured financial obligations and contracts, such as explicit support stemming from a guarantee of all senior unsecured financial obligations and contracts, and/or implicit support for issuers subject to joint default analysis (e.g. banks and government-related issuers). Issuer Ratings do not incorporate support arrangements, such as guarantees, that apply only to specific (but not to all) senior unsecured financial obligations and contracts. While Issuer Ratings reflect the risk that debt and debt-like claims are not serviced on a timely basis, they do not reflect the risk that a contract or other non-debt obligation will be subjected to commercial disputes. Additionally, while an issuer may have senior unsecured obligations held by both supranational institutions and central banks (e.g., IMF, European Central Bank), as well as other investors, Issuer Ratings reflect only the risks faced by other investors.

Long-Term and Short-Term Obligation Ratings

Moody’s assigns ratings to long-term and short-term financial obligations. Long-term ratings are assigned to issuers or obligations with an original maturity of one year or more and reflect both on the likelihood of a default on contractually promised payments and the expected financial loss suffered in the event of default. Short-term ratings are assigned to obligations with an original maturity of thirteen months or less and reflect both on the likelihood of a default on contractually promised payments and the expected financial loss suffered in the event of default.

Medium-Term Note Program Ratings

Moody’s assigns provisional ratings to medium-term note (MTN) programs and definitive ratings to the individual debt securities issued from them (referred to as drawdowns or notes).

MTN program ratings are intended to reflect the ratings likely to be assigned to drawdowns issued from the program with the specified priority of claim (e.g. senior or subordinated). To capture the contingent nature of a program rating, Moody’s assigns provisional ratings to MTN programs. A provisional rating is denoted by a (P) in front of the rating and is defined elsewhere in this document.

The rating assigned to a drawdown from a rated MTN or bank/deposit note program is definitive in nature, and may differ from the program rating if the drawdown is exposed to additional credit risks besides the issuer’s default, such as links to the defaults of other issuers, or has other structural features that warrant a different rating. In some circumstances, no rating may be assigned to a drawdown.

Moody’s encourages market participants to contact Moody’s Ratings Desks or visit moodys.com directly if they have questions regarding ratings for specific notes issued under a medium-term note program. Unrated notes issued under an MTN program may be assigned an NR (not rated) symbol.

Global Short-Term Rating Scale

P-1

Ratings of Prime-1 reflect a superior ability to repay short-term obligations.

P-2

Ratings of Prime-2 reflect a strong ability to repay short-term obligations.

P-3

Ratings of Prime-3 reflect an acceptable ability to repay short-term obligations.

NP

Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.

 

A-9


Short-Term Issuer Ratings

Not included in Moody’s current definitions.

Fitch Investor Services, Inc. – A brief description of the applicable rating symbols of Fitch and their meanings (as published by Fitch) follows:

About Ratings and Rating Scales

Fitch Ratings publishes opinions on a variety of scales. The most common of these are credit ratings, but the agency also publishes ratings, scores and other relative opinions relating to financial or operational strength. For example, Fitch also provides specialized ratings of servicers of residential and commercial mortgages, asset managers and funds. In each case, users should refer to the definitions of each individual scale for guidance on the dimensions of risk covered in each assessment.

Fitch’s credit ratings relating to issuers are an opinion on the relative ability of an entity to meet financial commitments, such as interest, preferred dividends, repayment of principal, insurance claims or counterparty obligations. Credit ratings relating to securities and obligations of an issuer can include a recovery expectation. (please see section Specific Limitations Relating to Credit Rating Scales for details). Credit ratings are used by investors as indications of the likelihood of receiving the money owed to them in accordance with the terms on which they invested. The agency’s credit ratings cover the global spectrum of corporate, sovereign financial, bank, insurance, and public finance entities (including supranational and sub-national entities) and the securities or other obligations they issue, as well as structured finance securities backed by receivables or other financial assets.

The terms “investment grade” and “speculative grade” have established themselves over time as shorthand to describe the categories ‘AAA’ to ‘BBB’ (investment grade) and ‘BB’ to ‘D’ (speculative grade). The terms investment grade and speculative grade are market conventions and do not imply any recommendation or endorsement of a specific security for investment purposes. Investment grade categories indicate relatively low to moderate credit risk, while ratings in the speculative categories either signal a higher level of credit risk or that a default has already occurred.

For the convenience of investors, Fitch may also include issues relating to a rated issuer that are not and have not been rated on its web page. Such issues are also denoted as ‘NR’.

Credit ratings express risk in relative rank order, which is to say they are ordinal measures of credit risk and are not predictive of a specific frequency of default or loss. For information about the historical performance of ratings please refer to Fitch’s Ratings Transition and Default studies which detail the historical default rates and their meaning. The European Securities and Markets Authority also maintains a central repository of historical default rates.

Fitch’s credit ratings do not directly address any risk other than credit risk. In particular, ratings do not deal with the risk of a market value loss on a rated security due to changes in interest rates, liquidity and other market considerations. However, in terms of payment obligation on the rated liability, market risk may be considered to the extent that it influences the ability of an issuer to pay upon a commitment. Ratings nonetheless do not reflect market risk to the extent that they influence the size or other conditionality of the obligation to pay upon a commitment (for example, in the case of index-linked bonds).

In the default components of ratings assigned to individual obligations or instruments, the agency typically rates to the likelihood of non-payment or default in accordance with the terms of that instrument’s documentation. In limited cases, Fitch may include additional considerations (i.e. rate to a higher or lower standard than that implied in the obligation’s documentation).

The primary credit rating scales can be used to provide a rating of privately issued obligations or certain note issuance programs or for private ratings. In this case the rating is not published, but only provided to the issuer or its agents in the form of a rating letter.

 

A-10


The primary credit rating scales may also be used to provide ratings for a more narrow scope, including interest strips and return of principal or in other forms of opinions such as Credit Opinions or Rating Assessment Services. Credit Opinions are either a notch- or category-specific view using the primary rating scale and omit one or more characteristics of a full rating or meet them to a different standard. Credit Opinions will be indicated using a lower case letter symbol combined with either an ‘*’ (e.g. ‘bbb+*’) or (cat) suffix to denote the opinion status. Credit Opinions will be point-in-time typically but may be monitored if the analytical group believes information will be sufficiently available. Rating Assessment Services are a notch-specific view using the primary rating scale of how an existing or potential rating may be changed by a given set of hypothetical circumstances. While Credit Opinions and Rating Assessment Services are point-in-time and are not monitored, they may have a directional Watch or Outlook assigned, which can signify the trajectory of the credit profile.

Issuer Default Ratings

Rated entities in a number of sectors, including financial and non-financial corporations, sovereigns, insurance companies and certain sectors within public finance, are generally assigned Issuer Default Ratings (IDRs). IDRs are also assigned to certain entities or enterprises in global infrastructure, project finance and public finance. IDRs opine on an entity’s relative vulnerability to default (including by way of a distressed debt exchange) on financial obligations. The threshold default risk addressed by the IDR is generally that of the financial obligations whose non-payment would best reflect the uncured failure of that entity. As such, IDRs also address relative vulnerability to bankruptcy, administrative receivership or similar concepts.

In aggregate, IDRs provide an ordinal ranking of issuers based on the agency’s view of their relative vulnerability to default, rather than a prediction of a specific percentage likelihood of default.

AAA

Highest credit quality. ‘AAA’ ratings denote the lowest expectation of default risk. They are assigned only in cases of exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected by foreseeable events.

AA

Very high credit quality. ‘AA’ ratings denote expectations of very low default risk. They indicate very strong capacity for payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events.

A

High credit quality. ‘A’ ratings denote expectations of low default risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is the case for higher ratings.

BBB

Good credit quality. ‘BBB’ ratings indicate that expectations of default risk are currently low. The capacity for payment of financial commitments is considered adequate but adverse business or economic conditions are more likely to impair this capacity.

BB

Speculative. ‘BB’ ratings indicate an elevated vulnerability to default risk, particularly in the event of adverse changes in business or economic conditions over time; however, business or financial flexibility exists that supports the servicing of financial commitments.

 

A-11


B

Highly speculative. ‘B’ ratings indicate that material default risk is present, but a limited margin of safety remains. Financial commitments are currently being met; however, capacity for continued payment is vulnerable to deterioration in the business and economic environment.

CCC

Substantial credit risk. Default is a real possibility.

CC

Very high levels of credit risk. Default of some kind appears probable.

C

Near default. A default or default-like process has begun, or the issuer is in standstill, or for a closed funding vehicle, payment capacity is irrevocably impaired. Conditions that are indicative of a ‘C’ category rating for an issuer include:

 

  a.

the issuer has entered into a grace or cure period following non-payment of a material financial obligation;

 

  b.

the issuer has entered into a temporary negotiated waiver or standstill agreement following a payment default on a material financial obligation;

 

  c.

the formal announcement by the issuer or their agent of a distressed debt exchange;

 

  d.

a closed financing vehicle where payment capacity is irrevocably impaired such that it is not expected to pay interest and/or principal in full during the life of the transaction, but where no payment default is imminent.

RD:

Restricted default.

‘RD’ ratings indicate an issuer that in Fitch’s opinion has experienced:

 

  a.

an uncured payment default or distressed debt exchange on a bond, loan or other material financial obligation, but

 

  b.

has not entered into bankruptcy filings, administration, receivership, liquidation, or other formal winding-up procedure, and

 

  c.

has not otherwise ceased operating.

This would include:

 

  i.

the selective payment default on a specific class or currency of debt;

 

  ii.

the uncured expiry of any applicable grace period, cure period or default forbearance period following a    payment default on a bank loan, capital markets security or other material financial obligation;

 

A-12


  iii.

the extension of multiple waivers or forbearance periods upon a payment default on one or more material financial obligations, either in series or in parallel;

 

  iv.

ordinary execution of a distressed debt exchange on one or more material financial obligations.

D

Default. ‘D’ ratings indicate an issuer that in Fitch’s opinion has entered into bankruptcy filings, administration, receivership, liquidation or other formal winding-up procedure or that has otherwise ceased business.

Default ratings are not assigned prospectively to entities or their obligations; within this context, non-payment on an instrument that contains a deferral feature or grace period will generally not be considered a default until after the expiration of the deferral or grace period, unless a default is otherwise driven by bankruptcy or other similar circumstance, or by a distressed debt exchange.

In all cases, the assignment of a default rating reflects the agency’s opinion as to the most appropriate rating category consistent with the rest of its universe of ratings and may differ from the definition of default under the terms of an issuer’s financial obligations or local commercial practice.

Specific Limitations Relevant to Ratings Assigned Using the Primary Credit Rating Scale, Bank Viability Ratings and Bank Support Ratings

The following specific limitations relate to issuer default scales, ratings assigned to corporate finance obligations, ratings assigned to public finance obligations, ratings assigned to structured finance transactions, ratings assigned to global infrastructure and project finance transactions, ratings assigned for banks (Viability Ratings, Support Ratings, Support Floors), derivative counterparty ratings and insurer financial strength ratings:

 

   

The ratings do not predict a specific percentage of default likelihood or failure likelihood over any given time period.

 

   

The ratings do not opine on the market value of any issuer’s securities or stock, or the likelihood that this value may change.

 

   

The ratings do not opine on the liquidity of the issuer’s securities or stock.

 

   

The ratings do not opine on the possible loss severity on an obligation should an issuer (or an obligation with respect to structured finance transactions) default, except in the following cases:

 

   

Ratings assigned to individual obligations of issuers in corporate finance, banks, non-bank financial institutions, insurance and covered bonds.

 

   

In limited circumstances for U.S. public finance obligations where Chapter 9 of the Bankruptcy Code provides reliably superior prospects for ultimate recovery to local government obligations that benefit from a statutory lien on revenues or during the pendency of a bankruptcy proceeding under the Code if there is sufficient visibility on potential recovery prospects.

 

   

The ratings do not opine on the suitability of an issuer as a counterparty to trade credit.

 

   

The ratings do not opine on any quality related to an issuer’s business, operational or financial profile other than the agency’s opinion on its relative vulnerability to default or in the case of bank Viability Ratings on its relative vulnerability to failure. For the avoidance of doubt, not all defaults will be considered a default for rating purposes. Typically, a default relates to a liability payable to an unaffiliated, outside investor.

 

   

The ratings do not opine on any quality related to a transaction’s profile other than the agency’s opinion on the relative vulnerability to default of an issuer and/or of each rated tranche or security.

 

   

The ratings do not predict a specific percentage of extraordinary support likelihood over any given period.

 

A-13


   

In the case of bank Support Ratings and Support Rating Floors, the ratings do not opine on any quality related to an issuer’s business, operational or financial profile other than the agency’s opinion on its relative likelihood of receiving external extraordinary support.

The ratings do not opine on the suitability of any security for investment or any other purposes.

Short-Term Ratings Assigned to Issuers and Obligations

A short-term issuer or obligation rating is based in all cases on the short-term vulnerability to default of the rated entity and relates to the capacity to meet financial obligations in accordance with the documentation governing the relevant obligation. Short-Term deposit ratings may be adjusted for loss severity. Short-term Ratings are assigned to obligations whose initial maturity is viewed as “short term” based on market convention. Typically, this means up to 13 months for corporate, sovereign, and structured obligations and up to 36 months for obligations in U.S. public finance markets.

F1

Highest Short-Term Credit Quality. Indicates the strongest intrinsic capacity for timely payment of financial commitments; may have an added “+” to denote any exceptionally strong credit feature.

F2

Good Short-Term Credit Quality. Good intrinsic capacity for timely payment of financial commitments.

F3

Fair Short-Term Credit Quality. The intrinsic capacity for timely payment of financial commitments is adequate.

B

Speculative Short-Term Credit Quality. Minimal capacity for timely payment of financial commitments, plus heightened vulnerability to near term adverse changes in financial and economic conditions.

C

High Short-Term Default Risk. Default is a real possibility.

RD

Restricted Default. Indicates an entity that has defaulted on one or more of its financial commitments, although it continues to meet other financial obligations. Typically applicable to entity ratings only.

D

Default. Indicates a broad-based default event for an entity, or the default of a short-term obligation.

Rating Actions

Assignment (New Rating)*:

A rating has been assigned to a previously unrated issuer or issue.

Publication (Publish)*:

Initial public announcement of a rating on the agency’s website, although not necessarily the first rating assigned. This action denotes when a previously private rating is published. In cases where the publication coincides with a rating change, Fitch will only publish the changed rating. The rating history during the time when the rating was private will not be published.

 

A-14


Affirmations*:

The rating has been reviewed with no change in rating. Ratings affirmations may also include an affirmation of, or change to, an Outlook when an Outlook is used.

Upgrade*:

The rating has been raised in the scale.

Downgrade*:

The rating has been lowered in the scale.

Reviewed No Action*:

The rating has been reviewed with no change in rating. Such action will be published on the agency’s website, but a rating action commentary will not be issued. This rating action is only available for routine structured finance and U.S. public finance surveillance activities and large portfolio/sector reviews in other groups. This is not applicable to ratings or rating modifiers that have changed (including Rating Watch, Rating Outlook or Recovery Ratings).

Matured*/Paid-In-Full:

a. ‘Matured’ – Denoted as ‘NR’. This action is used when an issue has reached its redemption date and rating coverage is discontinued. This indicates that a previously rated issue has been repaid, but other issues of the same program (rated or unrated) may remain outstanding. For the convenience of investors, Fitch may also include issues relating to a rated issuer or transaction that are not and have not been rated on its section of the web page relating to the respective issuer or transaction. Such issues will also be denoted ‘NR’.

b. ‘Paid-In-Full’ – Denoted as ‘PIF’. This action indicates that an issue has been paid in full.    In covered bonds, PIF is only used when all issues of a program have been repaid.

Pre-refunded*:

Assigned to certain long-term U.S. public finance issues after Fitch assesses refunding escrow.

Withdrawn*:

The rating has been withdrawn and the issue or issuer is no longer rated by Fitch. Withdrawals may occur for one or several of the following reasons:

 

   

Incorrect or insufficient information.

 

   

Bankruptcy of the rated entity, debt restructuring or default.

 

   

Reorganization of rated entity (e.g. merger or acquisition of rated entity or rated entity no longer exists).

 

   

The debt instrument was taken private.

 

   

Withdrawal of a guarantor rating.

 

   

An Expected Rating that is no longer expected to convert to a Final Rating.

 

   

Criteria or policy change.

 

   

Bonds were pre-refunded, repaid early (off schedule), or canceled. This includes cases where the issuer has no debt outstanding and is no longer issuing debt.

 

   

Ratings are no longer considered relevant to the agency’s coverage.

 

   

Commercial reasons.

 

   

Other reasons.

When a public rating is withdrawn, Fitch will issue a Rating Action Commentary that details the current rating and Outlook or Watch status (if applicable), a statement that the rating is withdrawn and the reason for the withdrawal.

Withdrawals cannot be used to forestall a rating action. Every effort is therefore made to ensure that the rating opinion upon withdrawal reflects an updated view. Where significant elements of uncertainty remain (for example, a rating for an entity subject to a takeover bid) or where information is otherwise insufficient to support a revised opinion, the agency attempts when possible to indicate in the withdrawal disclosure the likely direction and scale of any rating movement had coverage been maintained.

 

A-15


Ratings that have been withdrawn will be indicated by the symbol ‘WD’.

Rating Modifier Actions

Modifiers include Rating Outlooks and Rating Watches.

Outlook Revision:

Outlook revisions (e.g. to Rating Outlook Stable from Rating Outlook Positive) are used to indicate changes in the ratings trend. In structured finance transactions, the Outlook may be revised independently of a full review of the underlying rating.

An Outlook revision may also be used when a series of potential event risks has been identified, none of which individually warrants a Rating Watch but which cumulatively indicate heightened probability of a rating change over the following one to two years.

A revision to the Outlook may also be appropriate where a specific event has been identified that could lead to a change in ratings, but where the conditions and implications of that event are largely unclear and subject to high execution risk over a one- to two-year period.

Rating Watch On*:

The issue or issuer has been placed on active Rating Watch status.

Rating Watch Maintained*:

The issue or issuer has been reviewed and remains on active Rating Watch status.

Rating Watch Revision*:

Rating Watch status has changed.

Support Floor Rating Revision:

Applicable only to Support Ratings related to financial institutions, which are amended only with this action.

Under Review:

Applicable to ratings that may undergo a change in scale not related to changes in fundamental credit quality. Final action will be “Revision Rating”.

 

*

A rating action must be recorded for each rating in a required cycle to be considered compliant with Fitch policy concerning aging of ratings. Not all Ratings or Data Actions, or changes in rating modifiers, will meet this requirement. Actions that meet this requirement are noted with an * in the definitions.

XAL33-0421

 

A-16


Registration Nos. 002-11101

811-00242

NATIXIS FUNDS TRUST II

PART C

OTHER INFORMATION

Item 28. Exhibits

 

(a)          Articles of Incorporation.
   (1)       Natixis Funds Trust II (“the Registrant”) Fourth Amended and Restated Agreement and Declaration of Trust dated June 2, 2005 (the “Agreement and Declaration”) is incorporated by reference to exhibit (a)(1) to Post-Effective Amendment (“PEA”) No. 128 to the initial registration statement (“Registration Statement”) filed on January 30, 2006.
   (2)       Amendment No. 1 dated June 1, 2007 to the Agreement and Declaration is incorporated by reference to exhibit (a)(2) to PEA No. 132 to the Registration Statement filed on January 28, 2008.
   (3)       Amendment No. 2 dated September 15, 2017 to the Agreement and Declaration is incorporated by reference to exhibit (a)(3) to PEA No. 218 to the Registration Statement filed on March 29, 2018.
   (4)       Memorandum and Articles of Association of ASG Global Alternatives Cayman Fund Ltd. (the “Global Alternatives Commodity Subsidiary”) dated August 11, 2008 is incorporated by reference to exhibit (a)(3) to PEA No. 138 filed on September 29, 2008.
   (5)       Memorandum and Articles of Association of ASG Managed Futures Strategy Cayman Fund Ltd. (the “Managed Futures Strategy Commodity Subsidiary”) dated June 24, 2010 is incorporated by reference to exhibit (a)(5) to PEA No. 150 filed on July 29, 2010.
(b)          By-Laws.
   (1)       The Registrant’s Amended and Restated By-Laws dated September 23, 2008 (the “By-Laws”) are incorporated by reference to exhibit (b)(1) to PEA No. 140 to the Registration Statement filed on December 1, 2008.
(c)          Instruments Defining Rights of Security Holders.
   (1)       Rights of shareholders as described in Article III, Section 6 and Article V of the Registrant’s Agreement and Declaration is incorporated by reference to exhibit (a)(1) to PEA No. 128 to the Registration Statement filed on January 30, 2006.

 

1


(d)            Investment Advisory Contracts.
   (1)    (i)      Advisory Agreement dated October 30, 2000 between the Registrant, on behalf of Natixis Oakmark Fund (formerly, Nvest Growth and Income Fund), and Natixis Advisors, L.P. (“Natixis Advisors”) is incorporated by reference to exhibit (d)(1)(i) to PEA No. 114 to the Registration Statement filed on February 27, 2001.
      (ii)      Advisory Agreement dated September 30, 2008 between the Registrant, on behalf of AlphaSimplex Global Alternatives Fund (fornerly, ASG Global Alternatives Fund), and AlphaSimplex Group, LLC (“AlphaSimplex”) is incorporated by reference to exhibit (d)(1)(iii) to PEA No. 140 to the Registration Statement filed on December 1, 2008.
      (iii)      Addendum dated July 1, 2012 to the Advisory Agreement dated September 30, 2008 between the Registrant, on behalf of AlphaSimplex Global Alternatives Fund, and AlphaSimplex is incorporated by reference to exhibit (d)(1)(iii) to PEA No. 172 to the Registration Statement filed on January 24, 2013.
      (iv)      Addendum dated July 1, 2020 to the Advisory Agreement dated September 30, 2008 between the Registrant, on behalf of AlphaSimplex Global Alternatives Fund and AlphaSimplex is incorporatetd by reference to exhibit d(1)(iv) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
      (v)      Advisory Agreement dated October 31, 2008 between the Registrant, on behalf of Vaughan Nelson Mid Cap Fund (formerly, Vaughan Nelson Value Opportunity Fund), and Natixis Advisors is incorporated by reference to exhibit (d)(1)(iv) to PEA No. 139 to the Registration Statement filed on October 30, 2008.
      (vi)      Addendum dated July 1, 2015 to the Advisory Agreement dated October 31, 2008 between the Registrant, on behalf of Vaughn Nelson Mid Cap Fund, and Natixis Advisors is incorporated by reference to exhibit (d)(1)(v) to PEA No. 204 to the Registration Statement filed on January 15, 2016.
      (vii)      Advisory Agreement dated November 27, 2008 between the Global Alternatives Commodity Subsidiary and AlphaSimplex is incorporated by reference to exhibit (d)(1)(v) to PEA No. 141 to the Registration Statement filed on April 30, 2009.
      (viii)      Advisory Agreement dated July 28, 2010 between the Registrant, on behalf of AlphaSimplex Managed Futures Strategy Fund (formerly, ASG Managed Futures Strategy Fund) and AlphaSimplex is incorporated by reference to exhibit (d)(1)(vii) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
      (ix)      Addendum dated July 1, 2015 to the Advisory Agreement dated July 28, 2010 between the Registrant, on behalf of the AlphaSimplex Managed Futures Strategy Fund, and Natixis Advisors is incorporated by reference to exhibit (d)(1)(viii) to PEA No. 204 to the Registration Statement filed on January 15, 2016.

 

2


      (x)      Advisory Agreement dated July 28, 2010 between the Managed Futures Strategy Commodity Subsidiary and AlphaSimplex is incorporated by reference to exhibit (d)(1)(viii) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
      (xi)      Advisory Agreement dated December 14, 2010 between the Registrant, on behalf of Loomis Sayles Strategic Alpha Fund and Loomis, Sayles & Company, L.P. (“Loomis Sayles”) is incorporated by reference to exhibit (d)(1)(xii) to PEA No. 153 to the Registration Statement filed on December 14, 2010.
      (xii)      Addendum dated July 1, 2017 to the Advisory Agreement dated December 14, 2010 between the Registrant, on behalf of Loomis Sayles Strategic Alpha Fund, and Loomis Sayles is incorporated by reference to exhibit (d)(1)(xi) to PEA No. 218 to the Registration Statement filed on March 29, 2018.
      (xiii)      Advisory Agreement dated September 16, 2011 between the Registrant, on behalf of Loomis Sayles Senior Floating Rate and Fixed Income Fund and Loomis Sayles is incorporated by reference to exhibit (d)(1)(xv) to PEA No. 158 to the Registration Statement filed on September 29, 2011.
      (xiv)      Advisory Agreement dated June 29, 2012 between the Registrant, on behalf of Vaughan Nelson Select Fund and Natixis Advisors is incorporated by reference to exhibit (d)(1)(xvi) to PEA No. 167 to the Registration Statement filed on June 28, 2012.
      (xv)      Advisory Agreement dated November 16, 2012 between the Registrant, on behalf of Loomis Sayles Intermediate Municipal Bond Fund (formerly, McDonnell Intermediate Municipal Bond Fund) and Natixis Advisors is incorporated by reference to exhibit (d)(1)(xvii) to PEA No. 170 to the Registration Statement filed on December 28, 2012.
      (xvi)      Advisory Agreement dated March 31, 2016 between the Registrant, on behalf of Loomis Sayles Global Growth Fund and Loomis Sayles is incorporated by reference to exhibit (d)(1)(xxi) to PEA No. 206 filed on March 30, 2016.
      (xvii)      Addendum dated December 15, 2020 to the Advisory Agreement dated March 31, 2016 between the Registrant, on behalf of Loomis Sayles Global Growth Fund and Loomis Sayles is incorporatetd by reference to exhibit d(1)(xvii) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
   (2)    (i)      Sub-Advisory Agreement dated October 29, 2002 among the Registrant, on behalf of Natixis Oakmark Fund (formerly, CDC Nvest Growth and Income Fund), Natixis Advisors, and Harris Associates L.P. (“Harris Associates”) is incorporated by reference to exhibit (d)(2)(i) to PEA No. 118 to the Registration Statement filed on February 28, 2003.

 

3


      (ii)      Amendment dated February 28, 2014 to Sub-Advisory Agreement dated October 29, 2002 among the Registrant, on behalf of Natixis Oakmark Fund, Natixis Advisors, and Harris Associates is incorporated by reference to exhibit (d)(2)(ii) to PEA No. 194 to the Registration Statement filed on November 26, 2014.
      (iii)      Sub-Advisory Agreement dated October 31, 2008 among the Registrant on behalf of Vaughan Nelson Mid Cap Fund, Natixis Advisors and Vaughan Nelson Investment Management, L.P. (“Vaughan Nelson”) is incorporated by reference to exhibit (d)(2)(iv) to PEA No. 139 to the Registration Statement filed on October 30, 2008.
      (iv)      Amendment dated July 1, 2015 to the Sub-Advisory Agreement dated October 31, 2008 among the Registrant, on behalf of Vaughan Nelson Mid Cap Fund, Natixis Advisors and Vaughan Nelson is incorporated by reference to exhibit (d)(2)(iv) to PEA No. 204 to the Registration Statement filed on January 15, 2016.
      (v)      Sub-Advisory Agreement dated June 29, 2012 among the Registrant, on behalf of Vaughan Nelson Select Fund, Natixis Advisors and Vaughan Nelson is incorporated by reference to exhibit (d)(2)(xi) to PEA No. 167 to the Registration Statement filed on June 28, 2012.
      (vi)      Amendment dated September 12, 2019 to the Sub-Advisory Agreement dated June 29, 2012 among the Registrant, on behalf of Vaughan Nelson Select Fund, Natixis Advisors, and Vaughan Nelson Investment Management, L.P. is incorporated by reference to exhibit (d)(2)(vi) to PEA No. 227 to the Registration Statement filed on March 2, 2020.
      (vii)      Sub-Advisory Agreement dated June 30, 2019 among the Registrant, on behalf of Loomis Sayles Intermediate Municipal Bond Fund, Natixis Advisors and Loomis Sayles is incorporated by reference to exhibit (d)(2)(vii) to PEA No. 227 to the Registration Statement filed on March 2, 2020.
(e)            Underwriting Contracts.
   (1)         Distribution Agreement dated March 3, 2003 between the Registrant, on behalf of Natixis Oakmark Fund (formerly, CDC Nvest Growth and Income Fund), and Natixis Distribution, L.P. (“Natixis Distribution”) is incorporated by reference to exhibit (e)(1) to PEA No. 119 to the Registration Statement filed on April 29, 2003.
   (2)         Distribution Agreement dated September 30, 2008 between the Registrant, on behalf of AlphaSimplex Global Alternatives Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(4) to PEA No. 140 to the Registration Statement filed on December 1, 2008.

 

4


   (3)         Distribution Agreement dated October 31, 2008 between the Registrant, on behalf of Vaughan Nelson Mid Cap Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(5) to PEA No. 139 to the Registration Statement filed on October 30, 2008.
   (4)         Distribution Agreement dated July 28, 2010 between the Registrant, on behalf of AlphaSimplex Managed Futures Strategy Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(5) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
   (5)         Distribution Agreement dated December 14, 2010 between the Registrant, on behalf of Loomis Sayles Strategic Alpha Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(8) to PEA No. 153 to the Registration Statement filed on December 14, 2010.
   (6)         Distribution Agreement dated September 30, 2011 between the Registrant, on behalf of Loomis Sayles Senior Floating Rate and Fixed Income Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(10) to PEA No. 158 to the Registration Statement filed on September 29, 2011.
   (7)         Distribution Agreement dated June 29, 2012 between the Registrant, on behalf of Vaughan Nelson Select Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(11) to PEA No. 167 to the Registration Statement filed on June 28, 2012.
   (8)         Distribution Agreement dated December 31, 2012 between the Registrant, on behalf of Loomis Sayles Intermediate Municipal Bond Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(12) to PEA No. 170 to the Registration Statement filed on December 28, 2012.
   (9)         Distribution Agreement dated March 31, 2016 between the Registrant, on behalf of Loomis Sayles Global Growth Fund, and Natixis Distribution is incorporated by reference to exhibit (e)(15) to PEA No. 206 to the Registration Statement filed on March 30, 2016.
   (10)         Form of Dealer Agreement used by Natixis Distribution, L.P. is filed herewith.
(f)            Bonus or Profit Sharing Contracts.
           Not applicable.
(g)            Custodian Agreements.
   (1)         Master Custodian Agreement dated September 1, 2005 among the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and State Street Bank and Trust Company (“State Street”) is incorporated by reference to exhibit (g)(1) to PEA No. 128 to the Registration Statement filed on January 30, 2006.
   (2)         Amendment No. 1 dated September 15, 2006 to Master Custodian Agreement dated September 1, 2005 among the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and State Street is incorporated by reference to exhibit (g)(2) to PEA No. 130 to the Registration Statement filed on January 26, 2007.

 

5


   (3)         Custody Services Agreement dated November 27, 2008 between the Global Alternatives Commodity Subsidiary and State Street is incorporated by reference to exhibit (g)(3) to PEA No. 141 to the Registration Statement filed on April 30, 2009.
   (4)         Custody Services Agreement dated July 28, 2010 between the Managed Futures Strategy Commodity Subsidiary and State Street is incorporated by reference to exhibit (g)(5) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
   (5)         Amendment to Master Custody Agreement dated October 14, 2016 by and among the Registrant, on behalf of its Series, Gateway Trust, Loomis Sayles Funds II, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Natixis ETF Trust and State Street Bank and Trust Company is incorporated by reference to exhibit (g)(5) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
(h)            Other Material Contracts.
   (1)    (i)      Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and DST Asset Manager Solutions, Inc. (formerly, Boston Financial Data Services, Inc.) (“DST”) is incorporated by reference to exhibit (h)(1)(i) to PEA No. 128 to the Registration Statement filed on January 30, 2006.
      (ii)      Amendment dated February 15, 2008 to Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(ii) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (iii)      Amendment dated October 1, 2008 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(iii) to PEA No. 139 to the Registration Statement filed on October 30, 2008.
      (iv)      Amendment dated October 1, 2011 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(vi) to PEA No. 161 to the Registration Statement filed on February 17, 2012.

 

6


      (v)      Addendum dated February 21, 2012 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(vi) to PEA No. 163 to the Registration Statement filed on April 13, 2012.
      (vi)      Addendum dated September 12, 2014 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(v) to PEA No. 196 to the Registration Statement filed on January 28, 2015.
      (vii)      Amendment dated September 19, 2014 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, and DST is incorporated by reference to exhibit (h)(1)(vi) to PEA No. 196 to the Registration Statement filed on January 28, 2015.
      (viii)      Amendment dated December 11, 2014 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(viii) to PEA No. 196 to the Registration Statement filed on January 28, 2015.
      (ix)      Addendum dated June 30, 2015 to Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(viii) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (x)      Addendum dated September 9, 2015 to Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(ix) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (xi)      Revised Appendix A dated November 30, 2015 to the Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds I, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(x) to PEA No. 211 to the Registration Statement filed on January 27, 2017.

 

7


      (xii)      Revised Appendix A dated February 23, 2016 to the Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(xi) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (xiii)      Revised Appendix A dated March 31, 2016 to the Transfer Agency and Service Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(vii) to PEA No. 206 to the Registration Statement filed on March 30, 2016.
      (xiv)      Revised Appendix A dated November 30, 2016 to the Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust II, Natixis Funds Trust IV, Gateway Trust, Loomis Sayles Funds I, Loomis Sayles Funds II and DST is incorporated by reference to exhibit (h)(1)(xiii) to PEA No. 212 to the Registration Statement filed on March 28, 2017.
      (xv)      Revised Appendix A dated February 24, 2017 to the Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust II, Natixis Funds Trust IV, Gateway Trust, Loomis Sayles Funds I, Loomis Sayles Funds II and DST is incorporated by reference to exhibit (h)(1)(xiv) to PEA No. 212 to the Registration Statement filed on March 28, 2017.
      (xvi)      Amendment dated October 1, 2017 to Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(xvi) to PEA No. 218 to the Registration Statement filed on March 29, 2018.
      (xvii)      Amendment dated December 28, 2018 to Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(xvii) to PEA No. 225 to the Registration Statement filed on April 29, 2019.
      (xviii)      Amendment dated December 15, 2020 to the Transfer Agency and Services Agreement dated October 1, 2005 among the Registrant on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II, Gateway Trust and DST is incorporated by reference to exhibit (h)(1)(xviii) to PEA No. 232 to the Registration Statement filed on March 1, 2021.

 

8


   (2)    (i)      Administrative Services Agreement dated January 3, 2005 between the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and Natixis Advisors is incorporated by reference to exhibit (h)(2) to PEA No. 125 to the Registration Statement filed on January 28, 2005.
      (ii)      First Amendment dated November 1, 2005 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(ii) to PEA No. 128 to the Registration Statement filed on January 30, 2006.
      (iii)      Second Amendment dated January 1, 2006 to Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(iii) to PEA No. 128 to the Registration Statement filed on January 30, 2006.
      (iv)      Third Amendment dated July 1, 2007 to Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(iv) to PEA No. 132 to the Registration Statement filed on January 28, 2008.
      (v)      Fourth Amendment dated September 17, 2007 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(v) to PEA No. 132 to the Registration Statement filed on January 28, 2008.
      (vi)      Fifth Amendment dated February 1, 2008 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(vi) to PEA No. 132 to the Registration Statement filed on January 28, 2008.
      (vii)      Sixth Amendment dated February 19, 2008 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(vii) to PEA No. 134 to the Registration Statement filed on April 29, 2008.
      (viii)      Seventh Amendment dated July 1, 2008 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(viii) to PEA No. 138 to the Registration Statement filed on September 29, 2008.
      (ix)      Eighth Amendment dated September 29, 2008 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(ix) to PEA No. 138 to the Registration Statement filed on September 29, 2008.
      (x)      Ninth Amendment dated October 31, 2008 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(x) to PEA No. 139 to the Registration Statement filed on October 30, 2008.

 

9


      (xi)      Tenth Amendment dated January 9, 2009 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xi) to PEA No. 141 to the Registration Statement filed on April 30, 2009.
      (xii)      Eleventh Amendment dated July 27, 2009 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xii) to PEA No. 144 to the Registration Statement filed on July 31, 2009.
      (xiii)      Twelfth Amendment dated February 25, 2010 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xiii) to PEA No. 146 to the Registration Statement filed on March 1, 2010.
      (xiv)      Thirteenth Amendment dated July 1, 2010 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xiv) to PEA No. 150 to the Registration Statement filed on July 29, 2010.
      (xv)      Fourteenth Amendment dated September 21, 2010 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xv) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
      (xvi)      Fifteenth Amendment dated December 14, 2010 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xvi) to PEA No. 153 to the Registration Statement filed on December 14, 2010.
      (xvii)      Sixteenth Amendment dated July 1, 2011 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xvii) to PEA No. 157 to the Registration Statement filed on July 15, 2011.
      (xviii)      Seventeenth Amendment dated September 16, 2011 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xviii) to PEA No. 158 filed on September 29, 2011.
      (xix)      Eighteenth Amendment dated March 28, 2012 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xix) to PEA No. 162 to the Registration Statement filed on March 28, 2012.
      (xx)      Nineteenth Amendment dated June 29, 2012 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xx) to PEA No. 167 to the Registration Statement filed on June 28, 2012.

 

10


      (xxi)      Twentieth Amendment dated November 16, 2012 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxi) to PEA No. 170 to the Registration Statement filed on December 28, 2012.
      (xxii)      Twenty-First Amendment dated September 26, 2013 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxii) to PEA No. 182 to the Registration Statement filed on February 7, 2014.
      (xxiii)      Twenty-Second Amendment dated February 10, 2014 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxiii) to PEA No. 182 to the Registration Statement filed on February 7, 2014.
      (xxiv)      Twenty-Third Amendment dated July 1, 2014 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxiv) to PEA No. 193 to the Registration Statement filed on September 15, 2014.
      (xxv)      Twenty-Fourth Amendment dated July 10, 2014 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxv) to PEA No. 193 to the Registration Statement filed on September 15, 2014.
      (xxvi)      Twenty-Fifth Amendment dated September 30, 2014 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxvi) to PEA No. 194 to the Registration Statement filed on November 26, 2014.
      (xxvii)      Twenty-Sixth Amendment dated December 1, 2014 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxvii) to PEA No. 194 to the Registration Statement filed on November 26, 2014.
      (xxviii)      Twenty-Seventh Amendment dated June 30, 2015 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxviii) to PEA No. 201 to the Registration Statement filed on September 11, 2015.
      (xxix)      Twenty-Eighth Amendment dated November 30, 2015 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxix) to PEA No. 202 to the Registration Statement filed on November 25, 2015.
      (xxx)      Twenty-Ninth Amendment dated March 31, 2016 to the Administrative Services Agreement with Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxx) to PEA No. 206 to the Registration Statement filed on March 30, 2016.

 

11


      (xxxi)      Thirtieth Amendment dated October 14, 2016 to the Administrative Services Agreement by and between the Registrant, on behalf of its Series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust, Natixis ETF Trust and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxxi) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (xxxii)      Thirty-First Amendment dated November 30, 2016 to the Administrative Services Agreement between the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust, Natixis ETF Trust and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxxi) to PEA No. 211 to the Registration Statement filed on January 27, 2017.
      (xxxiii)      Thirty-Second Amendment dated February 28, 2017 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxiii) to PEA No. 212 to the Registration Statement filed on March 28, 2017.
      (xxxiv)      Thirty-third Amendment dated December 26, 2017 to the Administrative Services Agreement between the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust II, Natixis Funds Trust IV, Loomis Sayles Funds II, Gateway Trust, Natixis ETF Trust and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxxiv) to PEA No. 218 to the Registration Statement filed on March 29, 2018.
      (xxxv)      Thirty-fourth Amendment dated July 1, 2018 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxv) to PEA No. 222 to the Registration Statement filed on February 28, 2019.
      (xxxvi)      Thirty-fifth Amendment dated December 28, 2018 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxvi) to PEA No. 222 to the Registration Statement filed on February 28, 2019.
      (xxxvii)      Thirty-sixth Amendment dated July 1, 2019 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxvii) to the PEA No. 227 to the Registration Statement filed on March 2, 2020.
      (xxxviii)      Thirty-seventh Amendment dated September 11, 2020 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxviii) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
      (xxxix)      Thirty-eighth Amendment dated September 29, 2020 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xxxix) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
      (xl)      Thirty-ninth Amendment dated December 15, 2020 to the Administrative Services Agreement is incorporated by reference to exhibit (h)(2)(xl) to PEA No. 232 to the Registration Statement filed on March 1, 2021.

 

12


      (xli)      Sub-Administrative Services Agreement dated January 28, 2009 among the Global Alternatives Commodity Subsidiary, State Street and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xiii) to PEA No. 141 to the Registration Statement filed on April 30, 2009.
      (xlii)      Administrative Services Agreement dated July 28, 2010 between the Managed Futures Strategy Commodity Subsidiary and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xx) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
      (xliii)      Sub-Administrative Services Agreement dated July 28, 2010 among the Managed Futures Strategy Commodity Subsidiary, State Street and Natixis Advisors is incorporated by reference to exhibit (h)(2)(xxi) to PEA No. 151 to the Registration Statement filed on September 29, 2010.
   (3)    (i)      Securities Lending Authorization Agreement dated September 1, 2005 among the Registrant, on behalf of its respective series, Natixis Funds Trust I, Natixis Funds Trust IV, Loomis Sayles Funds I, Loomis Sayles Funds II and State Street is incorporated by reference to exhibit (h)(3)(i) to PEA No. 128 to the Registration Statement filed on January 30, 2006.
      (ii)      First Amendment dated December 20, 2005 to the Securities Lending Authorization Agreement dated September 1, 2005 with State Street is incorporated by reference to exhibit (h)(3)(ii) to PEA No. 140 to the Registration Statement filed on December 1, 2008.
      (iii)      Second Amendment dated February 29, 2008 to the Securities Lending Authorization Agreement dated September 1, 2005 with State Street is incorporated by reference to exhibit (h)(3)(iii) to PEA No. 140 to the Registration Statement filed on December 1, 2008.
      (iv)      Third Amendment dated January 1, 2011 to Securities Lending Authorization Agreement dated September 1, 2005 with State Street is incorporated by reference to exhibit (h)(3)(iv) to PEA No. 155 to the Registration Statement filed on May 2, 2011.
   (4)         AlphaSimplex Fee Waiver/Expense Reimbursement Undertakings dated April 30, 2020 between AlphaSimplex and the Registrant, on behalf of AlphaSimplex Global Alternatives Fund and AlphaSimplex Managed Futures Strategy Fund is incorporated by reference to exhibit (h)(4) to PEA No. 230 to the Registration Statement filed on April 28, 2020.
   (5)         AlphaSimplex Fee Waiver/Expense Reimbursement Undertakings dated June 30, 2020 between AlphaSimplex and the Registrant, on behalf of AlphaSimplex Global Alternatives Fund is incorporated by reference to exhibit (h)(5) to PEA No. 232 to the Registration Statement filed on March 1, 2021.

 

13


   (6)         Natixis Advisors Fee Waiver/Expense Reimbursement Undertakings dated April 30, 2020 between Natixis Advisors and the Registrant, on behalf of Loomis Sayles Intermediate Municipal Bond Fund, Natixis Oakmark Fund and Vaughan Nelson Mid Cap Fund is incorporated by reference to exhibit (h)(5) to PEA No. 230 to the Registration Statement filed on April 28, 2020.
   (7)         Loomis Sayles Fee Waiver/Expense Reimbursement Undertakings dated April 30, 2020 between Loomis Sayles and the Registrant, on behalf of Loomis Sayles Strategic Alpha Fund is incorporated by reference to exhibit (h)(6) to PEA 230 to the Registration Statement filed on April 28, 2020.
   (8)         Loomis Sayles Fee Waiver/Expense Reimbursement Undertakings dated March 31, 2021 between Loomis Sayles and the Registrant, on behalf of Loomis Sayles Global Growth Fund and Loomis Sayles Senior Floating Rate and Fixed Income Fund is filed herewith.
   (9)         Natixis Advisors Fee Waiver/Expense Reimbursement Undertakings dated March 31, 2021 between Natixis Advisors and the Registrant, on behalf of Vaughan Nelson Select Fund is filed herewith.
   (10)         Reliance Agreement for Exchange Privileges dated June 30, 2009 by and among Natixis Funds Trust I, Natixis Funds Trust IV, Gateway Trust, Loomis Sayles Funds I, Loomis Sayles Funds II and the Registrant is incorporated by reference to exhibit (h)(7) to PEA No. 146 to the Registration Statement filed on March 1, 2010.
   (11)         Expense Reimbursement Undertaking of Transfer Agency Expenses for Class N shares dated September 30, 2019 between Natixis Advisors and the Registrant, on behalf of AlphaSimplex Global Alternatives Fund, AlphaSimplex Managed Futures Strategy Fund, Loomis Sayles Global Growth Fund, Loomis Sayles Senior Floating Rate and Fixed Income Fund, Loomis Sayles Strategic Alpha Fund, Natixis Oakmark Fund, Vaughan Nelson Select Fund and Vaughan Nelson Mid Cap Fund is incorporated by reference to exhibit (h)(10) to PEA No. 227 to the Registration Statement filed on March 2, 2020.
   (12)         Expense Reimbursement Undertaking of Transfer Agency Expenses for Class N shares dated December 3, 2020 between Natixis Advisors and the Registrant, on behalf of AlphaSimplex Global Alternatives Fund, Loomis Sayles Global Growth Fund, Loomis Sayles Senior Floating Rate and Fixed Income Fund, Natixis Oakmark Fund, Vaughan Nelson Mid Cap Fund and Vaughan Nelson Select Fund is incorporated by reference to exhibit (h)(12) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
(i)           
           Legal Opinion.
   (1)         Opinion and Consent of Counsel dated January 3, 1989 with respect to the Registrant’s Natixis Oakmark Fund is incorporated by reference to exhibit 10(a) to PEA No. 106 to the Registration Statement filed on April 18, 1997.

 

14


   (2)         Opinion and Consent of Counsel dated September 10, 1993 with respect to offering multiple classes of shares for all series of the Registrant is incorporated by reference to exhibit 10(d) to PEA No. 106 to the Registration Statement filed on April 18, 1997.
   (3)         Opinion and Consent of Counsel dated March 31, 2016, with respect to the Registrant’s Loomis Sayles Global Growth Fund is incorporated by reference to exhibit (i)(3) to PEA No. 206 to the Registration Statement filed on March 30, 2016.
(j)           
           Other Opinions.
   (1)         Consent of Independent Registered Public Accounting Firm for Loomis Sayles Global Growth Fund, Loomis Sayles Senior Floating Rate and Fixed Income Fund and Vaughan Nelson Select Fund is filed herewith.
(k)           
           Omitted Financial Statements.
           Not applicable.
(l)           
           Initial Capital Agreements.
           Not applicable.
(m)           
           Rule 12b-1 Plan.
   (1)    (a)      Rule 12b-1 Plan for Class A shares of Natixis Oakmark Fund (formerly, Nvest Growth and Income Fund) is incorporated by reference to exhibit (m)(1)(a) to PEA No. 115 to the Registration Statement filed on April 30, 2001.
      (b)      Rule 12b-1 Plan for Class C shares of Natixis Oakmark Fund (formerly, Nvest Growth and Income Fund) is incorporated by reference to exhibit (m)(1)(c) to PEA No. 115 to the Registration Statement filed on April 30, 2001.
   (2)    (a)      Rule 12b-1 Plan for Class A shares of AlphaSimplex Global Alternatives Fund is incorporated by reference to exhibit (m)(3)(a) to PEA No. 138 to the Registration Statement filed on September 29, 2008.
      (b)      Rule 12b-1 Plan for Class C shares of AlphaSimplex Global Alternatives Fund is incorporated by reference to exhibit (m)(3)(b) to PEA No. 138 to the Registration Statement filed on September 29, 2008.
   (3)    (a)      Rule 12b-1 Plan for Class A shares of Vaughan Nelson Mid Cap Fund is incorporated by reference to exhibit (m)(4)(a) to PEA No. 139 to the Registration Statement filed on October 30, 2008.

 

15


      (b)      Rule 12b-1 Plan for Class C shares of Vaughan Nelson Mid Cap Fund is incorporated by reference to exhibit (m)(4)(b) to PEA No. 139 to the Registration Statement filed on October 30, 2008.
   (4)    (a)      Rule 12b-1 Plan for Class A shares of AlphaSimplex Managed Futures Strategy Fund is incorporated by reference to exhibit (m)(5)(a) to PEA No. 150 to the Registration Statement filed on July 29, 2010.
      (b)      Rule 12b-1 Plan for Class C shares of AlphaSimplex Managed Futures Strategy Fund is incorporated by reference to exhibit (m)(5)(b) to PEA No. 150 to the Registration Statement filed on July 29, 2010.
   (5)    (a)      Rule 12b-1 Plan for Class A shares of Loomis Sayles Strategic Alpha Fund is incorporated by reference to exhibit (m)(8)(a) to PEA No. 153 to the Registration Statement filed on December 14, 2010.
      (b)      Rule 12b-1 Plan for Class C shares of Loomis Sayles Strategic Alpha Fund is incorporated by reference to exhibit (m)(8)(b) to PEA No. 153 to the Registration Statement filed on December 14, 2010.
   (6)    (a)      Rule 12b-1 Plan for Class A shares of Loomis Sayles Senior Floating Rate and Fixed Income Fund is incorporated by reference to exhibit (m)(10)(a) to PEA No. 158 to the Registration Statement filed on September 29, 2011.
      (b)      Rule 12b-1 Plan for Class C shares of Loomis Sayles Senior Floating Rate and Fixed Income Fund is incorporated by reference to exhibit (m)(10)(b) to PEA No. 158 to the Registration Statement filed on September 29, 2011.
   (7)    (a)      Rule 12b-1 Plan for Class A shares of Vaughan Nelson Select Fund is incorporated by reference to exhibit (m)(11)(a) to PEA No. 167 to the Registration Statement filed on June 28, 2012.
      (b)      Rule 12b-1 Plan for Class C shares of Vaughan Nelson Select Fund is incorporated by reference to exhibit (m)(11)(b) to PEA No. 167 to the Registration Statement filed on June 28, 2012.
   (8)    (a)      Rule 12b-1 Plan for Class A shares of Loomis Sayles Intermediate Municipal Bond Fund is incorporated by reference to exhibit (m)(12)(a) to PEA No. 170 to the Registration Statement filed on December 28, 2012.
      (b)      Rule 12b-1 Plan for Class C shares of Loomis Sayles Intermediate Municipal Bond Fund is incorporated by reference to exhibit (m)(12)(b) to PEA No. 170 to the Registration Statement filed on December 28, 2012.
   (9)    (a)      Rule 12b-1 Plan for Class A shares of Loomis Sayles Global Growth Fund is incorporated by reference to exhibit (m)(15)(a) to PEA 206 to the Registration Statement filed on March 30, 2016.

 

16


      (b)      Rule 12b-1 Plan for Class C shares of Loomis Sayles Global Growth Fund is incorporated by reference to exhibit (m)(15)(b) to PEA 206 to the Registration Statement filed on March 30, 2016.
   (10)    (a)      Rule 12b-1 Plan for Class T shares of AlphaSimplex Global Alternatives Fund is incorporated by reference to exhibit (m)(13)(b) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (b)      Rule 12b-1 Plan for Class T shares of AlphaSimplex Managed Futures Strategy Fund is incorporated by reference to exhibit (m)(13)(c) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (c)      Rule 12b-1 Plan for Class T shares of Loomis Sayles Strategic Alpha Fund is incorporated by reference to exhibit (m)(13)(e) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (d)      Rule 12b-1 Plan for Class T shares of Loomis Sayles Intermediate Municipal Bond Fund is incorporated by reference to exhibit (m)(13)(f) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (e)      Rule 12b-1 Plan for Class T shares of Natixis Oakmark Fund is incorporated by reference to exhibit (m)(13)(g) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (f)      Rule 12b-1 Plan for Class T shares of Vaughan Nelson Mid Cap Fund is incorporated by reference to exhibit (m)(13)(h) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (g)      Rule 12b-1 Plan for Class T shares of Loomis Sayles Global Growth Fund is incorporated by reference to exhibit (m)(13)(j) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (h)      Rule 12b-1 Plan for Class T shares of Loomis Sayles Senior Floating Rate and Fixed Income Fund is incorporated by reference to exhibit (m)(13)(k) to PEA 213 to the Registration Statement filed on March 31, 2017.
      (i)      Rule 12b-1 Plan for Class T shares of Vaughan Nelson Select Fund is incorporated by reference to exhibit (m)(13)(l) to PEA 213 to the Registration Statement filed on March 31, 2017.
(n)            Rule 18f-3 Plan.
   (1)         Registrant’s Plan pursuant to Rule 18f-3(d) under the Investment Company Act of 1940, as amended (the “1940 Act”) dated September 15, 2017 is incorporated by reference to exhibit (n)(1) to PEA No. 218 to the Registration Statement filed on March 29, 2018.
(o)            Code of Ethics.

 

17


   (1)         Code of Ethics dated September 14, 2007 as amended June 4, 2020 for The Registrant is incorporated by reference to exhibit (o)(1) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
   (2)         Code of Ethics dated October 1, 2007 as amended March 2020 for Natixis Advisors and Natixis Distribution is incorporated by reference to exhibit (o)(2) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
   (3)         Code of Ethics revised as of December 31, 2020 for AlphaSimplex is filed herewith.
   (4)         Code of Ethics dated May 20, 2008 as amended September 9, 2020 of Vaughan Nelson is incorporated by reference to exhibit (o)(4) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
   (5)         Code of Ethics dated September 30, 2005 as amended June 1, 2020 for Harris Associates is incorporated by reference to exhibit (o)(5) to PEA No. 232 to the Registration Statement filed on March 1, 2021.
   (6)         Code of Ethics dated January 14, 2000 as amended December 16, 2020 of Loomis Sayles is filed herewith.
(p)            Powers of Attorney.
   (1)         Powers of Attorney for Kevin P. Charleston, Edmond J. English, David L. Giunta, Richard A. Goglia, Wendell J. Knox, Martin T. Meehan, Maureen B. Mitchell, James P. Palermo, Erik R. Sirri, Peter J. Smail and Cynthia L. Walker dated December 5, 2018, effective December 10, 2018, designating John M. Loder, Russell Kane and Michael Kardok as attorneys to sign for each Trustee is incorporated by reference to exhibit (p)(1) to PEA No. 222 to the Registration Statement filed on February 28, 2019.
   (2)         Power of Attorney for Kirk A. Sykes dated August 24, 2019, effective September 1, 2019, designating John M. Loder, Russell Kane and Michael Kardok as attorneys to sign for Mr. Sykes is incorporated by reference to exhibit (p)(2) to PEA No. 227 to the Registration Statement filed on March 2, 2020.
EX-101.INS      XBRL Instance Document
EX-101.SCH      XBRL Taxonomy Extension Schema Document
EX-101.CAL      XBRL Taxonomy Extension Calculation Linkbase
EX-101.DEF      XBRL Taxonomy Extension Definition Linkbase
EX-101.LAB      XBRL Taxonomy Extension Labels Linkbase
EX-101.PRE      XBRL Taxonomy Extension Presentation Linkbase

Item 29. Persons Controlled by or under Common Control with the Registrant.

The Registrant is not aware of any person controlled or under common control with any of its series. As of March 4, 2021, the persons listed below owned 25% or more of the outstanding voting securities of one or more series of the Registrant and thus may be deemed to “control” the series within the meaning of Section 2(a)(9) of the 1940 Act:

 

18


Fund

  

Shareholder and Address

   Percentage
of shares
held
 

Vaughan Nelson Select Fund

  

National Financial Services LLC

Jersey City, NJ 07310-1995

     39.78

Loomis Sayles Intermediate Municipal Bond Fund

  

Charles Schwab & Co., Inc.

San Francisco, CA 94105-1905

     38.21

Loomis Sayles Global Growth Fund

  

Charles Schwab & Co., Inc.

San Francisco, CA 94105-1905

     35.47

Loomis Sayles Intermediate Municipal Bond Fund

  

National Financial Services LLC

Jersey City, NJ 07310-1995

     30.00

Loomis Sayles Strategic Alpha Fund

  

Charles Schwab & Co., Inc.

San Francisco, CA 94105-1905

     29.15

Item 30. Indemnification.

Under Article 5 of the Registrant’s Amended and Restated By-laws, any past or present Trustee or officer of the Registrant (hereinafter referred to as a “Covered Person”) shall be indemnified to the fullest extent permitted by law against all liability and all expenses reasonably incurred by him or her in connection with any claim, action, suit or proceeding to which he or she may be a party or otherwise involved by reason of his or her being or having been a Covered Person. That provision does not authorize indemnification when it is determined that such Covered Person would otherwise be liable to the Registrant or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of his or her duties. This description is modified in its entirety by the provision of Article 5 of the Registrant’s Amended and Restated By-laws incorporated by reference to exhibit (b)(1) to PEA No. 140 to the Registration Statement filed on December 1, 2008.

The Distribution Agreements, the Master Custodian Agreement, the Transfer Agency and Service Agreement and the Administrative Services Agreement (the “Agreements”) contained herein and in various post-effective amendments and incorporated herein by reference, provide for indemnification. The general effect of these provisions is to indemnify entities contracting with the Registrant against liability and expenses in certain circumstances. This description is modified in its entirety by the provisions of the Agreements as contained in this Registration Statement and incorporated herein by reference.

Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended (the “Securities Act”), may be permitted to Trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a Trustee, officer or controlling person of the Registrant in connection with the successful defense of any claim, action, suit or proceeding) is asserted against the Registrant by such Trustee, officer or controlling person in connection with the shares being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.

 

19


The Registrant and its Trustees, officers and employees are insured, under a policy of insurance maintained by the Registrant in conjunction with Natixis Investment Managers, LLC and its affiliates, within the limits and subject to the limitations of the policy, against certain expenses in connection with the defense of actions, suits or proceedings, and certain liabilities that might be imposed as a result of such actions, suits or proceedings, to which they are parties by reason of being or having been such Trustees or officers. The policy expressly excludes coverage for any Trustee or officer for any claim arising out of any fraudulent act or omission, any dishonest act or omission or any criminal act or omission of the Trustee or officer.

Item 31. Business and Other Connections of Investment Adviser.

 

           (a)    Natixis Advisors, a wholly-owned subsidiary of Natixis Investment Managers, LLC, serves as investment adviser to Natixis Oakmark Fund, Loomis Sayles Intermediate Municipal Bond Fund, Vaughan Nelson Mid Cap Fund and Vaughan Nelson Select Fund. Natixis Advisors was organized in 1995.
     The list required by this Item 31 regarding any other business, profession, vocation or employment of a substantial nature engaged in by officers and partners of Natixis Advisors during the past two years is incorporated by reference to schedules A, C and D of Form ADV filed by Natixis Advisors pursuant to the Investment Advisers Act of 1940, as amended, (the “Advisers Act”) (SEC file No. 801-48408; IARD/CRD No. 106800).
  (b)    Harris Associates serves as a subadviser to the Registrant’s Natixis Oakmark Fund. Harris Associates serves as investment adviser to mutual funds, individuals, trusts, retirement plans, endowments and foundations, and manages several private partnerships, and is a registered commodity trading adviser and commodity pool operator.
     The list required by this Item 31 regarding any other business, profession or employment of a substantial nature engaged in by officers and partners of Harris Associates during the past two years is incorporated herein by reference to schedules A, C and D of Form ADV filed by Harris Associates pursuant to the Advisers Act (SEC File No. 801-50333; IARD/CRD No. 106960).
  (c)    AlphaSimplex, a subsidiary of Natixis Investment Managers, LLC, serves as the investment adviser to AlphaSimplex Global Alternatives Fund and AlphaSimplex Managed Futures Strategy Fund and currently is manager or subadviser of additional registered investment companies and privately-offered funds.
     The list required by this Item 31 regarding any other business, profession, vocation or employment of a substantial nature engaged in by officers and partners of AlphaSimplex during the past two years is incorporated herein by reference to schedules A, B and D of Form ADV filed by AlphaSimplex pursuant to the Advisers Act (SEC file No. 801-62448, IARD/CRD No. 128356).

 

20


  (d)    Vaughan Nelson, a subsidiary of Natixis Investment Managers, LLC, serves as subadviser to the Registrant’s Vaughan Nelson Mid Cap Fund and Vaughan Nelson Select Fund and provides investment advice to a number of other registered investment companies and to other organizations and individuals.
     The list required by this Item 31 regarding any other business, profession, vocation or employment of a substantial nature engaged in by officers and partners of Vaughan Nelson during the past two years is incorporated herein by reference to schedules A, C and D of Form ADV filed by Vaughan Nelson pursuant to the Advisers Act (SEC file No. 801-51795, IARD/CRD No. 106975).
  (e)    Loomis Sayles, a subsidiary of Natixis Investment Managers, LLC, serves as adviser to the Registrant’s Loomis Sayles Senior Floating Rate and Fixed Income Fund, Loomis Sayles Strategic Alpha Fund and Loomis Sayles Global Growth Fund and serves as subadviser to the Registrant’s Loomis Sayles Intermediate Municipal Bond Fund and provides investment advice to a number of other registered investment companies and to other organizations and individuals.
     The list required by this Item 31 regarding any other business, profession, vocation or employment of a substantial nature engaged in by officers and partners of Loomis Sayles during the past two years is incorporated herein by reference to schedules A, C and D of Form ADV filed by Loomis Sayles pursuant to the Advisers Act (SEC file No. 801-170; IARD/CRD No. 105377).

Item 32. Principal Underwriters

 

  (a)

Natixis Distribution, L.P., the Registrant’s principal underwriter, also serves as principal underwriter for:

Natixis Funds Trust I

Natixis Funds Trust IV

Loomis Sayles Funds I

Loomis Sayles Funds II

Gateway Trust

Investment Managers Series Trust

The general partner and officers of the Registrant’s principal underwriter, Natixis Distribution, L.P., and their addresses are as follows:

 

Name

  

Positions and Offices

with Principal Underwriter

  

Positions and Offices

with Registrant

Natixis Distribution Corporation    General Partner    None
David L. Giunta    President and Chief Executive Officer, Natixis Investment Managers, U.S.    President and Chief Executive Officer

 

21


Russell Kane    Executive Vice President, General Counsel, Chief Compliance Officer for Mutual Funds, Secretary and Clerk    Secretary, Clerk, Chief Legal Officer, Chief Compliance Officer and Anti-Money Laundering Officer
Michael C. Kardok    Senior Vice President    Treasurer, Principal Financial and Accounting Officer
Beatriz Pina Smith    Executive Vice President, Treasurer and Chief Financial Officer    None
Anthony Loureiro    Senior Vice President, Chief Compliance Officer-Broker/Dealer and Anti-Money Laundering Compliance Officer    None
Marilyn Rosh    Senior Vice President and Controller    None
Matthew Coldren    Executive Vice President    None
Mark Doyle    Executive Vice President    None
Ed Farrington    Executive Vice President    None
Marina Gross    Executive Vice President    None

Robert Hussey

 

George Marootian

  

Executive Vice President

 

Executive Vice President

  

None

 

None

Dan Santaniello    Executive Vice President    None
Claudine Ciccia    Senior Vice President    None
James Cove    Senior Vice President    None
Abhijeet Dalvi    Senior Vice President    None
Carlie Donovan    Senior Vice President    None
Daphne Du    Senior Vice President    None

 

22


Joseph Duffey    Senior Vice President    None
Tracy F. Duffy    Senior Vice President    None

Dineen Dusablon

 

Nick Elward

  

Senior Vice President

 

Senior Vice President

  

None

 

None

Sean Foley

 

Matt Garzone

  

Senior Vice President

 

Senior Vice President

  

None

 

None

Alaina Giampapa    Senior Vice President    None
David Goodsell    Senior Vice President    None
Molly Gorman    Senior Vice President    None
Peter Gozelski    Senior Vice President    None
Kenneth Herold    Senior Vice President    None
John Janasiewicz    Senior Vice President    None
Jeff Keselman    Senior Vice President    None
Joe Klimas    Senior Vice President    None
Pete Klos    Senior Vice President    None
Joeseph Labresh    Senior Vice President    None
Karyn Lee    Senior Vice President    None
Cyndi Lyons    Senior Vice President    None
Robert Lyons    Senior Vice President    None
Neil Martin    Senior Vice President    None
Mark Mason    Senior Vice President    None
Maureen O’Neill    Senior Vice President    None

Stacie Paoletti

 

Meghan Peachey

  

Senior Vice President

 

Senior Vice President

  

None

 

None

Rebecca Poulin    Senior Vice President    None

 

23


Daniel Price    Senior Vice President    None
Jim Roach    Senior Vice President    None
Jennifer Round    Senior Vice President    None
Christopher Sharpe    Senior Vice President    None
Susan St. Germain    Senior Vice President    None
David Vallon    Senior Vice President    None
Susannah Wardly    Senior Vice President    None
Paul Anderson    Managing Director    None
Albert Barbaro    Managing Director    None
Pat Fitzsimons    Managing Director    None
Eric Foster    Managing Director    None
Robert Hinckle    Managing Director    None
Christopher Hunter    Managing Director    None
Sean Kane    Managing Director    None
Dan Lynch    Managing Director    None
Ian MacDuff    Managing Director    None
Shawn McClain    Managing Director    None
Ryan McNeill    Managing Director    None
Mike Muti    Managing Director    None
Chuck Nanik    Managing Director    None
Chris Segalini    Managing Director    None
Bill Slimbaugh    Managing Director    None

The principal business address of all the above persons or entities is 888 Boylston Street, Boston, MA 02199-8197.

 

24


(c)

Not applicable.

Item 33. Location of Accounts and Records

The following companies, in the aggregate, maintain possession of the documents required to be maintained by Section 31(a) of the 1940 Act and the rules thereunder:

 

(a)         For all series of The Registrant:
   (i)      Natixis Funds Trust II
        888 Boylston Street
        Boston, Massachusetts 02199-8197
   (ii)      Natixis Distribution, L.P.
        888 Boylston Street
        Boston, Massachusetts 02199-8197
   (iii)      Natixis Advisors, L.P.
        888 Boylston Street
        Boston, Massachusetts 02199-8197
   (iv)      State Street Bank and Trust Company
        1 Lincoln Street
        Boston, Massachusetts 02111
   (v)      DST Asset Manager Solutions, Inc.
        2000 Crown Colony Drive
        Quincy, Massachusetts 02169
(b)         For the series of the Registrant managed by Harris Associates:
        Harris Associates L.P.
        111 S. Wacker Drive, Suite 4600
        Chicago, IL 60606
(c)        

For the series of the Registrant managed by AlphaSimplex:

AlphaSimplex Group, LLC

255 Main Street

Cambridge, Massachusetts 02142

(d)        

For the series of the Registrant managed by Vaughan Nelson:

Vaughan Nelson Investment Management, L.P.

600 Travis Street, Suite 3800

Houston, Texas 77002

(e)        

For the series of the Registrant managed by Loomis Sayles:

Loomis, Sayles & Company, L.P.

One Financial Center

Boston, Massachusetts 02111

 

25


Item 34. Management Services.

None.

Item 35. Undertakings.

The Registrant undertakes to provide the annual report of any of its series to any person who receives a prospectus for such series and who requests the annual report.

 

26


NATIXIS FUNDS TRUST II

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act of 1933, as amended, and has duly caused this Post-Effective Amendment No. 233 to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Boston, and the Commonwealth of Massachusetts on the 29th day of March, 2021.

 

NATIXIS FUNDS TRUST II
  By:  

/s/ David L. Giunta

             David L. Giunta
    President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, as amended, this amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature

  

Title

 

Date

/s/ David L. Giunta

   President, Chief  
David L. Giunta    Executive Officer and Trustee   March 29, 2021

/s/ Michael C. Kardok

    
Michael C. Kardok    Treasurer, Principal Financial and Accounting Officer   March 29, 2021

Kevin P. Charleston*

    
Kevin P. Charleston    Trustee   March 29, 2021

Edmond J. English*

    
Edmond J. English    Trustee   March 29, 2021

Richard A. Goglia*

    
Richard A. Goglia    Trustee   March 29, 2021

Wendell J. Knox*

    
Wendell J. Knox    Trustee   March 29, 2021

Martin T. Meehan*

    
Martin T. Meehan    Trustee   March 29, 2021

Maureen Mitchell*

    
Maureen Mitchell    Trustee   March 29, 2021

James P. Palermo*

    
James P. Palermo    Trustee   March 29, 2021

Erik Sirri*

    
Erik Sirri    Trustee, Chairperson of the Board   March 29, 2021

Peter Smail*

    
Peter Smail    Trustee   March 29, 2021

Kirk A. Sykes*

    
Kirk A. Sykes    Trustee   March 29, 2021

Cynthia L. Walker*

    
Cynthia L. Walker    Trustee   March 29, 2021


*By:  

/s/ Russell Kane

  Russell Kane
  Attorney-In-Fact 1, 2
  March 29, 2021

 

1 

Powers of Attorney for Kevin P. Charleston, Kenneth A. Drucker, Edmond J. English, David L. Giunta, Richard A. Goglia, Wendell J. Knox, Martin T. Meehan, Maureen B. Mitchell, James P. Palermo, Erik R. Sirri, Peter J. Smail and Cynthia L. Walker dated December 5, 2018, effective December 10, 2018, designating John M. Loder, Russell Kane, and Michael Kardok as attorneys to sign for each Trustee is incorporated by reference to exhibit (p)(1) to PEA No. 222 to the Registration Statement filed on February 28, 2019.

2 

Power of Attorney for Kirk A. Sykes dated August 24, 2019, effective September 1, 2019, designating John M. Loder, Russell Kane, and Michael Kardok as attorneys to sign for Mr. Sykes is incorporated by reference to exhibit (p)(2) to PEA No. 227 to the Registration Statement filed on March 2, 2020.

EX-101.SCH 2 nftii-20201130.xsd XBRL TAXONOMY EXTENSION SCHEMA 0001 - Document - Document and Entity Information {Elements} link:presentationLink link:definitionLink link:calculationLink 0002 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Global Growth Fund link:presentationLink link:definitionLink link:calculationLink 0003 - Schedule - Shareholder Fees link:presentationLink link:definitionLink link:calculationLink 0004 - Schedule - Annual Fund Operating Expenses link:presentationLink link:definitionLink link:calculationLink 0005 - Schedule - Expense Example {Transposed} link:presentationLink link:definitionLink link:calculationLink 0006 - Schedule - Expense Example, No Redemption {Transposed} link:presentationLink link:definitionLink link:calculationLink 0007 - Schedule - Annual Total Returns [Bar Chart] link:presentationLink link:definitionLink link:calculationLink 0008 - Schedule - Average Annual Total Returns {Transposed} link:presentationLink link:definitionLink link:calculationLink 0009 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Global Growth Fund link:presentationLink link:definitionLink link:calculationLink 0010 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Senior Floating Rate and Fixed Income Fund link:presentationLink link:definitionLink link:calculationLink 0011 - Schedule - Shareholder Fees link:presentationLink link:definitionLink link:calculationLink 0012 - Schedule - Annual Fund Operating Expenses link:presentationLink link:definitionLink link:calculationLink 0013 - Schedule - Expense Example {Transposed} link:presentationLink link:definitionLink link:calculationLink 0014 - Schedule - Expense Example, No Redemption {Transposed} link:presentationLink link:definitionLink link:calculationLink 0015 - Schedule - Annual Total Returns [Bar Chart] link:presentationLink link:definitionLink link:calculationLink 0016 - Schedule - Average Annual Total Returns {Transposed} link:presentationLink link:definitionLink link:calculationLink 0017 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Senior Floating Rate and Fixed Income Fund link:presentationLink link:definitionLink link:calculationLink 0018 - Document - Risk/Return Summary {Unlabeled} - Vaughan Nelson Select Fund link:presentationLink link:definitionLink link:calculationLink 0019 - Schedule - Shareholder Fees link:presentationLink link:definitionLink link:calculationLink 0020 - Schedule - Annual Fund Operating Expenses link:presentationLink link:definitionLink link:calculationLink 0021 - Schedule - Expense Example {Transposed} link:presentationLink link:definitionLink link:calculationLink 0022 - Schedule - Expense Example, No Redemption {Transposed} link:presentationLink link:definitionLink link:calculationLink 0023 - Schedule - Annual Total Returns [Bar Chart] link:presentationLink link:definitionLink link:calculationLink 0024 - Schedule - Average Annual Total Returns {Transposed} link:presentationLink link:definitionLink link:calculationLink 0025 - Disclosure - Risk/Return Detail Data {Elements} - Vaughan Nelson Select Fund link:presentationLink link:definitionLink link:calculationLink EX-101.CAL 3 nftii-20201130_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE EX-101.DEF 4 nftii-20201130_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE EX-101.LAB 5 nftii-20201130_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE EX-101.PRE 6 nftii-20201130_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE EX-99.(E)(10) 7 d98636dex99e10.htm DEALER AGREEMENT Dealer Agreement

Exhibit (e)(10)

Natixis Distribution, L.P.

888 Boylston Street

Suite 800, Massachusetts 02199

Dealer Agreement

This dealer agreement (“Dealer Agreement”) is entered into between Natixis Distribution, L.P. (formerly Natixis Distributors, L.P.) (“our”, “us”, or “we”) and the undersigned company (“you”). We offer to sell to you shares of each of the mutual funds distributed by us (the “Funds” and each a “Fund”), for each of which we serve as principal underwriter as defined in the Investment Company Act of 1940, as amended (the “Act”), and from which we have the right to purchase shares.1     Shares are offered pursuant to the then current prospectus, including any supplements or amendments thereto, of each of the Funds (the “Prospectus,” which term as hereinafter used shall include the Statement of Additional Information of the Fund).

With respect to each of the Funds (except for Section 5, which applies only with respect to each Fund having in effect from time to time a service plan, service and distribution plan or other plan adopted pursuant to Rule 12b-1 under the Act, each a “Plan” and together the “Plans”):

1. For all sales of shares of the Funds you shall act as dealer for your own account, and in no transaction shall you have any authority to act as agent, except as limited agent for purposes of receiving and transmitting orders and instructions regarding the purchase, exchange and redemption of shares of your customers and employees, with no authority to otherwise act as agent for any Fund or for us.

2. You or your designated agent agree to obtain and provide to your customers the Prospectus(es) of the applicable Fund(s) together with any supplemental sales literature you provide. You agree not to purchase any Fund shares for any customer, unless you deliver or cause to be delivered to such customer, at or prior to the time of such purchase, a copy of the Prospectus of the applicable Fund, or the Prospectus of the applicable Fund. You hereby represent that you understand your obligation to deliver a Prospectus to customers who purchase Fund shares pursuant to federal securities laws and you have taken all necessary steps to comply with such Prospectus delivery requirements.

3. Orders received from you will be accepted by us only at the public offering price applicable to each order, except for transactions to which a reduced offering price applies as provided in the Prospectus of the Fund(s). The minimum dollar purchase of shares of each Fund by any investor shall be the applicable minimum amount described in the Prospectus of the Fund and no order for less than such amount will be accepted hereunder. The public offering price shall be the net asset value per share plus the sales charge, if any, applicable to the transaction, expressed as a percentage of the public offering price, as determined and effective as of the time specified in the Prospectus of the Fund(s). The procedures relating to the handling of orders shall be subject to any instructions that we shall forward from time to time to you. All orders are subject to acceptance or rejection by us, or our designated agent, in our sole discretion. You hereby agree to comply with attached Appendix A, Policies and Procedures with Respect to Mutual Fund Trading, as well as with the terms of the Prospectus and the policies and procedures of the Funds. You understand that in recommending the purchase, sale or exchange of any Fund shares to your customers, you must have reasonable grounds for believing that such recommendation is suitable for such customer.

4. The sales charge applicable to any sale of Fund shares by you and the dealer concession or commission applicable to any order from you for the purchase of Fund shares accepted by us shall be set forth in the Prospectus of the Fund. You shall notify us if you are not eligible to receive a dealer concession or commission. You may be deemed to be an underwriter in connection with sales by you of shares of the Fund where you receive all or substantially all of the sales charge as set forth in the Fund’s Prospectus, and therefore you may be subject to applicable provisions of the Securities Act of 1933.

 

1 

The definition of “Funds” shall not include the following mutual funds, which are distributed by Natixis Distribution, L.P., but which are not available to you through the terms of this Dealer Agreement: Loomis Sayles Fixed Income Fund; Loomis Sayles Institutional High Income Fund; Loomis Sayles Investment Grade Fixed Income Fund; Loomis Sayles High Income Opportunities Fund; and Loomis Sayles Securitized Asset Fund.

 

   1    09-17


(a) We are entitled to a contingent deferred sales charge (“CDSC”) on redemptions of applicable classes of shares of the Funds, as described in the Prospectus. You agree that you will sell shares subject to a CDSC and that are to be held in omnibus accounts only if you are a NETWORKING participant with the National Securities Clearing Corporation and if such accounts are established pursuant to a NETWORKING Agreement.

(b) Reduced sales charges or no sales charge may apply to certain transactions, including under letter of intent, combined purchases or investments, reinvestment of dividends and distributions, repurchase privilege, unit investment trust distribution reinvestment or other programs, as described in the Prospectus of the Fund(s). To obtain any such reductions, you must notify us when the sale that would qualify for such reduction takes place.

5. Rule 12b-1 Plans. The substantive provisions of this Section 5 have been adopted pursuant to the Plans.

(a) You agree to provide (i) for the Funds with a service plan, personal services to investors in shares of the Funds and/or services related to the maintenance of shareholder accounts, and (ii) for those Funds with a service and distribution plan, both personal services to investors in shares of the Funds and/or services related to the maintenance of shareholder accounts and also distribution and marketing services in the promotion of Fund shares. As compensation for these services, we shall pay you, as agent, upon receipt by us from the Fund(s), a quarterly service fee or service fee and distribution fee based on the average daily net asset value of Fund shares at the rate set forth with respect to the relevant Class(es) of shares of the Fund(s) in the Prospectus. This fee will be based on the average daily net asset value of Fund shares that are owned of record by your firm as nominee for your customers or that are owned by those shareholders whose records, as maintained by the Fund or its agent, designate your firm as the shareholder’s dealer of record. Normally, payment of such fee to you shall be made within forty-five (45) days after the close of each quarter for which such fee is payable provided, however, that any other provision of this Dealer Agreement or the Prospectuses to the contrary notwithstanding, we shall not have any obligation whatsoever to pay any amount of distribution and/or service fee with respect to shares of any Fund except to the extent, and only to the extent, that we have actually received payment of at least such amount of distribution and/or service fee from the Funds with respect to such shares pursuant to a Plan in consideration of you furnishing distribution and client services hereunder with respect to your customers that own such class of shares of such Fund, it being understood that our liability to you in respect of such fees is limited solely to the proceeds of such fees received by us from the Funds.

(b) You shall furnish us and the Fund with such information as shall reasonably be requested by the Trustees of the Fund with respect to the fees paid to you pursuant to this Section 5 and you shall notify us if you are not eligible to receive 12b-1 fees, including without limitation by reason of your failure to provide the services as required in this Section 5.

(c) The provisions of this Section 5 may be terminated by the vote of a majority of the Trustees of the Funds who are not interested persons of the Funds and who have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan, or by a vote of a majority of the Fund’s outstanding shares, on sixty (60) days’ written notice, without payment of any penalty. Such provisions will be terminated also by any act that terminates either the Fund’s Distribution Contract or Underwriting Agreement with us, or this Dealer Agreement under Section 16 hereof or otherwise and shall terminate automatically in the event of the assignment (as that term is defined in the Act) of this Dealer Agreement.

(d) The provisions of the Distribution Contract or Underwriting Agreement between the Fund and us, insofar as they relate to the Plan, are incorporated herein by reference. The provisions of this Section 5 shall continue in full force and effect only so long as the continuance of the Plan, the Distribution Contract or Underwriting Agreement and these provisions are approved at least annually by a vote of the Trustees, including a majority of the Trustees who are not interested persons of the Fund and who have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan, cast in person at a meeting called for the purpose of voting thereon.

6. You agree to purchase Fund shares only from us or from your customers. If you purchase Fund shares from us, you agree that all such purchases shall be made only: (a) to cover orders already received by you from your customers; (b) for shares being acquired by your customers pursuant to either the exchange privilege or the reinvestment privilege, as described in the Prospectus of the Fund; or (c) for your own bona fide investment. If you purchase shares from your customers, you agree to pay such customers not less than the applicable redemption price next quoted by the Fund pursuant to the procedures set forth in the Prospectus of the Fund.

7. You shall sell shares only: (a) to customers at the applicable public offering price, except for shares being acquired by your customers at net asset value as described in the Prospectus of the Fund, and (b) to us as agent for the Fund at the redemption price. In such a sale to us, you may act either as principal for your own account or as agent for your customer. If

 

   2    09-17


you act as principal for your own account in purchasing shares for resale to us, you agree to pay your customer not less than the price that you receive from us. If you act as agent for your customer in selling shares to us, you agree not to charge your customer more than a fair commission or fee for handling the transaction, except that you agree to receive no compensation of any kind based on the reinvestment of redemption or repurchase proceeds pursuant to the repurchase privilege, as described in the Prospectus of the Fund.

8. You hereby certify that all of your customers’ taxpayer identification numbers (“TIN”) or social security numbers (“SSN”) furnished to us by you are correct and that you will not open an account without providing us with the customer’s TIN or SSN. You agree to comply with the provisions of Appendix B, Policies and Procedures with Respect to Rule 22c-2.

9. You hereby acknowledge that, in the performance of the services contemplated by this Dealer Agreement, you use or have access to records, systems, or operations that include, in tangible or electronic form, information relating to your customers such as their name, address (including email address), phone number, account number, SSN, drivers license number, date of birth, account activity, investments, and other nonpublic personal information (including consumer reports) (collectively, “Personal Information” or “Customer Data”), which is subject to the requirements of the Gramm-Leach Bliley Act and Regulation S-P thereunder promulgated by the Securities and Exchange Commission, as from time to time amended, and other federal and state laws and regulations applicable to the management, use, disposal, and safekeeping of Personal Information and/or Customer Data as well as laws and regulations relating to “know your customer,” anti-money laundering, and similar federal and state regulatory requirements (collectively “Privacy Laws”). You agree to comply with all applicable Privacy Laws relating to Personal Information and Customer Data and to cooperate with us in enabling us to satisfy our regulatory requirements relating to Personal Information.

10. You shall not withhold placing with us orders received from your customers so as to profit yourself as a result of such withholding; e.g., by a change in the net asset value from that used in determining the public offering price to your customers.

11. We will not accept from you any conditional orders for shares.

12. If any Fund shares sold to you or your customers under the terms of this Dealer Agreement are redeemed by the Fund or repurchased by us as agent for the Fund within seven (7) business days after the date of our confirmation of the original purchase by you or your customers, it is agreed that you shall forfeit your right to any dealer concession or commission received by you on such Fund shares. We will notify you of any such repurchase or redemption within ten (10) business days after the date thereof and you shall forthwith refund to us the entire concession or commission allowed or paid to you on such sale. We agree, in the event of any such repurchase or redemption, to refund to the Fund the portion of the sales charge, if any, retained by us and, upon receipt from you of the concession allowed to you on any Fund shares, to pay such refund forthwith to the Fund.

13. Payment for Fund shares sold to you shall be made on or before the settlement date specified in our confirmation, at the office of our clearing agent, and by check payable to the order of the Fund, which reserves the right to delay issuance, redemption or transfer of shares until such check has cleared. If such payment and all necessary applications and documents are not received by us, we reserve the right, without notice, forthwith either to cancel the sale, or at our option, sell the shares ordered back to the Fund, in which case you shall bear any loss resulting from your failure to make payment as aforesaid.

14. You will also act as principal in all purchases by a shareholder for whom you are the dealer of record of Fund shares with respect to payments sent directly by such shareholder to the Shareholder Services and Transfer Agent (the “TA”) specified in the Prospectus of the Fund, and you authorize and appoint the TA to execute and confirm such purchases to such shareholders on your behalf. Upon receipt of payment from the Funds, we, as agent, will remit to you, no less frequently than monthly, the amount of any concessions due with respect to such purchases, except that no concessions will be paid to you on any transaction for which your net sales concession is less than $5.00 in any payment cycle. You also represent that with respect to all such direct purchases by such shareholder, you may lawfully sell shares of such Fund in the state designated as such shareholder’s record address.

15. No person is authorized to make any representations concerning shares of the Funds except those contained in the Prospectuses of the Funds and in sales literature issued by us supplemental to such Prospectuses or approved in writing by us. In purchasing shares from us, you shall rely solely on the representations contained in such Prospectuses and such sales literature. We will furnish you with additional copies of such Prospectuses and such sales literature and other releases and information issued by us in reasonable quantities upon request.

 

   3    09-17


(a) If, with prior written approval from us, you use any advertisement or sales literature which has not been supplied by us, you are responsible for ensuring that the material complies with all applicable regulations and has been filed with the appropriate authorities.

(b) You shall indemnify and hold us (and our directors, officers, employees, controlling persons and agents) and the Fund and its Trustees and officers harmless from and against any and all losses, claims, liabilities and expenses (including reasonable attorneys’ fees) (“Losses”) incurred by us or any of them arising out of (i) your dissemination of information regarding any Fund that is alleged to contain an untrue statement of material fact or any omission of a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading and that was not published or provided to you by or on behalf of us, or accurately derived from information published or provided by or on behalf of us or any of our Affiliates, (ii) any breach by you of any representation, warranty or agreement contained in this Dealer Agreement, (iii) any act or omission, including without limitation any material misstatement by you in connection with any orders or solicitation of orders for, or transactions in, shares of the Funds, or (iv) any willful misconduct or negligence on your part in the performance of, or failure to perform, your obligations under this Dealer Agreement, except to the extent such losses are caused by our breach of this Dealer Agreement or our willful misconduct or negligence in the performance, or failure to perform, our obligations under this Dealer Agreement.

(c) We shall indemnify and hold you (and your directors, officers, employees, controlling persons and agents) harmless from and against any and all Losses incurred by you arising out of (i) our dissemination of information regarding any Fund that contains an untrue statement of material fact or any omission of a material fact necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading, (ii) any breach by us of any representation, warranty or agreement contained in this Dealer Agreement, (iii) any act or omission, including without limitation any material misstatement by us in connection with any orders or solicitation of orders for, or transactions in, shares of the Funds, or (iv) any willful misconduct or negligence on our part in the performance of, or failure to perform, our obligations under this Dealer Agreement, except to the extent such losses are caused by your breach of this Dealer Agreement or your willful misconduct or negligence in the performance, or failure to perform, your obligations under this Dealer Agreement.

(d) This Section 15 shall survive termination of this Dealer Agreement.

16. The Fund reserves the right in its discretion and we reserve the right in our discretion, without notice, to refuse any order for the purchase of Fund shares for any reason whatsoever, and to suspend sales or withdraw the offering of Fund shares (or shares of any class(es)) entirely. We reserve the right, by written notice to you, to amend, modify, cancel or assign this Dealer Agreement, including Section 5 hereof, and any appendices that are now or in the future attached to this Dealer Agreement. Notice for all purposes shall be deemed to be given when mailed or electronically transmitted to you.

17. This Dealer Agreement shall replace any prior agreement between you and us or any of our predecessor entities (including but not limited to Natixis Distributors, L.P., IXIS Asset Management Distributors, L.P., CDC IXIS Asset Management Distributors, L.P., Nvest Funds Distributor, L.P., New England Funds, L.P., TNE Investment Services Corporation, and Investment Trust of Boston Distributors, Inc.) and is conditioned upon your representation and warranty that you are (i) registered as a broker/dealer under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and are a member in good standing of the Financial Industry Regulatory Authority, Inc. (“FINRA”) or (ii) exempt from registration as a broker/dealer under the 1934 Act. Regardless of whether you are a FINRA member, you and we agree to abide by the Rules and Regulations of FINRA, including without limitation Conduct Rules 2310, 2420, 3110, 3510 and 2830, and all applicable state and federal laws, rules and regulations. You agree to notify us immediately if you cease to be registered as a broker/dealer under the 1934 Act (or exempt from registration as a broker/dealer under the 1934 Act) and a member of FINRA. You agree to notify us of any material compliance matter related to the services provided by you pursuant to this Dealer Agreement. Should you cease to be registered as a broker/dealer under the 1934 Act (or exempt from such registration) and/or a cease to be a member in good standing of FINRA, you will be removed as broker-dealer of record and this Dealer Agreement will be terminated.

(a) You will not offer Fund shares for sale in any state (a) where they are not qualified for sale under the blue sky laws and regulations of such state or (b) where you are not qualified to act as a broker/dealer. You agree to offer Fund shares only to U.S. citizens with U.S. addresses.

(b) If you are a bank, with respect to any and all transactions in shares of the Funds pursuant to this Dealer Agreement, it is understood and agreed in each case that unless otherwise agreed to by us in writing: (i) you shall be acting solely as agent for the account of your customer; (ii) each transaction shall be initiated solely upon the order of your customer; (iii) we shall execute transactions only upon receiving instructions from you acting as agent for your customer; (iv) as between you and your customer, your customer will have full beneficial ownership of all shares; and (v) each transaction shall be for the account of your customer and not for your account.

 

   4    09-17


18. Each of the parties represents and warrants that it has enacted appropriate safeguards to protect non-public customer information. If non-public personal information regarding either party’s customers or consumers is disclosed to the other party in connection with this Dealer Agreement, the party receiving such information will not disclose or use that information other than as necessary to carry out the purposes of this Dealer Agreement and in accordance with Regulation S-P.

19. You hereby represent and certify to us that you are aware of, and in compliance with, all applicable anti-money laundering laws, regulations, rules and government guidance, including the reporting, recordkeeping and compliance requirements of the Bank Secrecy Act (“BSA”), as amended by the USA PATRIOT Act of 2001 (the “Patriot Act”), its implementing regulations, and related Securities and Exchange Commission and self-regulatory organization rules and regulations. You hereby certify to us that, as required by the Patriot Act, you have a comprehensive anti-money laundering compliance program that includes:     internal policies, procedures and controls for complying with the Patriot Act; a designated compliance officer or officers; an ongoing training program for appropriate employees; and an independent audit function. You also hereby certify to us that, to the extent applicable, you are in compliance with the economic sanctions programs administered by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), and have an OFAC compliance program that satisfies all applicable laws and regulations and sanctions programs administered by the U.S. Treasury Department’s Office of Foreign Laws and Regulations. You represent that you have adopted a Customer Identification Program in compliance with applicable laws, rules and regulations and will verify the identity of customers who open accounts with you and who invest in shares of the Funds. Except to the extent restricted by applicable law, you hereby agree to notify the Funds promptly whenever questionable activity or potential indications of suspicious activity or OFAC matches are detected with respect to the Funds. You hereby undertake to notify us promptly if any of the foregoing certifications cease to be true and correct for any reason. You further agree to monitor your employees’ use of web based systems used by you to access customer account information. You agree to notify us should any system ID require reassignment. You agree to remove such access as necessary. You agree that any order to purchase shares shall constitute your continued certification of the matters you have certified in this Section 19.

20. You hereby agree that all purchases, redemptions and exchanges of shares contemplated by this Dealer Agreement shall be effected by you for your customers in accordance with each Fund’s Prospectus, including, without limitation, the collection of any redemption fees, if applicable, and in accordance with applicable laws and regulations. You agree that, in the event that it should come to your attention that any of your customers are engaging in a pattern of purchases, redemptions and/or exchanges of Funds that potentially violates the Funds’ frequent trading policy as described in the relevant Fund’s Prospectus, you shall immediately notify us of such pattern and shall cooperate fully with us in any investigation and, if deemed necessary or appropriate by us, terminating any such pattern of trading, including, without limitation, by refusing such customer’s orders to purchase or exchange shares of the Funds.

21. You hereby represent that you have established and will maintain a business continuity program, in compliance with FINRA Rules 3510 and 3520, designed to ensure that you will at all times fulfill your obligations as set forth in this Dealer Agreement.

22. You hereby agree to provide any additional material as we may reasonably request to allow us to conduct periodic due diligence reviews and to ensure compliance with this Dealer Agreement.

23. You hereby acknowledge that each Fund and class of shares thereof may be offered and sold only in accordance with the terms and conditions set forth in the respective Fund’s prospectus and statement of additional information, as may be amended from time to time.

24.     All communications to us should be mailed to the above address and e-mailed to thirdpartynotices@natixis.com. Any notice to you shall be duly given if mailed or faxed to you at the address specified by you.

25. This Dealer Agreement together with attached appendices shall be effective when accepted by you below and shall be governed by and construed under the laws of the Commonwealth of Massachusetts.

26. This Dealer Agreement together with attached appendices shall be effective as against you and your successor in interest. All obligations, representations, warranties and covenants made and belonging to you shall be enforceable against your successor in interest to the same extent that such would be enforceable against you.

 

   5    09-17


Your submission and our acceptance of an order for the Funds, or receipt by us of an executed copy of this Dealer Agreement from you represents your acknowledgement and acceptance of the terms and conditions of this Dealer Agreement and its attached appendices.

 

   

  Natixis Distribution, L.P.

  By: Natixis Distribution Corporation, Its General Partner

By:  

 

    By:  

 

  Authorized Signature of Dealer       Authorized Signature
Name:  

 

    Name:  

 

  (Please print name)      
Title:  

 

    Title:  

 

Address:  

                              

    Address:  

888 Boylston Street

Suite 800, Massachusetts 02199

Date:  

 

    Date:  

 

 

   6    09-17


Appendix A

Natixis Distribution, L.P.

Policies and Procedures with Respect to Mutual Fund Trading

You shall establish and maintain effective internal policies and controls, including operational and system controls, with respect to the processing of orders of the funds received prior to and after the close of the New York Stock Exchange – normally 4:00 p.m. Eastern Time (“Pricing Time”), for the purchase, redemption and exchange of shares of mutual funds, including the Funds.

For all transactions in the Funds, you shall follow all applicable rules and regulations and shall establish internal policies regarding the timely handling of orders for the purchase, redemption and exchange of shares of the Funds (“Fund Orders”) and maintain effective internal controls over the ability to distinguish and appropriately process Fund Orders received prior to and after the Fund’s Pricing Time, including operational and systems controls. Specifically, you represent as of the date of Dealer Agreement and each time that you accept a Fund Order on behalf of a Fund that:

 

   

Your policies and procedures provide reasonable assurance that Fund Orders received by you prior to the Fund’s Pricing Time are segregated from Fund Orders received by you after the Fund’s Pricing Time and are properly transmitted to the Funds (or their agents) for execution at the current day’s net asset value (“NAV”).

 

   

Your policies and procedures provide reasonable assurances that Fund Orders received by you after the Fund’s Pricing Time are properly transmitted to the Funds (or their agents) for execution at the next day’s NAV.

 

   

Your policies and procedures provide reasonable assurance that transactional information is delivered to the Funds (or their agents) in a timely manner.

 

   

You have designed procedures to provide reasonable assurance that policies with regard to the receipt and processing of Fund Orders are complied with. Such procedures either prevent or detect, on a timely basis, instances of noncompliance with the policies governing the receipt and processing of Fund Orders.

 

   

Policies and procedures governing the timely handling of Fund Orders have been designed and implemented effectively by all third parties to whom you have designated the responsibility to distinguish and appropriately process Fund Orders received prior to and after the Fund’s Pricing Time.

To the extent we have entered into related agreements with you regarding your handling of Fund Orders, you acknowledge and agree that this appendix shall apply to your handling of all Fund Orders, whether authorized under the Dealer Agreement or any other agreement with us or our affiliates.

 

   7    09-17


Appendix B

Natixis Distribution, L.P.

Policies and Procedures with Respect to Rule 22c-2

I. Shareholder Information.

1. Agreement to Provide Information. You agree to provide to the Fund, upon written request, the taxpayer identification number (“TIN”), the Individual/International Taxpayer Identification Number (“ITIN”), or other government- issued identifier (“GII”), if known, of any or all Shareholder(s) of each account held of record by you and the amount, date, name or other identifier of any investment professional(s) associated with the Shareholder(s) or account (if known), and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through an account maintained by you during the period covered by the request.

2. Period Covered by Request. Requests must set forth a specific period, not to exceed ninety (90) days from the date of the request, for which transaction information is sought. The Fund may request transaction information older than ninety (90) days from the date of the request as the Fund deems necessary to investigate compliance with policies established by the Fund for the purpose of eliminating or reducing any dilution of the value of the outstanding shares issued by the Fund.

The Fund reserves the right to request the information set forth in Section I. (1) for each trading day and you agree, if so directed by the Fund, to provide the information.

3. Form and Timing of Response. You agree to provide, promptly upon request of the Fund or its designee, the requested information specified in Section I. (1). If requested by the Fund or its designee, you agree to use best efforts to determine promptly whether any specific person about whom you have received identification and transaction information specified in Section I. (1) is itself a financial intermediary (“indirect intermediary”) and, upon further request of the Fund or its designee, promptly either (i) provide (or arrange to have provided) the information set forth in Section I. (1) for those shareholders who hold an account with an indirect intermediary or (ii) restrict or prohibit the indirect intermediary from purchasing, in nominee name on behalf of other persons, securities issued by the Fund. You additionally agree to inform the Fund whether you plan to perform (i) or (ii). Responses required by this paragraph must be communicated in writing and in a format mutually agreed upon by the parties. To the extent practicable, the format for any transaction information provided to the Fund should be consistent with the NSCC Standardized Data Reporting Format.

4. Limitations on Use of Information. Fund agrees not to use the information received for marketing or any other similar purpose without your prior written consent.

5. Agreement to Restrict Trading. You agree to execute written instructions from the Fund to restrict or prohibit further purchases or exchanges of Shares by a Shareholder that has been identified by the Fund as having engaged in transactions of the Fund’s Shares (directly or indirectly through your account) that violate policies established by the Fund for the purpose of eliminating or reducing any dilution of the value of the outstanding Shares issued by the Fund.

6. Form of Instructions. Instructions to restrict or prohibit trading must include the TIN, ITIN, GII, if known, and the specific restriction(s) to be executed. If the TIN, ITIN, or GII is not known, the instructions must include an equivalent identifying number of the Shareholder(s) or account(s) or other agreed upon information to which the instruction relates.

7. Timing of Response. You agree to execute instructions as soon as reasonably practicable, but not later than five (5) business days after receipt of the instructions by you.

8. Confirmation. You must provide written confirmation to the Fund that instructions have been executed. You agree to provide confirmation as soon as reasonably practicable, but not later than ten (10) business days after the instructions have been executed.

9. Definitions. For purposes of this schedule only:

(a) The term “Fund” includes the fund’s principal underwriter and transfer agent. The term does not include any “excepted funds” as defined in SEC Rule 22c-2(b) under the Investment Company Act of 1940.*

 

*

As defined in SEC Rule 22c-2(b), the term “excepted fund” means any: (1) money market fund; (2) fund that issues securities that are listed on a national securities exchange; and (3) fund that affirmatively permits short-term trading of its securities, if its prospectus clearly and prominently discloses that the fund permits short-term trading of its securities and that such trading may result in additional costs for the fund.

 

   8    09-17


(b) The term “Shares” means the interests of Shareholders corresponding to the redeemable securities of record issued by the Fund under the Investment Company Act of 1940 that are held by you.

(c) The term “Shareholder” means the beneficial owner of Shares, whether the Shares are held directly or by you in nominee name.

(d) Note that the term “Shareholder” may have alternative meanings as follows: (1) for Retirement Plan Recordkeepers the term “Shareholder” means the Plan participant notwithstanding that the Plan may be deemed to be the beneficial owner of Shares and (2) for Insurance Companies the term “Shareholder” means the holder of interests in a variable annuity or variable life insurance contract issued by an Intermediary.

(e) The term “written” includes electronic writings and facsimile transmissions.

 

 

   9    09-17
EX-99.(H)(8) 8 d98636dex99h8.htm LOOMIS SAYLES FEE WAIVER/EXPENSE REIMBURSEMENT Loomis Sayles Fee Waiver/Expense Reimbursement

Exhibit (h)(8)

March 31, 2021

Natixis Funds Trust II

888 Boylston Street, Suite 800

Boston, MA 02199-8197

 

Re:

Fee Waiver/Expense Reimbursement

Ladies and Gentlemen:

Loomis, Sayles & Company, L.P. (“Loomis Sayles”) notifies you that it will waive its management fee and, to the extent necessary, reimburse certain expenses of the Funds listed below through March 31, 2022 in order to limit the Funds’ total annual fund operating expenses, exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, taxes, and organizational and extraordinary expenses, such as litigation and indemnification expenses, to the following annual rates:

 

Name of Fund

  

Expense Cap

December 15, 2020 through March 31, 2022:   
Loomis Sayles Global Growth Fund1    1.20% for Class A shares
   1.95% for Class C shares
   0.90% for Class N shares
   1.20% for Class T shares
   0.95% for Class Y shares
April 1, 2021 through March 31, 2022:   
Loomis Sayles Senior Floating Rate and Fixed Income Fund1    1.05% for Class A shares
   1.80% for Class C shares
   0.75% for Class N shares
   1.05% for Class T shares
   0.80% for Class Y shares

 

Natixis Advisors, L. P. (“Natixis Advisors”) will bear a portion of the waiver/reimbursement. The Natixis Advisors portion of the waiver/reimbursement will be equal to the ratio of the Natixis Advisors Support Services Fee divided by the management fee earned by Loomis Sayles.

With respect to each Fund, subject to applicable legal requirements, Loomis Sayles shall be permitted to recover, on a class-by-class basis, management fees waived and/or expenses reimbursed subsequent to the effective date of this undertaking in later periods to the extent that a class’ total annual fund operating expenses fall below the applicable expense limitation for such class; provided, however, that a Fund is not obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fee/expense was waived/reimbursed.

 

1


During the period covered by this undertaking, the expense cap arrangement set forth above for each of the Funds may only be modified by a majority vote of the “non-interested” Trustees of the Trust affected.

For purposes of determining any such waiver or expense reimbursement, expenses shall not reflect the application of balance credits made available by the Funds’ custodian or arrangements under which broker-dealers that execute portfolio transactions for the Funds agree to bear some portion of the Funds’ expenses.

We understand and intend that you will rely on this undertaking in preparing and filing the Registration Statements on Form N-1A for the above referenced Funds with the Securities and Exchange Commission, in accruing each Fund’s expenses for purposes of calculating its net asset value per share and for other purposes permitted under Form N-1A and/or the Investment Company Act of 1940, as amended, and expressly permit you to do so.

 

Loomis, Sayles & Company, L.P.

 

By:  

/s/ Lauren Pitalis

Name:   Lauren Pitalis
Title:     Vice President

 

2

EX-99.(H)(9) 9 d98636dex99h9.htm NATIXIS ADVISORS FEE/WAIVER EXPENSE REIMBURSEMENT Natixis Advisors Fee/Waiver Expense Reimbursement

Exhibit (h)(9)

 

LOGO

 

 

March 31, 2021

Natixis Funds Trust II

888 Boylston Street, Suite 800

Boston, MA 02199-8197

 

Re:

Fee Waiver/Expense Reimbursement

Ladies and Gentlemen:

Natixis Advisors, L.P. (“Natixis Advisors”) notifies you that it will waive its management fee and, to the extent necessary, reimburse certain expenses of the Fund listed below through the date indicated in order to limit the Fund’s total annual fund operating expenses, exclusive of acquired fund fees and expenses, brokerage expenses, interest expense, substitute dividend expenses on securities sold short, taxes, and organizational and extraordinary expenses, such as litigation and indemnification expenses, to the following annual rates:

 

Name of Fund

  

Expense Cap

April 1, 2021 through March 31, 2022:   
Vaughan Nelson Select Fund1    1.15% for Class A shares
   1.90% for Class C shares
   0.85% for Class N shares
   1.15% for Class T shares
   0.90% for Class Y shares

 

1

Natixis Advisors and Vaughan Nelson Investment Management, L.P. have agreed to bear the waiver/reimbursement jointly on a pro rata basis relative to their advisory and sub-advisory fees, respectively.

With respect to the Fund, subject to applicable legal requirements, Natixis Advisors shall be permitted to recover, on a class-by-class basis, management fees waived and/or expenses reimbursed subsequent to the effective date of this undertaking in later periods to the extent that a class’ total annual fund operating expenses fall below the applicable expense limitation for each class; provided, however, that the Fund is not obligated to pay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fee/expense was waived/reimbursed.


During the period covered by this undertaking, the expense cap arrangement set forth above for the Fund may only be modified by a majority vote of the “non-interested” Trustees of the Trust affected.

For purposes of determining any such waiver or expense reimbursement, expenses shall not reflect the application of balance credits made available by the Fund’s custodian or arrangements under which broker-dealers that execute portfolio transactions for the Fund agree to bear some portion of the Funds’ expenses.

We understand and intend that you will rely on this undertaking in preparing and filing the Registration Statements on Form N-1A for the above referenced Fund with the Securities and Exchange Commission, in accruing the Fund’s expenses for purposes of calculating its net asset value per share, and for other purposes permitted under Form N-1A and/or the Investment Company Act of 1940, as amended, and expressly permit you to do so.

 

Natixis Advisors, L.P.
By Natixis Distribution Corporation,
its general partner
               By:  

/s/ Russel Kane

  Name:   Russell Kane
  Title:  

Executive Vice President, General

Counsel, Secretary and Clerk

EX-99.(J)(1) 10 d98636dex99j1.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Consent of Independent Registered Public Accounting Firm

Exhibit (j)(1)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our report dated January 22, 2021, relating to the financial statements and financial highlights, which appears in Loomis Sayles Global Growth Fund’s, Loomis Sayles Senior Floating Rate and Fixed Income Fund’s and Vaughan Nelson Select Fund’s Annual Report on Form N-CSR for the year ended November 31, 2020. We also consent to the references to us under the headings “Financial Performance” and “Independent Registered Public Accounting Firm” in such Registration Statement.

/s/PricewaterhouseCoopers LLP

Boston, Massachusetts

March 29, 2021

EX-99.(O)(3) 11 d98636dex99o3.htm ALPHA SIMPLEX CODE OF ETHICS Alpha Simplex Code of Ethics

Exhibit (o)(3)

APPENDIX H

CODE OF ETHICS

Adopted March 1, 2006

Revised as of December 31, 2020

 

I.

INTRODUCTION

High ethical standards are essential for the success of the Adviser and to maintain the confidence of its clients. Our long-term business interests are best served by adherence to the principle that clients’ interests come first. The Adviser has a fiduciary duty to its clients which requires individuals associated with our firm to act solely for the benefit of our clients. Potential conflicts of interest may arise in connection with the personal trading activities of individuals associated with investment advisory firms. In recognition of the Adviser’s fiduciary obligations to its clients and the Adviser’s desire to maintain its high ethical standards, the Adviser has adopted this Code of Ethics (the “Code”) containing provisions designed to (i) comply with Rule 204A-1 under the Investment Advisers Act of 1940, as amended, and Rule 17j-1 under the Investment Company Act of 1940, as amended, (ii) prevent improper personal trading, and (iii) identify conflicts of interest and provide a means to resolve any actual or potential conflict in favor of the client.

One of our goals is to allow the Adviser’s personnel to engage in personal securities transactions while protecting our clients, the Adviser and its members, officers and employees from the conflicts that could result from a violation of the securities laws or from real or apparent conflicts of interest. While it is impossible to define all situations which might pose such a risk, this Code is designed to address those circumstances where such risks are likely to arise. Furthermore, the Adviser will not engage in proprietary trading.

Adherence to the Code and the related restrictions on personal investing is considered a basic condition of employment by the Adviser. If you have any doubt as to the propriety of any activity, you should consult with the Compliance Officer or his designee, who is charged with the administration of this Code, has general compliance responsibility for the Adviser and may offer guidance on securities laws and acceptable practices, as the same may change from time to time.

 

II.

DEFINITIONS

 

  (a)

Automatic Investment Plan means a program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation, including a dividend reinvestment plan.

 

  (b)

Advisory Person of the Adviser means (i) any officer, manager, member or employee (full-time, part-time or temporary) of the Adviser who, in connection with his or her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of Covered Securities by a client, or whose functions relate to the making of any recommendations with respect to such purchase or sale of Covered Securities, and (ii) any natural person in a control relationship to the Adviser who obtains information concerning recommendations made to clients with regard to the purchase or sale of Covered Securities.

 

  (c)

Beneficial Ownership is defined in accordance with Rule 16a-1(a)(2) under the Securities Exchange Act of 1934 and includes ownership by any person who, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, has or shares

 

H-1


  a direct or indirect “pecuniary” or financial interest in a security. For example, an individual has an indirect pecuniary interest in any security owned by the individual’s spouse. Beneficial ownership also includes, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise, having or sharing “voting power” or “investment power” as those terms are used in Section 13(d) of the Exchange Act and Rule 13d-3 thereunder.

 

  (d)

Covered Person means any Advisory Person of the Adviser and any other member, manager, officer, or employee (including full-time and temporary employees) of the Adviser, except for any Non-Access Director. A Covered Person also includes any solicitor/consultant, representative or agent retained by the Adviser who (i) makes or participates in the making of investments and/or potential investments for clients; (ii) has access to nonpublic information on investments and/or potential investments for clients; or (iii) has access to nonpublic information regarding securities recommendations to clients.

 

  (e)

Non-Access Director means any person who (i) serves on the Adviser’s Board of Managers; (ii) is not otherwise an officer or employee of the Adviser; and (iii) meets all of the following conditions:

 

  (1)

He or she, in connection with his or her regular functions or duties, does not make, participate in, or obtain information regarding the purchase or sale of Covered Securities by any client of the Adviser, and his or her functions do not relate to the making of recommendations with respect to such purchase or sale of Covered Securities;

 

  (2)

He or she does not have access to nonpublic information regarding purchase or sale of securities by any client of the Adviser, or nonpublic information regarding the portfolio holdings of any Reportable Fund; and

 

  (3)

He or she is not involved in making securities recommendations to the Adviser’s clients, and does not have access to such recommendations that are nonpublic.

Non-Access Directors are only subject to Sections I and III of the Code since they are not involved in making securities recommendations for any client accounts and do not have access to nonpublic information regarding the purchase or sale of Covered Securities by client accounts.

 

  (f)

Personal Account means any account in which a Covered Person has any direct or indirect beneficial ownership.

 

  (g)

Reportable Security means a security as defined in Section 202(a)(18) of the Act (15 U.S.C. 80b-2(a)(18)), which for the avoidance of doubt includes any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a “security”, or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guaranty of, or warrant or right to subscribe to or purchase any of the foregoing, but does not include:

 

  (1)

Direct obligations of the Government of the United States;

 

H-2


  (2)

Bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements; and

 

  (3)

Shares issued by money market funds.

A “Reportable Security” includes shares that are issued by registered open-end funds which include, but are not limited to, (i) exchange-traded funds and (ii) registered funds managed by the Adviser or registered funds whose adviser or principal underwriter controls the Adviser, is controlled by the Adviser, or is under common control with the Adviser.

 

  (h)

Covered Security means any Reportable Security that is eligible for purchase in a client account. The Compliance Officer will maintain, and make available to Covered Persons, a list of Covered Securities.

 

  (i)

Short Sale means the sale of securities that the seller does not own. A Short Sale is “against the box” to the extent that the seller contemporaneously owns or has the right to obtain at no added cost securities identical to those sold short.

 

  (j)

Restricted List shall have the meaning given to it in Section V(c) of the Code.

 

III.

STANDARDS OF CONDUCT

It is unlawful for a Covered Person or a Non-Access Director, in connection with the purchase or sale, directly or indirectly, by the Covered Person or the Non-Access Director, respectively, of a Covered Security, to:

 

  (a)

Employ any device, scheme or artifice to defraud the client;

 

  (b)

Make any untrue statement of a material fact to the client or omit to state a material fact necessary in order to make the statements made to the client, in light of the circumstances under which they are made, not misleading;

 

  (c)

Engage in any act, practice or course of business that operates or would operate as a fraud or deceit on the client; or

 

  (d)

Engage in any manipulative practice with respect to the client.

In addition, it is expected that all Covered Persons and Non-Access Directors will:

 

  (a)

Use reasonable care and exercise professional judgment in all actions affecting a client.

 

  (b)

Maintain general knowledge of and comply with all applicable federal and state laws, rules and regulations governing the Adviser’s activities, and not knowingly participate or assist in any violation of such laws, rules or regulations.

 

  (c)

Not engage in any conduct involving dishonesty, fraud, deceit, or misrepresentation or commit any act that reflects adversely on their honesty, trustworthiness, or professional competence.

 

  (d)

Respect and maintain the confidentiality of clients’ information, their securities transactions and potential transactions, their portfolio strategy, or any other matters within the bounds of fiduciary duty.

 

H-3


  (e)

Be aware of the scope of material nonpublic information related to the value of a security.

 

  (f)

Avoid any trading or causing any other party to trade in a security if such trading would breach a fiduciary duty or if the information was misappropriated or relates to a material corporate event.

 

  (g)

Exercise diligence and thoroughness in securities research and in the making of investment recommendations and decisions; and maintain appropriate records to support the reasonableness of such recommendations and decisions; provided, however, that because the Adviser uses quantitative analysis in making investment recommendations and decisions, the Adviser will not maintain records with respect to the reasonableness of recommendations generated by its programs.

 

  (h)

Deal fairly and objectively with clients when disseminating investment recommendations, disseminating material changes in recommendations, and taking investment action.

 

  (i)

Refrain from any misrepresentations or factual omissions that could affect clients’ investment decisions.

 

  (j)

Comply on a timely basis with the reporting requirements of this Code.

 

IV.

APPLICABILITY OF CODE OF ETHICS

 

  (a)

Personal Accounts of Covered Persons. This Code applies to all Personal Accounts of all Covered Persons. A Personal Account also includes an account maintained by or for:

 

  (1)

A Covered Person’s spouse (other than a legally separated or divorced spouse of the Covered Person) and minor children;

 

  (2)

Any individuals who live in the Covered Person’s household and over whose purchases, sales, or other trading activities the Covered Person exercises control or investment discretion;

 

  (3)

Any persons to whom the Covered Person provides primary financial support, and either (i) whose financial affairs the Covered Person controls, or (ii) for whom the Covered Person provides discretionary advisory services;

 

  (4)

Any trust or other arrangement which names the Covered Person as a beneficiary or remainderman; and

 

  (5)

Any partnership, corporation, or other entity of which the Covered Person is a director, officer or partner or in which the Covered Person has a 25% or greater beneficial interest, or in which the Covered Person owns a controlling interest or exercises effective control; provided, however, that private fund entities managed by the Adviser are not deemed to be Personal Accounts of a Covered Person.

A comprehensive list of all Covered Persons and Personal Accounts will be maintained by our Compliance Officer.

 

  (b)

Covered Person as Trustee. A Personal Account does not include any account for which a Covered Person serves as trustee of a trust for the benefit of (i) a person to whom the Covered Person does not provide primary financial support, or (ii) an independent third party.

 

H-4


  (c)

Solicitors/Consultants. Non-employee solicitors or consultants are not subject to this Code unless the solicitor/consultant, as part of his duties on behalf of the Adviser, (i) makes or participates in the making of investment recommendations for the Adviser’s clients, or (ii) obtains information on recommended investments for the Adviser’s clients.

 

V.

RESTRICTIONS ON PERSONAL INVESTING ACTIVITIES

 

  (a)

General. It is the responsibility of each Covered Person to ensure that a particular securities transaction being considered for a Personal Account is not subject to a restriction contained in this Code or otherwise prohibited by any applicable laws. Personal securities transactions for Covered Persons may be effected only in accordance with the provisions of this Section.

 

  (b)

Preclearance of Transactions in Personal Account. A Covered Person must obtain the prior written approval of the Compliance Officer before engaging in any transaction in a Covered Security in his or her Personal Account, unless such transaction is exempted from preclearance pursuant to Section VI below. The Compliance Officer or his designee (who must have no personal interest in the subject transaction) may approve the transaction if the Compliance Officer concludes that the transaction would comply with the provisions of this Code and is not likely to have any adverse economic impact on a client. A Covered Person who wishes to make a trade in a Covered Security that would otherwise be denied preclearance solely because the Covered Security is under consideration or pending execution for a client will nevertheless receive approval when submitted for preclearance provided that the issuer of the Covered Security in which the Covered Person wishes to transact has a market cap exceeding U.S. $5 billion (a “Large Cap Security”) AND the aggregate amount of the Covered Person’s transaction in that Large Cap Security on that day across all personal accounts does not exceed U.S. $10,000. A request for preclearance must be made by completing the Preclearance Form in advance of the contemplated transaction. A sample Preclearance Form is attached as Attachment A. Any approval given under this paragraph will remain in effect for 24 hours.

 

  (c)

Prohibitions on Trading in Securities on the Restricted List. Trading of any security of an issuer appearing on the Restricted List (as defined in this Section V(c)) in a Personal Account is prohibited absent the Compliance Officer’s prior approval. The “Restricted List” will consist of (i) issuers with respect to which the Adviser or a Supervised Person has come into possession of material nonpublic information and (ii) any other issuers as determined by the Compliance Officer.

 

  (d)

Trading on the Same Day As Clients. Without the consent of the Compliance Officer, a Covered Person may not execute a personal securities transaction on a day during which any client over which the Covered Person has investment discretion has a pending “buy” or “sell” order in that same security.

 

  (e)

Short Sales. A Covered Person shall not engage in any short sale of a security if, at the time of the transaction, any client account managed by the Covered Person has a long position in such security. Short sales against the box in securities held by a client are permitted except on a day when a client account managed by the Covered Person trades in the same security.

 

  (f)

Initial Public Offerings. A Covered Person shall not acquire any direct or indirect beneficial ownership in any securities in any initial public offering unless the Compliance Officer has given express prior written approval. The Compliance Officer, in determining whether approval should be given, will take into account, among other factors, whether the investment opportunity should be reserved for a client and whether the opportunity is being offered to the Covered Person by virtue of his or her position with the Adviser.

 

H-5


  (g)

Private Placements and Investment Opportunities of Limited Availability. A Covered Person shall not acquire any beneficial ownership in any securities in any private placement of securities or investment opportunity of limited availability unless the Compliance Officer has given express prior written approval. The Compliance Officer, in determining whether approval should be given, will take into account, among other factors, whether the investment opportunity should be reserved for a client and whether the opportunity is being offered to the Covered Person by virtue of his or her position with the Adviser.

 

  (h)

Service on Boards of Directors; Outside Business Activities. A Covered Person may not serve as a director (or similar position) on the board of any company, including a public company, unless the Covered Person has received written approval from the Compliance Officer. Authorization will be based upon a determination that the board service would not be inconsistent with the interests of any client account. At the time a Covered Person submits the initial holdings report in accordance with Section VII(d) of the Code, the Covered Person will submit to the Compliance Officer a description of any outside business activities in which the Covered Person has a significant role on Attachment B.

 

  (i)

Management of Non-Adviser Accounts. Covered Persons are prohibited from managing accounts for third parties who are not clients of the Adviser or serving as a trustee for third parties unless the Compliance Officer preclears the arrangement and finds that the arrangement would not harm any client. The Compliance Officer may require the Covered Person to report transactions for such account and may impose such conditions or restrictions as are warranted under the circumstances.

 

VI.

EXCEPTIONS FROM PRECLEARANCE PROVISIONS

In recognition of the de minimis or involuntary nature of certain transactions, this Section sets forth the types of transactions that are exempt from the preclearance requirements. The restrictions and reporting obligations of the Code will continue to apply to any transaction exempted from preclearance pursuant to this Section. Accordingly, the following transactions will be exempt only from the preclearance requirements of Section V(b):

 

  (a)

Purchases or sales of Covered Securities held in any Personal Account over which the Covered Person has no direct or indirect influence or control;

 

  (b)

Purchases or sales pursuant to an Automatic Investment Plan;

 

  (c)

Transactions in money market funds and instruments;

 

  (d)

Transactions in shares of registered open-end investment companies that are not managed by the Adviser;

 

  (e)

Transactions in securities that are not Covered Securities;

 

  (f)

Purchases made pursuant to an employee stock purchase plan; and

 

  (g)

Broad based open-ended ETFs with either a market capitalization exceeding U.S. $1 billion or an average daily trading volume exceeding 1 million shares (over a 90-day period).

In order for a Covered Person’s transaction(s) to be exempt in accordance with Section VI(a) above, the Covered Person must submit a quarterly statement certifying his or her lack of any direct or indirect influence or control over the applicable Personal Account(s). A form of such quarterly statement is set forth in Attachment E.

 

H-6


VII.

REPORTING

 

  (a)

Duplicate Copies of Broker’s Confirmations and Account Statements to Adviser. All Covered Persons must direct their brokers or custodians or any persons managing the Covered Person’s account in which any Reportable Securities are held to supply the Compliance Officer with:

 

  (1)

duplicate copies of securities trade confirmations (“Broker’s Confirmations”) within 30 days after a transaction on behalf of the Covered Person; and

 

  (2)

the Covered Person’s monthly and quarterly brokerage or account statements within 30 days after the relevant time period.

 

  (3)

if a Covered Person’s brokerage or account statements are unavailable, the Covered Person must submit to the Compliance Officer a report of the Covered Person’s securities transactions no later than 30 days after the end of each calendar quarter. The report must set forth each transaction in a Reportable Security in which the Covered Person had any beneficial interest during the period covered by the report. A form of transaction report is set forth as Attachment C.

 

  (b)

New Accounts. Each Covered Person must notify the Compliance Officer promptly if the Covered Person opens any new account in which any securities are held with a broker or custodian or moves such an existing account to a different broker or custodian and must report such new account on Attachment C at the end of the quarter in which such account was opened or moved.

 

  (c)

Annual Holdings Reports. By January 31 each year, each Covered Person must provide to the Compliance Officer, a signed and dated Annual Holdings Report containing information current as of a date not more than 45 days prior to the date of the report.

The Annual Holdings Report must disclose:

 

  (1)

All securities (including all mutual fund shares) held in a Personal Account of the Covered Person, including the title and type of security, and as applicable the exchange ticker symbol or CUSIP number, number of shares and/or principal amount of each security beneficially owned; and

 

  (2)

The name of any broker-dealer or financial institution with which the Covered Person maintains a Personal Account in which securities are held for the Covered Person. A form of the Annual Holdings Report is set forth as Attachment D.

 

  (d)

Disclosure of Securities Holdings. All Covered Persons will, within 10 days of commencement of employment with the Adviser, submit an initial statement on Attachment D to the Compliance Officer listing all of the

 

  (1)

securities in which the Covered Person has any beneficial ownership, (including title and exchange ticker symbol or CUSIP number, type of security, number of shares and principal amount (if applicable) of each Reportable Security in which the Covered Person has any direct or indirect beneficial ownership);

 

  (2)

the names of any brokerage firms or banks where the Covered Person has an account in which any securities are held.

 

H-7


  (3)

The report must be dated the day the Covered Person submits it, and must contain information that is current as of a date no more than 45 days prior to the date the person becomes a Covered Person of the Adviser. A form of the initial report is set forth in Attachment D.

 

  (e)

Exceptions to Reporting Requirements. A Covered Person need not submit any report with respect to transactions effected for and securities held in accounts over which the Covered Person has no direct or indirect influence or control or reports with respect to transactions effected pursuant to an Automatic Investment Plan, provided that the Covered Person submits a quarterly statement certifying his or her lack of such influence or control. A form of such quarterly statement is set forth in Attachment E.

 

  (f)

Covered Persons must report immediately any suspected violations to the Compliance Officer.

 

VIII.

RECORDKEEPING

The Compliance Officer shall maintain records in the manner and extent set forth below, and these records shall be available for examination by representatives of the Securities and Exchange Commission:

 

  (a)

a copy of this Code which is, or at any time within the past five years has been, in effect shall be preserved in an easily accessible place;

 

  (b)

a record of any violation of this Code and of any action taken as a result of such violation shall be preserved in an easily accessible place for a period of not less than five years following the end of the fiscal year in which the violation occurs, the first two years in an appropriate office of the Adviser;

 

  (c)

a copy of all written acknowledgements of the receipt of the Code and any amendments thereto for each Covered Person who is currently, or within the past five years was a Covered Person;

 

  (d)

a copy of each report made pursuant to this Code and brokerage confirmations and statements submitted on behalf of Covered Persons shall be preserved for a period of not less than five years from the end of the fiscal year in which the last entry was made on such record, the first two years in an appropriate office of the Adviser;

 

  (e)

a list of all Covered Persons (which includes all Advisory Persons) who are required, or within the past five years have been required, to make reports under the Code or who are responsible for reviewing such reports pursuant to this Code shall be maintained in an easily accessible place;

 

  (f)

a record of any decision and supporting reasons for approving the acquisition of securities by a Covered Person shall be preserved for a period of not less than five years from the end of the fiscal year in which the approval was granted;

 

  (g)

a record of persons responsible for reviewing reports and a copy of reports provided pursuant to Section VII; and

 

  (h)

a record of any report furnished to the board of any registered investment company to which the Adviser provides advisory services pursuant to Section IX below shall be preserved for a period of not less than five years from the end of the fiscal year in which the last entry was made on such record, the first two years in an appropriate office of the Adviser.

 

H-8


IX.

REPORTS TO THE BOARD(S) OF REGISTERED INVESTMENT COMPANIES

No less frequently than annually, the Adviser will furnish the Board of Directors or Trustees of any registered investment company (the “Board”) to which it provides advisory services with a written report that:

 

  (a)

describes any issues arising under the Code or procedures since the last report to the Board, including, but not limited to, information about material violations of the Code or procedures and sanctions imposed in response to the material violations; and

 

  (b)

certifies that the Adviser has adopted procedures reasonably necessary to prevent Access Persons from violating the Code.

 

X.

OVERSIGHT OF CODE OF ETHICS

 

  (a)

General Principle. The Adviser will use reasonable diligence and institute procedures reasonably necessary to prevent violations of the Code.

 

  (b)

Acknowledgment. The Compliance Officer shall identify all Covered Persons who are under a duty to make reports under this Code and shall inform such persons of such duty and annually deliver a copy of the Code and any amendments to all Covered Persons. All Covered Persons are required annually to sign and acknowledge their receipt of this Code by signing the form of annual certification for employees attached as Attachment F or such other form as may be approved by the Compliance Officer.

 

  (c)

Review of Transactions. Each Covered Person’s transactions in his/her Personal Account will be reviewed on a regular basis and compared with transactions for the clients. Any Covered Person transactions that are believed to be a violation of this Code will be reported promptly to the management of the Adviser.

 

  (d)

Sanctions. Upon determining that a violation of this Code has occurred, the Adviser may impose such sanctions or remedial action as deemed appropriate or to the extent required by law. These sanctions may include, among other things, disgorgement of profits, suspension or termination of employment.

 

  (e)

Reports to the Board. The Adviser shall report to the Board of Directors or Trustees of any registered investment company (the “Board”) to which it provides advisory services, any violation of the Code by a Covered Person, and such Covered Person may be called upon to explain the circumstances surrounding his or her non-clerical violation for evaluation by the Board.

 

  (f)

Authority to Exempt Transactions. The Compliance Officer has the authority to exempt any Covered Person or any personal securities transaction of a Covered Person from any or all of the provisions of this Code if the Compliance Officer determines that such exemption would not be against any interests of a client. The Compliance Officer will prepare and file a written memorandum of any exemption granted, describing the circumstances and reasons for the exemption.

 

  (g)

ADV Disclosure. The Compliance Officer will ensure that the Adviser’s Form ADV (1) describes the Code in item 11 of Part 2A and (2) offers to provide a copy of the Code to any client or prospective client upon request.

 

H-9


XI.

CONFIDENTIALITY

All reports of securities transactions and any other information filed pursuant to this Code shall be treated as confidential to the extent permitted by law.

 

H-10


Exhibit (o)(3)

APPENDIX H

ATTACHMENT A

AlphaSimplex Group, LLC

PRECLEARANCE FORM

FOR TRANSACTIONS IN PERSONAL ACCOUNTS OF COVERED PERSONS

Covered Persons must complete this Preclearance Form prior to engaging in any personal transaction in Covered Securities (unless excepted by the Code).

Investment Information

Investment Type (please circle):

Common            Preferred             Mutual Fund            Other                        

Debt (indicate issue)                              Derivative (indicate type)                

Issuer/Fund Name:                                             

Transaction Information

Transaction Type (please circle):

Buy                 Sell                 Short Sale

Any additional factors relevant to a conflict of interest analysis:

 

Estimated Trade Date:    
Quantity/USD Amount:    
Estimated Price:    
Broker/Dealer:    

 

 

Initials of Covered Person

  

 

Date    

 

H-11


Representation and Signature

By executing this form, I represent that my trading in this investment is not based on any material nonpublic information. I understand that preclearance will only be in effect for 24 hours from the date of the Compliance Officer’s signature.

 

 

Name (please print)

   

 

Signature

     

 

Date

Disposition of Preclearance Request      

 

Approved

     

 

Comments

 

Denied

     

 

Comments

     

 

Date

 

H-12


APPENDIX H

ATTACHMENT B

AlphaSimplex Group, LLC

REPORT ON OUTSIDE BUSINESS ACTIVITIES

 

To:    Compliance Officer
From:        
Subject:    Outside Business Activities

 

 

Covered Persons are not permitted to serve on the board of directors of any company, including a publicly traded company without prior written authorization from the Compliance Officer.

Pursuant to the Code, each Covered Person is required to submit to the Compliance Officer a description of any business activities outside of AlphaSimplex Group, LLC in which he or she has a significant role, including all board of directors seats or offices that he or she holds.

I have described my outside business activities in the space provided below.

Additionally, I have included information as to my knowledge whether any family members serve on the boards of directors of any company, including a publicly traded company, are otherwise employed by such publicly-traded company or are employed by a brokerage firm or investment bank. Relevant information includes family member’s name, his or her relation to me, the company for which such family member works and his or her title within the organization.

I have checked the following box because I do not have an outside business activity and no family members are employed by a publicly traded company:  ☐

 

Date:                                          

 

Signature

     

 

Name (Please Print)

 

H-13


Exhibit (o)(3)

APPENDIX H

ATTACHMENT C

AlphaSimplex Group, LLC

SUPPLEMENTAL QUARTERLY PERSONAL SECURITIES TRANSACTIONS REPORTING FORM

For the Calendar Quarter Ended:                         

I. During the quarter referred to above, the following transactions were effected in Reportable Securities of which I had, or by reason of such transaction acquired, direct or indirect beneficial ownership, and which are required to be reported pursuant to the Advisers Act Rule 204A-1(b)(2). (Attach additional pages if necessary.)

 

Security       Symbol/Cusip   Shares/Units   Maturity   Interest Rate   Dollar Amount   Purchase/Sale/Other   Price   Date  

BD or

Bank

                                     
                                     
                                     
                                     
                                     
                                     

This report (i) excludes transactions with respect to which I had no direct or indirect influence or control and (ii) other transactions not required to be reported.

Except as noted below, I hereby certify that I have no knowledge of the existence of any personal conflict of interest relationship which may involve a client of the Adviser, such as the existence of any economic relationship between my transactions and securities held or to be acquired by the Adviser.

I certify that I have reported on this form all transactions in Reportable Securities in which I had any direct or indirect beneficial ownership during the period covered by this report.

II. During the quarter referred to above, the following accounts were established for my direct or indirect benefit:

 

   
Name of the Broker, Dealer or Bank Where Account
Established
   Date the Account was Established
      
      
      

I certify that I have reported on this form all accounts that were established during this quarter in which I had any direct or indirect beneficial ownership during the period covered by this report.

 

 

Supervised Person Print or Type Name

 

 

Signature   Date

 

 

Compliance Review Print or Type Name

 

H-14


 

Signature   Date

 

Comments:
 
 

 

H-15


APPENDIX H

ATTACHMENT D

AlphaSimplex Group, LLC

INITIAL HOLDINGS REPORT AND ANNUAL HOLDINGS REPORT

 

To:    Compliance Officer
From:        
Subject:    Holdings Report

 

 

Pursuant to the Code, each Covered Person must submit an initial holdings report and an updated annual holdings report that lists all Reportable Securities (as defined in the Code) in which such Covered Person has a direct or indirect Beneficial Ownership (as defined in the Code), unless excepted by the Code.

Each Covered Person is required to complete the form below and return it to the Compliance Officer. If this is an Initial Holdings Report, it must be submitted no later than 10 days after the date on which the undersigned became a Covered Person. If this is an Annual Holdings Report, it must be submitted no later than January 31 each year with respect to the Covered Person’s holdings for the preceding year. The information set forth in an Initial Holdings Report and an Annual Holdings Report must be current as of a date no more than 45 days prior to the date on which the report is submitted.

 

Date       

Title & Amount of Security

(including exchange ticker symbol

or CUSIP number, number of shares

and principal amount)

  

Name of Broker,

Dealer or Bank

Maintaining Account At Which

Any Securities are Maintained

           
           
           
           
           
           
           
           

(I have attached additional pages if required)

I certify that the names of any brokerage firms or banks where I have an account in which any securities are held are disclosed above.

Signed:                                                  

Print Name:                                          

Date:                                                      

 

H-16


APPENDIX H

ATTACHMENT E

AlphaSimplex Group, LLC

QUARTERLY CERTIFICATION FOR EXTERNALLY-MANAGED PERSONAL ACCOUNTS

For the Calendar Quarter Ended:                         

During the quarter referred to above, the following account(s) in which I have a beneficial ownership was (were) managed by a financial adviser who had discretionary authority over such account(s):

 

   
Name of the Broker, Dealer or Bank
Where Account Established
   Financial Adviser with
Discretionary Authority
      
      
      

I certify that I had no direct or indirect influence or control with respect to the management of the account(s) covered by the arrangement with the adviser during this period.

I will notify the Compliance Officer in advance if anything changes in the arrangement with the adviser, including termination of the arrangement or changes in my influence or control with respect to the applicable account(s).

 

 

Supervised Person Print or Type Name

 

 

Signature   Date

 

 

Compliance Review Print or Type Name

 

 

Signature   Date

 

Comments:
 

 

H-17


APPENDIX H

ATTACHMENT F

ALPHASIMPLEX GROUP, LLC

CODE OF ETHICS ACKNOWLEDGEMENT

I hereby acknowledge receipt of the AlphaSimplex Group, LLC’s Code of Ethics (the “Code”) and certify that I have read and understand it and agree to abide by it. I hereby represent that all my personal securities transactions will be effected in compliance with the Code.

I confirm that the disclosure (where applicable) of Personal Accounts, Reportable Securities, Covered Securities (each as defined in the Code) and any outside business activities is complete and accurate.

I also confirm that I have instructed all financial institutions where I maintain a Personal Account to supply duplicate copies of my monthly and quarterly account statements as well as duplicate copies of trade confirmations to the Compliance Officer of AlphaSimplex Group, LLC (unless the provision of such copies is excepted by the Code).

I hereby certify that I have never been found civilly liable for nor criminally guilty of insider trading and that no legal proceedings alleging that I have violated the law on insider trading are now pending or, to my knowledge, threatened by any person or authority.

 

Date:                                          

 

Signature

     

 

Name (Please Print)

 

H-18

EX-99.(O)(6) 12 d98636dex99o6.htm LOOMIS SAYLES CODE OF ETHICS Loomis Sayles Code of Ethics

Exhibit (o)(6)

LOOMIS, SAYLES & CO., L.P.

LOOMIS SAYLES INVESTMENTS LIMITED

LOOMIS SAYLES INVESTMENTS ASIA PTE. LTD.

Code of Ethics

 

 
  

Policy on Personal Trading and

Related Activities

by Loomis Sayles Personnel

  

EFFECTIVE:

January 14, 2000

AS AMENDED:

December 16, 2020

 

1


Exhibit (o)(6)

 

Table of Contents

 

1.

 

INTRODUCTION

     3  

2.

 

STATEMENT OF GENERAL PRINCIPLES

     3  

3.

 

A FEW KEY TERMS

     4  

3.1.

 

Covered Security

     4  

3.2.

 

Beneficial Ownership

     6  

3.3.

 

Investment Control

     7  

3.4.

 

Maintaining Personal Accounts

     7  

4.

 

SUBSTANTIVE RESTRICTIONS ON PERSONAL TRADING

     8  

4.1.

 

Pre-clearance

     8  

4.2.

 

Good Until Canceled and Limit Orders

     10  

4.3.

 

Short Term Trading Profits

     10  

4.4.

 

Restrictions on Round Trip Transactions in Loomis Advised Funds

     11  

4.5.

 

Derivatives

     11  

4.6.

 

Short Sales

     12  

4.7.

 

Competing with Client Trades

     12  

4.8.

 

Large Cap/De Minimis Exemption

     13  

4.9.

 

Investment Person Seven-Day Blackout Rule

     13  

4.10.

 

Research Recommendations

     14  

4.11.

 

Initial Public Offerings

     15  

4.12.

 

Private Placement Transactions

     16  

4.13.

 

Insider Trading

     16  

4.14.

 

Restricted and Concentration List

     17  

4.15.

 

Loomis Sayles Hedge Funds

     18  

4.16.

 

Exemptions Granted by the Chief Compliance Officer

     18  

5.

 

PROHIBITED OR RESTRICTED ACTIVITIES

     19  

5.1.

 

Public Company Board Service and Other Affiliations

     19  

5.2.

 

Participation in Investment Clubs and Private Pooled Vehicles

     19  

6.

 

REPORTING REQUIREMENTS

     19  

6.1.

 

Initial Holdings Reporting, Account Disclosure and Acknowledgement of Code

     19  

6.2.

 

Brokerage Confirmations and Brokerage Account Statements

     21  

6.3.

 

Quarterly Transaction Reporting and Account Disclosure

     21  

6.4.

 

Annual Reporting

     22  

6.5.

 

Review of Reports by Chief Compliance Officer

     23  

6.6.

 

Internal Reporting of Violations to the Chief Compliance Officer

     23  

7.

 

SANCTIONS

     25  

8.

 

RECORDKEEPING REQUIREMENTS

     25  

9.

 

MISCELLANEOUS

     26  

9.1.

 

Confidentiality

     26  

9.2.

 

Disclosure of Client Trading Knowledge

     26  

9.3.

 

Notice to Access Persons, Investment Persons and Research Analysts as to Code Status

     27  

9.4.

 

Notice to Personal Trading Compliance of Engagement of Independent Contractors

     27  

9.5.

 

Questions and Educational Materials

     27  

 

2


Exhibit (o)(6)

 

Code of Ethics

 

 
   Policy on Personal Trading and Related Activities   

1. INTRODUCTION

This Code of Ethics (“Code”) has been adopted by Loomis, Sayles & Co., L.P. (“Loomis US”), Loomis Sayles Investments Limited (“Loomis UK”) and Loomis Sayles Investments Asia Pte. Ltd. (“Loomis Asia”) (collectively (“Loomis Sayles”) to govern certain conduct of Loomis Sayles’ Supervised Persons and personal trading in securities and related activities of those individuals who have been deemed Access Persons thereunder, and under certain circumstances, those Access Persons’ family members and others in a similar relationship to them.

The policies in this Code reflect Loomis Sayles’ desire to detect and prevent not only situations involving actual or potential conflicts of interest or unethical conduct, but also those situations involving even the appearance of these.

2. STATEMENT OF GENERAL PRINCIPLES

It is the policy of Loomis Sayles that no Access Person or Supervised Person as such terms are defined under the Code, (please note that Loomis Sayles treats all employees as Access Persons) shall engage in any act, practice or course of conduct that would violate the Code, the fiduciary duty owed by Loomis Sayles and its personnel to Loomis Sayles’ clients, Rule 204A-1 under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), or the provisions of Section 17(j) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), and Rule 17j-1 there under. It is required that all Access Persons must comply with all applicable laws, rules and regulations including, but not limited to the Federal Securities Laws. The Investment Management Association of Singapore’s (“IMAS’”) Code of Ethics & Standards of Professional Conduct provides that Loomis Asia (as a member of IMAS) should have in place appropriate policies and internal controls governing personal dealing and appropriate structures in place to carry out monitoring and to ensure compliance. Therefore, all employees of Loomis Asia must also comply with the Securities and Futures Act, Chapter 289 of Singapore (the “Securities and Futures Act”), the Financial Advisers Act, Chapter 110 of Singapore (the “Financial Advisers Act”), and all other applicable Singapore laws, rules and regulations.

Under the requirements of the Financial Conduct Authority (FCA), there are Conduct Rules within the Senior Managers and Certification Regime (SM&CR) with which all employees of Loomis UK must comply. These rules are designed to improve the levels of responsibility and accountability, honesty and integrity, and to act at all times with due care, skill and diligence.

The Code is designed to comply with all of the above regulations.

The fundamental position of Loomis Sayles is, and has been, that it must at all times place the interests of its clients first. Accordingly, your personal financial transactions (and in some cases, those of your family members and others in a similar relationship to you) and related activities must be conducted consistently with this Code and in such a manner as to avoid any actual or potential conflict of interest or abuse of your position of trust and responsibility.

 

3


Exhibit (o)(6)

 

Without limiting in any manner the fiduciary duty owed by Loomis Sayles to its clients, it should be noted that Loomis Sayles considers it proper that purchases and sales be made by Access Persons in the marketplace of securities owned by Loomis Sayles’ clients, provided that such securities transactions comply with the spirit of, and the specific restrictions and limitations set forth in the Code. In making personal investment decisions, however, you must exercise extreme care to ensure that the provisions of the Code are not violated and under no circumstances, may an Access Person use the knowledge of Covered Securities purchased or sold by any client of Loomis Sayles or Covered Securities being considered for purchase or sale by any client of Loomis Sayles to profit personally, directly or indirectly, by the market effect of such transactions.

Improper trading activity can constitute a violation of the Code. The Code can also be violated by an Access Person’s failure to file required reports, by making inaccurate or misleading reports or statements concerning trading activity, or by opening an account with a non-Select Broker without proper approval as set forth in the Code.

It is not intended that these policies will specifically address every situation involving personal trading. These policies will be interpreted and applied, and exceptions and amendments will be made, by Loomis Sayles in a manner considered fair and equitable, but in all cases with the view of placing Loomis Sayles’ clients’ interests paramount. It also bears emphasis that technical compliance with the procedures, prohibitions and limitations of this Code will not automatically insulate you from scrutiny of, and sanctions for, securities transactions which indicate an abuse of Loomis Sayles’ fiduciary duty to any of its clients.

You are encouraged to bring any questions you may have about the Code to Personal Trading Compliance.

Personal Trading Compliance, the Chief Compliance Officer and the Loomis Sayles Ethics Committee will review the terms and provisions of the Code at least annually, and make amendments as necessary. Any amendments to the Code will be provided to you.

3. A FEW KEY TERMS

Boldfaced terms have special meaning in this Code. The application of a particular Code requirement to you may hinge on the elements of the definition of these terms. See the Glossary at the end of this Code for definitions of these terms. In order to have a basic understanding of the Code, however, you must have an understanding of the terms “Covered Security”, “Beneficial Ownership” and “Investment Control” as used in the Code.

3.1. Covered Security

This Code generally relates to transactions in and ownership of an investment that is a Covered Security. Currently, this means any type of equity or debt security (such as common and preferred stocks, and corporate and government bonds or notes), any equivalent (such as ADRs, GDR’s, etc.), any derivative, instrument representing, or any rights relating to, a Covered Security, and any closely related security (such as certificates of participation, depository receipts, collateral–trust certificates, put and call options, warrants, and related convertible or exchangeable securities and securities indices). Shares of closed-end funds, municipal obligations and securities issued by agencies and instrumentalities of the U.S. government (e.g. GNMA obligations) are also considered Covered Securities under the Code.

 

4


Exhibit (o)(6)

 

Additionally, the shares of any investment company registered under the Investment Company Act and the shares of any collective investment vehicle (“CIV”), (e.g. SICAVs, OEICs, UCITs, etc.) that is advised, sub-advised, or distributed by Loomis Sayles, Natixis, or a Natixis affiliate (“Reportable Funds”) are deemed to be Covered Securities for purposes of certain provisions of the Code. Reportable Funds include open-end and closed-end funds and CIVs that are advised, sub-advised, or distributed by Loomis Sayles, Natixis, or a Natixis affiliate, but exclude money market funds. A current list of Reportable Funds is attached as Exhibit One and will be maintained on the firm’s intranet site under the Legal and Compliance page.

 

Explanatory Note:    While the definition of Reportable Funds encompasses funds or CIVs that are advised, sub-advised and/or distributed by Natixis and its affiliates, only those funds or CIVs advised or sub-advised by Loomis Sayles (“Loomis Advised Fund”) are subject to certain trading restrictions of the Code (specifically, the Short-Term Trading Profit and Round Trip Transaction restrictions). Please refer to Section 4.3 and 4.4 of the Code for further explanation of these trading restrictions. Additionally, Exhibit One distinguishes between those funds and CIVs that are only subject to reporting requirements under the Code (all Reportable Funds), and those that are subject to both the reporting requirements and the aforementioned trading restrictions (Loomis Advised Funds).

Shares of exchange traded funds (“ETFs”) and closed-end funds are deemed to be Covered Securities for the purposes of certain provisions of the Code. Broad based open-ended ETFs with either a market capitalization exceeding U.S. $1 billion OR an average daily trading volume exceeding 1 million shares (over a 90 day period); options on such ETFs, options on the indices of such ETFs; and ETFs that invest 80% of their assets in securities that are not subject to the pre-clearance requirements of the Code, are exempt from certain provisions of the Code (“Exempt ETFs”). A current list of Exempt ETFs is attached as Exhibit Two and will be maintained on the firm’s intranet site under the Legal and Compliance page.

 

Explanatory Note:    Broad based open-ended ETFs are determined by Personal Trading Compliance using Bloomberg data.

All Access Persons are expected to comply with the spirit of the Code, as well as the specific rules contained in the Code. Therefore, while the lists of Reportable Funds and Exempt ETFs are subject to change, it is ultimately the responsibility of all Access Persons to review these lists which can be found in Exhibit(s) One and Two, prior to making an investment in a Reportable Fund or ETF.

It should be noted that private placements, hedge funds and investment pools are deemed to be Covered Securities for purposes of the Code whether or not advised, sub-advised, or distributed by Loomis Sayles or a Natixis investment adviser. Investments in such securities are discussed under sections 4.12 and 5.2.

Please see Exhibit Three for the application of the Code to a specific Covered Security or instrument, including exemptions from pre-clearance.

 

5


Exhibit (o)(6)

 

3.2. Beneficial Ownership

The Code governs any Covered Security in which an Access Person has any direct or indirect “Beneficial Ownership.” Beneficial Ownership for purposes of the Code means a direct or indirect “pecuniary interest” that is held or shared by you directly or indirectly (through any contract, arrangement, understanding, relationship or otherwise) in a Covered Security. The term “pecuniary interest” in turn generally means your opportunity directly or indirectly to receive or share in any profit derived from a transaction in a Covered Security, whether or not the Covered Security or the relevant account is in your name and regardless of the type of account (i.e. brokerage account, direct account, or retirement plan account). Although this concept is subject to a variety of U.S. Securities and Exchange Commission (“SEC”) rules and interpretations, you should know that you are presumed under the Code to have an indirect pecuniary interest as a result of:

 

   

ownership of a Covered Security by your spouse or minor children;

 

   

ownership of a Covered Security by a live-in partner who shares your household and combines his/her financial resources in a manner similar to that of married persons;

 

   

ownership of a Covered Security by your other family members sharing your household (including an adult child (even if that child is currently living away at a college/university), a stepchild, a grandchild, a parent, stepparent, grandparent, sibling, mother- or father-in-law, sister- or brother-in-law, and son- or daughter-in-law);

 

   

your share ownership, partnership interest or similar interest in Covered Securities held by a corporation, general or limited partnership or similar entity you control;

 

   

your right to receive dividends or interest from a Covered Security even if that right is separate or separable from the underlying securities;

 

   

your interest in a Covered Security held for the benefit of you alone or for you and others in a trust or similar arrangement (including any present or future right to income or principal); and

 

   

your right to acquire a Covered Security through the exercise or conversion of a “derivative Covered Security.”

In addition, life events such as marriage, death of a family member (i.e., inheritance), etc. may result in your acquiring Beneficial Ownership and/or Investment Control over accounts previously belonging to others. Therefore, any Covered Security, including Reportable Funds, along with any account that holds or can hold a Covered Security, including Reportable Funds, in which you have a Beneficial Ownership and/or Investment Control, as described in Section 3.2 and Section 3.3 of the Code, resulting from marriage or other life event must be reported to Personal Trading Compliance promptly, and no later than the next applicable quarterly reporting period.

 

Explanatory Note:    All accounts that hold or can hold a Covered Security in which an Access Person has Beneficial Ownership are subject to the Code (such accounts include, but are not limited to, personal brokerage accounts, mutual fund accounts, accounts of your spouse, accounts of minor children living in your household, Family of Fund accounts, transfer agent accounts holding mutual funds or book entry shares, IRAs, 401Ks, trusts, DRIPs, ESOPs, etc.).

 

6


Exhibit (o)(6)

 

Please see Exhibit Four for specific examples of the types of interests and accounts subject to the Code.

3.3. Investment Control

The Code governs any Covered Security in which an Access Person has direct or indirect “Investment Control.” The term Investment Control encompasses any influence (i.e., power to manage, trade, or give instructions concerning the investment disposition of assets in the account or to approve or disapprove transactions in the account), whether sole or shared, direct or indirect, you exercise over the account or Covered Security.

You should know that you are presumed under the Code to have Investment Control as a result of having:

 

   

Investment Control (sole or shared) over your personal brokerage account(s);

 

   

Investment Control (sole or shared) over an account(s) in the name of your spouse or minor children, unless, you have renounced an interest in your spouse’s assets (subject to the approval of the Chief Compliance Officer);

 

   

Investment Control (sole or shared) over an account(s) in the name of any family member, friend or acquaintance;

 

   

Involvement in an Investment Club;

 

   

Trustee power over an account(s); and

 

   

The existence and/or exercise of a power of attorney over an account.

Please see Exhibit Four for specific examples of the types of interests and accounts subject to the Code.

3.4. Maintaining Personal Accounts

All Access Persons that reside within the U.S.(“Loomis US Access Persons”), who have personal accounts that hold or can hold Covered Securities in which they have direct or indirect Investment Control and Beneficial Ownership are required to maintain such accounts at one of the following firms: Ameriprise, Baird, Bank of America/Merrill Lynch, Charles Schwab, Citi Personal Wealth Management, E*TRADE, Fidelity Investments, Interactive Brokers, JP Morgan Chase & Co., Morgan Stanley Smith Barney, TD Ameritrade, UBS, Vanguard, or Wells Fargo (collectively, the “Select Brokers”). In addition, shares of Reportable Funds must be held through either: a Select Broker; directly through the Reportable Fund’s transfer agent, or through one or more of Loomis Sayles’ retirement plans, unless an exception to the Select Broker requirement, as described below, is granted.

Accounts in which the Loomis US Access Person only has either Investment Control or Beneficial Ownership; certain retirement accounts with the Loomis US Access Person’s prior employer; accounts managed by an outside adviser in which the Loomis US Access Person exercises no investment discretion; accounts in which the Loomis US Access Persons spouse is

 

7


Exhibit (o)(6)

 

employed by another investment firm and must abide by that firm’s Code of Ethics; and/or the retirement accounts of a Loomis US Access Person’s spouse may be maintained with a firm other than the Select Brokers upon the prior written approval of Personal Trading Compliance or the Chief Compliance Officer. In these cases, Loomis US Access Persons are responsible for ensuring that Personal Trading Compliance receives duplicate confirms as and when transactions are executed in such accounts, and statements on a monthly basis, if available, or at least quarterly for non-Select Brokers. In addition, Personal Trading Compliance or the Chief Compliance Officer may grant exemptions to the Select Broker requirement for accounts not used for general trading purposes such as ESOPs, DRIPs, securities held physically or in book entry form, family of fund accounts or situations in which the Loomis US Access Person has a reasonable hardship for maintaining their accounts with a Select Broker.

Access Persons with a residence outside the U.S., are exempt from maintaining their personal accounts at a Select Broker. However, such Access Persons are responsible for ensuring that Personal Trading Compliance receives duplicate confirms as and when transactions are executed in such accounts, and statements on a monthly basis, if available, or at least quarterly.

All Access Persons must receive pre-clearance approval from Personal Trading Compliance prior to the opening of any new personal accounts that can hold Covered Securities in which the Access Person has direct or indirect Investment Control or Beneficial Ownership.    This includes Select Broker accounts. In addition, the opening of all reportable accounts must also be reported to Personal Trading Compliance as set forth in Section 6.2 and Section 6.3 of the Code.

Finally, Access Persons must inform the Select Broker or other financial institution of his/her association with Loomis Sayles during the account opening process.

 

Explanatory Note:    While certain accounts may be granted an exemption from certain provisions of the Code, inclusive of the Select Broker requirement, they are still subject to the reporting requirements of the Code and may be subject to the pre-clearance requirements of the Code (e.g. joint accounts) as set forth in Section 4.1 of the Code. The terms of a specific exemption will be outlined in an exemption memorandum which is issued to the Access Person by Personal Trading Compliance. An Access Persons failure to abide by the terms and conditions of an account exemption issued by Personal Trading Compliance could result in a violation of the Code.

4. SUBSTANTIVE RESTRICTIONS ON PERSONAL TRADING

The following are substantive prohibitions and restrictions on Access Persons’ personal trading and related activities. In general, the prohibitions set forth below relating to trading activities apply to accounts holding Covered Securities in which an Access Person has Beneficial Ownership and Investment Control.

4.1. Pre-clearance

Each Access Person must pre-clear through the PTA Pre-Clearance System (“PTA”) all Volitional transactions in Covered Securities (i.e. transactions in which the Access Person has determined the timing as to when the purchase or sale transaction will occur and amount of shares

 

8


Exhibit (o)(6)

 

to be purchased or sold) in which he or she has Investment Control and in which he or she has or would acquire Beneficial Ownership. Exceptions to the pre-clearance requirement include, but are not limited to: Open-ended mutual funds, and CIVs meeting the criteria described below, Exempt ETFs listed in Exhibit Two, and US Government Agency bonds (i.e. GNMA, FNMA, FHLMC), as set forth in Exhibit(s) Three and Five.

 

Explanatory Note:    A CIV is exempt from pre-clearance under the following conditions: issues shares that shareholders have the right to redeem on demand; calculates an NAV on a daily basis in a manner consistent with the principles of Section 2(a)(41) of the 1940 Act and Rule 2a-4 thereunder; issues and redeems shares at the NAV next determined after receipt of the relevant purchase or redemption order consistent with the “forward pricing” principles of Rule 22c-1 under the 1940 Act; and there is no secondary market for the shares of the CIV.
Explanatory Note:    Futures, options and swap transactions in Covered Securities must be manually pre-cleared by Personal Trading Compliance since PTA cannot handle such transactions. Initial public offerings, private placement transactions, including hedge funds whether or not they are advised, sub-advised, or distributed by Loomis Sayles or a Natixis investment adviser, participation in investment clubs and private pooled vehicles require special pre-clearance as detailed under Sections 4.11, 4.12 and 5.2 of the Code.
Explanatory Note:   

Broad based open-ended ETFs with either a market capitalization exceeding $1billion OR an average daily trading volume exceeding 1 million shares (over a 90 day period); options on such ETFs, options on the indices of such ETFs; and ETFs that invest 80% of their assets in securities that are not subject to the pre-clearance requirements of the Code, are exempt from the pre-clearance and trading restrictions set forth in Sections 4.1, 4.3, 4.5, 4.6, 4.7, 4.9, and 4.10 of the Code. A list of the Exempt ETFs is provided in Exhibit Two of the Code. All closed end-funds, closed-end ETFs, sector based/narrowly defined ETFs and broad based open-ended ETFs with a market capitalization below U.S. $1 billion AND an average daily trading volume below 1 million shares (over a 90 day period) are subject to the pre-clearance and trading restrictions detailed under Section 4 of the Code.

 

All closed-end funds and ETFs, including those Exempt ETFs and their associated options as described above, are subject to the reporting requirements detailed in Section 6 of the Code.

Any transaction approved pursuant to the pre-clearance request procedures must be executed by the end of the trading day on which it is approved unless Personal Trading Compliance extends the pre-clearance for an additional trading day. If the Access Person’s trade has not been executed by the end of the same trading day (or the next trading day in the case of an extension), the pre-clearance will lapse and the Access Person may not trade without again seeking and obtaining pre-clearance of the intended trade.

For Access Persons with a U.S. residence, pre-clearance requests can only be submitted through PTA and/or to Personal Trading Compliance Monday – Friday from 9:30am-4:00pm Eastern Standard Time. Access Persons with a residence outside the U.S. will be given separate pre-clearance guidelines instructing them on the availability of PTA and Personal Trading Compliance support hours.

 

9


Exhibit (o)(6)

 

If after pre-clearance is given and before it has lapsed, an Access Person becomes aware that a Covered Security as to which he or she obtained pre-clearance has become the subject of a buy or sell order or is being considered for purchase or sale for a client account, the Access Person who obtained the pre-clearance must consider the pre-clearance revoked and must notify Personal Trading Compliance immediately. If the transaction has already been executed before the Access Person becomes aware of such facts, no violation will be considered to have occurred as a result of the Access Person’s transaction.

If an Access Person has actual knowledge that a requested transaction is nevertheless in violation of this Code or any provision thereof, approval of the request will not protect the Access Persons transaction from being considered in violation of the Code. The Chief Compliance Officer or Personal Trading Compliance may deny or revoke pre-clearance for any reason that is deemed to be consistent with the spirit of the Code.

4.2. Good Until Canceled and Limit Orders

No Access Person shall place a “good until canceled,” “limit” or equivalent order with his/her broker except that an Access Person may utilize a “day order with a limit” so long as the transaction is consistent with provisions of this Code, including the pre-clearance procedures. All orders must expire at the end of the trading day on which they are pre-cleared unless otherwise extended by Personal Trading Compliance.

4.3. Short Term Trading Profits

No Access Person may profit from the Volitional purchase and sale, or conversely the Volitional sale and purchase, of the same or equivalent Covered Security (including Loomis Advised Funds) within 60 calendar days (unless the sale involved shares of a Covered Security that were acquired more than 60 days prior). Hardship exceptions may be requested (in advance) from Personal Trading Compliance.

An Access Person may sell a Covered Security (including Loomis Advised Funds) or cover an existing short position at a loss within 60 calendar days. Such requests must be submitted through the PTA System and to Personal Trading Compliance for approval because the PTA System does not have the capability to determine whether the Covered Security will be sold at a gain or a loss.

 

Explanatory Note:    For purposes of calculating the 60 day holding period, the trade date of a given purchase or sale is deemed to be day zero. 60 full days must pass before an Access Person can trade that same Covered Security for a profit and therefore, allowing the Access Person to do so on the 61st day.
Explanatory Note:    The Short Term Trading Profits provision is applicable to transactions that are executed across all of an Access Person’s accounts. For example, if an Access Person sold shares of ABC in his/her Fidelity brokerage account today, that Access Person would not be allowed to buy shares of ABC in his/her Charles Schwab IRA account at a lower price within 60 days following the sale.

 

10


Exhibit (o)(6)

 

Explanatory Note:    Please refer to Exhibit One for a current list of Loomis Advised Funds. Please also note that all closed-end funds are subject to the trading restrictions of Section 4.3 of the Code.

4.4. Restrictions on Round Trip Transactions in Loomis Advised Funds

In addition to the 60 day holding period requirement for purchases and sales of Loomis Advised Funds, an Access Person is prohibited from purchasing, selling and then re-purchasing shares of the same Loomis Advised Fund within a 90 day period (“Round Trip Restriction”).    The Round Trip Restriction does not limit the number of times an Access Person can purchase a Loomis Advised Fund or sell a Loomis Advised Fund during a 90 day period. In fact, subject to the holding period requirement described above, an Access Person can purchase a Loomis Advised Fund (through one or multiple transactions) and can liquidate their position in that fund (through one or several transactions) during a 90 day period. However, an Access Person cannot then reacquire a position in the same Loomis Advised Fund previously sold within the same 90 day period.

The Round Trip Restriction will only apply to Volitional transactions in Loomis Advised Funds. Therefore, shares of Loomis Advised Funds acquired through a dividend reinvestment or dollar cost averaging program, and automatic monthly contributions to the firm’s 401K plan will not be considered when applying the Round Trip Restriction.

Finally, all Volitional purchase and sale transactions of Loomis Advised Funds, in any share class and in any employee account (i.e., direct account with the Loomis Advised Fund, Select Broker account, 401K account, etc.) will be matched for purposes of applying the Round Trip Restriction.

 

Explanatory Note:    Only Loomis Advised Funds are subject to Section 4.4 of the Code. Please refer to Exhibit One for a current list of Loomis Advised Funds.

4.5. Derivatives

No Access Person shall use derivatives, including but not limited, to options, futures, swaps or warrants on a Covered Security to evade the restrictions of the Code. In other words, no Access Person may use derivative transactions with respect to a Covered Security if the Code would prohibit the Access Person from taking the same position directly in the underlying Covered Security.

 

Explanatory Note:    When transacting in derivatives, Access Persons must pre-clear the derivative and the underlying security in PTA as well as receive manual approval from Personal Trading Compliance before executing their transaction. Please note that options on Exempt ETFs and the underlying index of the ETF, as well as futures on currencies, commodities, cash instruments (such as loans or deposits), stock indexes and interest rates do not require pre-clearance, but do require reporting. For more detailed information, please see Section 4.1 of the Code.

 

11


Exhibit (o)(6)

 

Explanatory Note:    Futures and Options on virtual currency (e.g., Bitcoin, Ethereum) are exempt from pre-clearance and the Code’s trading restrictions, similar to futures and options on other currencies, but they are subject to the Code’s reporting requirements. Futures and Options on an Initial Coin Offering require pre-clearance, reporting and are subject to the Code’s trading restrictions.
Explanatory Note:    Entering into Financial Spread Betting or Contract for Difference transactions, the act of taking a bet on the price movement of a security or underlying index is strictly prohibited under the Code.

4.6. Short Sales

No Access Person may purchase a put option, sell a call option, sell a Covered Security short or otherwise take a short position in a Covered Security then being held long in a Loomis Sayles client account, unless, in the cases of the purchase of a put or sale of a call option, the option is on a broad based index.

 

Explanatory Note:    If an Access Person seeks pre-clearance to purchase a put option or sell a call option to hedge an existing long position in the same underlying securities, PTC will compare the value of the underlying long position to the option to determine whether the Access Person’s net position would be long or short. If short, the option transaction will be denied.

4.7. Competing with Client Trades

Loomis Asia is required to give priority to Loomis Sayles’ client orders. Loomis Asia cannot purchase or sell securities that are permitted to be traded on the Singapore Exchange Securities Trading Limited (the “SGX-ST”) or on the securities market of any recognized market operator in Singapore if it were to act as a principal or on behalf of a person associated with or connected to Loomis Asia, where a client of Loomis Sayles who is not associated with or connected to Loomis Asia has instructed Loomis Asia to purchase or sell securities of the same class and Loomis Asia has not complied with the instruction. In addition, Loomis Asia must also accord priority to transactions for the purchase or sale of securities or to investments made on behalf of clients, over those made for the following persons: (i) Loomis Asia; (ii) Loomis Asia’s associated persons; (iii) Loomis Asia’s officers; (iv) Loomis Asia’s employees; (v) Loomis Asia’s representatives; (vi) any person whom Loomis Asia knows to be an associated person of the persons in (iii), (iv) or (v). However, neither Loomis Asia nor its employees will act in a principal capacity.

Except as set forth in Section 4.8, an Access Person may not, directly or indirectly, purchase or sell a Covered Security (Reportable Funds are not subject to this rule.) when the Access Person knows, or reasonably should have known, that such Covered Securities transaction competes in the market with any actual or considered Covered Securities transaction for any client of Loomis Sayles, or otherwise acts to harm any Loomis Sayles client’s Covered Securities transactions.

Generally pre-clearance will be denied if:

 

   

a Covered Security or a closely related Covered Security is the subject of a pending “buy” or “sell” order for a Loomis Sayles client until that buy or sell order is executed or withdrawn.

 

12


Exhibit (o)(6)

 

   

the Covered Security is being considered for purchase or sale for a Loomis Sayles client, until that security is no longer under consideration for purchase or sale.

The PTA System has the information necessary to deny pre-clearance if any of these situations apply. Therefore, if you receive an approval in PTA, you may assume the Covered Security is not being considered for purchase or sale for a client account unless you have actual knowledge to the contrary, in which case the pre-clearance you received is null and void. For Covered Securities requiring manual pre-clearance (i.e. futures, options and other derivative transactions in Covered Securities), the applicability of such restrictions will be determined by Personal Trading Compliance upon the receipt of the pre-clearance request.

4.8. Large Cap/De Minimis Exemption

An Access Person who wishes to make a trade in a Covered Security that would otherwise be denied pre-clearance solely because the Covered Security is under consideration or pending execution for a client, as provided in Section 4.7, will nevertheless receive approval when submitted for pre-clearance provided that:

 

   

the issuer of the Covered Security in which the Access Person wishes to transact has a market capitalization exceeding U.S. $5 billion (a “Large Cap Security”); AND

 

   

the aggregate amount of the Access Person’s transactions in that Large Cap Security on that day across all personal accounts does not exceed $10,000 USD.

Such transactions will be subject to all other provisions of the Code.

4.9. Investment Person Seven-Day Blackout Rule

No Investment Person shall, directly or indirectly, purchase or sell any Covered Security (Reportable Funds are not subject to this rule) within a period of seven (7) calendar days (trade date being day zero) before and after the date that a Loomis Sayles client, with respect to which he or she has the ability to influence investment decisions or has prior investment knowledge regarding associated client activity, has purchased or sold such Covered Security or a closely related Covered Security. It is ultimately the Investment Person’s responsibility to understand the rules and restrictions of the Code and to know what Covered Securities are being traded in his/her client(s) account(s) or any account(s) with which he/she is associated.

 

Explanatory Note:    The “seven days before” element of this restriction is based on the premise that an Investment Person who has the ability to influence investment decisions or has prior investment knowledge regarding associated client activity can normally be expected to know, upon execution of his or her personal trade, whether any client as to which he or she is associated, has traded, or will be trading in the same or closely related Covered Security within seven days of his or her personal trade. Furthermore, an Investment Person who has the ability to influence investment decisions has a fiduciary obligation to recommend and/or affect suitable and attractive trades for clients regardless of whether such trades may cause a prior personal trade to be considered an apparent violation of this restriction. It would constitute a breach of fiduciary duty and a violation of this Code to delay or fail to make any such recommendation or transaction in a client account in order to avoid a conflict with this restriction.

 

13


Exhibit (o)(6)

 

   It is understood that there may be particular circumstances (i.e. news on an issuer, a client initiated liquidation, subscription or rebalancing) that may occur after an Investment Person’s personal trade which gives rise to an opportunity or necessity for an associated client to trade in that Covered Security which did not exist or was not anticipated by that person at the time of that person’s personal trade. Personal Trading Compliance will review all extenuating circumstances which may warrant the waiving of any remedial actions in a particular situation involving an inadvertent violation of this restriction. In such cases, an exception to the Investment Person Seven-Day Blackout Rule will be granted upon approval by the Chief Compliance Officer.
   The Chief Compliance Officer, or designee thereof, may grant a waiver of the Investment Person Seven-Day Blackout Rule if the Investment Person’s proposed transaction is conflicting with client “cash flow” trading in the same security (i.e., purchases of a broad number of portfolio securities in order to invest a capital addition to the account or sales of a broad number of securities in order to generate proceeds to satisfy a capital withdrawal from the account). Such “cash flow” transactions are deemed to be non-volitional at the security level since they do not change the weighting of the security being purchased or sold in the client’s portfolio.
Explanatory Note:    The trade date of an Investment Person’s purchase or sale is deemed to be day zero. Any associated client trade activity executed, in either that Covered Security or a closely related Covered Security, 7 full calendar days before or after an Access Person’s trade will be considered a violation of the Investment Person Seven-Day Blackout Rule. For example, if a client account purchased shares of company ABC on May 4th, any Access Person who is associated with that client account cannot trade ABC in a personal account until May 12th without causing a potential conflict with the Investment Person Seven-Day Blackout Rule.
Explanatory Note:    While the Investment Person Seven-Day Blackout Rule is designed to address conflicts between Investment Persons and their clients, it is the fiduciary obligation of all Access Persons to not effect trades in their personal account if they have prior knowledge of client trading or pending trading activity in the same or equivalent securities. The personal trade activity of all Access Persons is monitored by Personal Trading Compliance for potential conflicts with client trading activity.

4.10. Research Recommendations

The Loomis Sayles Fixed Income Research Analysts issue “Buy,” “Sell,” and “Hold” recommendations on the fixed income securities that they cover. The Loomis Sayles Equity Research Analysts issue price targets and other types of recommendations on the companies they cover, and certain Equity products have their own research analysts that provide recommendations to their respective investment teams. Collectively the fixed income and equity recommendations and equity price targets are hereinafter referred to as “Recommendations”.

 

14


Exhibit (o)(6)

 

Recommendations are intended to be used for the benefit of the firm’s clients. It is also understood Access Persons may use Recommendations as a factor in the investment decisions they make in their personal and other brokerage accounts that are covered by the Code. The fact that Recommendations may be used by the firm’s investment teams for client purposes and Access Persons may use them for personal reasons creates a potential for conflicts of interests. Therefore, the following rules apply to Recommendations:

• During the three (3) business day period before a Research Analyst issues a recommendation on a Covered Security, that the Research Analyst has reason to believe that his/her Recommendation is likely to result in client trading in the Covered Security, the Research Analyst may not purchase or sell said Covered Security for any of his/her personal brokerage accounts or other accounts covered by the Code.

 

Explanatory Note:   

It is understood that there may be particular circumstances such as a news release, change of circumstance or similar event that may occur after a Research Analyst’s personal trade which gives rise to a need, or makes it appropriate, for the Research Analyst to issue a Recommendation on said Covered Security. A Research Analyst has an affirmative duty to make unbiased Recommendations and issue reports, both with respect to their timing and substance, without regard to his or her personal interest in the Covered Security. It would constitute a breach of a Research Analyst’s fiduciary duty and a violation of this Code to delay or fail to issue a Recommendation in order to avoid a conflict with this restriction.

 

Personal Trading Compliance will review any extenuating circumstances which may warrant the waiving of any remedial sanctions in a particular situation involving an inadvertent violation of this restriction.

• Access Persons are prohibited from using a Recommendation for purposes of transacting in the Covered Security covered by the Recommendation in their personal accounts and other accounts covered by the Code until such time Loomis Sayles’ clients have completed their transactions in said securities in order to give priority to Loomis Sayles’ clients’ best interests.

 

Explanatory Note:    Personal Trading Compliance utilizes various automated reports to monitor Access Persons’ trading in Covered Securities relative to Recommendations and associated client transactions. It also has various tools to determine whether a Recommendation has been reviewed by an Access Person. An Access Person’s trading in a Covered Security following a Recommendation and subsequent client trading in the same security and in the same direction will be deemed a violation of the Code unless Personal Trading Compliance determines otherwise.

4.11. Initial Public Offerings

Investing in Initial Public Offerings of Covered Securities is prohibited unless such opportunities are connected with your prior employment compensation (i.e. options, grants, etc.) or your spouse’s employment compensation. No Access Person may, directly or indirectly, purchase any securities sold in an Initial Public Offering without obtaining prior written approval from the Chief Compliance Officer.

 

15


Exhibit (o)(6)

 

4.12. Private Placement Transactions

No Access Person may, directly or indirectly, purchase any Covered Security offered and sold pursuant to a Private Placement Transaction, including hedge funds and Initial Coin Offerings, without obtaining the advance written approval of Personal Trading Compliance, the Chief Compliance Officer and the applicable Access Person’s supervisor or other appropriate member of senior management.    In addition to addressing potential conflicts of interest between the Access Person’s Private Placement Transaction and the firm’s clients’ best interests, the pre-clearance of Private Placements is designed to determine whether the Access Person may come into possession of material non-public information (“MNPI”) on a publically traded company as a result of the Private Placement.

A Private Placement Transaction approval must be obtained by completing an automated Private Placement Pre-clearance Form which can be found on the Legal and Compliance Intranet Homepage under ‘Personal Trading Compliance Forms’.

 

Explanatory Note:    If you have been authorized to acquire a Covered Security in a Private Placement Transaction, you must disclose to Personal Trading Compliance if you are involved in a client’s subsequent consideration of an investment in the issuer of the Private Placement, even if that investment involves a different type or class of Covered Security. In such circumstances, the decision to purchase securities of the issuer for a client must be independently reviewed by an Investment Person with no personal interest in the issuer.

The purchase of additional shares, (including mandatory capital calls), or the subsequent sale (partial or full) of a previously approved Private Placement, must receive pre-clearance approval from the Chief Compliance Officer. In addition, all transactions in Private Placements must be reported quarterly and annually as detailed in Section 6 of the Code.

 

Explanatory Note:    To submit a pre-clearance request for subsequent trade activity in a Private Placement, Access Persons must complete the automated Private Placement Pre-clearance Form which will be reviewed by Personal Trading Compliance to ensure there are no conflicts with any underlying Code provisions including the Short-Term Trading Rule.

4.13. Insider Trading

At the start of an Access Person’s engagement with Loomis Sayles, and annually thereafter, each Access Person must acknowledge his/her understanding of and compliance with the Loomis Sayles Insider Trading Policies and Procedures. The firm’s policy is to refrain from trading or recommending trading when in the possession of MNPI.

 

16


Exhibit (o)(6)

 

Some examples of MNPI may include:

 

   

Earnings estimates or dividend changes

 

   

Positive or negative forthcoming news about an issuer

 

   

Supplier discontinuances

 

   

Mergers or acquisitions

 

   

Regulatory Actions

If an Access Person receives or believes that he/she may have received MNPI with respect to a company, the Access Person must contact the Chief Compliance Officer or General Counsel immediately, and must not:

 

   

purchase or sell that security in question, including any derivatives of that security;

 

   

recommend the purchase or sale of that security, including any derivatives of that security; or

 

   

relate the information to anyone other than the Chief Compliance Officer or General Counsel of Loomis Sayles.

If it has been determined that an Access Person has obtained MNPI on a particular company, its securities will generally be placed on the firm’s Restricted List thereby restricting trading by the firm’s client accounts and Access Persons. The only exception to this policy is with the approval of the Chief Compliance Officer or General Counsel of the firm, and then only in compliance with the firm’s Firewall Procedures.

In addition, under the Securities and Futures Act, Chapter 289 of Singapore (the “SFA”), Loomis Asia is required under the Notice on Reporting of Misconduct of Representatives by Holders of Capital Markets Services License and Exempt Financial Institutions to report to the Monetary Authority of Singapore (“MAS”) upon discovery of, inter alia, any involvement of its representatives in market misconduct or insider trading.

For Loomis UK, the Market Abuse Regulation (“MAR”) requires that firms and individuals report suspicious transactions and orders (STORs), as defined in Article 16 of MAR, as well as attempted market abuse, to the FCA, without delay. The STOR report should be submitted via the FCA’s Connect system.

Separately, Access Persons must inform Personal Trading Compliance if a spouse, partner and/or immediate family member (“Related Person”) is an officer and/or director of a publicly traded company in order to enable Personal Trading Compliance to implement special pre-clearance procedures for said Access Persons in order to prevent insider trading in the Related Person’s company’s securities.

Access Persons should refer to the Loomis Sayles Insider Trading Policies and Procedures which are available on the Legal and Compliance homepage of the firm’s Intranet, for complete guidance on dealing with MNPI.

4.14. Restricted and Concentration List

The Loomis Sayles Restricted and Concentration List (“Restricted List”) is designed to restrict Loomis Sayles and/or Access Persons from trading in or recommending, the securities of companies on the Restricted List for client and/or Access Persons personal accounts. Companies may be added to the Restricted List if Loomis Sayles comes into possession of MNPI about a

 

17


Exhibit (o)(6)

 

company. A company’s securities can also be added to the Restricted List due to the size of the aggregate position Loomis Sayles’ clients may have in the company. Finally, there may be regulatory and/or client contractual restrictions that may prevent Loomis Sayles from purchasing securities of its affiliates, and as a result, the securities of all publicly traded affiliates of Loomis Sayles will be added to the Restricted List. No conclusion should be drawn from the addition of an issuer to the Restricted List. The Restricted List is confidential, proprietary information which must not be distributed outside of the firm.

At times, an Access Person may have possession of MNPI on a specific company as a result of his/her being behind a firewall. In such cases, Personal Trading Compliance will create a specialized Restricted List in PTA for the Access Person behind the wall in order to prevent trading in the company’s securities until such time as the Chief Compliance Officer has deemed the information in the Access Person’s possession to be in the public domain or no longer material.

If a security is added to either the Loomis Sayles firm-wide Restricted List or an individual or group Access Person Restricted List, Access Persons will be restricted from purchasing or selling all securities related to that issuer until such time as the security is removed from the applicable Restricted List. The PTA System has the information necessary to deny pre-clearance if these situations apply.

 

  4.15.

Loomis Sayles Hedge Funds

From time to time Loomis Sayles may manage hedge funds, and Access Persons of Loomis Sayles, including the hedge fund’s investment team and supervisors thereof may make personal investments in such hedge funds. At times, especially during the early stages of a new hedge fund, there may be a limited number of outside investors (i.e., clients and non-employee individual investors) in such funds. In order to mitigate the appearance that investing personally in a hedge fund can potentially be used as a way to benefit from certain trading practices that would otherwise be prohibited by the Code if Access Persons engaged in such trading practices in their personal accounts, investment team members of a hedge fund they manage are individually required to limit their personal investments in such funds to no more than 20% of the hedge funds’ total assets. In addition, the supervisor of a hedge fund investment team must limit his/her personal investment in such hedge fund to no more than 25% of the hedge fund’s total assets.

By limiting the personal interests in the hedge fund by their investment teams and their supervisors in this manner, all of the portfolio trading activity of the Loomis Sayles hedge funds is deemed to be exempt from the pre-clearance and trading restrictions of the Code.

4.16. Exemptions Granted by the Chief Compliance Officer

Subject to applicable law, Personal Trading Compliance or the Chief Compliance Officer may from time to time grant exemptions, other than or in addition to those described in Exhibit Five, from the trading restrictions, pre-clearance requirements or other provisions of the Code with respect to particular individuals such as non-employee directors, consultants, temporary employees, interns or independent contractors, and types of transactions or Covered Securities, where, in the opinion of the Chief Compliance Officer, such an exemption is appropriate in light of all the surrounding circumstances.

 

18


Exhibit (o)(6)

 

5. PROHIBITED OR RESTRICTED ACTIVITIES

5.1. Public Company Board Service and Other Affiliations

To avoid conflicts of interest, MNPI and other compliance and business issues, Loomis Sayles prohibits Access Persons from serving as officers or members of the board of any publicly traded entity. This prohibition does not apply to service as an officer or board member of any parent or subsidiary of Loomis Sayles.

In addition, in order to identify potential conflicts of interests, compliance and business issues, before accepting any service, employment, engagement, connection, association, or affiliation in or within any enterprise, business or otherwise, (herein after, collectively Outside Activity(ies)), an Access Person must obtain the advance written approval of Personal Trading Compliance, the Chief Compliance Officer and the applicable Access Person’s supervisor or other appropriate member of senior management.

To pre-approve an Outside Activity the Access Person must complete the Outside Activity Form, that can be found within the ‘Important Links’ section of the PTA Homepage. In determining whether to approve such Outside Activity, Personal Trading Compliance and the Chief Compliance Officer will consider whether such service will involve an actual or perceived conflict of interest with client trading, place impediments on Loomis Sayles’ ability to trade on behalf of clients or otherwise materially interfere with the effective discharge of Loomis Sayles’ or the Access Persons duties to clients. Loomis Asia Compliance will also be involved in this review process to be alerted on activities that require prompt notifications to MAS.

 

Explanatory Note:    Examples of Outside Activities include, but are not limited to, family businesses, acting as an officer, partner or trustee of an organization or trust, political positions, second jobs, professional associations, etc. Outside Activities that are not covered by the Code are activities that involve a charity or foundation, as long as you do not provide investment or financial advice to the organization. Examples would include: volunteer work, homeowners’ organizations (such as condos or coop boards), or other civic activities.

5.2. Participation in Investment Clubs and Private Pooled Vehicles

No Access Person shall participate in an investment club or invest in a hedge fund, or similar private organized investment pool (but not an SEC registered open-end mutual fund) without the express permission of Personal Trading Compliance, the Chief Compliance Officer and the applicable Access Person’s supervisor or other appropriate member of senior management, whether or not the investment vehicle is advised, sub-advised or distributed by Loomis Sayles or a Natixis investment adviser.

6. REPORTING REQUIREMENTS

6.1. Initial Holdings Reporting, Account Disclosure and Acknowledgement of Code

Within 10 days after becoming an Access Person, each Access Person must file with Personal Trading Compliance, a report of all Covered Securities holdings (including holdings of Reportable Funds) in which such Access Person has Beneficial Ownership or Investment Control. The information contained therein must be current as of a date not more than 45 days prior to the individual becoming an Access Person.

 

19


Exhibit (o)(6)

 

Additionally, within 10 days of becoming an Access Person, such Access Person must report all brokerage or other accounts that hold or can hold Covered Securities in which the Access Person has Beneficial Ownership or Investment Control. The information must be as of the date the person became an Access Person. An Access Person can satisfy these reporting requirements by providing Personal Trading Compliance with a current copy of his or her brokerage account or other account statements, which hold or can hold Covered Securities. An automated Initial Code of Ethics Certification and Disclosure Form can be found on the Legal and Compliance Intranet Homepage under ‘Personal Trading Compliance Forms’. This form must be completed and submitted to Personal Trading Compliance by the Access Person within 10 days of becoming an Access Person. The content of the Initial Holdings information must include, at a minimum, the title and type of security, the ticker symbol or CUSIP or ISIN, number of shares, and principal amount of each Covered Security (including Reportable Funds) and the name of any broker, dealer or bank with which the securities are held. With the exception of the Access Persons of Loomis Asia and Loomis UK, newly hired Access Persons must close existing non-Select brokerage accounts and transfer the assets to a Select Broker within 30 days of their start date at Loomis Sayles, unless the Access Person receives written approval from Personal Trading Compliance or the Chief Compliance Officer to maintain his/her account(s) at a non-Select Broker.

 

Explanatory Note:    Loomis Sayles treats all of its employees and certain consultants as Access Persons. Therefore, you are deemed to be an Access Person as of the first day you begin working for the firm.
Explanatory Note:    Types of accounts in which Access Persons are required to report include, but are not limited to: personal brokerage accounts, mutual fund accounts, accounts of your spouse, accounts of minor children living in your household, Family of Fund accounts, transfer agent accounts holding mutual funds or book entry shares, IRAs, 401Ks, trusts, DRIPs, ESOPs etc. that either hold or can hold Covered Securities (including Reportable Funds). In addition, physically held shares of Covered Securities must also be reported. An Access Person should contact Personal Trading Compliance if they are unsure as to whether an account or personal investment is subject to reporting under the Code so the account or investment can be properly reviewed.

At the time of the initial disclosure period, each Access Person must also submit information pertaining to:

 

   

His/her participation in any Outside Activity as described in Section 5.1 of the Code;

 

   

His/her participation in an Investment Club as described in Section 5.2 of the Code;

 

   

Holdings in Private Placements including hedge funds; and

 

   

A Related Person that is an officer and/or director of a publicly traded company; if any.

 

20


Exhibit (o)(6)

 

Upon becoming an Access Person, each Access Person will receive a copy of the Code, along with the Loomis Sayles Insider Trading Policies and Procedures and Loomis Sayles Gifts, Business Entertainment and Political Contributions Policies and Procedures. Within the 10 day initial disclosure period and annually thereafter, each Access Person must acknowledge that he or she has received, read and understands the aforementioned policies and recognize that he or she is subject hereto, and certify that he or she will comply with the requirements of each.

6.2. Brokerage Confirmations and Brokerage Account Statements

Each Access Person must notify Personal Trading Compliance immediately upon the opening of an account that holds or may hold Covered Securities (including Reportable Funds), in which such Access Person has Beneficial Ownership or Investment Control. In addition, if an account has been granted an exemption to the Select Broker requirement and/or the account is unable to be added to the applicable Select Broker’s daily electronic broker feed, which supplies PTA with daily executed confirms and positions, Personal Trading Compliance will instruct the broker dealer of the account to provide it with duplicate copies of the account’s confirmations and statements. If the broker dealer cannot provide Personal Trading Compliance with confirms and statements, the Access Person is responsible for providing Personal Trading Compliance with copies of such confirms as and when transactions are executed in the account, and statements on a monthly basis, if available, but no less than quarterly. Upon the opening of an account, an automated Personal Account Reporting Form must be completed and submitted to Personal Trading Compliance. This form can be found on the Legal and Compliance Intranet Homepage under ‘Personal Trading Compliance Forms’.

 

Explanatory Note:    If the opening of an account is not reported immediately to Personal Trading Compliance, but is reported during the corresponding quarterly certification period, and there has not been any trade activity in the account, then the Access Person will be deemed to have not violated its reporting obligations under this Section of the Code.
Explanatory Note:    For those accounts that are maintained at a Select Broker and are eligible for the broker’s daily electronic confirm and position feed, Access Persons do not need to provide duplicate confirms and statements to Personal Trading Compliance. However, it is the Access Person’s responsibility to accurately review and certify their quarterly transactions and annual holdings information in PTA, and to promptly notify Personal Trading Compliance if there are any discrepancies.

6.3. Quarterly Transaction Reporting and Account Disclosure

Utilizing PTA, each Access Person must file a report of all Volitional transactions in Covered Securities (including Volitional transactions in Reportable Funds) made during each calendar quarterly period in which such Access Person has, or by reason of such transaction acquires or disposes of, any Beneficial Ownership of a Covered Security (even if such Access Person has no direct or indirect Investment Control over such Covered Security), or as to which the Access Person has any direct or indirect Investment Control (even if such Access Person has no Beneficial Ownership in such Covered Security). Non-volitional transactions in Covered Securities (including Reportable Funds) such as automatic monthly payroll deductions, changes to future contributions within the Loomis Sayles Retirement Plans, dividend reinvestment programs, dollar cost averaging programs, and transactions made within the Guided Choice Program are still subject to the Code’s annual reporting requirements. If no transactions in any Covered Securities,

 

21


Exhibit (o)(6)

 

required to be reported, were effected during a quarterly period by an Access Person, such Access Person shall nevertheless submit a report through PTA within the time frame specified below stating that no reportable securities transactions were affected. The following information will be available in electronic format for Access Persons to verify on their Quarterly Transaction report:

The date of the transaction, the title of the security, ticker symbol, CUSIP or ISIN, number of shares, and principal amount of each reportable security, nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition), the price of the transaction, and the name of the broker, dealer or bank with which the transaction was effected. However, the Access Person is responsible for confirming the accuracy of this information and informing Personal Trading Compliance if his or her reporting information is inaccurate or incomplete.

With the exception of those accounts described in Exhibit Four, Access Persons are also required to report each account that may hold or holds Covered Securities (including accounts that hold or may hold Reportable Funds) in which such Access Person has Beneficial Ownership or Investment Control that have been opened or closed during the reporting period. In addition, life events such as marriage, death of a family member (i.e., inheritance), etc. may result in your acquiring Beneficial Ownership and/or Investment Control over accounts previously belonging to others. Therefore, any Covered Security, including Reportable Funds, along with any account that holds or can hold a Covered Security, including Reportable Funds, in which you have a Beneficial Ownership and/or Investment Control, as described in Section 3.2 and Section 3.3 of the Code, resulting from marriage or other life event must be reported to Personal Trading Compliance promptly, and no later than the next applicable quarterly reporting period.

Every quarterly report must be submitted no later than thirty (30) calendar days after the close of each calendar quarter.

6.4. Annual Reporting

On an annual basis, as of a date specified by Personal Trading Compliance, each Access Person must file with Personal Trading Compliance a dated annual certification which identifies all holdings in Covered Securities (including Reportable Funds) in which such Access Person has Beneficial Ownership and/or Investment Control. This reporting requirement also applies to shares of Covered Securities, including shares of Reportable Funds that were acquired during the year in Non-volitional transactions. Additionally, each Access Person must identify all personal accounts which hold or may hold Covered Securities (including Reportable Funds), in which such Access Person has Beneficial Ownership and/or Investment Control. The information in the Annual Package shall reflect holdings in the Access Person’s account(s) that are current as of a date specified by Personal Trading Compliance. The following information will be available in electronic format for Access Persons to verify on the Annual Holdings report:

The title of the security, the ticker symbol, CUSIP or ISIN, number of shares, and principal amount of each Covered Security (including Reportable Funds) and the name of any broker, dealer or bank with which the securities are held. However, the Access Person is responsible for confirming the accuracy of this information and informing Personal Trading Compliance if his or her reporting information is inaccurate or incomplete.

Furthermore, on an annual basis, each Access Person must acknowledge and certify that during the past year he/she has received, read, understood and complied with the Code, Insider

 

22


Exhibit (o)(6)

 

Trading Policies and Procedures, and the Policies and Procedures on Gifts, Business Entertainment, and Political Contributions, except as otherwise disclosed in writing to Personal Trading Compliance or the Chief Compliance Officer. Finally, as part of the annual certification, each Access Person must acknowledge and confirm any Outside Activities in which he or she currently participates and any Related Person that is an officer and/or director of a publicly traded company.

All material changes to the Code will be promptly distributed to Access Persons, and also be distributed to Supervised Persons on a quarterly basis. On an annual basis, Supervised Persons will be asked to acknowledge his/her receipt, understanding of and compliance with the Code.

Every annual report must be submitted no later than (45) calendar days after the date specified by Personal Trading Compliance.

6.5. Review of Reports by Chief Compliance Officer

The Chief Compliance Officer shall establish procedures as the Chief Compliance Officer may from time to time determine appropriate for the review of the information required to be compiled under this Code regarding transactions by Access Persons and to report any violations thereof to all necessary parties.

 

  6.6.

Internal Reporting of Violations to the Chief Compliance Officer

Prompt internal reporting of any violation of the Code to the Chief Compliance Officer or Personal Trading Compliance is required under Rule 204A-1 and FCA (MAR and COBS) While the daily monitoring process undertaken by Personal Trading Compliance is designed to identify any violations of the Code and handle any such violations promptly, Access Persons and Supervised Persons are required to promptly report any violations they learn of resulting from either their own conduct or those of other Access Persons or Supervised Persons to the Chief Compliance Officer or Personal Trading Compliance. It is incumbent upon Loomis Sayles to create an environment that encourages and protects Access Persons or Supervised Persons who report violations. In doing so, individuals have the right to remain anonymous in reporting violations. Furthermore, any form of retaliation against an individual who reports a violation could constitute a further violation of the Code, as deemed appropriate by the Chief Compliance Officer. All Access Persons and Supervised Persons should therefore feel safe to speak freely in reporting any violations.

6.7. Register of Interests in Securities

Pursuant to regulations 4 and 4A of the Securities and Futures (Licensing and Conduct of Business) Regulations, all employees of Loomis Asia who have been appointed as representatives under the Securities and Futures Act are required to maintain a register of their interests in securities which are listed for quotation, or quoted on the Singapore Exchange Securities Trading Limited or any recognized market operator recognized by the Monetary Authority of Singapore under the Securities and Futures Act. For purposes of the register of interests in securities, “securities” includes any type of equity or debt security, any equivalent, any derivative, instrument representing, or any rights relating to a security, and any closely related security, as well as units in any open-ended funds, closed-end funds and business trusts. In addition, all employees are deemed to have an “interest” in securities if he/she has Beneficial Ownership or Investment Control (whether formal or informal, expressed or implied) over those securities. Section 4 of the SFA also sets out instances under which a person is deemed to have an “interest” in securities (for instance, where a person has an interest in securities through a corporation in which such person has a controlling interest. If you are unsure whether your personal trading activity needs to be entered into your register of interests in securities, please consult Personal Trading Compliance.

 

23


Exhibit (o)(6)

 

Representatives of Loomis Asia must enter into their register of interests in securities, within 7 days after the date that they acquire any interest in securities, particulars of the securities in which they have an interest and particulars of their interests in those securities. Where there is a change in any interest in securities, representatives must enter in their register, within 7 days after the date of the change, particulars of the change (including the date of the change and the circumstances by reason of which the change occurred). Representatives of Loomis Asia maintain records of their holdings and transactions in securities on an Automated System (PTA). Such records must be produced for the MAS’ inspection upon request.

Loomis Asia separately maintains a nil register of interest in securities for the entity which does not hold any such interest.

The register of interests in securities is kept in Loomis Asia’s office (as notified to MAS) and Loomis US. Each entry in the register must be retained in an easily accessible form for a period of not less than 5 years after the date on which the entry was first made.

6.8. Mandatory Notification to the MAS for Loomis Asia’s Directors and Appointed Representatives

Pursuant to the license conditions set out upon being granted the Capital Markets Services License to conduct the regulated activity of Fund Management and Dealing in Capital Markets Products in Singapore, Loomis Asia’s Directors, Chief Executive Officer and Appointed Representatives are required to inform MAS via email or other means directed, of any business interests and substantial shareholdings (i.e., 5% or more ownership of the outstanding voting securities in any entity).

Notification of Substantial Shareholdings

For Loomis Asia’s Appointed Representatives, substantial shareholdings need to be notified via MASNET Form 16 within 14 calendar days from the acquisition date of a 5% position, and thereafter for any 1% change in a 5% position. For Loomis Asia’s Directors and CEO who are not an Appointed Representatives, notification of substantial shareholdings to MAS is usually made via email unless otherwise directed to be made in other means.

Appointed Representatives, the CEO and Directors of Loomis Asia are responsible for immediately notifying Loomis Asia’s Compliance upon acquiring a 5% position and any 1% changes thereto. Loomis Asia Compliance will also rely on ad hoc reviews and quarterly checklists to identify reportable holdings.

Notification of Business interests

Business interests refer to any role with any business entity arising from pre-approved Outside Activities or internal roles within Loomis’s corporate and affiliated entities usually held by senior officers and directors. Loomis Asia’s Appointed Representatives would need to notify MAS via MASNET Form 16 within 14 calendar days from the effective date of any changes to their business interests. Changes in business interests of Loomis Asia’s Directors or CEO would be separately notified to MAS via email or other means directed.

 

24


Exhibit (o)(6)

 

For internal roles within Loomis’s corporate and affiliated entities held by certain Loomis Asia’s directors, Loomis Asia’s Compliance will work with the Legal and Compliance of Loomis US to periodically obtain updates on potential changes to the internal roles for prompt notification to MAS.

7. SANCTIONS

Any violation of the substantive or procedural requirements of this Code will result in the imposition of a sanction as set forth in the firm’s then current Sanctions Policy, or as the Ethics Committee may deem appropriate under the circumstances of the particular violation. These sanctions may include, but are not limited to:

 

   

a letter of caution or warning (i.e. Procedures Notice);

 

   

payment of a fine,

 

   

requiring the employee to reverse a trade and realize losses or disgorge any profits;

 

   

restitution to an affected client;

 

   

suspension of personal trading privileges;

 

   

actions affecting employment status, such as suspension of employment without pay, demotion or termination of employment; and

 

   

referral to the SEC, FCA or MAS and other civil authorities or criminal authorities.

Serious violations, including those involving deception, dishonesty or knowing breaches of law or fiduciary duty, will result in one or more of the most severe sanctions regardless of the violator’s history of prior compliance.

 

Explanatory Note:    Any violation of the Code, following a “first offense” whether or not for the same type of violation, will be treated as a subsequent offense.

Fines, penalties and disgorged profits will be donated to a charity selected by the Loomis Sayles Charitable Giving Committee.

 

8.

RECORDKEEPING REQUIREMENTS

Loomis Sayles shall maintain and preserve records, in an easily accessible place, relating to the Code of the type and in the manner and form and for the time period prescribed from time to time by applicable law.    Currently, Loomis Sayles is required by law to maintain and preserve:

 

   

in an easily accessible place, a copy of this Code (and any prior Code of Ethics that was in effect at any time during the past five years) for a period of five years;

 

   

in an easily accessible place a record of any violation of the Code and of any action taken as a result of such violation for a period of five years following the end of the fiscal year in which the violation occurs;

 

25


Exhibit (o)(6)

 

   

a copy of each report (or information provided in lieu of a report including any manual pre-clearance forms and information relied upon or used for reporting) submitted under the Code for a period of five years, provided that for the first two years such copy must be preserved in an easily accessible place;

 

   

copies of Access Persons’ and Supervised Persons’ written acknowledgment of initial receipt of the Code and his/her annual acknowledgement;

 

   

in an easily accessible place, a record of the names of all Access Persons within the past five years, even if some of them are no longer Access Persons, the holdings and transactions reports made by these Access Persons, and records of all Access Persons’ personal securities reports (and duplicate brokerage confirmations or account statements in lieu of these reports);

 

   

a copy of each report provided to any Investment Company as required by paragraph (c)(2)(ii) of Rule 17j-1 under the 1940 Act or any successor provision for a period of five years following the end of the fiscal year in which such report is made, provided that for the first two years such record shall be preserved in an easily accessible place; and

 

   

a written record of any decision and the reasons supporting any decision, to approve the purchase by an Access Person of any Covered Security in an Initial Public Offering or Private Placement Transaction or other limited offering for a period of five years following the end of the fiscal year in which the approval is granted.

 

Explanatory Note:    Under Rule 204-2, the standard retention period required for all documents and records listed above is five years, in easily accessible place, the first two years in an appropriate office of Personal Trading Compliance. Under the IMAS Code of Ethics & Standards of Professional Conduct, Loomis Asia is required to keep records related to its policies and internal controls governing personal dealing, including any violations and the resultant investigations and actions taken where appropriate, for a period of six years. Under MAR, the FCA requires all records be retained for 5 years.

9. MISCELLANEOUS

9.1. Confidentiality

Loomis Sayles will keep information obtained from any Access Person hereunder in strict confidence. Notwithstanding the forgoing, reports of Covered Securities transactions and violations hereunder will be made available to the SEC, FCA, MAS or any other regulatory or self-regulatory organizations to the extent required by law, rule or regulation, and in certain circumstances, may in Loomis Sayles’ discretion be made available to other civil and criminal authorities. In addition, information regarding violations of the Code may be provided to clients or former clients of Loomis Sayles that have been directly or indirectly affected by such violations.

9.2. Disclosure of Client Trading Knowledge

No Access Person may, directly or indirectly, communicate to any person who is not an Access Person or other approved agent of Loomis Sayles (e.g., legal counsel) any non-public

 

26


Exhibit (o)(6)

 

information relating to any client of Loomis Sayles or any issuer of any Covered Security owned by any client of Loomis Sayles, including, without limitation, the purchase or sale or considered purchase or sale of a Covered Security on behalf of any client of Loomis Sayles, except to the extent necessary to comply with applicable law or to effectuate traditional asset management/operations activities on behalf of the client of Loomis Sayles.

9.3. Notice to Access Persons, Investment Persons and Research Analysts as to Code Status

Personal Trading Compliance will initially determine an employee’s status as an Access Person, Research Analyst or Investment Person and the client accounts to which Investment Persons should be associated, and will inform such persons of their respective reporting and duties under the Code.

All Access Persons and/or the applicable supervisors thereof, have an obligation to inform Personal Trading Compliance if an Access Person’s responsibilities change during the Access Person’s tenure at Loomis Sayles.

9.4. Notice to Personal Trading Compliance of Engagement of Independent Contractors

Any Access Person that engages as a non-employee service provider (“NESP”), such as a consultant, temporary employee, intern or independent contractor shall notify Personal Trading Compliance of this engagement, and provide to Personal Trading Compliance the information necessary to make a determination as to how the Code shall apply to such NESP, if at all.

NESPs are generally not subject to the pre-clearance, trading restrictions and certain reporting provisions of the Code. However, NESP’s must receive, review and acknowledge a Code of Ethics Compliance Statement that further describes his/her Code requirements and fiduciary duties while engaged with Loomis Sayles.

At times, NESP’s are contracted to various departments at Loomis Sayles where they may be involved or be privy to the investment process for client accounts or the Loomis Sayles recommendation process. Prior to their engagement, the Loomis Sayles Human Resources Department will notify Personal Trading Compliance of these NESP’s and depending on the facts and circumstances, the NESP will be communicated what provisions of the Code will apply to them during their engagement.

9.5. Questions and Educational Materials

Employees are encouraged to bring to Personal Trading Compliance any questions you may have about interpreting or complying with the Code about Covered Securities, accounts that hold or may hold Covered Securities or personal trading activities of you, your family, or household members, your legal and ethical responsibilities, or similar matters that may involve the Code.

Personal Trading Compliance will from time to time circulate educational materials or bulletins or conduct training sessions designed to assist you in understanding and carrying out your duties under the Code. On an annual basis, each Access Person is required to successfully complete the Code of Ethics and Fiduciary Duty Tutorial designed to educate Access Persons on their responsibilities under the Code and other Loomis Sayles policies and procedures that generally apply to all employees.

 

27


Exhibit (o)(6)

 

GLOSSARY OF TERMS

The boldface terms used throughout this policy have the following meanings:

 

1.

Access Person” means an “access person” as defined from time to time in Rule 17j-1 under the 1940 Act or any applicable successor provision. Currently, this means any director, or officer of Loomis Sayles, or any Advisory Person (as defined below) of Loomis Sayles, but does not include any director who is not an officer or employee of Loomis Sayles or its corporate general partner and who meets all of the following conditions:

 

  a.

He or she, in connection with his or her regular functions or duties, does not make, participate in or obtain information regarding the purchase or sale of Covered Securities by a registered investment company, and whose functions do not relate to the making of recommendations with respect to such purchases or sales;

 

  b.

He or she does not have access to nonpublic information regarding any clients’ purchase or sale of securities, or nonpublic information regarding the portfolio holdings of any Reportable Fund; and

 

  c.

He or she is not involved in making securities recommendations to clients, and does not have access to such recommendations that are nonpublic.

Loomis Sayles treats all employees as Access Persons.

 

2.

Advisory Person” means an “advisory person” and “advisory representative” as defined from time to time in Rule 17j-1 under the 1940 Act and Rule 204-2(a)(12) under the Advisers Act, respectively, or any applicable successor provision. Currently, this means (i) every employee of Loomis Sayles (or of any company in a Control relationship to Loomis Sayles), who, in connection with his or her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of a Covered Security by Loomis Sayles on behalf of clients, or whose functions relate to the making of any recommendations with respect to such purchases or sales; and (ii) every natural person in a Control relationship to Loomis Sayles who obtains information concerning recommendations made to a client with regard to the purchase or sale of a Covered Security. Advisory Person also includes: (a) any other employee designated by Personal Trading Compliance or the Chief Compliance Officer as an Advisory Person under this Code; (b) any consultant, temporary employee, intern or independent contractor (or similar person) engaged by Loomis Sayles designated as such by Personal Trading Compliance or the Chief Compliance Officer as a result of such person’s access to information about the purchase or sale of Covered Securities by Loomis Sayles on behalf of clients (by being present in Loomis Sayles offices, having access to computer data or otherwise).

 

3.

Beneficial Ownership is defined in Section 3.2 of the Code.

 

4.

Chief Compliance Officer refers to the officer or employee of Loomis Sayles designated from time to time by Loomis Sayles to receive and review reports of

 

1


Exhibit (o)(6)

 

  purchases and sales by Access Persons, and to address issues of personal trading. “Personal Trading Compliance” means the employee or employees of Loomis Sayles designated from time to time by the General Counsel of Loomis Sayles to receive and review reports of purchases and sales, and to address issues of personal trading, by the Chief Compliance Officer, and to act for the Chief Compliance Officer in the absence of the Chief Compliance Officer.

 

5.

Covered Security” is defined in Section 3.1 of the Code.

 

6.

“Exempt ETF” is defined in Section 3.1 of the Code and a list of such funds is found in Exhibit Two.

 

7.

Federal Securities Laws” refers to the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, the Investment Company Act of 1940, the Investment Advisers Act of 1940, Title V of the Gramm-Leach-Bliley Act, any rules adopted by the SEC under any of these statutes, the Bank Secrecy Act as it applies to funds and investment advisers, and any rules adopted there under by the SEC or the U.S. Department of the Treasury, and any amendments to the above mentioned statutes.

 

8.

Investment Control” is defined in Section 3.3 of the Code.    This means “control” as defined from time to time in Rule 17j-1 under the 1940 Act and Rule 204-2(a)(12) under the Advisers Act or any applicable successor provision. Currently, this means the power to directly or indirectly influence, manage, trade, or give instructions concerning the investment disposition of assets in an account or to approve or disapprove transactions in an account.

 

9.

Initial Public Offering” means an “initial public offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means any offering of securities registered under the Securities Act of 1933 the issuer of which immediately before the offering, was not subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934.

 

10.

Investment Company” means any Investment Company registered as such under the 1940 Act and for which Loomis Sayles serves as investment adviser or subadviser or which an affiliate of Loomis Sayles serves as an investment adviser.

 

11.

Investment Person” means all Portfolio Managers of Loomis Sayles and other Advisory Persons who assist the Portfolio Managers in making and implementing investment decisions for an Investment Company or other client of Loomis Sayles, including, but not limited to, designated Research Analysts and traders of Loomis Sayles. A person is considered an Investment Person only as to those client accounts or types of client accounts as to which he or she is designated by Personal Trading Compliance or the Chief Compliance Officer as such. As to other accounts, he or she is simply an Access Person.

 

12.

“Loomis Advised Fund” is any Reportable Fund advised or sub-advised by Loomis Sayles. A list of these funds can be found in Exhibit One.

 

2


Exhibit (o)(6)

 

13.

Non-volitional transactions are any transaction in which the employee has not determined the timing as to when the purchase or sale will occur and the amount of shares to be purchased or sold, i.e. changes to future contributions within the Loomis Sayles Retirement Plans, dividend reinvestment programs, dollar cost averaging program, automatic monthly payroll deductions, and any transactions made within the Guided Choice Program. Non-volitional transactions are not subject to the pre-clearance or quarterly reporting requirements under the Code.

 

14.

Portfolio Manager” means any individual employed by Loomis Sayles who has been designated as a Portfolio Manager by Loomis Sayles. A person is considered a Portfolio Manager only as to those client accounts as to which he or she is designated by the Chief Compliance Officer as such. As to other client accounts, he or she is simply an Access Person.

 

15.

Private Placement Transaction” means a “limited offering” as defined from time to time in Rule 17j-l under the 1940 Act or any applicable successor provision. Currently, this means an offering exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or 4(6) or Rule 504, 505 or 506 under that Act, including hedge funds.

 

16.

Recommendation” means any change to a security’s price target or other type of recommendation in the case of an equity Covered Security, or any initial rating or rating change in the case of a fixed income Covered Security in either case issued by a Research Analyst.

 

17.

Reportable Fund is defined in Section 3.1 of the Code, and a list of such funds is found in Exhibit One.

 

18.

Research Analyst” means any individual employed by Loomis Sayles who has been designated as a Research Analyst or Research Associate by Loomis Sayles. A person is considered a Research Analyst only as to those Covered Securities which he or she is assigned to cover and about which he or she issues research reports to other Investment Persons or otherwise makes recommendations to Investment Persons beyond publishing their research. As to other securities, he or she is simply an Access Person.

 

19.

Select Broker” is defined in Section 3.4 of the Code.

 

20.

Supervised Person” is defined in Section 202(a)(25) of the Advisers Act and currently includes any partner, officer, director (or other person occupying a similar status or performing similar functions), or employee of Loomis Sayles, or other person who provides investment advice on behalf of Loomis Sayles and is subject to the supervision and control of Loomis Sayles.

 

21.

Volitional” transactions are any transactions in which the employee has determined the timing as to when the purchase or sale transaction will occur and amount of shares to be purchased or sold. Volitional transactions are subject to the pre-clearance and reporting requirements under the Code.

 

3

GRAPHIC 14 g98636dsp1.jpg GRAPHIC begin 644 g98636dsp1.jpg M_]C_X 02D9)1@ ! $ 8 !@ #__@ ?3$5!1"!496-H;F]L;V=I97,@26YC M+B!6,2XP,0#_VP"$ @&!@<&!0@'!P<*"0@*#18.#0P,#1L3%! 6(!PB(1\< M'QXC*#,K(R8P)AX?+#TM,#4V.3HY(BL_0SXX0S,X.3H.$A8:' MB(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4U=;7 MV-G:X>+CY.7FY^CIZO'R\_3U]O?X^?H1 (! @0$ P0'!00$ $"=P ! @,1 M! 4A,08205$'87$3(C*!"!1"D:&QP0DC,U+P%6)RT0H6)#3A)?$7&!D:)BH*#A(6& MAXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7&Q\C)RM+3U-76 MU]C9VN+CY.7FY^CIZO+S]/7V]_CY^O_ !$( $( XP,!$0 "$0$#$0'_V@ , M P$ A$#$0 _ /?Z "@ H * "@ H * ,?5_$FFZ+'FZG42'I&",G_#\:J,7( MI1;,73O'-I=7!-T_V=",HFT\\XY)[\= .,]:MTFMBG3:6AU\<@D0.O0UEL9C MZ "@ H * "@ H * "@ H * "@ H * "@ H * "@ H * "@!"<4 Y-5δ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g98636g0316061516830.jpg GRAPHIC begin 644 g98636g0316061516830.jpg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end GRAPHIC 17 g98636pr3890img002.jpg GRAPHIC begin 644 g98636pr3890img002.jpg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g98636pr3890img003.jpg GRAPHIC begin 644 g98636pr3890img003.jpg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end GRAPHIC 19 g98636pr3890img004.jpg GRAPHIC begin 644 g98636pr3890img004.jpg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end GRAPHIC 20 g98636pr3890img005.jpg GRAPHIC begin 644 g98636pr3890img005.jpg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end XML 21 d98636d485bpos_htm.xml IDEA: XBRL DOCUMENT 0000052136 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115831Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115832Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000188120Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000188121Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:C000115833Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167848Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167849Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000188122Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000188123Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:C000167850Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105118Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105119Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000188118Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000188119Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:C000105120Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member rr:AfterTaxesOnDistributionsMember nftii:C000115833Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member rr:AfterTaxesOnDistributionsAndSalesMember nftii:C000115833Member 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:Sp500IndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member rr:AfterTaxesOnDistributionsMember nftii:C000167850Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member rr:AfterTaxesOnDistributionsAndSalesMember nftii:C000167850Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:MsciAllCountryWorldIndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member rr:AfterTaxesOnDistributionsMember nftii:C000105120Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member rr:AfterTaxesOnDistributionsAndSalesMember nftii:C000105120Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:SpLstaLeveragedLoanIndexMember 2021-04-01 2021-04-01 0000052136 nftii:S000037523Member nftii:Sp500IndexMarch312017Member 2021-04-01 2021-04-01 0000052136 nftii:S000053353Member nftii:MsciAllCountryWorldIndexNetMarch312017Member 2021-04-01 2021-04-01 0000052136 nftii:S000034097Member nftii:SpLstaLeveragedLoanIndexMarch312017Member 2021-04-01 2021-04-01 iso4217:USD pure 485BPOS 2020-11-30 Natixis Funds Trust II 0000052136 false 0.1204 0.4339 0.0639 0.1076 0.0241 0.0281 -0.0114 0.0694 0.1151 0.2379 0.3200 0.0506 -0.0456 -0.0671 0.0039 0.2781 0.3058 0.0541 0.1859 0.3533 0.0142 2020-06-30 2020-06-30 2020-06-30 2020-03-31 2020-03-31 2020-03-31 &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; &lt;div style="display:none"&gt;~ http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund column period compact * ~&lt;/div&gt; N-1A 2021-04-01 2021-04-01 2021-04-01 Loomis Sayles Global Growth Fund Investment Goal <div style="padding: 10pt 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund’s investment goal is long-term growth of capital.</div></div></div> Fund Fees & Expenses <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">You may pay other fees, such as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.</div> More information about these and other discounts is </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">available from your financial professional and in the section “How Sales Charges Are Calculated” on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">32 of the Prospectus</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">, in Appendix A to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Prospectus and on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).</div> You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex. 50000 Shareholder Fees (fees paid directly from your investment) 0.0575 0 0 0.0250 0 0 0.0100 0 0 0 0 0 0 0 0 <div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">date of purchase.</div> Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) 0.0075 0.0075 0.0075 0.0075 0.0075 0.0025 0.0100 0.0000 0.0025 0.0000 0.0039 0.0039 0.0033 0.0039 0.0039 0.0139 0.0214 0.0108 0.0139 0.0114 -0.0019 -0.0019 -0.0018 -0.0019 -0.0019 0.0120 0.0195 0.0090 0.0120 0.0095 Other expenses for Class T shares are estimated for the current fiscal year. March 31, 2022 Example <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">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 </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">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 (except where indicated). The </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">, except that the example is </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into </div></div> <div style="padding: 1pt 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">actual costs may be higher or lower, based on these assumptions your costs would be:</div></div> If shares are redeemed: 690 972 1275 2132 298 652 1132 2457 92 326 578 1301 369 661 974 1861 97 343 609 1369 If shares are not redeemed: 198 652 1132 2457 Portfolio Turnover <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">rate was </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">44</div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">% of the average value of its portfolio.</div></div> 0.44 Investments, Risks and Performance Principal Investment Strategies <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"/> <div style="line-height: 10pt; font-size: 10pt; margin-bottom: 1em; margin-top: 1em"><div style="font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: 10pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="line-height: 10pt; font-size: 10pt; font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;">Under normal market conditions, the Fund will invest primarily in equity securities, including common stocks and depositary receipts. The Fund will invest in securities that provide exposure to no fewer than three countries, which will include the U.S. In addition, the Fund will invest at least 40% of its assets in securities of companies that maintain their principal place of business or conduct their principal business activities outside the U.S., companies that have their securities traded on non-U.S. exchanges or companies that have been formed under the laws of non-U.S. countries. Notwithstanding the foregoing, the Adviser does not consider a security to be foreign if it is included in the U.S. equity indices published by S&amp;P Global Ratings or Russell Investments or if the security’s country of risk defined by Bloomberg is the United States. The Fund may also invest up to 30% of its assets in emerging markets securities. The Fund considers a security to be an emerging markets security if its country of risk as defined by Bloomberg is included within the MSCI Emerging &amp; Frontier Markets Index. The Fund focuses on stocks of large capitalization companies, but the Fund may invest in companies of any size.</div></div></div></div></div></div> <div style="line-height: 10pt; font-size: 10pt; margin-bottom: 1em; margin-top: 1em"><div style="font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: 10pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="line-height: 10pt; font-size: 10pt; font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;">The Fund normally invests across a wide range of sectors and industries. The Fund’s portfolio manager employs a growth style of equity management, which means that the Fund seeks to invest in companies with sustainable competitive advantages versus others, long-term structural growth drivers that will lead to above-average future cash flow growth, attractive cash flow returns on invested capital, and management teams focused on creating long-term value for shareholders. The Fund’s portfolio manager also aims to invest in companies when they trade at a significant discount to the estimate of intrinsic value (i.e., companies with share prices trading significantly below what the portfolio manager believes the share price should be).</div></div></div></div></div></div> <div style="line-height: 10pt; font-size: 10pt; margin-bottom: 1em; margin-top: 1em"><div style="font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: 10pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="line-height: 10pt; font-size: 10pt; font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;">The Fund will consider selling a portfolio investment when the portfolio manager believes an unfavorable structural change occurs within a given business or the markets in which it operates, when a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes available, when the current price fully reflects intrinsic value, or for other investment reasons which the portfolio manager deems appropriate.</div></div></div></div></div></div> <div style="line-height: 10pt; font-size: 10pt; margin-bottom: 1em; margin-top: 1em"><div style="font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: 10pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="line-height: 10pt; font-size: 10pt; font-family: Arial, Helvetica, sans-serif; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px; line-height: 10pt;;display:inline;"><div style="letter-spacing: 0px; top: 0px; text-indent: 0px; line-height: 10pt;;display:inline;">The Fund may also engage in foreign currency transactions (including foreign currency forwards and foreign currency futures) for hedging purposes, invest in options for hedging and investment purposes and invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”). Under normal market conditions, the Adviser does not intend to hedge currency risk, which may cause the Fund to incur losses that would not have been incurred had the risk been hedged. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.</div></div></div></div></div><br/>  </div> <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"/> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"/> Principal Investment Risks <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program. </div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">You may lose money </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">by investing in the Fund.</div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div></div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Equity Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities and periods of below-average performance in individual securities or in the equity market as a whole. Growth stocks are generally more sensitive </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to market movements than other types of stocks primarily because their stock prices are based heavily on future expectations. If the Adviser’s assessment of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the prospects for a company’s growth is wrong, or if the Adviser’s judgment of how other investors will value the company’s growth is wrong, then the price </div></div></div> <div style="padding: 1pt 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">of the company’s stock may fall or not approach the value that the Adviser has placed on it. In the event an issuer is liquidated or declares bankruptcy, the </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">claims of owners of the issuer’s bonds generally take precedence over the claims of those who own preferred stock or common stock. </div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Market/Issuer Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">financial condition and demand for the issuers’ goods and services. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Management Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> A strategy used by the Fund’s portfolio manager </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may fail to produce the intended result. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Liquidity Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Foreign Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Investments in foreign securities may be subject to greater political, economic, environmental, credit</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">/counterparty and information </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">risks. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Credit/Counterparty Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">/counterparty risks with respect to the counterparties to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to participants on organized exchanges and clearing houses, such as the performance guarantee given by a central clearing house, are not available in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">itself.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Currency Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Fluctuations in the exchange rates between different currencies may negatively affect an investment. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund may be subject to currency </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">risk because it may invest in foreign currency forwards and foreign currency futures and may invest in securities or other instruments denominated in, or that </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">generate income denominated in, foreign currencies. Under normal market conditions, the Fund does not intend to hedge currency risk, which may cause the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund to incur losses that would not have been incurred had the risk been hedged.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Cybersecurity and Technology Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The Fund, its service providers, and other market participants increasingly depend on complex information </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Derivatives Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Derivative instruments (such as those in which the Fund may invest, including foreign currency forwards, foreign currency futures and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">options) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the credit risk relating to the other party to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">a derivative contract (which is greater for forward currency contracts, uncleared swaps and other OTC derivatives), the risk of difficulties in pricing and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices; </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Emerging Markets Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">smaller and have shorter operating histories than companies in developed markets.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Large Investor Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Ownership of shares of the Fund may be concentrated in one or a few large investors. Such investors may redeem shares in large </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">quantities or on a frequent basis. Redemptions by a large investor can affect the performance of the Fund, may increase realized capital gains, including </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">short-term capital gains taxable as ordinary income, may accelerate the realization of taxable income to shareholders and may increase transaction costs. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">These transactions potentially limit the use of any capital loss carryforwards and certain other losses to offset future realized capital gains (if any). Such </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">transactions may also increase the Fund’s expenses.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Leverage Risk: </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Leverage is the risk associated with securities or investment practices (e.g., borrowing and the use of certain derivatives) that multiply small </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">index, market or asset-price movements into larger changes in value. The use of leverage increases the impact of gains and losses on the Fund’s returns, and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may lead to significant losses if investments are not successful.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, .0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Small- and Mid-Capitalization Companies Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Compared to large-capitalization companies, small- and mid-capitalization companies are more likely to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">have limited product lines, markets or financial resources. Stocks of these companies often trade less frequently and in limited volume and their prices may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">fluctuate more than stocks of large-capitalization companies. As a result, it may be relatively more difficult for the Fund to buy and sell securities of small- </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and mid-capitalization companies.</div></div></div> You may lose money by investing in the Fund. Risk/Return Bar Chart and Table <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">changes in the Fund’s performance </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">from year to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">year and by showing how the Fund’s average annual returns for the one-year, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> life-of-class</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.</div> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">future.</div> Updated performance information is available online at im.natixis.com and/or by calling the Fund toll-free at 800-225-5478.</div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">return.</div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">automatic conversion of Class C shares to Class A shares after eight years.</div></div></div> The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual returns for the one-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance. The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future. im.natixis.com 800-225-5478 The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return. Total Returns for Class Y Shares <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Highest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472115">Second Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">26.23%</div><br/> <br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Lowest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472119">First Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">-14.45%</div> Highest Quarterly Return: 0.2623 Lowest Quarterly Return: -0.1445 Average Annual Total Returns (for the periods ended December 31, 2020) 2017-03-31 2017-03-31 2016-03-31 2016-03-31 2016-03-31 2016-03-31 2016-03-31 2016-03-31 2016-03-31 0.3533 0.1925 0.3346 0.1789 0.2224 0.1529 0.2727 0.1747 0.3304 0.1804 0.3547 0.2035 0.3165 0.1830 0.1625 0.1227 0.1283 <div style="padding: 9.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Class T shares, restated to reflect the different sales load applicable to Class T shares.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.</div> </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">retirement accounts.</div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.</div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Index <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">performance reflects no deduction for fees, expenses or taxes.</div></div></div></div> After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts. The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Loomis Sayles Senior Floating Rate and Fixed Income Fund Investment Goal <div style="padding: 10pt 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund seeks to provide a high level of current income.</div></div></div> Fund Fees & Expenses <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">You may pay other fees, such as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex.</div> More information about these and other discounts is </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">available from your financial professional and in the section “How Sales Charges Are Calculated” on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">32 of the Prospectus</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">, in Appendix A to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Prospectus and on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).</div> You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex. 100000 Shareholder Fees (fees paid directly from your investment) 0.0350 0 0 0.0250 0 0 0.0100 0 0 0 0 0 0 0 0 <div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">date of purchase.</div> Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) 0.0060 0.0060 0.0060 0.0060 0.0060 0.0025 0.0100 0.0000 0.0025 0.0000 0.0035 0.0035 0.0064 0.0035 0.0035 0.0120 0.0195 0.0124 0.0120 0.0095 -0.0013 -0.0013 -0.0047 -0.0013 -0.0013 0.0107 0.0182 0.0077 0.0107 0.0082 Other expenses for Class T shares are estimated for the current fiscal year. March 31, 2022 Example <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">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 </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">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 (except where indicated). The </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. This example does not take into </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">actual costs may be higher or lower, based on these assumptions your costs would be:</div></div> If shares are redeemed: 455 705 975 1743 285 600 1040 2264 79 347 636 1458 356 609 881 1657 84 290 513 1154 If shares are not redeemed: 185 600 1040 2264 Portfolio Turnover <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover rate was<div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">65</div>% of the average value of its portfolio.</div> 0.65 Investments, Risks and Performance Principal Investment Strategies <div style="padding: 1.5px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in a combination of </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">adjustable floating rate loans and other floating rate debt instruments issued by U.S. and non-U.S. corporations or other business entities and fixed-income </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">securities, including derivatives that reference the returns of these instruments.</div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Under normal market conditions, the Fund will invest at least 65% of its net assets (plus any borrowings made for investment purposes) in floating rate loans </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">that either hold a senior position in the capital structure of the borrower, hold an equal ranking with other senior debt, or have characteristics (such as a </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">senior position secured by liens with other senior debt) that the Adviser believes justify treatment as senior debt (“Senior Loans”). The Fund may invest in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Senior Loans directly as an original lender or by assignment from a lender, or it may invest indirectly through participation agreements, interests in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">collateralized loan obligations (“CLOs”) and derivatives that reference such instruments. Derivatives that reference the returns of Senior Loans may pay </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">returns at fixed rather than variable rates. The Fund’s investments may also include, but are not limited to, subordinated loans, below investment grade </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">corporate bonds and investment grade fixed-income debt securities. The fixed-income securities in which the Fund may invest include preferred stocks. The </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund may invest in pay-in-kind (“PIK”) securities and zero-coupon securities. The Fund may receive debt, equity or other securities or instruments as a result of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the general restructuring of the debt of an issuer, the restructuring of a floating rate loan or as part of a package of securities acquired with a loan.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund may invest any portion of its assets in securities of Canadian issuers and up to 20% of its net assets (plus any borrowings made for investment </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">purposes) in other foreign securities, including up to 10% of its net assets (plus any borrowings made for investment purposes) in emerging market securities. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Although certain securities purchased by the Fund may be issued by domestic companies incorporated outside of the United States, the Adviser does not </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">consider these securities to be foreign if the issuer is included in the U.S. fixed-income indices published by Bloomberg Barclays.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Floating rate loans are debt obligations that have interest rates that adjust or “float” periodically (normally on a monthly or quarterly basis) based on a </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">generally recognized base rate, such as the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by one or more major U.S. banks. Floating rate </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">loans are generally unrated or rated less than investment grade and may be subject to restrictions on resale. The Fund may invest without limit in securities of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">any rating, including those that are in default. The Fund has no requirements as to the range of maturities of the debt instruments in which it can invest or as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to the market capitalization of the issuers of those instruments.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">cash flow or to redeem shares, a technique referred to as “leverage.” The Fund may also use derivative instruments, including, but not limited to, futures </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">contracts, forward contracts, swaps (including, among others, credit default swaps, credit default swap indices, loan-only credit default swaps and loan-only </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">credit default swap indices) and structured notes to try to increase the Fund’s leverage, to enhance income, to hedge against fluctuations in interest rates or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">currency exchange rates, and/or as a substitute for the purchase or sale of securities.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), convertible securities, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">exchange-traded funds (“ETFs”), and mortgage-related securities, including adjustable rate mortgage securities and collateralized mortgage obligations, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">asset-backed securities, and U.S. government securities (including its agencies, instrumentalities and sponsored entities). The Fund may also engage in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">currency-related transactions. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">When deciding which securities to buy and sell, the Adviser will consider credit quality and whether credit quality is improving or declining, as well as return </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">potential, in the context of market and economic risks. In addition to security selection, the Adviser expects to use cycle evaluation in conjunction with sector </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">rotation in an effort to enhance or offset cyclical influences.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund is “non-diversified.” As a non-diversified fund, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">issuers, as compared with other mutual funds that are diversified.</div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund expects to engage in active and frequent trading of securities and other instruments. Effects of frequent trading may include high transaction costs, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">which may lower the Fund’s return, and realization of short-term capital gains, distributions of which are taxable to shareholders who are individuals as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">ordinary income. Trading costs and tax effects associated with frequent trading may adversely affect the Fund’s performance.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">With the exception of the 80% test described above, the percentage limitations set forth herein are not investment restrictions and the Fund may exceed </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">these limits from time to time. In addition, when calculating these exposures, the Fund may use the notional value or an adjusted notional value of a </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">derivative to reflect what the Adviser believes to be the most accurate assessment of the Fund’s real economic exposure.</div></div></div> Principal Investment Risks <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program. </div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">You may lose money </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">by investing in the Fund.</div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"/></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Senior Loans Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The risks associated with Senior Loans are similar to the risks of investing in below investment-grade securities. The Senior Loans in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">which the Fund invests will generally not be rated investment grade by the rating agencies. Economic downturns generally lead to higher non-payment rates </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and a Senior Loan could lose a substantial part of its value prior to default. Senior Loans are subject to credit risk, and secured Senior Loans may not be </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">adequately collateralized. The interest rates of Senior Loans reset frequently, and thus Senior Loans are subject to interest rate risk. Senior Loans are </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">generally less liquid than many other debt securities and there may also be less public information available about Senior Loans as compared to other debt </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities. Senior Loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask spreads and extended </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">trade settlement periods. Transactions in Senior Loans may take significantly longer than seven days to settle and, as a result, proceeds related to the sale of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Senior Loans may not be readily available to make additional investments or to meet the Fund’s redemption obligations. In order to satisfy redemption </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">requests pending settlement of Senior Loans, the Fund may take a variety of measures, including, without limitation drawing on its cash and other short term </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">positions and borrowing from banks (including under the Fund’s line of credit), all of which may adversely affect the Fund’s performance. With limited </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">exceptions, the Adviser will take steps intended to ensure that it does not receive material non-public information about the issuers of Senior Loans who also </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of the Senior Loans in which it seeks </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to invest. Investing in Senior Loan participations exposes the Fund to the credit of the counterparty issuing the participation in addition to the credit of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">ultimate borrower.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Liquidity Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Below Investment Grade Fixed-Income Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The Fund’s investments in below investment grade fixed-income securities, also known as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">speculative for below investment grade fixed-income securities.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Credit/Counterparty Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. In the event of bankruptcy </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">of a borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a Senior Loan. Senior </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Loans and other floating rate securities that are rated below investment-grade are considered predominantly speculative with respect to the ability of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">issuer to make timely principal and interest payments. The value of loans made to such borrowers is likely to be more sensitive to adverse news about the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">borrower, markets or economy. As a result, the Fund may sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">credit/counterparty risks with respect to the counterparties to its derivatives transactions. This risk will be heightened to the extent the Fund enters into </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">derivative transactions with a single counterparty (or affiliated counterparties that are part of the same organization), causing the Fund to have significant </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">exposure to such counterparty. Many of the protections afforded to participants on organized exchanges and clearing houses, such as the performance </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">guarantee given by a central clearing house, are not available in connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">transactions. For centrally cleared derivatives, such as cleared swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">of the Fund’s clearing broker and the central clearing house itself.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Cybersecurity and Technology Risk:</div></div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> The Fund, its service providers, and other market participants increasingly depend on complex information </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.</div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Management Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> A strategy used by the Fund’s </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">portfolio managers may fail to produce the intended result. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0) align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Borrowing and Leverage Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Borrowing and other investment techniques that utilize leverage, including use of derivatives, will increase the Fund’s </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">exposure to fluctuations in the prices of its assets and, therefore, the volatility of its share price. This magnifies the potential for gain and the risk of loss. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Leverage may also cause the Fund to liquidate positions at unfavorable times or prices. The costs of leverage, such as interest on borrowed funds, will </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">increase the Fund’s expenses.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Derivatives Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Derivative instruments (such as those in which the Fund may invest, including futures contracts, forward contracts, swaps and structured </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">notes) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">a derivative contract (which is greater for forward currency contracts, swaps and other OTC derivatives), the risk of difficulties in pricing and valuation, the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices; liquidity risk; </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the Fund may be </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial difficulties or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Emerging Markets Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">smaller and have shorter operating histories than companies in developed markets.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Foreign Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Investments in foreign securities may be subject to greater political, economic, environmental, credit</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">/counterparty and information </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">risks. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Interest Rate Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Generally, the value of fixed-income </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Senior Loans typically have adjustable </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">interest rates. As a result, it is expected that the values of Senior Loans held by the Fund will fluctuate less in response to interest rate changes than will </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">fixed-rate debt securities; however, the interest rates paid by these loans will generally decrease if interest rates fall. Senior Loans and other fixed-income </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities are subject to the risk that borrowers pay off the debts sooner than expected, possibly requiring the Fund to re-invest in lower-yielding securities. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The value of zero-coupon bonds may be more sensitive to fluctuations in interest rates than other fixed-income securities. In addition, an economic downturn </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">or period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Investments in Other Investment Companies Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The Fund will indirectly bear the management, service and other fees of any other investment </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">companies, including ETFs, in which it invests in addition to its own expenses.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">LIBOR Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> LIBOR risk is the risk that the transition away from the London Interbank Offered Rate (“LIBOR”) may lead to increased volatility and illiquidity in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">markets that are tied to LIBOR. LIBOR is a benchmark interest rate that is used extensively as a “reference rate” for financial instruments, including many </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">corporate and municipal bonds, bank loans, asset-backed and mortgage-related securities, interest rate swaps and other derivatives. Additionally, the Fund </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may borrow money at rates that are based on LIBOR. In July 2017, the head of the United Kingdom Financial Conduct Authority, the agency that oversees </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">LIBOR, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">suggests that LIBOR may cease to be published after that time. The transition away from LIBOR poses a number of other risks, including changed values of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">LIBOR-related investments and reduced effectiveness of hedging strategies, each of which may adversely affect the Fund’s performance.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Market/Issuer Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">financial condition and demand for the issuers’ goods and services. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Mortgage-Related and Asset-Backed Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> In addition to the risks associated with investments in fixed-income securities generally (for </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">example, credit, liquidity and valuation risk), mortgage-related and asset-backed securities are subject to the risks of the mortgages and assets underlying the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities as well as prepayment risk, the risk that the securities may be prepaid and result in the reinvestment of the prepaid amounts in securities with </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">lower yields than the prepaid obligations. Conversely, there is a risk that a rise in interest rates will extend the life of a mortgage-related or asset-backed </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">security beyond the expected prepayment time, typically reducing the security’s value, which is called extension risk. The Fund also may incur a loss when</div></div></div> <div style="padding: 1pt 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 0pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">there is a prepayment of securities that were purchased at a premium. The Fund’s investments in other asset-backed securities are subject to risks similar to </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets</div><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">.</div></div></div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Non-Diversification Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.</div></div></div> You may lose money by investing in the Fund. Non-Diversification Risk: Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or regulatory occurrence may have a greater adverse impact on the Fund’s net asset value. Risk/Return Bar Chart and Table <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px; background: none; text-decoration: none;;display:inline;"/></div><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">changes in the Fund’s performance </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">from year-</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">to-year and by showing how the Fund’s average annual returns for the one-year, </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">five-year, life-of-class</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> and life-of-fund periods (as applicable) compare to </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">those of a broad measure of market performance.</div></div></div><div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">perform in the future.</div></div></div><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> Updated performance information is available online at im.natixis.com</div></div><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> and/or by calling the Fund toll-free at </div></div></div></div><div style="background-color: rgb(255, 255, 255); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgb(255, 255, 255); letter-spacing: 0px; top: 0px;;display:inline;">800-225-5478</div><div style="background-color: rgb(255, 255, 255); letter-spacing: 0px; top: 0px;;display:inline;">.</div></div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">return.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">automatic conversion of Class C shares to Class A shares after eight years.</div></div></div> The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year-to-year and by showing how the Fund’s average annual returns for the one-year, five-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance. The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future. im.natixis.com 800-225-5478 The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return. Total Returns for Class Y Shares <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Highest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472359">Second Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">10.92%</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Lowest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472358">First Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">-16.32%</div> Highest Quarterly Return: 0.1092 Lowest Quarterly Return: -0.1632 Average Annual Total Returns (for the periods ended December 31, 2020) 2017-03-31 2017-03-31 2011-09-30 2011-09-30 2011-09-30 2011-09-30 2011-09-30 2011-09-30 2011-09-30 0.0142 0.0469 0.0507 -0.0078 0.0217 0.0250 0.0076 0.0248 0.0277 -0.0242 0.0368 0.0440 -0.0057 0.0364 0.0402 0.0134 0.0291 -0.0139 0.0389 0.0452 0.0310 0.0521 0.0400 0.0478 <div style="padding: 9.5px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255); align: justify;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Class T shares, restated to reflect the different sales load applicable to Class T shares.</div></div> <div style="background-color:#FFFFFF;padding-left:2pt;padding-top:4;padding-bottom:0;align:justify;padding-right:2pt;font-family:Arial, Helvetica, sans-serif;font-size:10pt;margin-top:1pt;margin-bottom:0;text-align:justify"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.</div> The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">performance reflects no deduction for fees, expenses or taxes.</div></div></div> After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts. The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Vaughan Nelson Select Fund Investment Goal <div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund seeks long-term capital appreciation.</div></div> Fund Fees & Expenses <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund. <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">You may pay other fees, such as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.</div> More information about these and other discounts is </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">available from your financial professional and in the section “How Sales Charges Are Calculated” on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">32 of the Prospectus</div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">, in Appendix A to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Prospectus and on page </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).</div> You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex. 50000 Shareholder Fees (fees paid directly from your investment) 0.0575 0 0 0.0250 0 0 0.0100 0 0 0 0 0 0 0 0 <div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 8.02pt; letter-spacing: 0px; top: 0px;;display:inline;">date of purchase.</div> Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) 0.0075 0.0075 0.0075 0.0075 0.0075 0.0025 0.0100 0.0000 0.0025 0.0000 0.0018 0.0018 0.7110 0.0018 0.0018 0.0118 0.0193 0.7185 0.0118 0.0093 -0.0003 -0.0003 -0.7100 -0.0003 -0.0003 0.0115 0.0190 0.0085 0.0115 0.0090 Other expenses for Class T shares are estimated for the current fiscal year. March 31, 2022 Example <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">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 </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">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 (except where indicated). The </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">only be in place through the date noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">your actual costs may be higher or lower, based on these assumptions your costs would be:</div> If shares are redeemed: 685 925 1184 1922 293 603 1039 2251 87 6721 7450 7540 364 612 880 1643 92 293 512 1140 If shares are not redeemed: 193 603 1039 2251 Portfolio Turnover <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">rate was </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">88</div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">% of the average value of its portfolio.</div></div> 0.88 Investments, Risks and Performance Principal Investment Strategies <div style="padding: 1.5px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund, under normal market conditions, will invest primarily in equity securities, including common stocks, preferred stocks, limited partnership interests, </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">interests in limited liability companies, real estate investment trusts (“REITs”) or other trusts and similar securities. The Fund is non-diversified, which means </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">that it may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers than a diversified fund. Typically, the Fund’s </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">portfolio will hold 20 to 40 securities. The Fund may invest in companies with any market capitalization, although, it will typically focus its investments in mid- </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">to large-capitalization companies. When opportunities present themselves, the Fund may establish short positions in specific equity securities or indices. </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">While the Fund typically invests in equity securities, it may also invest in debt securities, including below investment grade fixed-income securities (commonly </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">known as “junk bonds”). A fixed-income security is considered below investment grade quality when none of the three major rating agencies (Moody’s </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Investors Service, Inc., Fitch Investor Services, Inc. or S&amp;P Global Ratings) have rated the securities in one of their top four ratings categories.</div></div></div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson invests in companies of all market capitalizations with a focus on those companies meeting Vaughan Nelson’s return expectations.</div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson uses a bottom-up value oriented investment process in constructing the Fund’s portfolio. Vaughan Nelson seeks companies with the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">following characteristics, although not all of the companies selected will have these attributes:</div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 5pt; padding-left: 0pt; font-size: 1pt; float: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 4pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Companies earning a positive return on capital with stable-to-improving returns.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Companies valued at discount to their asset value<div style="letter-spacing: 0px; top: 0px;;display:inline;">.</div></div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Companies with an attractive and sustainable dividend level.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 0pt;"> <table cellspacing="0" style="margin: 0pt; border: 1pt currentcolor; width: 100%; text-align: left; float: left; border-spacing: 0px"> <tr> <td style="padding-left: 0px;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;">In selecting investments for the Fund, Vaughan Nelson generally employs the following strategies:</div></div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 5pt; padding-left: 0pt; font-size: 1pt; float: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 4pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson employs a value-driven investment philosophy that selects securities selling at a relatively low value based on discounted cash flow </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">models. Vaughan Nelson selects companies that it believes are out-of-favor or misunderstood.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson starts with the entire U.S. exchange-traded equity investment universe. Vaughan Nelson then narrows the investment universe by using </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">fundamental analysis to construct a portfolio of 20 to 40 securities.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson uses fundamental analysis to construct a portfolio that, in the opinion of Vaughan Nelson, is made up of quality companies with the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">potential to provide significant increases in share price over a three year period.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson will also employ its value driven investment philosophy to identify out-of-favor or misunderstood debt securities.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Vaughan Nelson will generally sell a security when it reaches Vaughan Nelson’s price target or when the issuer shows a change in financial condition, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">competitive pressures, poor management decisions or internal or external forces reducing future expected returns from the investment thesis.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 0pt;"> <table cellspacing="0" style="margin: 0pt; border: 1pt currentcolor; width: 100%; text-align: left; float: left; border-spacing: 0px"> <tr> <td style="padding-left: 0px;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;">The Fund also may:</div></div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 5pt; padding-left: 0pt; font-size: 1pt; float: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 4pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in convertible preferred stock and convertible debt securities.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in publicly traded master limited partnerships.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in foreign securities, including emerging market securities, traded in U.S. markets directly or through depositary receipt programs such as American </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”).</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in REITs.</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in securities offered in initial public offerings (“IPOs”) and securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities”).</div></div></div></div></td></tr></table></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="clear: both; max-height: 0pt; background: none;"/> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="margin: 0px; padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; font-size: 1pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 3pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div></div> <div style="letter-spacing: 0px; top: 0px; background: none;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background: none; text-decoration: none; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="padding-top: 1pt;"> <table cellspacing="0" style="width: 100%; margin-left: 0%; border-spacing: 0px"> <tr> <td style="width: 2%; text-align: left; color: rgb(0, 0, 0); padding-top: 0pt; padding-bottom: 0pt; padding-left: 0pt; vertical-align: top; valign: top; size: 3;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: medium; letter-spacing: 0px; top: 0px;;display:inline;">•</div></div></div></td> <td style="width: 98%; padding-top: 0pt; padding-bottom: 0pt; padding-left: 2pt; vertical-align: top; font-size: 10.02pt;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-size: small; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Invest in derivative securities, such as options, for hedging and investment purposes.</div></div></div></div></td></tr></table></div> Principal Investment Risks <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">You may lose money </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">by investing in the Fund.</div></div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Equity Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities and periods of below-average performance in individual securities or in the equity market as a whole. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Securities issued in IPOs tend to involve </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">greater market risk than other equity securities due, in part, to public perception and the lack of publicly available information and trading history. In the event </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">an issuer is liquidated or declares bankruptcy, the claims of owners of the issuer’s bonds generally take precedence over the claims of those who own </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">preferred stock or common stock. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Securities of real estate-related companies and REITs in which the Fund may invest may be considered equity securities, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">thus subjecting the Fund to the risks of investing in equity securities generally.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Non-Diversification Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Market/Issuer Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">financial condition and demand for the issuers’ goods and services. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Management Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> A strategy used by the Fund’s </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">portfolio managers may fail to produce the intended result. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Derivatives Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Derivative instruments (such as those in which the Fund may invest, including options) are subject to changes in the value of the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">underlying assets or indices on which such instruments are based. There is no guarantee that the use of derivatives will be effective or that suitable </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have a significant impact on the Fund’s exposure </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets may be insufficient to support its obligations </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a speculative activity, and involves greater risks </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those that would have occurred had derivatives not been </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to a derivative contract, which is greater for OTC </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">derivatives, the risk of difficulties in pricing and valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">value of relevant assets, rates or indices; liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">positions. There is also the risk that the Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">counterparties may experience financial difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Below Investment Grade Fixed-Income Securities Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The Fund’s investments in below investment grade fixed-income securities, also known as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">speculative for below investment grade fixed-income securities.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: justify;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Credit/Counterparty Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit/counterparty risks with respect to the counterparties to </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to participants on organized exchanges, and clearing houses such as the performance guarantee given by a central clearing house, are not available in </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">itself. </div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Cybersecurity and Technology Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> The Fund, its service providers, and other market participants increasingly depend on complex information </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.</div></div></div> <div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Emerging Markets Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">smaller and have shorter operating histories than companies in developed markets.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Foreign Securities Risk:</div></div></div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> Investments in foreign securities may be subject to greater political, economic, environmental, credit</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">/counterparty and information </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">risks. </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund’s investments in foreign securities also are subject to the effects of foreign currency fluctuations. Foreign securities may be subject to higher </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">volatility than U.S. securities, varying degrees of regulation and limited liquidity.</div></div></div></div></div> <div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Interest Rate Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Generally, the value of fixed-income </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> In addition, an economic downturn or </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. </div></div></div> <div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Leverage Risk: </div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Taking short positions in stocks also results in a form of leverage. Leverage is the risk associated with securities or investment practices </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">(e.g., borrowing and the use of certain derivatives) that multiply small index, market or asset-price movements into larger changes in value. The use of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">leverage increases the impact of gains and losses on the Fund’s returns, and may lead to significant losses if investments are not successful.</div></div></div> <div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Liquidity Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.</div></div></div> <div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">REITs Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Investments in the real estate industry, including REITs, are particularly sensitive to economic downturns and are sensitive to factors such as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">changes in real estate values, property taxes and tax laws, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">affecting zoning, land use and rents and the management skill and creditworthiness of the issuer. Companies in the real estate industry also may be subject </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">to liabilities under environmental and hazardous waste laws. In addition, the value of a REIT is affected by changes in the value of the properties owned by </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the REIT or mortgage loans held by the REIT. REITs are also subject to default and prepayment risk. Many REITs are highly leveraged, increasing their risk. The </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Fund will indirectly bear its proportionate share of expenses, including management fees, paid by each REIT in which it invests in addition to the expenses of </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the Fund.</div></div></div> <div style="letter-spacing: 0px; top: 0px;;display:inline;"> </div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-weight:bold;display:inline;">Short Sale Risk:</div></div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"> Short sales can increase the volatility of the Fund and may lower the Fund’s return or result in losses, which potentially may be unlimited. If </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">the Fund is unable to borrow securities in connection with a short sale at an advantageous time or price, the Fund may be limited in its ability to pursue its </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">short sale strategy or may incur losses. The use of short sales also exposes the Fund to leverage risk<div style="letter-spacing: 0px; top: 0px;;display:inline;">.</div></div></div></div> You may lose money by investing in the Fund. Non-Diversification Risk: Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or regulatory occurrence may have a greater adverse impact on the Fund’s net asset value. Risk/Return Bar Chart and Table <div style="padding: 1.5px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">changes in the Fund’s performance </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">from year-</div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">to-year and by showing how the Fund’s average annual returns for the one-year, </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">five-year, life-of-class</div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.</div></div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">perform in the future.</div></div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> Updated performance information is available online at im.natixis.com</div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;"> and/or by calling the Fund toll-free at 800-225-5478</div><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">return.</div></div></div> <div style="padding: 4px 2pt 0px; text-align: left; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgba(255, 255, 255, 0); align: left;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the </div></div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><div style="background-color: rgba(255, 255, 255, 0); letter-spacing: 0px; top: 0px;;display:inline;">automatic conversion of Class C shares to Class A shares after eight years.</div></div></div> The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year-to-year and by showing how the Fund’s average annual returns for the one-year, five-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance. The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future. im.natixis.com 800-225-5478 The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return. Total Returns for Class Y Shares <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"/><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Highest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472204">Second Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">25.72%</div><br/> <br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"/><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Lowest Quarterly Return:</div><br/> <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;"><span style="-sec-ix-hidden:hidden3472205">First Quarter 2020</span>, </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">-21.55%</div> Highest Quarterly Return: 0.2572 Lowest Quarterly Return: -0.2155 Average Annual Total Returns (for the periods ended December 31, 2020) 2017-03-31 2017-03-31 2012-06-29 2012-06-29 2012-06-29 2012-06-29 2012-06-29 2012-06-29 2012-06-29 0.1859 0.1388 0.1518 0.1668 0.1202 0.1326 0.1233 0.1079 0.1199 0.1148 0.1227 0.1409 0.1641 0.1276 0.1404 0.1864 0.1475 0.1533 0.1303 0.1454 0.1840 0.1522 0.1531 0.1494 <div style="padding: 9.5px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255); align: justify;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Class T shares, restated to reflect the different sales load applicable to Class T shares. </div></div> <div style="padding: 4px 2pt 0px; text-align: justify; font-family: Arial, Helvetica, sans-serif; font-size: 10pt; margin-top: 1pt; margin-bottom: 0px; background-color: rgb(255, 255, 255); align: justify;"><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who </div><div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.</div> The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index <div style="font-family: Arial, Helvetica, sans-serif; font-size: 10.02pt; letter-spacing: 0px; top: 0px;;display:inline;">performance reflects no deduction for fees, expenses or taxes.</div></div></div> After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts. The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase. Other expenses for Class T shares are estimated for the current fiscal year. In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.15%, 1.90%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time. Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.15%, 1.90%, 0.85%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, dividend expenses on securities sold short, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s investment adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed. Natixis Advisors has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s operating expenses have been restated to reflect a reduction in management fees, effective as of December 15, 2020, as if such reduction had been in effect during the fiscal year ended November 30, 2020. The information has been restated to better reflect anticipated expenses of the Fund. Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.20%, 1.95%, 1.20%, and 0.95% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time. Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.20%, 1.95%, 0.90%, 1.20% and 0.95% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed. Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.05%, 1.80%, 0.75%, 1.05% and 0.80% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees or expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed. XML 22 R1.htm IDEA: XBRL DOCUMENT v3.21.1
Label Element Value
Risk/Return: rr_RiskReturnAbstract  
Document Type dei_DocumentType 485BPOS
Document Period End Date dei_DocumentPeriodEndDate Nov. 30, 2020
Registrant Name dei_EntityRegistrantName Natixis Funds Trust II
Entity Central Index Key dei_EntityCentralIndexKey 0000052136
Amendment Flag dei_AmendmentFlag false
Document Creation Date dei_DocumentCreationDate Apr. 01, 2021
Document Effective Date dei_DocumentEffectiveDate Apr. 01, 2021
Prospectus Date rr_ProspectusDate Apr. 01, 2021
Entity Inv Company Type dei_EntityInvCompanyType N-1A

GRAPHIC 23 BarChart1.png IDEA: XBRL DOCUMENT begin 644 BarChart1.png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end XML 24 R2.htm IDEA: XBRL DOCUMENT v3.21.1
Total
Loomis Sayles Global Growth Fund
Loomis Sayles Global Growth Fund
Investment Goal
The Fund’s investment goal is long-term growth of capital.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees (fees paid directly from your investment)
Shareholder Fees - Loomis Sayles Global Growth Fund
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) 5.75% none none 2.50% none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) none [1] 1.00% none none none
Redemption fees none none none none none
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Annual Fund Operating Expenses - Loomis Sayles Global Growth Fund
Class A
Class C
Class N
Class T
Class Y
Management fees [1] 0.75% 0.75% 0.75% 0.75% 0.75%
Distribution and/or service (12b-1) fees 0.25% 1.00% none 0.25% none
Other expenses 0.39% 0.39% 0.33% 0.39% [2] 0.39%
Total annual fund operating expenses 1.39% 2.14% 1.08% 1.39% 1.14%
Fee waiver and/or expense reimbursement [4],[5] 0.19% [3] 0.19% [3] 0.18% 0.19% [3] 0.19% [3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement 1.20% 1.95% 0.90% 1.20% 0.95%
[1] The Fund’s operating expenses have been restated to reflect a reduction in management fees, effective as of December 15, 2020, as if such reduction had been in effect during the fiscal year ended November 30, 2020. The information has been restated to better reflect anticipated expenses of the Fund.
[2] Other expenses for Class T shares are estimated for the current fiscal year.
[3] In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.20%, 1.95%, 1.20%, and 0.95% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.
[4] Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.20%, 1.95%, 0.90%, 1.20% and 0.95% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
[5] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
Example
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 $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same
, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:
If shares are redeemed:
Expense Example - Loomis Sayles Global Growth Fund - USD ($)
1 year
3 years
5 years
10 years
Class A 690 972 1,275 2,132
Class C 298 652 1,132 2,457
Class N 92 326 578 1,301
Class T 369 661 974 1,861
Class Y 97 343 609 1,369
If shares are not redeemed:
Expense Example, No Redemption
1 year
3 years
5 years
10 years
Loomis Sayles Global Growth Fund | Class C | USD ($) 198 652 1,132 2,457
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
44
% of the average value of its portfolio.
Investments, Risks and Performance Principal Investment Strategies
Under normal market conditions, the Fund will invest primarily in equity securities, including common stocks and depositary receipts. The Fund will invest in securities that provide exposure to no fewer than three countries, which will include the U.S. In addition, the Fund will invest at least 40% of its assets in securities of companies that maintain their principal place of business or conduct their principal business activities outside the U.S., companies that have their securities traded on non-U.S. exchanges or companies that have been formed under the laws of non-U.S. countries. Notwithstanding the foregoing, the Adviser does not consider a security to be foreign if it is included in the U.S. equity indices published by S&P Global Ratings or Russell Investments or if the security’s country of risk defined by Bloomberg is the United States. The Fund may also invest up to 30% of its assets in emerging markets securities. The Fund considers a security to be an emerging markets security if its country of risk as defined by Bloomberg is included within the MSCI Emerging & Frontier Markets Index. The Fund focuses on stocks of large capitalization companies, but the Fund may invest in companies of any size.
The Fund normally invests across a wide range of sectors and industries. The Fund’s portfolio manager employs a growth style of equity management, which means that the Fund seeks to invest in companies with sustainable competitive advantages versus others, long-term structural growth drivers that will lead to above-average future cash flow growth, attractive cash flow returns on invested capital, and management teams focused on creating long-term value for shareholders. The Fund’s portfolio manager also aims to invest in companies when they trade at a significant discount to the estimate of intrinsic value (i.e., companies with share prices trading significantly below what the portfolio manager believes the share price should be).
The Fund will consider selling a portfolio investment when the portfolio manager believes an unfavorable structural change occurs within a given business or the markets in which it operates, when a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes available, when the current price fully reflects intrinsic value, or for other investment reasons which the portfolio manager deems appropriate.
The Fund may also engage in foreign currency transactions (including foreign currency forwards and foreign currency futures) for hedging purposes, invest in options for hedging and investment purposes and invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”). Under normal market conditions, the Adviser does not intend to hedge currency risk, which may cause the Fund to incur losses that would not have been incurred had the risk been hedged. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.

 
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. Growth stocks are generally more sensitive
to market movements than other types of stocks primarily because their stock prices are based heavily on future expectations. If the Adviser’s assessment of
the prospects for a company’s growth is wrong, or if the Adviser’s judgment of how other investors will value the company’s growth is wrong, then the price
of the company’s stock may fall or not approach the value that the Adviser has placed on it. In the event an issuer is liquidated or declares bankruptcy, the
claims of owners of the issuer’s bonds generally take precedence over the claims of those who own preferred stock or common stock. 
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services. 
Management Risk:
A strategy used by the Fund’s portfolio manager 
may fail to produce the intended result.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit
/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges and clearing houses, such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself.
Currency Risk:
Fluctuations in the exchange rates between different currencies may negatively affect an investment.
The Fund may be subject to currency
risk because it may invest in foreign currency forwards and foreign currency futures and may invest in securities or other instruments denominated in, or that
generate income denominated in, foreign currencies. Under normal market conditions, the Fund does not intend to hedge currency risk, which may cause the
Fund to incur losses that would not have been incurred had the risk been hedged.
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including foreign currency forwards, foreign currency futures and
options) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as
the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, uncleared swaps and other OTC derivatives), the risk of difficulties in pricing and
valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices;
liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the
Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial
difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Large Investor Risk:
Ownership of shares of the Fund may be concentrated in one or a few large investors. Such investors may redeem shares in large
quantities or on a frequent basis. Redemptions by a large investor can affect the performance of the Fund, may increase realized capital gains, including
short-term capital gains taxable as ordinary income, may accelerate the realization of taxable income to shareholders and may increase transaction costs.
These transactions potentially limit the use of any capital loss carryforwards and certain other losses to offset future realized capital gains (if any). Such
transactions may also increase the Fund’s expenses.
Leverage Risk:
Leverage is the risk associated with securities or investment practices (e.g., borrowing and the use of certain derivatives) that multiply small
index, market or asset-price movements into larger changes in value. The use of leverage increases the impact of gains and losses on the Fund’s returns, and
may lead to significant losses if investments are not successful.
Small- and Mid-Capitalization Companies Risk:
Compared to large-capitalization companies, small- and mid-capitalization companies are more likely to
have limited product lines, markets or financial resources. Stocks of these companies often trade less frequently and in limited volume and their prices may
fluctuate more than stocks of large-capitalization companies. As a result, it may be relatively more difficult for the Fund to buy and sell securities of small-
and mid-capitalization companies.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year to
year and by showing how the Fund’s average annual returns for the one-year,
life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the
future.
Updated performance information is available online at im.natixis.com and/or by calling the Fund toll-free at 800-225-5478.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
Bar Chart
Highest Quarterly Return:

Second Quarter 2020,
26.23%


Lowest Quarterly Return:

First Quarter 2020,
-14.45%
Average Annual Total Returns (for the periods ended December 31, 2020)
Average Annual Total Returns - Loomis Sayles Global Growth Fund
Past 1 Year
Life of Class N / Life of Fund
Inception Date
Class Y 35.33% 19.25% Mar. 31, 2016
Class Y | Return After Taxes on Distributions 33.46% 17.89% Mar. 31, 2016
Class Y | Return After Taxes on Distributions and Sale of Fund Shares 22.24% 15.29% Mar. 31, 2016
Class A 27.27% 17.47% Mar. 31, 2016
Class C 33.04% 18.04% Mar. 31, 2016
Class N 35.47% 20.35% Mar. 31, 2017
Class T 31.65% 18.30% Mar. 31, 2016
MSCI All Country World Index (Net) 16.25% 12.83% Mar. 31, 2016
MSCI All Country World Index (Net) (3/31/17)   12.27% Mar. 31, 2017
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual
retirement accounts.
 
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Index
performance reflects no deduction for fees, expenses or taxes.
XML 25 R9.htm IDEA: XBRL DOCUMENT v3.21.1
Label Element Value
Loomis Sayles Global Growth Fund  
Risk/Return: rr_RiskReturnAbstract  
Risk/Return [Heading] rr_RiskReturnHeading Loomis Sayles Global Growth Fund
Objective [Heading] rr_ObjectiveHeading Investment Goal
Objective, Primary [Text Block] rr_ObjectivePrimaryTextBlock
The Fund’s investment goal is long-term growth of capital.
Expense [Heading] rr_ExpenseHeading Fund Fees & Expenses
Expense Narrative [Text Block] rr_ExpenseNarrativeTextBlock
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees Caption [Text] rr_ShareholderFeesCaption Shareholder Fees (fees paid directly from your investment)
Operating Expenses Caption [Text] rr_OperatingExpensesCaption Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Fee Waiver or Reimbursement over Assets, Date of Termination rr_FeeWaiverOrReimbursementOverAssetsDateOfTermination March 31, 2022
Portfolio Turnover [Heading] rr_PortfolioTurnoverHeading Portfolio Turnover
Portfolio Turnover [Text Block] rr_PortfolioTurnoverTextBlock
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
44
% of the average value of its portfolio.
Portfolio Turnover, Rate rr_PortfolioTurnoverRate 44.00%
Expenses Deferred Charges [Text Block] rr_ExpensesDeferredChargesTextBlock
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Expense Breakpoint Discounts [Text] rr_ExpenseBreakpointDiscounts You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
Expense Breakpoint, Minimum Investment Required [Amount] rr_ExpenseBreakpointMinimumInvestmentRequiredAmount $ 50,000
Other Expenses, New Fund, Based on Estimates [Text] rr_OtherExpensesNewFundBasedOnEstimates Other expenses for Class T shares are estimated for the current fiscal year.
Expense Example [Heading] rr_ExpenseExampleHeading Example
Expense Example Narrative [Text Block] rr_ExpenseExampleNarrativeTextBlock
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same
, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:
Expense Example by, Year, Caption [Text] rr_ExpenseExampleByYearCaption If shares are redeemed:
Expense Example, No Redemption, By Year, Caption [Text] rr_ExpenseExampleNoRedemptionByYearCaption If shares are not redeemed:
Strategy [Heading] rr_StrategyHeading Investments, Risks and Performance Principal Investment Strategies
Strategy Narrative [Text Block] rr_StrategyNarrativeTextBlock
Under normal market conditions, the Fund will invest primarily in equity securities, including common stocks and depositary receipts. The Fund will invest in securities that provide exposure to no fewer than three countries, which will include the U.S. In addition, the Fund will invest at least 40% of its assets in securities of companies that maintain their principal place of business or conduct their principal business activities outside the U.S., companies that have their securities traded on non-U.S. exchanges or companies that have been formed under the laws of non-U.S. countries. Notwithstanding the foregoing, the Adviser does not consider a security to be foreign if it is included in the U.S. equity indices published by S&P Global Ratings or Russell Investments or if the security’s country of risk defined by Bloomberg is the United States. The Fund may also invest up to 30% of its assets in emerging markets securities. The Fund considers a security to be an emerging markets security if its country of risk as defined by Bloomberg is included within the MSCI Emerging & Frontier Markets Index. The Fund focuses on stocks of large capitalization companies, but the Fund may invest in companies of any size.
The Fund normally invests across a wide range of sectors and industries. The Fund’s portfolio manager employs a growth style of equity management, which means that the Fund seeks to invest in companies with sustainable competitive advantages versus others, long-term structural growth drivers that will lead to above-average future cash flow growth, attractive cash flow returns on invested capital, and management teams focused on creating long-term value for shareholders. The Fund’s portfolio manager also aims to invest in companies when they trade at a significant discount to the estimate of intrinsic value (i.e., companies with share prices trading significantly below what the portfolio manager believes the share price should be).
The Fund will consider selling a portfolio investment when the portfolio manager believes an unfavorable structural change occurs within a given business or the markets in which it operates, when a critical underlying investment assumption is flawed, when a more attractive reward-to-risk opportunity becomes available, when the current price fully reflects intrinsic value, or for other investment reasons which the portfolio manager deems appropriate.
The Fund may also engage in foreign currency transactions (including foreign currency forwards and foreign currency futures) for hedging purposes, invest in options for hedging and investment purposes and invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”). Under normal market conditions, the Adviser does not intend to hedge currency risk, which may cause the Fund to incur losses that would not have been incurred had the risk been hedged. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.

 
Risk [Heading] rr_RiskHeading Principal Investment Risks
Risk Narrative [Text Block] rr_RiskNarrativeTextBlock
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. Growth stocks are generally more sensitive
to market movements than other types of stocks primarily because their stock prices are based heavily on future expectations. If the Adviser’s assessment of
the prospects for a company’s growth is wrong, or if the Adviser’s judgment of how other investors will value the company’s growth is wrong, then the price
of the company’s stock may fall or not approach the value that the Adviser has placed on it. In the event an issuer is liquidated or declares bankruptcy, the
claims of owners of the issuer’s bonds generally take precedence over the claims of those who own preferred stock or common stock. 
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services. 
Management Risk:
A strategy used by the Fund’s portfolio manager 
may fail to produce the intended result.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit
/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges and clearing houses, such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself.
Currency Risk:
Fluctuations in the exchange rates between different currencies may negatively affect an investment.
The Fund may be subject to currency
risk because it may invest in foreign currency forwards and foreign currency futures and may invest in securities or other instruments denominated in, or that
generate income denominated in, foreign currencies. Under normal market conditions, the Fund does not intend to hedge currency risk, which may cause the
Fund to incur losses that would not have been incurred had the risk been hedged.
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including foreign currency forwards, foreign currency futures and
options) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as
the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, uncleared swaps and other OTC derivatives), the risk of difficulties in pricing and
valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices;
liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the
Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial
difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Large Investor Risk:
Ownership of shares of the Fund may be concentrated in one or a few large investors. Such investors may redeem shares in large
quantities or on a frequent basis. Redemptions by a large investor can affect the performance of the Fund, may increase realized capital gains, including
short-term capital gains taxable as ordinary income, may accelerate the realization of taxable income to shareholders and may increase transaction costs.
These transactions potentially limit the use of any capital loss carryforwards and certain other losses to offset future realized capital gains (if any). Such
transactions may also increase the Fund’s expenses.
Leverage Risk:
Leverage is the risk associated with securities or investment practices (e.g., borrowing and the use of certain derivatives) that multiply small
index, market or asset-price movements into larger changes in value. The use of leverage increases the impact of gains and losses on the Fund’s returns, and
may lead to significant losses if investments are not successful.
Small- and Mid-Capitalization Companies Risk:
Compared to large-capitalization companies, small- and mid-capitalization companies are more likely to
have limited product lines, markets or financial resources. Stocks of these companies often trade less frequently and in limited volume and their prices may
fluctuate more than stocks of large-capitalization companies. As a result, it may be relatively more difficult for the Fund to buy and sell securities of small-
and mid-capitalization companies.
Risk Lose Money [Text] rr_RiskLoseMoney You may lose money by investing in the Fund.
Bar Chart and Performance Table [Heading] rr_BarChartAndPerformanceTableHeading Risk/Return Bar Chart and Table
Performance Narrative [Text Block] rr_PerformanceNarrativeTextBlock
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year to
year and by showing how the Fund’s average annual returns for the one-year,
life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the
future.
Updated performance information is available online at im.natixis.com and/or by calling the Fund toll-free at 800-225-5478.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Performance Information Illustrates Variability of Returns [Text] rr_PerformanceInformationIllustratesVariabilityOfReturns The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual returns for the one-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
Performance Availability Phone [Text] rr_PerformanceAvailabilityPhone 800-225-5478
Performance Availability Website Address [Text] rr_PerformanceAvailabilityWebSiteAddress im.natixis.com
Performance Past Does Not Indicate Future [Text] rr_PerformancePastDoesNotIndicateFuture The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future.
Bar Chart [Heading] rr_BarChartHeading Total Returns for Class Y Shares
Bar Chart Does Not Reflect Sales Loads [Text] rr_BarChartDoesNotReflectSalesLoads The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return.
Bar Chart Closing [Text Block] rr_BarChartClosingTextBlock
Highest Quarterly Return:

Second Quarter 2020,
26.23%


Lowest Quarterly Return:

First Quarter 2020,
-14.45%
Performance Table Heading rr_PerformanceTableHeading Average Annual Total Returns (for the periods ended December 31, 2020)
Performance Table Uses Highest Federal Rate rr_PerformanceTableUsesHighestFederalRate After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Performance Table Not Relevant to Tax Deferred rr_PerformanceTableNotRelevantToTaxDeferred Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
Performance Table One Class of after Tax Shown [Text] rr_PerformanceTableOneClassOfAfterTaxShown The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Performance Table Closing [Text Block] rr_PerformanceTableClosingTextBlock
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual
retirement accounts.
 
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Index
performance reflects no deduction for fees, expenses or taxes.
Loomis Sayles Global Growth Fund | Class A  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 5.75%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none [1]
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75% [2]
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.39%
Total annual fund operating expenses rr_ExpensesOverAssets 1.39%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.19% [3],[4],[5]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.20%
1 year rr_ExpenseExampleYear01 $ 690
3 years rr_ExpenseExampleYear03 972
5 years rr_ExpenseExampleYear05 1,275
10 years rr_ExpenseExampleYear10 $ 2,132
Past 1 Year rr_AverageAnnualReturnYear01 27.27%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 17.47%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | Class C  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther 1.00%
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75% [2]
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 1.00%
Other expenses rr_OtherExpensesOverAssets 0.39%
Total annual fund operating expenses rr_ExpensesOverAssets 2.14%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.19% [3],[4],[5]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.95%
1 year rr_ExpenseExampleYear01 $ 298
3 years rr_ExpenseExampleYear03 652
5 years rr_ExpenseExampleYear05 1,132
10 years rr_ExpenseExampleYear10 2,457
1 year rr_ExpenseExampleNoRedemptionYear01 198
3 years rr_ExpenseExampleNoRedemptionYear03 652
5 years rr_ExpenseExampleNoRedemptionYear05 1,132
10 years rr_ExpenseExampleNoRedemptionYear10 $ 2,457
Past 1 Year rr_AverageAnnualReturnYear01 33.04%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 18.04%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | Class N  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75% [2]
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 0.33%
Total annual fund operating expenses rr_ExpensesOverAssets 1.08%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.18% [4],[5]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.90%
1 year rr_ExpenseExampleYear01 $ 92
3 years rr_ExpenseExampleYear03 326
5 years rr_ExpenseExampleYear05 578
10 years rr_ExpenseExampleYear10 $ 1,301
Past 1 Year rr_AverageAnnualReturnYear01 35.47%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 20.35%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
Loomis Sayles Global Growth Fund | Class T  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 2.50%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75% [2]
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.39% [6]
Total annual fund operating expenses rr_ExpensesOverAssets 1.39%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.19% [3],[4],[5]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.20%
1 year rr_ExpenseExampleYear01 $ 369
3 years rr_ExpenseExampleYear03 661
5 years rr_ExpenseExampleYear05 974
10 years rr_ExpenseExampleYear10 $ 1,861
Past 1 Year rr_AverageAnnualReturnYear01 31.65%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 18.30%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75% [2]
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 0.39%
Total annual fund operating expenses rr_ExpensesOverAssets 1.14%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.19% [3],[4],[5]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.95%
1 year rr_ExpenseExampleYear01 $ 97
3 years rr_ExpenseExampleYear03 343
5 years rr_ExpenseExampleYear05 609
10 years rr_ExpenseExampleYear10 $ 1,369
2017 rr_AnnualReturn2017 32.00%
2018 rr_AnnualReturn2018 (6.71%)
2019 rr_AnnualReturn2019 30.58%
2020 rr_AnnualReturn2020 35.33%
Highest Quarterly Return, Label rr_HighestQuarterlyReturnLabel Highest Quarterly Return:
Highest Quarterly Return, Date rr_BarChartHighestQuarterlyReturnDate Jun. 30, 2020
Highest Quarterly Return rr_BarChartHighestQuarterlyReturn 26.23%
Lowest Quarterly Return, Label rr_LowestQuarterlyReturnLabel Lowest Quarterly Return:
Lowest Quarterly Return, Date rr_BarChartLowestQuarterlyReturnDate Mar. 31, 2020
Lowest Quarterly Return rr_BarChartLowestQuarterlyReturn (14.45%)
Past 1 Year rr_AverageAnnualReturnYear01 35.33%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 19.25%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | Return After Taxes on Distributions | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 33.46%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 17.89%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | Return After Taxes on Distributions and Sale of Fund Shares | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 22.24%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 15.29%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | MSCI All Country World Index (Net)  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 16.25%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 12.83%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2016
Loomis Sayles Global Growth Fund | MSCI All Country World Index (Net) (3/31/17)  
Risk/Return: rr_RiskReturnAbstract  
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 12.27%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
[2] The Fund’s operating expenses have been restated to reflect a reduction in management fees, effective as of December 15, 2020, as if such reduction had been in effect during the fiscal year ended November 30, 2020. The information has been restated to better reflect anticipated expenses of the Fund.
[3] In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.20%, 1.95%, 1.20%, and 0.95% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.
[4] Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.20%, 1.95%, 0.90%, 1.20% and 0.95% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
[5] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
[6] Other expenses for Class T shares are estimated for the current fiscal year.
GRAPHIC 26 BarChart2.png IDEA: XBRL DOCUMENT begin 644 BarChart2.png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htm IDEA: XBRL DOCUMENT v3.21.1
Total
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Loomis Sayles Senior Floating Rate and Fixed Income Fund
Investment Goal
The Fund seeks to provide a high level of current income.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees (fees paid directly from your investment)
Shareholder Fees - Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) 3.50% none none 2.50% none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) none [1] 1.00% none none none
Redemption fees none none none none none
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Annual Fund Operating Expenses - Loomis Sayles Senior Floating Rate and Fixed Income Fund
Class A
Class C
Class N
Class T
Class Y
Management fees 0.60% 0.60% 0.60% 0.60% 0.60%
Distribution and/or service (12b-1) fees 0.25% 1.00% none 0.25% none
Other expenses 0.35% 0.35% 0.64% 0.35% [1] 0.35%
Total annual fund operating expenses 1.20% 1.95% 1.24% 1.20% 0.95%
Fee waiver and/or expense reimbursement [2],[3] 0.13% 0.13% 0.47% 0.13% 0.13%
Total annual fund operating expenses after fee waiver and/or expense reimbursement 1.07% 1.82% 0.77% 1.07% 0.82%
[1] Other expenses for Class T shares are estimated for the current fiscal year.
[2] Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.05%, 1.80%, 0.75%, 1.05% and 0.80% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees or expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
[3] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
Example
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 $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. This example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:
If shares are redeemed:
Expense Example - Loomis Sayles Senior Floating Rate and Fixed Income Fund - USD ($)
1 year
3 years
5 years
10 years
Class A 455 705 975 1,743
Class C 285 600 1,040 2,264
Class N 79 347 636 1,458
Class T 356 609 881 1,657
Class Y 84 290 513 1,154
If shares are not redeemed:
Expense Example, No Redemption
1 year
3 years
5 years
10 years
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class C | USD ($) 185 600 1,040 2,264
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover rate was
65
% of the average value of its portfolio.
Investments, Risks and Performance Principal Investment Strategies
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in a combination of
adjustable floating rate loans and other floating rate debt instruments issued by U.S. and non-U.S. corporations or other business entities and fixed-income
securities, including derivatives that reference the returns of these instruments.
Under normal market conditions, the Fund will invest at least 65% of its net assets (plus any borrowings made for investment purposes) in floating rate loans
that either hold a senior position in the capital structure of the borrower, hold an equal ranking with other senior debt, or have characteristics (such as a
senior position secured by liens with other senior debt) that the Adviser believes justify treatment as senior debt (“Senior Loans”). The Fund may invest in
Senior Loans directly as an original lender or by assignment from a lender, or it may invest indirectly through participation agreements, interests in
collateralized loan obligations (“CLOs”) and derivatives that reference such instruments. Derivatives that reference the returns of Senior Loans may pay
returns at fixed rather than variable rates. The Fund’s investments may also include, but are not limited to, subordinated loans, below investment grade
corporate bonds and investment grade fixed-income debt securities. The fixed-income securities in which the Fund may invest include preferred stocks. The
Fund may invest in pay-in-kind (“PIK”) securities and zero-coupon securities. The Fund may receive debt, equity or other securities or instruments as a result of
the general restructuring of the debt of an issuer, the restructuring of a floating rate loan or as part of a package of securities acquired with a loan.
The Fund may invest any portion of its assets in securities of Canadian issuers and up to 20% of its net assets (plus any borrowings made for investment
purposes) in other foreign securities, including up to 10% of its net assets (plus any borrowings made for investment purposes) in emerging market securities.
Although certain securities purchased by the Fund may be issued by domestic companies incorporated outside of the United States, the Adviser does not
consider these securities to be foreign if the issuer is included in the U.S. fixed-income indices published by Bloomberg Barclays.
Floating rate loans are debt obligations that have interest rates that adjust or “float” periodically (normally on a monthly or quarterly basis) based on a
generally recognized base rate, such as the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by one or more major U.S. banks. Floating rate
loans are generally unrated or rated less than investment grade and may be subject to restrictions on resale. The Fund may invest without limit in securities of
any rating, including those that are in default. The Fund has no requirements as to the range of maturities of the debt instruments in which it can invest or as
to the market capitalization of the issuers of those instruments.
The Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its
cash flow or to redeem shares, a technique referred to as “leverage.” The Fund may also use derivative instruments, including, but not limited to, futures
contracts, forward contracts, swaps (including, among others, credit default swaps, credit default swap indices, loan-only credit default swaps and loan-only
credit default swap indices) and structured notes to try to increase the Fund’s leverage, to enhance income, to hedge against fluctuations in interest rates or
currency exchange rates, and/or as a substitute for the purchase or sale of securities.
The Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), convertible securities,
exchange-traded funds (“ETFs”), and mortgage-related securities, including adjustable rate mortgage securities and collateralized mortgage obligations,
asset-backed securities, and U.S. government securities (including its agencies, instrumentalities and sponsored entities). The Fund may also engage in
currency-related transactions. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.
When deciding which securities to buy and sell, the Adviser will consider credit quality and whether credit quality is improving or declining, as well as return
potential, in the context of market and economic risks. In addition to security selection, the Adviser expects to use cycle evaluation in conjunction with sector
rotation in an effort to enhance or offset cyclical influences.
The Fund is “non-diversified.” As a non-diversified fund, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer
issuers, as compared with other mutual funds that are diversified.
The Fund expects to engage in active and frequent trading of securities and other instruments. Effects of frequent trading may include high transaction costs,
which may lower the Fund’s return, and realization of short-term capital gains, distributions of which are taxable to shareholders who are individuals as
ordinary income. Trading costs and tax effects associated with frequent trading may adversely affect the Fund’s performance.
With the exception of the 80% test described above, the percentage limitations set forth herein are not investment restrictions and the Fund may exceed
these limits from time to time. In addition, when calculating these exposures, the Fund may use the notional value or an adjusted notional value of a
derivative to reflect what the Adviser believes to be the most accurate assessment of the Fund’s real economic exposure.
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Senior Loans Risk:
 The risks associated with Senior Loans are similar to the risks of investing in below investment-grade securities. The Senior Loans in
which the Fund invests will generally not be rated investment grade by the rating agencies. Economic downturns generally lead to higher non-payment rates
and a Senior Loan could lose a substantial part of its value prior to default. Senior Loans are subject to credit risk, and secured Senior Loans may not be
adequately collateralized. The interest rates of Senior Loans reset frequently, and thus Senior Loans are subject to interest rate risk. Senior Loans are
generally less liquid than many other debt securities and there may also be less public information available about Senior Loans as compared to other debt
securities. Senior Loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask spreads and extended
trade settlement periods. Transactions in Senior Loans may take significantly longer than seven days to settle and, as a result, proceeds related to the sale of
Senior Loans may not be readily available to make additional investments or to meet the Fund’s redemption obligations. In order to satisfy redemption
requests pending settlement of Senior Loans, the Fund may take a variety of measures, including, without limitation drawing on its cash and other short term
positions and borrowing from banks (including under the Fund’s line of credit), all of which may adversely affect the Fund’s performance. With limited
exceptions, the Adviser will take steps intended to ensure that it does not receive material non-public information about the issuers of Senior Loans who also
issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of the Senior Loans in which it seeks
to invest. Investing in Senior Loan participations exposes the Fund to the credit of the counterparty issuing the participation in addition to the credit of the
ultimate borrower.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. In the event of bankruptcy
of a borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a Senior Loan. Senior
Loans and other floating rate securities that are rated below investment-grade are considered predominantly speculative with respect to the ability of the
issuer to make timely principal and interest payments. The value of loans made to such borrowers is likely to be more sensitive to adverse news about the
borrower, markets or economy. As a result, the Fund may sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to
credit/counterparty risks with respect to the counterparties to its derivatives transactions. This risk will be heightened to the extent the Fund enters into
derivative transactions with a single counterparty (or affiliated counterparties that are part of the same organization), causing the Fund to have significant
exposure to such counterparty. Many of the protections afforded to participants on organized exchanges and clearing houses, such as the performance
guarantee given by a central clearing house, are not available in connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency
transactions. For centrally cleared derivatives, such as cleared swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness
of the Fund’s clearing broker and the central clearing house itself.
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Borrowing and Leverage Risk:
Borrowing and other investment techniques that utilize leverage, including use of derivatives, will increase the Fund’s
exposure to fluctuations in the prices of its assets and, therefore, the volatility of its share price. This magnifies the potential for gain and the risk of loss.
Leverage may also cause the Fund to liquidate positions at unfavorable times or prices. The costs of leverage, such as interest on borrowed funds, will
increase the Fund’s expenses.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including futures contracts, forward contracts, swaps and structured
notes) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, swaps and other OTC derivatives), the risk of difficulties in pricing and valuation, the
risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices; liquidity risk;
allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the Fund may be
unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial difficulties or
otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
Senior Loans typically have adjustable
interest rates. As a result, it is expected that the values of Senior Loans held by the Fund will fluctuate less in response to interest rate changes than will
fixed-rate debt securities; however, the interest rates paid by these loans will generally decrease if interest rates fall. Senior Loans and other fixed-income
securities are subject to the risk that borrowers pay off the debts sooner than expected, possibly requiring the Fund to re-invest in lower-yielding securities.
The value of zero-coupon bonds may be more sensitive to fluctuations in interest rates than other fixed-income securities. In addition, an economic downturn
or period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Investments in Other Investment Companies Risk:
The Fund will indirectly bear the management, service and other fees of any other investment
companies, including ETFs, in which it invests in addition to its own expenses.
LIBOR Risk:
LIBOR risk is the risk that the transition away from the London Interbank Offered Rate (“LIBOR”) may lead to increased volatility and illiquidity in
markets that are tied to LIBOR. LIBOR is a benchmark interest rate that is used extensively as a “reference rate” for financial instruments, including many
corporate and municipal bonds, bank loans, asset-backed and mortgage-related securities, interest rate swaps and other derivatives. Additionally, the Fund
may borrow money at rates that are based on LIBOR. In July 2017, the head of the United Kingdom Financial Conduct Authority, the agency that oversees
LIBOR, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement
suggests that LIBOR may cease to be published after that time. The transition away from LIBOR poses a number of other risks, including changed values of
LIBOR-related investments and reduced effectiveness of hedging strategies, each of which may adversely affect the Fund’s performance.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Mortgage-Related and Asset-Backed Securities Risk:
In addition to the risks associated with investments in fixed-income securities generally (for
example, credit, liquidity and valuation risk), mortgage-related and asset-backed securities are subject to the risks of the mortgages and assets underlying the
securities as well as prepayment risk, the risk that the securities may be prepaid and result in the reinvestment of the prepaid amounts in securities with
lower yields than the prepaid obligations. Conversely, there is a risk that a rise in interest rates will extend the life of a mortgage-related or asset-backed
security beyond the expected prepayment time, typically reducing the security’s value, which is called extension risk. The Fund also may incur a loss when
there is a prepayment of securities that were purchased at a premium. The Fund’s investments in other asset-backed securities are subject to risks similar to
those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets
.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to
those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at
800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
Bar Chart
Highest Quarterly Return:

Second Quarter 2020,
10.92%

Lowest Quarterly Return:

First Quarter 2020,
-16.32%
Average Annual Total Returns (for the periods ended December 31, 2020)
Average Annual Total Returns - Loomis Sayles Senior Floating Rate and Fixed Income Fund
Past 1 Year
Past 5 Years
Life of Class N / Life of Fund
Inception Date
Class Y 1.42% 4.69% 5.07% Sep. 30, 2011
Class Y | Return After Taxes on Distributions (0.78%) 2.17% 2.50% Sep. 30, 2011
Class Y | Return After Taxes on Distributions and Sale of Fund Shares 0.76% 2.48% 2.77% Sep. 30, 2011
Class A (2.42%) 3.68% 4.40% Sep. 30, 2011
Class C (0.57%) 3.64% 4.02% Sep. 30, 2011
Class N 1.34% 2.91% Mar. 31, 2017
Class T (1.39%) 3.89% 4.52% Sep. 30, 2011
S&P / LSTA Leveraged Loan Index 3.10% 5.21% 4.78% Sep. 30, 2011
S&P / LSTA Leveraged Loan Index (3/31/17)     4.00% Mar. 31, 2017
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.
XML 28 R17.htm IDEA: XBRL DOCUMENT v3.21.1
Label Element Value
Loomis Sayles Senior Floating Rate and Fixed Income Fund  
Risk/Return: rr_RiskReturnAbstract  
Risk/Return [Heading] rr_RiskReturnHeading Loomis Sayles Senior Floating Rate and Fixed Income Fund
Objective [Heading] rr_ObjectiveHeading Investment Goal
Objective, Primary [Text Block] rr_ObjectivePrimaryTextBlock
The Fund seeks to provide a high level of current income.
Expense [Heading] rr_ExpenseHeading Fund Fees & Expenses
Expense Narrative [Text Block] rr_ExpenseNarrativeTextBlock
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees Caption [Text] rr_ShareholderFeesCaption Shareholder Fees (fees paid directly from your investment)
Operating Expenses Caption [Text] rr_OperatingExpensesCaption Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Fee Waiver or Reimbursement over Assets, Date of Termination rr_FeeWaiverOrReimbursementOverAssetsDateOfTermination March 31, 2022
Portfolio Turnover [Heading] rr_PortfolioTurnoverHeading Portfolio Turnover
Portfolio Turnover [Text Block] rr_PortfolioTurnoverTextBlock
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover rate was
65
% of the average value of its portfolio.
Portfolio Turnover, Rate rr_PortfolioTurnoverRate 65.00%
Expenses Deferred Charges [Text Block] rr_ExpensesDeferredChargesTextBlock
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Expense Breakpoint Discounts [Text] rr_ExpenseBreakpointDiscounts You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in the Natixis Funds Complex.
Expense Breakpoint, Minimum Investment Required [Amount] rr_ExpenseBreakpointMinimumInvestmentRequiredAmount $ 100,000
Other Expenses, New Fund, Based on Estimates [Text] rr_OtherExpensesNewFundBasedOnEstimates Other expenses for Class T shares are estimated for the current fiscal year.
Expense Example [Heading] rr_ExpenseExampleHeading Example
Expense Example Narrative [Text Block] rr_ExpenseExampleNarrativeTextBlock
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the dates noted above and on the Total Annual Fund Operating Expenses for the remaining periods. This example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although your
actual costs may be higher or lower, based on these assumptions your costs would be:
Expense Example by, Year, Caption [Text] rr_ExpenseExampleByYearCaption If shares are redeemed:
Expense Example, No Redemption, By Year, Caption [Text] rr_ExpenseExampleNoRedemptionByYearCaption If shares are not redeemed:
Strategy [Heading] rr_StrategyHeading Investments, Risks and Performance Principal Investment Strategies
Strategy Narrative [Text Block] rr_StrategyNarrativeTextBlock
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in a combination of
adjustable floating rate loans and other floating rate debt instruments issued by U.S. and non-U.S. corporations or other business entities and fixed-income
securities, including derivatives that reference the returns of these instruments.
Under normal market conditions, the Fund will invest at least 65% of its net assets (plus any borrowings made for investment purposes) in floating rate loans
that either hold a senior position in the capital structure of the borrower, hold an equal ranking with other senior debt, or have characteristics (such as a
senior position secured by liens with other senior debt) that the Adviser believes justify treatment as senior debt (“Senior Loans”). The Fund may invest in
Senior Loans directly as an original lender or by assignment from a lender, or it may invest indirectly through participation agreements, interests in
collateralized loan obligations (“CLOs”) and derivatives that reference such instruments. Derivatives that reference the returns of Senior Loans may pay
returns at fixed rather than variable rates. The Fund’s investments may also include, but are not limited to, subordinated loans, below investment grade
corporate bonds and investment grade fixed-income debt securities. The fixed-income securities in which the Fund may invest include preferred stocks. The
Fund may invest in pay-in-kind (“PIK”) securities and zero-coupon securities. The Fund may receive debt, equity or other securities or instruments as a result of
the general restructuring of the debt of an issuer, the restructuring of a floating rate loan or as part of a package of securities acquired with a loan.
The Fund may invest any portion of its assets in securities of Canadian issuers and up to 20% of its net assets (plus any borrowings made for investment
purposes) in other foreign securities, including up to 10% of its net assets (plus any borrowings made for investment purposes) in emerging market securities.
Although certain securities purchased by the Fund may be issued by domestic companies incorporated outside of the United States, the Adviser does not
consider these securities to be foreign if the issuer is included in the U.S. fixed-income indices published by Bloomberg Barclays.
Floating rate loans are debt obligations that have interest rates that adjust or “float” periodically (normally on a monthly or quarterly basis) based on a
generally recognized base rate, such as the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by one or more major U.S. banks. Floating rate
loans are generally unrated or rated less than investment grade and may be subject to restrictions on resale. The Fund may invest without limit in securities of
any rating, including those that are in default. The Fund has no requirements as to the range of maturities of the debt instruments in which it can invest or as
to the market capitalization of the issuers of those instruments.
The Fund can borrow up to one-third of the Fund’s assets (including the amount borrowed) and use other techniques to purchase investments, to manage its
cash flow or to redeem shares, a technique referred to as “leverage.” The Fund may also use derivative instruments, including, but not limited to, futures
contracts, forward contracts, swaps (including, among others, credit default swaps, credit default swap indices, loan-only credit default swaps and loan-only
credit default swap indices) and structured notes to try to increase the Fund’s leverage, to enhance income, to hedge against fluctuations in interest rates or
currency exchange rates, and/or as a substitute for the purchase or sale of securities.
The Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), convertible securities,
exchange-traded funds (“ETFs”), and mortgage-related securities, including adjustable rate mortgage securities and collateralized mortgage obligations,
asset-backed securities, and U.S. government securities (including its agencies, instrumentalities and sponsored entities). The Fund may also engage in
currency-related transactions. Except as provided above, the Fund is not limited in the percentage of its assets that it may invest in these instruments.
When deciding which securities to buy and sell, the Adviser will consider credit quality and whether credit quality is improving or declining, as well as return
potential, in the context of market and economic risks. In addition to security selection, the Adviser expects to use cycle evaluation in conjunction with sector
rotation in an effort to enhance or offset cyclical influences.
The Fund is “non-diversified.” As a non-diversified fund, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer
issuers, as compared with other mutual funds that are diversified.
The Fund expects to engage in active and frequent trading of securities and other instruments. Effects of frequent trading may include high transaction costs,
which may lower the Fund’s return, and realization of short-term capital gains, distributions of which are taxable to shareholders who are individuals as
ordinary income. Trading costs and tax effects associated with frequent trading may adversely affect the Fund’s performance.
With the exception of the 80% test described above, the percentage limitations set forth herein are not investment restrictions and the Fund may exceed
these limits from time to time. In addition, when calculating these exposures, the Fund may use the notional value or an adjusted notional value of a
derivative to reflect what the Adviser believes to be the most accurate assessment of the Fund’s real economic exposure.
Risk [Heading] rr_RiskHeading Principal Investment Risks
Risk Narrative [Text Block] rr_RiskNarrativeTextBlock
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Senior Loans Risk:
 The risks associated with Senior Loans are similar to the risks of investing in below investment-grade securities. The Senior Loans in
which the Fund invests will generally not be rated investment grade by the rating agencies. Economic downturns generally lead to higher non-payment rates
and a Senior Loan could lose a substantial part of its value prior to default. Senior Loans are subject to credit risk, and secured Senior Loans may not be
adequately collateralized. The interest rates of Senior Loans reset frequently, and thus Senior Loans are subject to interest rate risk. Senior Loans are
generally less liquid than many other debt securities and there may also be less public information available about Senior Loans as compared to other debt
securities. Senior Loans may be difficult to value and may be subject to restrictions on resale, irregular trading activity, wide bid/ask spreads and extended
trade settlement periods. Transactions in Senior Loans may take significantly longer than seven days to settle and, as a result, proceeds related to the sale of
Senior Loans may not be readily available to make additional investments or to meet the Fund’s redemption obligations. In order to satisfy redemption
requests pending settlement of Senior Loans, the Fund may take a variety of measures, including, without limitation drawing on its cash and other short term
positions and borrowing from banks (including under the Fund’s line of credit), all of which may adversely affect the Fund’s performance. With limited
exceptions, the Adviser will take steps intended to ensure that it does not receive material non-public information about the issuers of Senior Loans who also
issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of the Senior Loans in which it seeks
to invest. Investing in Senior Loan participations exposes the Fund to the credit of the counterparty issuing the participation in addition to the credit of the
ultimate borrower.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. In the event of bankruptcy
of a borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a Senior Loan. Senior
Loans and other floating rate securities that are rated below investment-grade are considered predominantly speculative with respect to the ability of the
issuer to make timely principal and interest payments. The value of loans made to such borrowers is likely to be more sensitive to adverse news about the
borrower, markets or economy. As a result, the Fund may sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to
credit/counterparty risks with respect to the counterparties to its derivatives transactions. This risk will be heightened to the extent the Fund enters into
derivative transactions with a single counterparty (or affiliated counterparties that are part of the same organization), causing the Fund to have significant
exposure to such counterparty. Many of the protections afforded to participants on organized exchanges and clearing houses, such as the performance
guarantee given by a central clearing house, are not available in connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency
transactions. For centrally cleared derivatives, such as cleared swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness
of the Fund’s clearing broker and the central clearing house itself.
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Borrowing and Leverage Risk:
Borrowing and other investment techniques that utilize leverage, including use of derivatives, will increase the Fund’s
exposure to fluctuations in the prices of its assets and, therefore, the volatility of its share price. This magnifies the potential for gain and the risk of loss.
Leverage may also cause the Fund to liquidate positions at unfavorable times or prices. The costs of leverage, such as interest on borrowed funds, will
increase the Fund’s expenses.
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including futures contracts, forward contracts, swaps and structured
notes) are subject to changes in the value of the underlying assets or indices on which such instruments are based. There is no guarantee that the use of
derivatives will be effective or that suitable transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have
a significant impact on the Fund’s exposure to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets
may be insufficient to support its obligations under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a
speculative activity, and involves greater risks than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those
that would have occurred had derivatives not been used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to
a derivative contract (which is greater for forward currency contracts, swaps and other OTC derivatives), the risk of difficulties in pricing and valuation, the
risk that changes in the value of a derivative may not correlate as expected with changes in the value of relevant assets, rates or indices; liquidity risk;
allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives positions. There is also the risk that the Fund may be
unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative counterparties may experience financial difficulties or
otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
Senior Loans typically have adjustable
interest rates. As a result, it is expected that the values of Senior Loans held by the Fund will fluctuate less in response to interest rate changes than will
fixed-rate debt securities; however, the interest rates paid by these loans will generally decrease if interest rates fall. Senior Loans and other fixed-income
securities are subject to the risk that borrowers pay off the debts sooner than expected, possibly requiring the Fund to re-invest in lower-yielding securities.
The value of zero-coupon bonds may be more sensitive to fluctuations in interest rates than other fixed-income securities. In addition, an economic downturn
or period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Investments in Other Investment Companies Risk:
The Fund will indirectly bear the management, service and other fees of any other investment
companies, including ETFs, in which it invests in addition to its own expenses.
LIBOR Risk:
LIBOR risk is the risk that the transition away from the London Interbank Offered Rate (“LIBOR”) may lead to increased volatility and illiquidity in
markets that are tied to LIBOR. LIBOR is a benchmark interest rate that is used extensively as a “reference rate” for financial instruments, including many
corporate and municipal bonds, bank loans, asset-backed and mortgage-related securities, interest rate swaps and other derivatives. Additionally, the Fund
may borrow money at rates that are based on LIBOR. In July 2017, the head of the United Kingdom Financial Conduct Authority, the agency that oversees
LIBOR, announced that after 2021 it will cease its active encouragement of banks to provide the quotations needed to sustain LIBOR. That announcement
suggests that LIBOR may cease to be published after that time. The transition away from LIBOR poses a number of other risks, including changed values of
LIBOR-related investments and reduced effectiveness of hedging strategies, each of which may adversely affect the Fund’s performance.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Mortgage-Related and Asset-Backed Securities Risk:
In addition to the risks associated with investments in fixed-income securities generally (for
example, credit, liquidity and valuation risk), mortgage-related and asset-backed securities are subject to the risks of the mortgages and assets underlying the
securities as well as prepayment risk, the risk that the securities may be prepaid and result in the reinvestment of the prepaid amounts in securities with
lower yields than the prepaid obligations. Conversely, there is a risk that a rise in interest rates will extend the life of a mortgage-related or asset-backed
security beyond the expected prepayment time, typically reducing the security’s value, which is called extension risk. The Fund also may incur a loss when
there is a prepayment of securities that were purchased at a premium. The Fund’s investments in other asset-backed securities are subject to risks similar to
those associated with mortgage-related securities, as well as additional risks associated with the nature of the assets and the servicing of those assets
.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Risk Lose Money [Text] rr_RiskLoseMoney You may lose money by investing in the Fund.
Risk Nondiversified Status [Text] rr_RiskNondiversifiedStatus Non-Diversification Risk: Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Bar Chart and Performance Table [Heading] rr_BarChartAndPerformanceTableHeading Risk/Return Bar Chart and Table
Performance Narrative [Text Block] rr_PerformanceNarrativeTextBlock
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to
those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at
800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Performance Information Illustrates Variability of Returns [Text] rr_PerformanceInformationIllustratesVariabilityOfReturns The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year-to-year and by showing how the Fund’s average annual returns for the one-year, five-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
Performance Availability Phone [Text] rr_PerformanceAvailabilityPhone 800-225-5478
Performance Availability Website Address [Text] rr_PerformanceAvailabilityWebSiteAddress im.natixis.com
Performance Past Does Not Indicate Future [Text] rr_PerformancePastDoesNotIndicateFuture The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future.
Bar Chart [Heading] rr_BarChartHeading Total Returns for Class Y Shares
Bar Chart Does Not Reflect Sales Loads [Text] rr_BarChartDoesNotReflectSalesLoads The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return.
Bar Chart Closing [Text Block] rr_BarChartClosingTextBlock
Highest Quarterly Return:

Second Quarter 2020,
10.92%

Lowest Quarterly Return:

First Quarter 2020,
-16.32%
Performance Table Heading rr_PerformanceTableHeading Average Annual Total Returns (for the periods ended December 31, 2020)
Performance Table Uses Highest Federal Rate rr_PerformanceTableUsesHighestFederalRate After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Performance Table Not Relevant to Tax Deferred rr_PerformanceTableNotRelevantToTaxDeferred Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
Performance Table One Class of after Tax Shown [Text] rr_PerformanceTableOneClassOfAfterTaxShown The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Performance Table Closing [Text Block] rr_PerformanceTableClosingTextBlock
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares.
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class A  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 3.50%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none [1]
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.60%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.35%
Total annual fund operating expenses rr_ExpensesOverAssets 1.20%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.13% [2],[3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.07%
1 year rr_ExpenseExampleYear01 $ 455
3 years rr_ExpenseExampleYear03 705
5 years rr_ExpenseExampleYear05 975
10 years rr_ExpenseExampleYear10 $ 1,743
Past 1 Year rr_AverageAnnualReturnYear01 (2.42%)
Past 5 Years rr_AverageAnnualReturnYear05 3.68%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 4.40%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class C  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther 1.00%
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.60%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 1.00%
Other expenses rr_OtherExpensesOverAssets 0.35%
Total annual fund operating expenses rr_ExpensesOverAssets 1.95%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.13% [2],[3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.82%
1 year rr_ExpenseExampleYear01 $ 285
3 years rr_ExpenseExampleYear03 600
5 years rr_ExpenseExampleYear05 1,040
10 years rr_ExpenseExampleYear10 2,264
1 year rr_ExpenseExampleNoRedemptionYear01 185
3 years rr_ExpenseExampleNoRedemptionYear03 600
5 years rr_ExpenseExampleNoRedemptionYear05 1,040
10 years rr_ExpenseExampleNoRedemptionYear10 $ 2,264
Past 1 Year rr_AverageAnnualReturnYear01 (0.57%)
Past 5 Years rr_AverageAnnualReturnYear05 3.64%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 4.02%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class N  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.60%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 0.64%
Total annual fund operating expenses rr_ExpensesOverAssets 1.24%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.47% [2],[3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.77%
1 year rr_ExpenseExampleYear01 $ 79
3 years rr_ExpenseExampleYear03 347
5 years rr_ExpenseExampleYear05 636
10 years rr_ExpenseExampleYear10 $ 1,458
Past 1 Year rr_AverageAnnualReturnYear01 1.34%
Past 5 Years rr_AverageAnnualReturnYear05
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 2.91%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class T  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 2.50%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.60%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.35% [4]
Total annual fund operating expenses rr_ExpensesOverAssets 1.20%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.13% [2],[3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.07%
1 year rr_ExpenseExampleYear01 $ 356
3 years rr_ExpenseExampleYear03 609
5 years rr_ExpenseExampleYear05 881
10 years rr_ExpenseExampleYear10 $ 1,657
Past 1 Year rr_AverageAnnualReturnYear01 (1.39%)
Past 5 Years rr_AverageAnnualReturnYear05 3.89%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 4.52%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.60%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 0.35%
Total annual fund operating expenses rr_ExpensesOverAssets 0.95%
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.13% [2],[3]
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.82%
1 year rr_ExpenseExampleYear01 $ 84
3 years rr_ExpenseExampleYear03 290
5 years rr_ExpenseExampleYear05 513
10 years rr_ExpenseExampleYear10 $ 1,154
2012 rr_AnnualReturn2012 12.04%
2013 rr_AnnualReturn2013 6.39%
2014 rr_AnnualReturn2014 2.41%
2015 rr_AnnualReturn2015 (1.14%)
2016 rr_AnnualReturn2016 11.51%
2017 rr_AnnualReturn2017 5.06%
2018 rr_AnnualReturn2018 0.39%
2019 rr_AnnualReturn2019 5.41%
2020 rr_AnnualReturn2020 1.42%
Highest Quarterly Return, Label rr_HighestQuarterlyReturnLabel Highest Quarterly Return:
Highest Quarterly Return, Date rr_BarChartHighestQuarterlyReturnDate Jun. 30, 2020
Highest Quarterly Return rr_BarChartHighestQuarterlyReturn 10.92%
Lowest Quarterly Return, Label rr_LowestQuarterlyReturnLabel Lowest Quarterly Return:
Lowest Quarterly Return, Date rr_BarChartLowestQuarterlyReturnDate Mar. 31, 2020
Lowest Quarterly Return rr_BarChartLowestQuarterlyReturn (16.32%)
Past 1 Year rr_AverageAnnualReturnYear01 1.42%
Past 5 Years rr_AverageAnnualReturnYear05 4.69%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 5.07%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Return After Taxes on Distributions | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 (0.78%)
Past 5 Years rr_AverageAnnualReturnYear05 2.17%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 2.50%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | Return After Taxes on Distributions and Sale of Fund Shares | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 0.76%
Past 5 Years rr_AverageAnnualReturnYear05 2.48%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 2.77%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | S&P / LSTA Leveraged Loan Index  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 3.10%
Past 5 Years rr_AverageAnnualReturnYear05 5.21%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 4.78%
Inception Date rr_AverageAnnualReturnInceptionDate Sep. 30, 2011
Loomis Sayles Senior Floating Rate and Fixed Income Fund | S&P / LSTA Leveraged Loan Index (3/31/17)  
Risk/Return: rr_RiskReturnAbstract  
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 4.00%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
[2] Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.05%, 1.80%, 0.75%, 1.05% and 0.80% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees or expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
[3] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
[4] Other expenses for Class T shares are estimated for the current fiscal year.
GRAPHIC 29 BarChart3.png IDEA: XBRL DOCUMENT begin 644 BarChart3.png MB5!.1PT*&@H -24A$4@ @H %6" 8 (9;5$ .71%6'13;V9T M=V%R90!-871P;&]T;&EB('9E^VT#G:9X?Y69R<;F\_E\B(B(B&3 'N@&B(B(R)5+A8*(B(@84J$@(B(BAE0HB(B(B"$5 M"B(B(F)(A8*(B(@84J$@(B(BAE0HB(B(B"$5"B(B(F)(A8*(B(@84J$@(B(B MAE0HB(B(B"$5"B(B(F+(&>@&9%>Y)!BQ8KQ M]]]_YWA9TQ0*"0D)7$A*(C[)&^BFB(B(F,J%I*1<+VN:0J%*E2K$)WE9M.'; M0#=%1$3$5)ZZ[S:*!^7N;@/=HR B(B*&5"B(B(B((14*(B(B8LATA8+-X.NE M\]@,7LML74;_MY'Q.B^==NGV,IKWTO]GMEQVUIW9-K/+Z+W*[+W(:'FC;6?6 M5QEM*SOMR^H]S,XZLK/]K/:-2]>?U?N4T6N997.R_9R>%W-SOL[HM>PN=_&TK-[C_#A&,SM>\L(T-S->+"=O1DY/ M1)G]/SO3,MN)W?TCNR?4S);-:OGLM">KXSTGWT"RVEYVC['LK#,_]\W,7L_+^Y*= M]>1T^>RL-Z?GC\Q>S\UYL2#/UQD]SVJ[V7T]._,71+%@NA$%$1$1\1\5"B(B M(F)(A8*(B(@84J$@(B(BAE0HB(B(B"$5"B(B(F)(A8*(B(@84J$@(B(BAE0H MB(B(B"$5"B(B(F)(A8*(B(@84J$@(B(BADSY1Z$*6DI*"F.Z/T39HYO8_UL4->M?SX,]^E^VW.9U[_/=QO74J'<=O^_XB:;WMJ5% MNTX _'?]A_RTY3^4KUR-@W_^3J^1DRA9YAH.[?N##R,74K2$FVNO;\P=][8# M8/;(@3S98Z#6_D M_+E$'FQ8F7L?_A?%2@2G6^["^?-T'SJ>D J5.?CG[PSI?!\MVG7BS,D8YHT; MS/+__DKA(D59]]8;+)D^GJ$S7V7=RM>Y_U\]J%XGC)%=.W+'O>WX^M.U5*U5 M1T6"B(@$G"X]7.+K3]=2MEP%:E_7*&W:3W:>@ 30OC_X=>L6^HV;SF>K M5V*[9'MO+7B1[__S*0.??Q&G,^.W+NG"!=Z<-YV=WV_AZ8D1V( J-6KC24[F M^)&#A%:LPNZ?MI)X-@X;\&#WOKRW9#[;M_R'WB,FL7C:6'H,F\#[2^>3F!!/ MXZ;A7'?3[0686D1$Q)C-Y_/Y MV([ @+"R,^RO.SAVZ #-6G>@XY-]*52X")!:"#SS4$N>GA"1Z3?PL[%G>+I],Z8M6T/% M:C4XL&<7&]>\2YG0\GB]7M:_O8S%GWZ7;IG-ZS[@^-%#U&[0B%^V;N%? XN@473N.YB;6]Q# M]3KUZ=QW,)^M7DEB_%D @@H5HFQH>8[LWPO F9,G./^_>QE6+7F9?^JN$L$E M*52D&,>/'@(@.2F9GL,GTK';4Q1W!]/JH4?3;?O,R1-L7/,.#_9XFL3X.-RE M2F.WV['9"G(,141$)'/FNO1PZ;6 O+#EY_SW:8-1!_^BX_?>IV@0H58,&D$ ME6O6YLS)&,J$5N"NC@^##9;.?)Y:8=?3H6L?/,E)S!L_A'*5JA!]Y!"WMKR7 MAK?="39XZ]47":E0B3*AY4F^<('.?0>ER[+PA='T&OD\#J>#&YO=Q:N31O'. MHI>XI>5]?LDL(B(6EH?O(^:Z])!1$1$K*CW?;=1W*5+#R(B(I+/S'7I M = XO(B(B/]H1$%$1$0,J5 0$1$10RH41$1$Q) *!1$1$3%DJIL9_?0Q"B(B M(I:2E^^=IBH4 N6=S]:#S09V.S:[ QQ.;$X7-I<+FS,(7$&ISYVNU-?L#G X MP.<#;PJ^E!3P)./S).-+3DI]>%*_DN+!E^(!KQ=\/CK?TSK0<45$1-+HTH.( MB(@84J$@(B(BAE0HB(B(B"$5"B(B(F+(=#3T1$S$4C"B(B(F)( MA8*(B(@8,MVE!\N/S5L]GXB(F(I&%$1$1,20"@41$1$QI$)!1$1$#*E0$!$1 M$4/Y-PN5R<.'&"%BU:T*E3I_S8E.7O M];-Z/A$1,9=\*10F39I$W;IUB8^/!V#UZM4<.'" %2M6X/%XJ%.G#DV;-J5\ M^?+YL3D1$1'QDSQ?>GC__?>I5*D239HT29NV=NU:FC9M"H#3Z:1QX\9LV+ A MKYL2$1$1/\O3B,+OO__.YLV;F3MW+I&1D6G3HZ.C<;O=:<_=;C?1T='96F=8 M6%B&T_?NW4NY*M7STEP1$1')H3P5"N^]]QXE2Y9D^O3I_/CCC^S;MX_ITZ?C M=KN)BXM+FR\N+H[0T- \-U9$1$3\*T^%PI@Q8]+^'QD9R9=??LG(D2-9M6H5 M:]:LH7___G@\'G[ZZ2?FS9N7K75&145E.#TL+(R$9*_E;_:S>CX1$3&7?+F9 MS<.%"^O3IP_;MVQDW;APQ,3',F#$C_VYDM/IW4JOG$Q$1 M4\F70J%UZ]:T;MTZW;2I4Z?FQZI%1$0D@/2!2R(B(F)(A8*(B(@8,MV?F;99 M_"*^U?.)B(BY:$1!1$1$#*E0$!$1$4,J%$1$1,20">]1L#:KYQ,1$7/1B(*( MB(@8,MV(@N5_Y+9Z/A$1,16-*(B(B(@A4XTHV+#^#]Q6SRIF1K#^S7Y6SR1$1$Q)#I1A2L_@.WU?.)B(BY:$1!1$1$#*E0$!$1$4,J%$1$ M1,20Z>Y1L/Y5?*OG$Q$1,S%=H6"S^/=1J^<3$1%ST:4'$1$1,:1"041$1 R9 M[])#H!M0P*R>3T1$S$4C"B(B(F)(A8*(B(@84J$@(B(BAG2/PA7&ZOE$1,1< MS%4HV+#^=U*KYQ,1$?_+P_<64Q4*JA-$1$1R+B_?6W2/@HB(B!A2H2 B(B*& M3'7I041$_./8H;]8,&T"US9HR-G8,R2;<+F" #A^[ B= MNC]%YY[]TRU_+C&!:<,&4*5F;4['G*"X.YA^(R<"$'?Z%/]^938?+%_*QM^/ MI2WSU]X_>'?I HJ[@ZG7L#'AK=L#,'7HT_RKWR"JUJSMG_"2CND*!:M?P[=Z M/A$QA[-G3G/7_1VYZ_Z. QZ_ $^7_,N]:YOQ&.]!U"LA!N $3T?I?6#72X[ M=WWR[@J\7B^]AXS&Y_/1]L;:W-.A$[7J-6#[=UNXN]V#O!>Y*-UR'RQ?PH-/ M]*)6O3 &/MJ>%JW;\^7ZCZA>NR[55"0$C.D*!46KYQ,14ZAS?2/J7-\H M[;G/YZ-H\1++.G.;6];OMZX@2E#^G+\V%'N M?; +[I*E,MU.YU[]6;%H'EO_NXF!8ZX MW(*IXR@;4HY^(R;@]7KIT3:[!]/-=_$YKX0[F+[#Q@'PQ=KWJ5FG M/J>BHSF?F$COYT8SL$L[7GEW7;YGE,SIMQY$1"1#WW^UB0WOO\.860MP.)UL M_/B#M-?>6;J SCW[I9O_5,P)SB4F !!]Y#!E0\H!8+?;*5WV&I(O7,C6=D_% MG&#]ZK=XM,] XL_&4K)T&>QV.S9=?@@(C2A<8:R>3T3,8??.[8SH^2CU&S9F M8.>V>'U>ZC2X@;O;/D!\7"P']_Y!@T9-TBVS8-IXZC:X@8>[/T6?H6-8,&TB M9V//D!A_EM *E;BG0R=LI(Y2?/'Q^Z2DI/#&W CN[?@P%2\:F9@[<20#QTS& MZ7!P:_.[F3UA./^>_R)WM&JM2&.W8[,[P.'$YG1A<[FP.8/ %93ZW.E*?L'GHT^[MEDW2$1$) >ZW'4319QVHJ*BOHX?^XN47QE.G04/B8L^0$!_'L,FS^'GK-[SS^D*NN_$6_MS]*W4:-.1? M?09'#NQCQ NS";^O+5]\_ '??[6)BE6JL^^/WQ@T;@JE MRX9PX,\]O+5T <5+!!-V0V/N:M,!@$E#^M.U_R"JU;K6;_DE=W1.##S3%0HB M8DZQIT_3LFU'[F[[ #'NO(A@_>I529LG1[>@@-&C7A7&(BS:XM1_LN3U#" M'9QN^9OO;$'K!U\%P.OU\G27]MQQ]WV9=T/OU&D:%%6+U_*G,EC MF33W-=[[]Q(Z=>U%[7H-Z/=(6^YJTX%-GWQ(]6OKJD@0R2;S%0I6+R^MGD^N M6O4:WD"]AC>D/?=ZO10M7IRF+>])FW;XX#[*5ZI"D6+%+CL66C_T2-K_-W^V MCMM;WH/3Y>38X4,4*UZ"(L6* E"I6@T6O3@5;. N69+8,ZPH7*4KX??]_1_OKS007%H]G\BO MV[?Q_O+7F;XP$H?]_^^G[OGL,)[H^PQ/M&E.D2)%:&SP#7S'MN^I6;<^)4JX M 2A6K#BOO+6&]_Z]A&M"RU&\N)L*E:M@ ]SN8)X>,1Z SSY:3:VZ]3EY_&_. M)2;0=^@8^C[2EM?>^Z3 ,TONZ9P8>/JM!Q'QF^\V;^*3U6\S?O8"'$XGGZ]] MGU7+%I,0?Q: H$*%""E7@8/[_@3@5,QQSB4FI%O'6TL6\%BO_NFF)2YO&G!A(?%T?)TF6PV^W8;/HV))(5C2A< M8:R>3ZY>NW9L9TCW+H3=T)B^#]^/U^NEWG4W4+M^ R+&#*5:K6LY%7."D'(5 M:/-@9VS RR],H.YU#>G2HR\ !_?OI7#A(H26KY!NW4OG1E"^8F5"RE?@POGS M=!_X7+ICZ<7Q(QDT=C).AX/;P^]FYKAAO/'RBS1OU4;'W!5._1-X-I_/YPMT M([(C+"R,\QXOJS=O\_NVYZ]9F_-/(G,X*AY$PH[[41%1>5X6=.-*%B^O+1Z/A&1G- Y,>!,5RA8?9^Q>CX1D9S0 M.3'P3%8HV+#^;F/U?"(B.:%S8O[(_?NHWWH0$1$10R8;4;!^;6GU?"(B.:%S M8N!I1$%$1$0,F6I$P69+?5B9U?.)B.2$SHGY(R_OHZD*!1&QGKGO?^2WSREY M]L'V@8XK8CJZ]" B(B*&3#>B8/51**OG$PDD'5_FHSX+/(THB(B(B"'SC2A8 MO+RT>CZ10-+Q93[JL\#3B(*(B(@84J$@(B(BALQWZ2'0#2A@5L\G$D@ZOLQ' M?19XIBL4K+_;6#V?2"#I^#(?]5F@F:Y0L/J-+5;/)Q)(.K[,IR#Z[.^CAYD_ M8PH___ ]'W^S'8"4E!0F#7\6=W!)?#X?9TZ=9,*LEW&Y7.F6W;KE*Z:-&88[ MN"0 =1MH,:W:=@1@[+-]Z3EP"-5K79O_(?.1Z0H%$1&1O-CV[19:W=^![5N_2YOV M]<;/^.V7';SSV7\!Z'S/G?QWXZ?<=5_;RY8?]<),;F[:+-VT4S$GF#AT()M^ MWD.1HD5Y9]D29DT/QX/%X2$Y.ID;M.ADN_]&[*WG] ME3G,G3J1/W[;!<#1PPF&)\7#C;?<3L5*52[;?JUKZ])OR$@J5:W&\;^/T>6^YJSZ_&MJU*I#Q(_S[M5H=/7*8:T++ MI3T/"2U/4M(% $Z>.$YB0@( B^?.XO2IDP D)25Q[,AAJM:H"4!R4A+/C9_, M$WWZXPX.IF.7Q]-MX^2)XWRT:B5/]GN&LW&QE"I=!KO=CNT*O\LVSY<>#APX MP,B1(VG4J!&G3Y\F+BZ.>?/F8;?;&3=N'"Z7BQ,G3M"B10LZ=>J4IVW9L/Y= MRU;/)Q)(.K[,IR#Z;,N7&_GD@U6<.7V*A;.GTZ5[;WKT?X;)(X?P\O1)^/ 1 M?S:.Y\9/PF:#V5/&4?_Z&WB\5S\J5:W&]+'#J5FG+@?V_L$S(\=1HW;J#8F+ MYD10H6)E0LI7(.G">7H_.S1=^Z>/&\&PB2_@=#JX\ZY6O#!Z*(OGS:+%O6T* M?-_,R^KS7"B<.G6*3ITZI14!]]UW'RM7KJ1(D2(<.'" %2M6X/%XJ%.G#DV; M-J5\^?)YW:2(B$BN-0UO2=/PEI=-G_OZB@SGGSIO4=K_VSS0B38/9/Q#[\N1 M;V6ZW5F+WDC[?^$B19C\TN67-JY$>2X4&C=N3./&C=.>>[U>2I0HP0O7NI7*U&6E7DN^BU2Z<9/;^4 M[W^OY72Y@G1Q&S)K]\7S^R[YFM'\E[Z>T?\OSGWIZQ>W[=)V9+;-S-J167MS ML[U+VY[9]K)Z3XSR^"Z9GIWL1L^-WF.C_3*GV[AXV:S>\XS6DYUC++-U&QU7 M1M/\*3?O55;/+UW?Q=O*[/W/:A_,:G_.[G&1T^G9W6?\(3O[;$;':%;'\Z7_ MSVJ=.3DW9M7/&#S/SKD_J_5H_"M]]^2]&B1>G0H0/1T=&XW>ZT MU]QN-]'1T?FV+=M%CTNG&3W/:!VY6C^8W:DYWU9K4]H_5GEM_H/\(!BU/SOO55;/+UU?=H_1K-Z/[.S7^74LY>2\XB_9W6G?"D4/O_\<]:N7=[6E7YW:%Y9/9]((.GX M,A_U6>#EN5#X\<S?;MVQDW;APQ,3', MF#%#-S**B(B83)X+A1MOO)&$__U^Z:6F3IV:U]5?QNJUI=7SB022CB_S49\% MGCYP241$1 R9[F\]B(B(Y+?I[ZX!FPWL=FQV!SB!+\8#7"SX?(Q_I&.C( MV6:Z0L'J][58/9]((.GX,A^K]IF92YI9&%$1$1,20J484L)GK!I#3R20='R9CU7[ MS$RY-*(@(B(BALPWHA#H!A0PJ^<3"20=7^9CU3XS4RZ-*(B(B(@A%0HB(B)B MR'R7'LPT7I,+5L\G$D@ZOLS'JGUFIEP:41 1$1%#IAI1T)^9%I&\T/%E/E;M M,Q/]32AS%0JIK+K;_,/J^40"2<>7^5BUS\R3RX2%@N3&L2.'>7'J9'[<^BW_ M^6$G %ZOEYE3)N)RN3@9"!_6G/#^S;RY19<[CW M_O8D)B2P8,XL2I4NS?Z]?V*WVYD4\1)[__B=I:_.Q^T.IF'C)K1NWQ& H4\_ M1;]!0ZA9NXY?&A^8P-NNO4V0LN53[?LG>%W\<##78#4XN*QCFVX^]XVV( I8T?P M4)=_T>26VP#8]=3U MK0)?V]]&F?4<^^6@-U]:M2RT5"1(@ M5C]_6)%5^\Q,N4Q7*)CJWA7+FT[YF/5?O,1+GT6P]7 ML9CCT10OX4Y[7KR$FQ/'CV>ZS(HWEO)8MYX G(PY04)\/"G>%'KU'TB+5O?R MQ$/M >C5?R!;OOP/+[\X@[%3IC%I] A&/3^%12^_Q,PIS_/]-U\77# 1$R(:'$GXU+>QY_-HZ0D!##-FS[_COJU@_#[4XM+DJ4 M<&.SV6ARRZW8@)MNN8T]NW=Q^N1)2IUZX<&%NOJTI!_>GWNAX]/ A2I4N0\E2 MI=+FB3EQG-5OKZ#/@$&8@LJW>=,7?+AZ M%:=/G6)NQ#2Z]NQ#VPX/$+7S9V9.GLBI4S&,F325CS5 M'X#]>_^D<)$B5*A0,=UZ7YR_D!>G36'7+SOY<\_OO/;OE3CL_U]_3APYC'&3 MI^)T. AO>0_C1PQA_NR9W'/?_9;O2[GR:)\S'ZOVF9ERF:Y0,-6[FQL%E*]Y MR[MIWO+NRZ:/FC@YP_E?>O6U=,^KUZK%G(6++YNO1NW:O/+Z,L/M7OQ:D:)% MF/GRJ]EMLDC^L_KYPXJLVFZ4E^S.\#A )\/O"GX4E+ DXS/DXPO.2GUX4G] M2HH'7XH'O%[P^9CZQ$-^3":2,:N?/ZS(JGWF[UQYV9XN/8B(B(@A4XTHB%RM M8DZ<8-$K2H.AR/M M]:_^LXDN'>_GNYV[J5*U&CZ?C['#GZ-BI4HG>TPWK MUO+]-UOX8/WG #SUY..L6ODFCS[1#8 CAP_Q\9KWJ5"Q4MHEO%]_V8'3Z>3I M9X6+G*DGUFQ4Q69]4^,U,N77H0N<(=CX[FUYT[ M^,\7G[-P_EQF39M"Q4J5T\VS]\\_J%RU:MKS:M5K\.7&U*+APH4+3'U^/!.F M3$NWC-L=S)G3IP X<_H4P<$EF31N-"/&3<3I--W/$")20,Q5*-@"]/ GY=+C MDL?APPLR8#^G1/-\^M3>_@YQ^WD>Q)QH>/;3]L)2XN M#FPP9<)8!@X92G%WB71]4;5Z=6ZYO2FS(Z9R^QW-V//;;D++ER,N-I;IDR>P M8-Y+V@_U"&Q_D0_MO=ISY4-&_=@@&V^Z MF='/3^;%:5,H6:HT]<,:<"'I D>/'.9DS D^^V0=GWVRCKBX6"(7+Z)9BY:$ MM[R;?W7K#D#LF3/TZ]&-9>^\QR/MV[!ZW:?,FC:%+5]MIFFSYOX-+")7%-,5 M"H$H_/S)JOFLFLL?JM>H2=5JU3FX?Q_7UJW'X8,'J5FK-BD>#]%_'Z-BI';K__+"Q/'L>'+KSF7F,B0@?VYHUESG$XG+5K>3>,F M-Z6M(R$A@87SYQ(7%\O2A:_R6-=NU*E7'TB]$;)"Q8ILFL^JN?RER4TWT^2FFR^;WNS+KP$H5:H4GWSQ MI>'RQ8L58^B(T0P=,?JRUUK?WRYM) *@WX!G\M[@*Y3V0_.Q:I^9*9>Y;F84 M$1$1OS+9B((-;&:JPW+!JOFLFDO,1?NA^5BUS_R>*_?;,UFA8*[AFMRP:CZK MYA)ST7YH/E;M,S/ETJ4'$1$1,:1"041$1 RI4! 1$1%#ND?A"F/5?%;-)>:B M_=!\K-IG9LIEND+!5.]N;E@UGU5S^=&PR/=2[Y2VV['9'>!P8G.ZL+EYTI;YF=X## 3X?>%/PI:2 )QF?)QE?+W@\S'S MR4Z!CELPM!^:CU7[S$2Y3%4H!.IO=_B35?-9-9=56;6_K)K+RJS:9^;YY4C= MHR B(B*94*$@(B(BAE0HB"4<_.L /9[X%W-FS63BV-$\]^P /![/9?,M?6TA M3_?IR:P9TWBTTP,<.7P8 )_/Q[MOK:11_3JL?O>=M/E]/A\CGQO,RR_-9M30 M(?A\/@ V??$Y,Z>]X)]P(B(!9+I"P1: AS\I5^X>IT^=HN,##S)XZ#">GS*5 MO_;OY[UWWDHW3_S9LXP8,HB(V7,9-F(4UUY;AP7SYF #_OC]-ZI4J4+%2I72 M+?/KSATXG4Z>&3P$A\/!KSMW$!<;R^*%"Q@R;(3Z*Q\>_N3/7%9]^)MR!3Z? MJ6YF%#%R0Z/&W-"H<=ISK]=+\>(ETLT3%!1$J=*E.7DRAN+%BQ,3O3F4XL9^MWWU*D M2%'N;]<^W?1"A0HQ>]XK#'BJ-W7KUN/8T:/E)G3I]+T MSF;\OGLWH>7*$QL;RY3G)Q <7)*!@P879!P1D8 R7:%@U3\D]@^KYO-7KA]_ MV$KDTL6\\>8*'([T5]9^V;F#B6-'\_WV'00%!?'J_'D\^W1?WOMP[?^W\W__ M7-S>;MU[ '#FS!EZ/]F5E:M6\\#]K?EHPV?,>&$*7W^UF3N;9UYPF(WV0[E2 M6+7/S)3+=(5"8*XF^9-5\Q5\KDU??,Z&3]8Q?]$2?#X?'ZQ>3;L.'?G[V#$J M5:[,L:-'<0<'$Q14"(!RY2MRX<*%#-J6\56]L2-',.[YR;A<0=CL=NQV!V7* MEB4V-C;#^,>&XP9:^YAE]V[F#ZK-D 7+AP@7FS M9W'PX$$^_F@-A0H5HEV'CFGK_^3CM52L6)'K&]X 0.O[VS)[Y@P.[-_/$T_V M"$!B$1'_4*$@EM"H\8T<.Q67X6L;6WP#@,/A(&+VG SG*52H$,-&C6'8J#$9 MOMZF;3O:M&V7]KS_P&?SUF 1$9,PW:]'BHB(B/^8;D3!/%=UJ^:R:RZJL MVE]6S65E5NTS,^72B(*(B(@8,MV(@JG*L-RP:CZKYK(JJ_:757-9F57[S$2Y M3%56;7/S)1+EQY$1$3$D H%$1$1,62Z2P\B M61GT^JK4ST>UV['9'>!P8G.ZL+EYTI;YF=X## 3X?>%/PI:2 M)QF?)QE?+W@\S&GQ\.!CBLB4J THB B(B*&3#>B8*8; M0'+#JOF4RUR42ZX45NTS,^72B(*(B(@8,MV(@JG*L-RP:C[E,A?EDBN%5?O, M1+E,52AD_,=_K<6J^93+7)1+KA16[3-_Y\K+]G3I041$1 RI4! 1$1%#*A1$ M1$3$D*GN40"P6?:*52JKYE,N1\;&7V)*>0>LNH#VR^U&DVFR_U@0]L7FQXL?F\X$W!9@>\7/*1 MP%Y\*5Y\'B\^CP]?B@]?"I!"ZE=OZOK]F4^YE$NY)*=RU5]V7^K'JE_!?6;5 M7/](\?EPVG(WBF'S^7R^?&X/ )LV;6+DR)%LW;H5@'7KUA$1$<'FS9LS72XL M+"S#Z7OW[J5D:&4*/SHGOYLJ(B)B:4>7]*=V:'&BHJ)RO&R!W^YVNXF.CBZHS8F(B$@!*+!+#Z&AH<3%Q:4]CXN+(S0T-,OEC*J=L+ P3L8G MY5O[1$1$)&L%5BC<>NNM'#MVC+BX.-QN-U]]]14=.G3(TSI+%7.Q>XT4'SY\!(]9&>"T#S0%VAPV; VQ.7VHAX?"E%@HV+SY2\/D\>!T>O"D>?/9DO/9DO+9D?+84 M?#8/V%+GUWE1LF*WY_[7,0OTUR/#P\,)#P\OR$V(B(A( =(G,XJ(B(@A%0HB M(B)BR(0?X2PB(A?3>5$*DD841$1$Q) *!1$1$3&D0D%$1$0,J5 0$1$10Z:[ MF5%W[8B(7$+G12E &E$0$1$10RH41$1$Q)#I+CUHA$U$)#V=%Z4@:41!1$1$ M#*E0$!$1$4,J%$1$1,20"@41$1$QI$)!1$1$#.FW'D1$"D"9%SX,=!-$\H5& M%$1$1,20"@41$1$QI$)!1$1$#*E0$!$1$4.FNYE1MS.*B(CXCT841$1$Q) * M!1$1$3%DODL/NO(@(B+B-QI1$!$1$4,J%$1$1,20J2X]V-"5!Q$1D9S*R_=. MC2B(B!2031LW4CC(Q8$#!S)\?5ED)$UOOXV6=[6@Y5TMB)@Q/>VU$R=.,';, M:.;,>8D>W;LS,V(& %NV;&'(X$$,&3R(+5NV .#U>GFD4R=B8F(*/)-KWJ%2I4J;SK5CY%M6J5;ML>J\>/7CYE5>H4J4*7J^7J*@H M &;/FD7DO_\-P)-=N]*T:5/FS9M+YRY=*%NV;+[G$%&A("*2SRY?Y\/MVP(=-Y%[PRGW+ERA$7%T>/GKVH4J4*T='1[-CQ,Y]]^BGQ"?'$Q<;R MS+.# "A9JA0G3Y[$Y_-1JG0I]NS9P\X=.QDT:+ ?DLG52(6"B$@^&S-Z%,.& M#Z=$B1*9SM>L>7-:MVE#2$@(.W?NI%7+N_@E:A=__?471XX[=N?/#AATR:/)F%KR[ 9K,Q8>+S/#MP(//FSV?*Y$E"A5LA2-;VP, MP,R("'KU[DW+EG=S=ZM6F:ZC8OER?/;%1IQ.)PWJUR,^\1R%"A7BP($#-&IX M/:=CX]+-/VMF!-6J52<^/AZ;S<;#CSQ"YX6$ M1A1$1/)!SUZ]Z-FKUV737UNTB*?Z]DN[#^'PX<.$A(00%!3$F-&CF/C\)%PN M%R=/GN3\^?-4JE2)8L6*4;UZ=?;MVT>]>O4X^-=?U+[VVG3KW;U[-[_\\BM# MAPUG[MPYU*I9BZ)%BY*4G.2/N'(54:$@(E( $A(2F#OG)6)C8UGPRGR>[-Z# M^O7KT[-'=P8,&$B[]NTI5[X\3_?O1XT:-8B*VD7DLG\3'!P,P/(5*YD^;1KU MZM5EUZ[=+'W]C;1UIZ2D,&+8,):^D3JM<^72P_Z' 41$1$QI$)!1$1$#*E0$!$1$4,J%$1$1,20"@41$1$QI$)! M1$1$#*E0$!$1$4.F^\"EO/Q-;1$1$= M7/]8MFP9-IO-3RW+F^SDBHR,Y-9;;R4\/)SP\'"F3Y_NYU;F7';[:_[\^;SX MXHN,'3N6%BU:^+&%N9.=7&W:M$GKJ_#P<,J6+.\>"# M#_+""R_PY)-/,G?N7#^W,G>RD^V77WZA:]>N1$1$T*U;-[9MV^;G5N;GGWX*4$MS)K-< -NW M;^?//_\,0,OR)JM<;[_]-M6J5?-_P_(HLUSOO/,.<7%QC!X]&N"*_V9ZL_9L:M6JQ9@Q8XB/CRM2K%@QO[8S-[*3;<^>/6F%>,V:-=FW;]\5_P/'/[EZ]>I%C1HUTJ8[ M' X*%2H$P-JU:VG:M"D ]>K5X\B1(^S?O]__C2T &E'(@W[]^F5KON/'CS-] M^G2V;=O&LF7+"KA5>9=5+J_7R]"A0YDQ8P9.IWEVH>ST5_/FS6G3I@TA(2'L MW+F3%BU:L'OW;H*"@OS0PMS)3JZ__OJ+D) 0EBU;1FQL+-===QU;MFRAS8$#![C]]MO9M6L7)4N6 M#'2S>@B[W1J#I%V[ M=J5]^_;T[MV;Q,1$:M>NS0TWW&#ZXPM@^?+ES)T[EY=>>@FWVTUH:*CI+O4M M7KR8E)041HT:E38M-#24N+BXM.=Q<7%I1839J5 H8!$1$0P?/AR BA4KDIB8 MR,F3)TU=*#1ITH0F39JD/1\U:A0C1XX,8(ORSZA1HY@T:1(NEXN3)T]R_OQY M*E6J%.AFY5FK5JW8MV\? #Z?C\.'#U.[=NT MRK_1$9&LF;-FD W(]\S<5*E2PQ&@"J%#( M-TN6+.&KK[XB/CZ>.7/F,&C0("#UH!@R9 @A(2'LWKV;<>/&4;-FS< V-@>, M<@$<.7*$-]YX X I4Z;0O7MW*E:L&*"6YHQ1KO+ER].O7S]JU*A!5%04RY/)A)DR9Q_/AQ!@\>S/777Q_8QN9 9OOAIDV;N.666]+N M!3(3HUQSYLQAUJQ9[-BQ@V/'CO' P]PYYUW!K:Q.624;?WZ]?OEE(B(B:-"@ 2M6K.#4J5-,FC2)A@T;,F7*%(8.'4IT M=#1__/$'*U>N#'1S\XW^S+2(B(@8LL8%/1$1$2D0*A1$1$3$D H%$1$1,:1" M041$1 RI4! 1$1%#*A1$1$3$D H%$1$1,:1"041$1 RI4! 1$1%#*A1$1$3$ MD H%$1$1,:1"041$1 RI4! 1$1%#*A1$1$3$D H%$1$1,:1"041$1 S]'RS 207%3! XML 30 R18.htm IDEA: XBRL DOCUMENT v3.21.1
Total
Vaughan Nelson Select Fund
Vaughan Nelson Select Fund
Investment Goal
The Fund seeks long-term capital appreciation.
Fund Fees & Expenses
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees (fees paid directly from your investment)
Shareholder Fees - Vaughan Nelson Select Fund
Class A
Class C
Class N
Class T
Class Y
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) 5.75% none none 2.50% none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) none [1] 1.00% none none none
Redemption fees none none none none none
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Annual Fund Operating Expenses - Vaughan Nelson Select Fund
Class A
Class C
Class N
Class T
Class Y
Management fees 0.75% 0.75% 0.75% 0.75% 0.75%
Distribution and/or service (12b-1) fees 0.25% 1.00% none 0.25% none
Other expenses 0.18% 0.18% 71.10% 0.18% [1] 0.18%
Total annual fund operating expenses [3],[4] 1.18% [2] 1.93% [2] 71.85% 1.18% [2] 0.93% [2]
Fee waiver and/or expense reimbursement 0.03% 0.03% 71.00% 0.03% 0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement 1.15% 1.90% 0.85% 1.15% 0.90%
[1] Other expenses for Class T shares are estimated for the current fiscal year.
[2] In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.15%, 1.90%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.
[3] Natixis Advisors has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
[4] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.15%, 1.90%, 0.85%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, dividend expenses on securities sold short, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s investment adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
Example
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 $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the date noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although
your actual costs may be higher or lower, based on these assumptions your costs would be:
If shares are redeemed:
Expense Example - Vaughan Nelson Select Fund - USD ($)
1 year
3 years
5 years
10 years
Class A 685 925 1,184 1,922
Class C 293 603 1,039 2,251
Class N 87 6,721 7,450 7,540
Class T 364 612 880 1,643
Class Y 92 293 512 1,140
If shares are not redeemed:
Expense Example, No Redemption
1 year
3 years
5 years
10 years
Vaughan Nelson Select Fund | Class C | USD ($) 193 603 1,039 2,251
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
88
% of the average value of its portfolio.
Investments, Risks and Performance Principal Investment Strategies
The Fund, under normal market conditions, will invest primarily in equity securities, including common stocks, preferred stocks, limited partnership interests,
interests in limited liability companies, real estate investment trusts (“REITs”) or other trusts and similar securities. The Fund is non-diversified, which means
that it may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers than a diversified fund. Typically, the Fund’s
portfolio will hold 20 to 40 securities. The Fund may invest in companies with any market capitalization, although, it will typically focus its investments in mid-
to large-capitalization companies. When opportunities present themselves, the Fund may establish short positions in specific equity securities or indices.
While the Fund typically invests in equity securities, it may also invest in debt securities, including below investment grade fixed-income securities (commonly
known as “junk bonds”). A fixed-income security is considered below investment grade quality when none of the three major rating agencies (Moody’s
Investors Service, Inc., Fitch Investor Services, Inc. or S&P Global Ratings) have rated the securities in one of their top four ratings categories.
Vaughan Nelson invests in companies of all market capitalizations with a focus on those companies meeting Vaughan Nelson’s return expectations.
Vaughan Nelson uses a bottom-up value oriented investment process in constructing the Fund’s portfolio. Vaughan Nelson seeks companies with the
following characteristics, although not all of the companies selected will have these attributes:
 
Companies earning a positive return on capital with stable-to-improving returns.
 
Companies valued at discount to their asset value
.
 
Companies with an attractive and sustainable dividend level.
 
In selecting investments for the Fund, Vaughan Nelson generally employs the following strategies:
 
Vaughan Nelson employs a value-driven investment philosophy that selects securities selling at a relatively low value based on discounted cash flow
models. Vaughan Nelson selects companies that it believes are out-of-favor or misunderstood.
 
Vaughan Nelson starts with the entire U.S. exchange-traded equity investment universe. Vaughan Nelson then narrows the investment universe by using
fundamental analysis to construct a portfolio of 20 to 40 securities.
 
Vaughan Nelson uses fundamental analysis to construct a portfolio that, in the opinion of Vaughan Nelson, is made up of quality companies with the
potential to provide significant increases in share price over a three year period.
 
Vaughan Nelson will also employ its value driven investment philosophy to identify out-of-favor or misunderstood debt securities.
 
Vaughan Nelson will generally sell a security when it reaches Vaughan Nelson’s price target or when the issuer shows a change in financial condition,
competitive pressures, poor management decisions or internal or external forces reducing future expected returns from the investment thesis.
 
The Fund also may:
 
Invest in convertible preferred stock and convertible debt securities.
 
Invest in publicly traded master limited partnerships.
 
Invest in foreign securities, including emerging market securities, traded in U.S. markets directly or through depositary receipt programs such as American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”).
 
Invest in REITs.
 
Invest in securities offered in initial public offerings (“IPOs”) and securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A
securities”).
 
Invest in derivative securities, such as options, for hedging and investment purposes.
Principal Investment Risks
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. 
Securities issued in IPOs tend to involve
greater market risk than other equity securities due, in part, to public perception and the lack of publicly available information and trading history. In the event
an issuer is liquidated or declares bankruptcy, the claims of owners of the issuer’s bonds generally take precedence over the claims of those who own
preferred stock or common stock.
Securities of real estate-related companies and REITs in which the Fund may invest may be considered equity securities,
thus subjecting the Fund to the risks of investing in equity securities generally.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including options) are subject to changes in the value of the
underlying assets or indices on which such instruments are based. There is no guarantee that the use of derivatives will be effective or that suitable
transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have a significant impact on the Fund’s exposure
to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets may be insufficient to support its obligations
under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a speculative activity, and involves greater risks
than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those that would have occurred had derivatives not been
used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to a derivative contract, which is greater for OTC
derivatives, the risk of difficulties in pricing and valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the
value of relevant assets, rates or indices; liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives
positions. There is also the risk that the Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative
counterparties may experience financial difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges, and clearing houses such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself. 
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
The Fund’s investments in foreign securities also are subject to the effects of foreign currency fluctuations. Foreign securities may be subject to higher
volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
 In addition, an economic downturn or
period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Leverage Risk:
Taking short positions in stocks also results in a form of leverage. Leverage is the risk associated with securities or investment practices
(e.g., borrowing and the use of certain derivatives) that multiply small index, market or asset-price movements into larger changes in value. The use of
leverage increases the impact of gains and losses on the Fund’s returns, and may lead to significant losses if investments are not successful.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
REITs Risk:
 
Investments in the real estate industry, including REITs, are particularly sensitive to economic downturns and are sensitive to factors such as
changes in real estate values, property taxes and tax laws, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations
affecting zoning, land use and rents and the management skill and creditworthiness of the issuer. Companies in the real estate industry also may be subject
to liabilities under environmental and hazardous waste laws. In addition, the value of a REIT is affected by changes in the value of the properties owned by
the REIT or mortgage loans held by the REIT. REITs are also subject to default and prepayment risk. Many REITs are highly leveraged, increasing their risk. The
Fund will indirectly bear its proportionate share of expenses, including management fees, paid by each REIT in which it invests in addition to the expenses of
the Fund.
Short Sale Risk:
Short sales can increase the volatility of the Fund and may lower the Fund’s return or result in losses, which potentially may be unlimited. If
the Fund is unable to borrow securities in connection with a short sale at an advantageous time or price, the Fund may be limited in its ability to pursue its
short sale strategy or may incur losses. The use of short sales also exposes the Fund to leverage risk
.
Risk/Return Bar Chart and Table
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at 800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Total Returns for Class Y Shares
Bar Chart
Highest Quarterly Return:

Second Quarter 2020,
25.72%


Lowest Quarterly Return:

First Quarter 2020,
-21.55%
Average Annual Total Returns (for the periods ended December 31, 2020)
Average Annual Total Returns - Vaughan Nelson Select Fund
Past 1 Year
Past 5 Years
Life of Class N / Life of Fund
Inception Date
Class Y 18.59% 13.88% 15.18% Jun. 29, 2012
Class Y | Return After Taxes on Distributions 16.68% 12.02% 13.26% Jun. 29, 2012
Class Y | Return After Taxes on Distributions and Sale of Fund Shares 12.33% 10.79% 11.99% Jun. 29, 2012
Class A 11.48% 12.27% 14.09% Jun. 29, 2012
Class C 16.41% 12.76% 14.04% Jun. 29, 2012
Class N 18.64% 14.75% Mar. 31, 2017
Class T 15.33% 13.03% 14.54% Jun. 29, 2012
S&P 500® Index 18.40% 15.22% 14.94% Jun. 29, 2012
S&P 500® Index (3/31/17)     15.31% Mar. 31, 2017
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares. 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.
XML 31 R25.htm IDEA: XBRL DOCUMENT v3.21.1
Label Element Value
Vaughan Nelson Select Fund  
Risk/Return: rr_RiskReturnAbstract  
Risk/Return [Heading] rr_RiskReturnHeading Vaughan Nelson Select Fund
Objective [Heading] rr_ObjectiveHeading Investment Goal
Objective, Primary [Text Block] rr_ObjectivePrimaryTextBlock
The Fund seeks long-term capital appreciation.
Expense [Heading] rr_ExpenseHeading Fund Fees & Expenses
Expense Narrative [Text Block] rr_ExpenseNarrativeTextBlock
The following table describes the fees and expenses that you may pay if you buy, hold, and sell shares of the Fund.
You may pay other fees, such as
brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and
your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
More information about these and other discounts is
available from your financial professional and in the section “How Sales Charges Are Calculated” on page
32 of the Prospectus
, in Appendix A to the
Prospectus and on page 
104 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
Shareholder Fees Caption [Text] rr_ShareholderFeesCaption Shareholder Fees (fees paid directly from your investment)
Operating Expenses Caption [Text] rr_OperatingExpensesCaption Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)
Fee Waiver or Reimbursement over Assets, Date of Termination rr_FeeWaiverOrReimbursementOverAssetsDateOfTermination March 31, 2022
Portfolio Turnover [Heading] rr_PortfolioTurnoverHeading Portfolio Turnover
Portfolio Turnover [Text Block] rr_PortfolioTurnoverTextBlock
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may
indicate higher transaction costs and may result in higher taxes for you if your Fund shares are held in a taxable account. These costs, which are not reflected
in annual fund operating expenses or in the example, affect the Fund’s performance. During its most recently ended fiscal year, the Fund’s portfolio turnover
rate was
88
% of the average value of its portfolio.
Portfolio Turnover, Rate rr_PortfolioTurnoverRate 88.00%
Expenses Deferred Charges [Text Block] rr_ExpensesDeferredChargesTextBlock
A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the
date of purchase.
Expense Breakpoint Discounts [Text] rr_ExpenseBreakpointDiscounts You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in this table. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Natixis Funds Complex.
Expense Breakpoint, Minimum Investment Required [Amount] rr_ExpenseBreakpointMinimumInvestmentRequiredAmount $ 50,000
Other Expenses, New Fund, Based on Estimates [Text] rr_OtherExpensesNewFundBasedOnEstimates Other expenses for Class T shares are estimated for the current fiscal year.
Expense Example [Heading] rr_ExpenseExampleHeading Example
Expense Example Narrative [Text Block] rr_ExpenseExampleNarrativeTextBlock
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 (except where indicated). The
example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same, except that the example is
based on the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement assuming that such waiver and/or reimbursement will
only be in place through the date noted above and on the Total Annual Fund Operating Expenses for the remaining periods. The example does not take into
account brokerage commissions and other fees to financial intermediaries that you may pay on your purchases and sales of shares of the Fund. Although
your actual costs may be higher or lower, based on these assumptions your costs would be:
Expense Example by, Year, Caption [Text] rr_ExpenseExampleByYearCaption If shares are redeemed:
Expense Example, No Redemption, By Year, Caption [Text] rr_ExpenseExampleNoRedemptionByYearCaption If shares are not redeemed:
Strategy [Heading] rr_StrategyHeading Investments, Risks and Performance Principal Investment Strategies
Strategy Narrative [Text Block] rr_StrategyNarrativeTextBlock
The Fund, under normal market conditions, will invest primarily in equity securities, including common stocks, preferred stocks, limited partnership interests,
interests in limited liability companies, real estate investment trusts (“REITs”) or other trusts and similar securities. The Fund is non-diversified, which means
that it may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers than a diversified fund. Typically, the Fund’s
portfolio will hold 20 to 40 securities. The Fund may invest in companies with any market capitalization, although, it will typically focus its investments in mid-
to large-capitalization companies. When opportunities present themselves, the Fund may establish short positions in specific equity securities or indices.
While the Fund typically invests in equity securities, it may also invest in debt securities, including below investment grade fixed-income securities (commonly
known as “junk bonds”). A fixed-income security is considered below investment grade quality when none of the three major rating agencies (Moody’s
Investors Service, Inc., Fitch Investor Services, Inc. or S&P Global Ratings) have rated the securities in one of their top four ratings categories.
Vaughan Nelson invests in companies of all market capitalizations with a focus on those companies meeting Vaughan Nelson’s return expectations.
Vaughan Nelson uses a bottom-up value oriented investment process in constructing the Fund’s portfolio. Vaughan Nelson seeks companies with the
following characteristics, although not all of the companies selected will have these attributes:
 
Companies earning a positive return on capital with stable-to-improving returns.
 
Companies valued at discount to their asset value
.
 
Companies with an attractive and sustainable dividend level.
 
In selecting investments for the Fund, Vaughan Nelson generally employs the following strategies:
 
Vaughan Nelson employs a value-driven investment philosophy that selects securities selling at a relatively low value based on discounted cash flow
models. Vaughan Nelson selects companies that it believes are out-of-favor or misunderstood.
 
Vaughan Nelson starts with the entire U.S. exchange-traded equity investment universe. Vaughan Nelson then narrows the investment universe by using
fundamental analysis to construct a portfolio of 20 to 40 securities.
 
Vaughan Nelson uses fundamental analysis to construct a portfolio that, in the opinion of Vaughan Nelson, is made up of quality companies with the
potential to provide significant increases in share price over a three year period.
 
Vaughan Nelson will also employ its value driven investment philosophy to identify out-of-favor or misunderstood debt securities.
 
Vaughan Nelson will generally sell a security when it reaches Vaughan Nelson’s price target or when the issuer shows a change in financial condition,
competitive pressures, poor management decisions or internal or external forces reducing future expected returns from the investment thesis.
 
The Fund also may:
 
Invest in convertible preferred stock and convertible debt securities.
 
Invest in publicly traded master limited partnerships.
 
Invest in foreign securities, including emerging market securities, traded in U.S. markets directly or through depositary receipt programs such as American
Depositary Receipts (“ADRs”) and Global Depositary Receipts (“GDRs”).
 
Invest in REITs.
 
Invest in securities offered in initial public offerings (“IPOs”) and securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A
securities”).
 
Invest in derivative securities, such as options, for hedging and investment purposes.
Risk [Heading] rr_RiskHeading Principal Investment Risks
Risk Narrative [Text Block] rr_RiskNarrativeTextBlock
The principal risks of investing in the Fund are summarized below. The Fund does not represent a complete investment program.
You may lose money
by investing in the Fund.
 
The significance of any specific risk to an investment in the Fund will vary over time, depending on the composition of the Fund’s portfolio, market conditions,
and other factors. You should read all of the risk information presented below carefully, because any one or more of these risks may result in losses to the
Fund.
Equity Securities Risk:
The value of the Fund’s investments in equity securities could be subject to unpredictable declines in the value of individual
securities and periods of below-average performance in individual securities or in the equity market as a whole. 
Securities issued in IPOs tend to involve
greater market risk than other equity securities due, in part, to public perception and the lack of publicly available information and trading history. In the event
an issuer is liquidated or declares bankruptcy, the claims of owners of the issuer’s bonds generally take precedence over the claims of those who own
preferred stock or common stock.
Securities of real estate-related companies and REITs in which the Fund may invest may be considered equity securities,
thus subjecting the Fund to the risks of investing in equity securities generally.
Non-Diversification Risk:
Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest
in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or
regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Market/Issuer Risk:
The market value of the Fund’s investments will move up and down, sometimes rapidly and unpredictably, based upon overall market
and economic conditions, as well as a number of reasons that directly relate to the issuers of the Fund’s investments, such as management performance,
financial condition and demand for the issuers’ goods and services.
Management Risk:
A strategy used by the Fund’s 
portfolio managers may fail to produce the intended result.
 
Derivatives Risk:
Derivative instruments (such as those in which the Fund may invest, including options) are subject to changes in the value of the
underlying assets or indices on which such instruments are based. There is no guarantee that the use of derivatives will be effective or that suitable
transactions will be available. Even a small investment in derivatives may give rise to leverage risk and can have a significant impact on the Fund’s exposure
to securities markets values, interest rates or currency exchange rates. It is possible that the Fund’s liquid assets may be insufficient to support its obligations
under its derivatives positions. The use of derivatives for other than hedging purposes may be considered a speculative activity, and involves greater risks
than are involved in hedging. The use of derivatives may cause the Fund to incur losses greater than those that would have occurred had derivatives not been
used. The Fund’s use of derivatives involves other risks, such as the credit risk relating to the other party to a derivative contract, which is greater for OTC
derivatives, the risk of difficulties in pricing and valuation, the risk that changes in the value of a derivative may not correlate as expected with changes in the
value of relevant assets, rates or indices; liquidity risk; allocation risk and the risk of losing more than the initial margin (if any) required to initiate derivatives
positions. There is also the risk that the Fund may be unable to terminate or sell a derivative position at an advantageous time or price. The Fund’s derivative
counterparties may experience financial difficulties or otherwise be unwilling or unable to honor their obligations, possibly resulting in losses to the Fund.
Below Investment Grade Fixed-Income Securities Risk:
The Fund’s investments in below investment grade fixed-income securities, also known as
“junk bonds,” may be subject to greater risks than other fixed-income securities, including being subject to greater levels of interest rate risk,
credit/counterparty risk (including a greater risk of default) and liquidity risk. The ability of the issuer to make principal and interest payments is predominantly
speculative for below investment grade fixed-income securities.
Credit/Counterparty Risk:
Credit/counterparty risk is the risk that the issuer or guarantor of a fixed-income security, or the counterparty to a derivative or
other transaction, will be unable or unwilling to make timely payments of interest or principal or to otherwise honor its obligations. As a result, the Fund may
sustain losses or be unable or delayed in its ability to realize gains. The Fund will be subject to credit/counterparty risks with respect to the counterparties to
its derivatives transactions. This risk will be heightened to the extent the Fund enters into derivative transactions with a single counterparty (or affiliated
counterparties that are part of the same organization), causing the Fund to have significant exposure to such counterparty. Many of the protections afforded
to participants on organized exchanges, and clearing houses such as the performance guarantee given by a central clearing house, are not available in
connection with over-the-counter (“OTC”) derivatives transactions, such as foreign currency transactions. For centrally cleared derivatives, such as cleared
swaps, futures and many options, the primary credit/counterparty risk is the creditworthiness of the Fund’s clearing broker and the central clearing house
itself. 
Cybersecurity and Technology Risk:
The Fund, its service providers, and other market participants increasingly depend on complex information
technology and communications systems, which are subject to a number of different threats and risks that could adversely affect the Fund and its
shareholders. Cybersecurity and other operational and technology issues may result in financial losses to the Fund and its shareholders.
Emerging Markets Risk:
In addition to the risks of investing in foreign investments generally, emerging markets investments are subject to greater risks
arising from political or economic instability, nationalization or confiscatory taxation, currency exchange restrictions, sanctions by other countries (such as the
United States) and an issuer’s unwillingness or inability to make principal or interest payments on its obligations. Emerging markets companies may be
smaller and have shorter operating histories than companies in developed markets.
Foreign Securities Risk:
Investments in foreign securities may be subject to greater political, economic, environmental, credit
/counterparty and information
risks.
The Fund’s investments in foreign securities also are subject to the effects of foreign currency fluctuations. Foreign securities may be subject to higher
volatility than U.S. securities, varying degrees of regulation and limited liquidity.
Interest Rate Risk:
Interest rate risk is the risk that the value of the Fund’s investments will fall if interest rates rise.
 Generally, the value of fixed-income
securities rises when prevailing interest rates fall and falls when interest rates rise.  Interest rate risk generally is greater for funds that invest in fixed-income
securities with relatively longer durations than for funds that invest in fixed-income securities with shorter durations. 
 In addition, an economic downturn or
period of rising interest rates could adversely affect the market for these securities and reduce the Fund’s ability to sell them, negatively impacting the
performance of the Fund. Potential future changes in government monetary policy may affect the level of interest rates. 
Leverage Risk:
Taking short positions in stocks also results in a form of leverage. Leverage is the risk associated with securities or investment practices
(e.g., borrowing and the use of certain derivatives) that multiply small index, market or asset-price movements into larger changes in value. The use of
leverage increases the impact of gains and losses on the Fund’s returns, and may lead to significant losses if investments are not successful.
Liquidity Risk:
  Liquidity risk is the risk that the Fund may be unable to find a buyer for its investments when it seeks to sell them or to receive the price it
expects. Decreases in the number of financial institutions willing to make markets in the Fund’s investments or in their capacity or willingness to transact may
increase the Fund’s exposure to this risk. Events that may lead to increased redemptions, such as market disruptions or increases in interest rates, may also
negatively impact the liquidity of the Fund’s investments when it needs to dispose of them. If the Fund is forced to sell its investments at an unfavorable time
and/or under adverse conditions in order to meet redemption requests, such sales could negatively affect the Fund. Securities acquired in a private
placement, such as Rule 144A securities, are generally subject to significant liquidity risk because they are subject to strict restrictions on resale and there
may be no liquid secondary market or ready purchaser for such securities. Derivatives, and particularly over-the-counter (“OTC’”) derivatives, are generally
subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments.
REITs Risk:
 
Investments in the real estate industry, including REITs, are particularly sensitive to economic downturns and are sensitive to factors such as
changes in real estate values, property taxes and tax laws, interest rates, cash flow of underlying real estate assets, occupancy rates, government regulations
affecting zoning, land use and rents and the management skill and creditworthiness of the issuer. Companies in the real estate industry also may be subject
to liabilities under environmental and hazardous waste laws. In addition, the value of a REIT is affected by changes in the value of the properties owned by
the REIT or mortgage loans held by the REIT. REITs are also subject to default and prepayment risk. Many REITs are highly leveraged, increasing their risk. The
Fund will indirectly bear its proportionate share of expenses, including management fees, paid by each REIT in which it invests in addition to the expenses of
the Fund.
Short Sale Risk:
Short sales can increase the volatility of the Fund and may lower the Fund’s return or result in losses, which potentially may be unlimited. If
the Fund is unable to borrow securities in connection with a short sale at an advantageous time or price, the Fund may be limited in its ability to pursue its
short sale strategy or may incur losses. The use of short sales also exposes the Fund to leverage risk
.
Risk Lose Money [Text] rr_RiskLoseMoney You may lose money by investing in the Fund.
Risk Nondiversified Status [Text] rr_RiskNondiversifiedStatus Non-Diversification Risk: Compared with other mutual funds, the Fund may invest a greater percentage of its assets in a particular issuer and may invest in fewer issuers. Therefore, the Fund may have more risk because changes in the value of a single security or the impact of a single economic, political or regulatory occurrence may have a greater adverse impact on the Fund’s net asset value.
Bar Chart and Performance Table [Heading] rr_BarChartAndPerformanceTableHeading Risk/Return Bar Chart and Table
Performance Narrative [Text Block] rr_PerformanceNarrativeTextBlock
The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing
changes in the Fund’s performance
from year-
to-year and by showing how the Fund’s average annual returns for the one-year,
five-year, life-of-class
and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will
perform in the future.
Updated performance information is available online at im.natixis.com
and/or by calling the Fund toll-free at 800-225-5478
.
The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your
return.
Effective May 1, 2021, Class C shares will automatically convert to Class A shares after eight years. Class C total returns in the table below do not reflect the
automatic conversion of Class C shares to Class A shares after eight years.
Performance Information Illustrates Variability of Returns [Text] rr_PerformanceInformationIllustratesVariabilityOfReturns The bar chart and table shown below provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year-to-year and by showing how the Fund’s average annual returns for the one-year, five-year, life-of-class and life-of-fund periods (as applicable) compare to those of a broad measure of market performance.
Performance Availability Phone [Text] rr_PerformanceAvailabilityPhone 800-225-5478
Performance Availability Website Address [Text] rr_PerformanceAvailabilityWebSiteAddress im.natixis.com
Performance Past Does Not Indicate Future [Text] rr_PerformancePastDoesNotIndicateFuture The Fund’s past performance (before and after taxes) does not necessarily indicate how the Fund will perform in the future.
Bar Chart [Heading] rr_BarChartHeading Total Returns for Class Y Shares
Bar Chart Does Not Reflect Sales Loads [Text] rr_BarChartDoesNotReflectSalesLoads The chart does not reflect any sales charge that you may be required to pay when you buy or redeem the Fund’s shares. A sales charge will reduce your return.
Bar Chart Closing [Text Block] rr_BarChartClosingTextBlock
Highest Quarterly Return:

Second Quarter 2020,
25.72%


Lowest Quarterly Return:

First Quarter 2020,
-21.55%
Performance Table Heading rr_PerformanceTableHeading Average Annual Total Returns (for the periods ended December 31, 2020)
Performance Table Uses Highest Federal Rate rr_PerformanceTableUsesHighestFederalRate After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Performance Table Not Relevant to Tax Deferred rr_PerformanceTableNotRelevantToTaxDeferred Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
Performance Table One Class of after Tax Shown [Text] rr_PerformanceTableOneClassOfAfterTaxShown The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary.
Performance Table Closing [Text Block] rr_PerformanceTableClosingTextBlock
The Fund did not have Class T shares outstanding during the periods shown above. The returns of Class T shares would have been substantially similar to the
returns of the Fund’s other share classes because they would have been invested in the same portfolio of securities and would only differ to the extent the
other share classes did not have the same expenses. Performance of Class T shares shown above is that of Class A shares, which have the same expenses as
Class T shares, restated to reflect the different sales load applicable to Class T shares. 
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.
Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who
hold their shares through tax-advantaged arrangements, such as 401(k) plans, qualified plans, education savings accounts, such as 529 plans, or individual retirement accounts.
The after-tax returns are shown for only one class of the Fund. After-tax returns for the other classes of the Fund will vary. Index
performance reflects no deduction for fees, expenses or taxes.
Vaughan Nelson Select Fund | Class A  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 5.75%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none [1]
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.18%
Total annual fund operating expenses rr_ExpensesOverAssets 1.18% [2],[3],[4]
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.15%
1 year rr_ExpenseExampleYear01 $ 685
3 years rr_ExpenseExampleYear03 925
5 years rr_ExpenseExampleYear05 1,184
10 years rr_ExpenseExampleYear10 $ 1,922
Past 1 Year rr_AverageAnnualReturnYear01 11.48%
Past 5 Years rr_AverageAnnualReturnYear05 12.27%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 14.09%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | Class C  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther 1.00%
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 1.00%
Other expenses rr_OtherExpensesOverAssets 0.18%
Total annual fund operating expenses rr_ExpensesOverAssets 1.93% [2],[3],[4]
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.90%
1 year rr_ExpenseExampleYear01 $ 293
3 years rr_ExpenseExampleYear03 603
5 years rr_ExpenseExampleYear05 1,039
10 years rr_ExpenseExampleYear10 2,251
1 year rr_ExpenseExampleNoRedemptionYear01 193
3 years rr_ExpenseExampleNoRedemptionYear03 603
5 years rr_ExpenseExampleNoRedemptionYear05 1,039
10 years rr_ExpenseExampleNoRedemptionYear10 $ 2,251
Past 1 Year rr_AverageAnnualReturnYear01 16.41%
Past 5 Years rr_AverageAnnualReturnYear05 12.76%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 14.04%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | Class N  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 71.10%
Total annual fund operating expenses rr_ExpensesOverAssets 71.85% [3],[4]
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 71.00%
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.85%
1 year rr_ExpenseExampleYear01 $ 87
3 years rr_ExpenseExampleYear03 6,721
5 years rr_ExpenseExampleYear05 7,450
10 years rr_ExpenseExampleYear10 $ 7,540
Past 1 Year rr_AverageAnnualReturnYear01 18.64%
Past 5 Years rr_AverageAnnualReturnYear05
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 14.75%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
Vaughan Nelson Select Fund | Class T  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice 2.50%
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets 0.25%
Other expenses rr_OtherExpensesOverAssets 0.18% [5]
Total annual fund operating expenses rr_ExpensesOverAssets 1.18% [2],[3],[4]
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 1.15%
1 year rr_ExpenseExampleYear01 $ 364
3 years rr_ExpenseExampleYear03 612
5 years rr_ExpenseExampleYear05 880
10 years rr_ExpenseExampleYear10 $ 1,643
Past 1 Year rr_AverageAnnualReturnYear01 15.33%
Past 5 Years rr_AverageAnnualReturnYear05 13.03%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 14.54%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice none
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) rr_MaximumDeferredSalesChargeOverOther none
Redemption fees rr_RedemptionFeeOverRedemption none
Management fees rr_ManagementFeesOverAssets 0.75%
Distribution and/or service (12b-1) fees rr_DistributionAndService12b1FeesOverAssets none
Other expenses rr_OtherExpensesOverAssets 0.18%
Total annual fund operating expenses rr_ExpensesOverAssets 0.93% [2],[3],[4]
Fee waiver and/or expense reimbursement rr_FeeWaiverOrReimbursementOverAssets 0.03%
Total annual fund operating expenses after fee waiver and/or expense reimbursement rr_NetExpensesOverAssets 0.90%
1 year rr_ExpenseExampleYear01 $ 92
3 years rr_ExpenseExampleYear03 293
5 years rr_ExpenseExampleYear05 512
10 years rr_ExpenseExampleYear10 $ 1,140
2013 rr_AnnualReturn2013 43.39%
2014 rr_AnnualReturn2014 10.76%
2015 rr_AnnualReturn2015 2.81%
2016 rr_AnnualReturn2016 6.94%
2017 rr_AnnualReturn2017 23.79%
2018 rr_AnnualReturn2018 (4.56%)
2019 rr_AnnualReturn2019 27.81%
2020 rr_AnnualReturn2020 18.59%
Highest Quarterly Return, Label rr_HighestQuarterlyReturnLabel Highest Quarterly Return:
Highest Quarterly Return, Date rr_BarChartHighestQuarterlyReturnDate Jun. 30, 2020
Highest Quarterly Return rr_BarChartHighestQuarterlyReturn 25.72%
Lowest Quarterly Return, Label rr_LowestQuarterlyReturnLabel Lowest Quarterly Return:
Lowest Quarterly Return, Date rr_BarChartLowestQuarterlyReturnDate Mar. 31, 2020
Lowest Quarterly Return rr_BarChartLowestQuarterlyReturn (21.55%)
Past 1 Year rr_AverageAnnualReturnYear01 18.59%
Past 5 Years rr_AverageAnnualReturnYear05 13.88%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 15.18%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | Return After Taxes on Distributions | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 16.68%
Past 5 Years rr_AverageAnnualReturnYear05 12.02%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 13.26%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | Return After Taxes on Distributions and Sale of Fund Shares | Class Y  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 12.33%
Past 5 Years rr_AverageAnnualReturnYear05 10.79%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 11.99%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | S&P 500® Index  
Risk/Return: rr_RiskReturnAbstract  
Past 1 Year rr_AverageAnnualReturnYear01 18.40%
Past 5 Years rr_AverageAnnualReturnYear05 15.22%
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 14.94%
Inception Date rr_AverageAnnualReturnInceptionDate Jun. 29, 2012
Vaughan Nelson Select Fund | S&P 500® Index (3/31/17)  
Risk/Return: rr_RiskReturnAbstract  
Life of Class N / Life of Fund rr_AverageAnnualReturnSinceInception 15.31%
Inception Date rr_AverageAnnualReturnInceptionDate Mar. 31, 2017
[1] A 1.00% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $1,000,000 or more that are redeemed within eighteen months of the date of purchase.
[2] In order to ensure that the total annual fund operating expenses after fee waiver and/or expense reimbursement do not exceed the amounts disclosed in the table, the Adviser may voluntarily waive additional advisory fees. This may result in the Class A, C, T and Y shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 1.15%, 1.90%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, T and Y shares, respectively. This additional waiver may be terminated at any time.
[3] Natixis Advisors has given a binding contractual undertaking to the Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees.
[4] Natixis Advisors, L.P. (“Natixis Advisors”) has given a binding contractual undertaking to the Fund to limit the amount of the Fund’s total annual fund operating expenses to 1.15%, 1.90%, 0.85%, 1.15% and 0.90% of the Fund’s average daily net assets for Class A, C, N, T and Y shares, respectively, exclusive of brokerage expenses, interest expense, taxes, acquired fund fees and expenses, dividend expenses on securities sold short, organizational and extraordinary expenses, such as litigation and indemnification expenses. This undertaking is in effect through March 31, 2022 and may be terminated before then only with the consent of the Fund’s Board of Trustees. The Fund’s investment adviser will be permitted to recover, on a class by class basis, management fees waived and/or expenses reimbursed to the extent that expenses in later periods fall below the applicable expense limitations for Class A, C, N, T and Y shares. The Fund will not be obligated to repay any such waived/reimbursed fees and expenses more than one year after the end of the fiscal year in which the fees or expenses were waived/reimbursed.
[5] Other expenses for Class T shares are estimated for the current fiscal year.
XML 32 R26.htm IDEA: XBRL DOCUMENT v3.21.1
Label Element Value
Risk/Return: rr_RiskReturnAbstract  
Registrant Name dei_EntityRegistrantName Natixis Funds Trust II
Prospectus Date rr_ProspectusDate Apr. 01, 2021
Document Creation Date dei_DocumentCreationDate Apr. 01, 2021
XML 33 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 34 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 35 FilingSummary.xml IDEA: XBRL DOCUMENT 3.21.1 html 31 180 1 true 26 0 false 2 false false R1.htm 0001 - Document - Document and Entity Information {Elements} Sheet http://www.im.natixis.com/role/DocumentAndEntityInformationElements Document and Entity Information 1 false true R2.htm 0002 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Global Growth Fund Sheet http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund Risk/Return Summary- Loomis Sayles Global Growth Fund 2 false false R9.htm 0009 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Global Growth Fund Sheet http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund Risk/Return Detail Data- Loomis Sayles Global Growth Fund 3 false true R10.htm 0010 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Senior Floating Rate and Fixed Income Fund Sheet http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund Risk/Return Summary- Loomis Sayles Senior Floating Rate and Fixed Income Fund 4 false false R17.htm 0017 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Senior Floating Rate and Fixed Income Fund Sheet http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund Risk/Return Detail Data- Loomis Sayles Senior Floating Rate and Fixed Income Fund 5 false true R18.htm 0018 - Document - Risk/Return Summary {Unlabeled} - Vaughan Nelson Select Fund Sheet http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund Risk/Return Summary- Vaughan Nelson Select Fund 6 false false R25.htm 0025 - Disclosure - Risk/Return Detail Data {Elements} - Vaughan Nelson Select Fund Sheet http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund Risk/Return Detail Data- Vaughan Nelson Select Fund 7 false false R26.htm 040000 - Disclosure - Risk/Return Detail Data {Elements} Sheet http://xbrl.sec.gov/rr/role/RiskReturnDetailData Risk/Return Detail Data 8 false false All Reports Book All Reports d98636d485bpos.htm d98636dex99e10.htm d98636dex99h8.htm d98636dex99h9.htm d98636dex99j1.htm d98636dex99o3.htm d98636dex99o6.htm nftii-20201130.xsd nftii-20201130_cal.xml nftii-20201130_def.xml nftii-20201130_lab.xml nftii-20201130_pre.xml g98636dsp1.jpg g98636pr3890img001.jpg g98636pr3890img002.jpg g98636pr3890img003.jpg g98636pr3890img004.jpg g98636pr3890img005.jpg BarChart1.png BarChart2.png BarChart3.png http://xbrl.sec.gov/rr/2018-01-31 http://xbrl.sec.gov/dei/2020-01-31 true true JSON 37 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "d98636d485bpos.htm": { "axisCustom": 0, "axisStandard": 3, "contextCount": 31, "dts": { "calculationLink": { "local": [ "nftii-20201130_cal.xml" ] }, "definitionLink": { "local": [ "nftii-20201130_def.xml" ] }, "inline": { "local": [ "d98636d485bpos.htm" ] }, "labelLink": { "local": [ "nftii-20201130_lab.xml" ], "remote": [ "https://xbrl.sec.gov/rr/2018/rr-doc-2018-01-31.xml", "https://xbrl.sec.gov/dei/2020/dei-doc-2020-01-31.xml" ] }, "presentationLink": { "local": [ "nftii-20201130_pre.xml" ] }, "referenceLink": { "remote": [ "https://xbrl.sec.gov/rr/2018/rr-ref-2018-01-31.xml", "https://xbrl.sec.gov/dei/2020/dei-ref-2020-01-31.xml" ] }, "schema": { "local": [ "nftii-20201130.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "https://xbrl.sec.gov/rr/2018/rr-2018-01-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2006/xbrldi-2006.xsd", "http://www.xbrl.org/dtr/type/nonNumeric-2009-12-16.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "https://xbrl.sec.gov/dei/2020/dei-2020-01-31.xsd", "http://www.xbrl.org/dtr/type/numeric-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/deprecated-2009-12-16.xsd" ] } }, "elementCount": 135, "entityCount": 1, "hidden": { "http://xbrl.sec.gov/dei/2020-01-31": 5, "http://xbrl.sec.gov/rr/2018-01-31": 45, "total": 50 }, "keyCustom": 0, "keyStandard": 180, "memberCustom": 24, "memberStandard": 2, "nsprefix": "nftii", "nsuri": "http://www.im.natixis.com/20201130", "report": { "R1": { "firstAnchor": { "ancestors": [ "dei:DocumentEffectiveDate", "div", "td", "tr", "table", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentCreationDate", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0001 - Document - Document and Entity Information {Elements}", "role": "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "shortName": "Document and Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "td", "tr", "table", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021", "decimals": null, "lang": "en-US", "name": "dei:DocumentEffectiveDate", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000034097MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0010 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Senior Floating Rate and Fixed Income Fund", "role": "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "shortName": "Risk/Return Summary- Loomis Sayles Senior Floating Rate and Fixed Income Fund", "subGroupType": "", "uniqueAnchor": null }, "R17": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000034097MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0017 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Senior Floating Rate and Fixed Income Fund", "role": "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "shortName": "Risk/Return Detail Data- Loomis Sayles Senior Floating Rate and Fixed Income Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "td", "tr", "table", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000034097MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:FeeWaiverOrReimbursementOverAssetsDateOfTermination", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000037523MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0018 - Document - Risk/Return Summary {Unlabeled} - Vaughan Nelson Select Fund", "role": "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "shortName": "Risk/Return Summary- Vaughan Nelson Select Fund", "subGroupType": "", "uniqueAnchor": null }, "R2": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000053353MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0002 - Document - Risk/Return Summary {Unlabeled} - Loomis Sayles Global Growth Fund", "role": "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "shortName": "Risk/Return Summary- Loomis Sayles Global Growth Fund", "subGroupType": "", "uniqueAnchor": null }, "R25": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000037523MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0025 - Disclosure - Risk/Return Detail Data {Elements} - Vaughan Nelson Select Fund", "role": "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "shortName": "Risk/Return Detail Data- Vaughan Nelson Select Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "td", "tr", "table", "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000037523MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:FeeWaiverOrReimbursementOverAssetsDateOfTermination", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021", "decimals": null, "first": true, "lang": "en-US", "name": "rr:ProspectusDate", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "040000 - Disclosure - Risk/Return Detail Data {Elements}", "role": "http://xbrl.sec.gov/rr/role/RiskReturnDetailData", "shortName": "Risk/Return Detail Data", "subGroupType": "", "uniqueAnchor": null }, "R9": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000053353MemberdeiLegalEntityAxis", "decimals": null, "first": true, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0009 - Disclosure - Risk/Return Detail Data {Elements} - Loomis Sayles Global Growth Fund", "role": "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "shortName": "Risk/Return Detail Data- Loomis Sayles Global Growth Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "td", "tr", "table", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000053353MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:FeeWaiverOrReimbursementOverAssetsDateOfTermination", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "S1": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021", "decimals": null, "lang": "en-US", "name": "dei:EntityInvCompanyType", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "RR_Summaries", "isDefault": "true", "longName": "000000433 - Disclosure - Document and Entity Information", "section": 0, "shortName": "Document and Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021", "decimals": null, "lang": "en-US", "name": "dei:EntityInvCompanyType", "reportCount": 1, "unitRef": null, "xsiNil": "false" } }, "S2": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000053353MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "RR_Summaries", "isDefault": "false", "longName": "000001311 - Disclosure - Loomis Sayles Global Growth Fund", "section": 1, "shortName": "Loomis Sayles Global Growth Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000053353MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" } }, "S3": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000034097MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "RR_Summaries", "isDefault": "false", "longName": "000003252 - Disclosure - Loomis Sayles Senior Floating Rate and Fixed Income Fund", "section": 2, "shortName": "Loomis Sayles Senior Floating Rate and Fixed Income Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000034097MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" } }, "S4": { "firstAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000037523MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "RR_Summaries", "isDefault": "false", "longName": "000005327 - Disclosure - Vaughan Nelson Select Fund", "section": 3, "shortName": "Vaughan Nelson Select Fund", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "div", "div", "div", "div", "div", "div", "div", "div", "body", "html" ], "baseRef": "d98636d485bpos.htm", "contextRef": "P04_01_2021To04_01_2021_S000037523MemberdeiLegalEntityAxis", "decimals": null, "lang": "en-US", "name": "rr:RiskReturnHeading", "reportCount": 1, "unitRef": null, "xsiNil": "false" } } }, "segmentCount": 26, "tag": { "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "booleanItemType" }, "dei_DocumentCreationDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The date the document was made available and submitted, in YYYY-MM-DD format. The date of submission, date of acceptance by the recipient, and the document effective date are all potentially different.", "label": "Document Creation Date" } } }, "localname": "DocumentCreationDate", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://xbrl.sec.gov/rr/role/RiskReturnDetailData" ], "xbrltype": "dateItemType" }, "dei_DocumentDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Type of the document as assigned by the filer, corresponding to SEC document naming convention standards.", "label": "Prospectus" } } }, "localname": "DocumentDomain", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "dei_DocumentEffectiveDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The date when a document, upon receipt and acceptance, becomes officially effective, in YYYY-MM-DD format. Usually it is a system-assigned date time value, but it may be declared by the submitter in some cases.", "label": "Document Effective Date" } } }, "localname": "DocumentEffectiveDate", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "dateItemType" }, "dei_DocumentInformationDocumentAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The axis of a table defines the relationship between the domain members or categories in the table and the line items or concepts that complete the table.", "label": "Document [Axis]" } } }, "localname": "DocumentInformationDocumentAxis", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "dateItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "submissionTypeItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r43" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "All the names of the entities being reported upon in a document. Any legal structure used to conduct activities or to hold assets. Some examples of such structures are corporations, partnerships, limited liability companies, grantor trusts, and other trusts. This item does not include business and geographical segments which are included in the geographical or business segments domains.", "label": "Series" } } }, "localname": "EntityDomain", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "dei_EntityInvCompanyType": { "auth_ref": [ "r44" ], "lang": { "en-us": { "role": { "documentation": "One of: N-1A (Mutual Fund), N-1 (Open-End Separate Account with No Variable Annuities), N-2 (Closed-End Investment Company), N-3 (Separate Account Registered as Open-End Management Investment Company), N-4 (Variable Annuity UIT Separate Account), N-5 (Small Business Investment Company), N-6 (Variable Life UIT Separate Account), S-1 or S-3 (Face Amount Certificate Company), S-6 (UIT, Non-Insurance Product).", "label": "Entity Inv Company Type" } } }, "localname": "EntityInvCompanyType", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements" ], "xbrltype": "invCompanyType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r43" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://xbrl.sec.gov/rr/role/RiskReturnDetailData" ], "xbrltype": "normalizedStringItemType" }, "dei_LegalEntityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The set of legal entities associated with a report.", "label": "Series [Axis]" } } }, "localname": "LegalEntityAxis", "nsuri": "http://xbrl.sec.gov/dei/2020-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "nftii_C000105118Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000105118 [Member]", "terseLabel": "Class A" } } }, "localname": "C000105118Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_C000105119Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000105119 [Member]", "terseLabel": "Class C" } } }, "localname": "C000105119Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_C000105120Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000105120 [Member]", "terseLabel": "Class Y" } } }, "localname": "C000105120Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_C000115831Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000115831 [Member]", "terseLabel": "Class A" } } }, "localname": "C000115831Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_C000115832Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000115832 [Member]", "terseLabel": "Class C" } } }, "localname": "C000115832Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_C000115833Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000115833 [Member]", "terseLabel": "Class Y" } } }, "localname": "C000115833Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_C000167848Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000167848 [Member]", "terseLabel": "Class A" } } }, "localname": "C000167848Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_C000167849Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000167849 [Member]", "terseLabel": "Class C" } } }, "localname": "C000167849Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_C000167850Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000167850 [Member]", "terseLabel": "Class Y" } } }, "localname": "C000167850Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_C000188118Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188118 [Member]", "terseLabel": "Class N" } } }, "localname": "C000188118Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_C000188119Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188119 [Member]", "terseLabel": "Class T" } } }, "localname": "C000188119Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_C000188120Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188120 [Member]", "terseLabel": "Class N" } } }, "localname": "C000188120Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_C000188121Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188121 [Member]", "terseLabel": "Class T" } } }, "localname": "C000188121Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_C000188122Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188122 [Member]", "terseLabel": "Class N" } } }, "localname": "C000188122Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_C000188123Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "C000188123 [Member]", "terseLabel": "Class T" } } }, "localname": "C000188123Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_MsciAllCountryWorldIndexMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "MSCI All Country World Index [Member]", "terseLabel": "MSCI All Country World Index (Net)" } } }, "localname": "MsciAllCountryWorldIndexMember", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_MsciAllCountryWorldIndexNetMarch312017Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Msci All Country World Index Net March 31 2017 [Member]", "terseLabel": "MSCI All Country World Index (Net) (3/31/17)" } } }, "localname": "MsciAllCountryWorldIndexNetMarch312017Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_S000034097Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "S000034097 [Member]", "terseLabel": "Loomis Sayles Senior Floating Rate and Fixed Income Fund" } } }, "localname": "S000034097Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_S000037523Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "S000037523 [Member]", "terseLabel": "Vaughan Nelson Select Fund" } } }, "localname": "S000037523Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_S000053353Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "S000053353 [Member]", "terseLabel": "Loomis Sayles Global Growth Fund" } } }, "localname": "S000053353Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund" ], "xbrltype": "domainItemType" }, "nftii_Sp500IndexMarch312017Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Sp 500 Index March 31 2017 [Member]", "terseLabel": "S&P 500\u00ae Index (3/31/17)" } } }, "localname": "Sp500IndexMarch312017Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_Sp500IndexMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SP 500 Index [Member]", "terseLabel": "S&P 500\u00ae Index" } } }, "localname": "Sp500IndexMember", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "nftii_SpLstaLeveragedLoanIndexMarch312017Member": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Sp Lsta Leveraged Loan Index March 31 2017 [Member]", "terseLabel": "S&P / LSTA Leveraged Loan Index (3/31/17)" } } }, "localname": "SpLstaLeveragedLoanIndexMarch312017Member", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "nftii_SpLstaLeveragedLoanIndexMember": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "SP LSTA Leveraged Loan Index [Member]", "terseLabel": "S&P / LSTA Leveraged Loan Index" } } }, "localname": "SpLstaLeveragedLoanIndexMember", "nsuri": "http://www.im.natixis.com/20201130", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "domainItemType" }, "rr_AfterTaxesOnDistributionsAndSalesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Calculate the taxes due on any distributions by the Fund by applying the tax rates specified in Instruction 4 to each component of the distributions on the reinvestment date (e.g., ordinary income, short-term capital gain, long-term capital gain). The taxable amount and tax character of each distribution should be as specified by the Fund on the dividend declaration date, but may be adjusted to reflect subsequent recharacterizations of distributions. Distributions should be adjusted to reflect the federal tax impact the distribution would have on an individual taxpayer on the reinvestment date. For example, assume no taxes are due on the portion of any distribution that would not result in federal income tax on an individual, e.g., tax-exempt interest or non-taxable returns of capital. The effect of applicable tax credits, such as the foreign tax credit, should be taken into account in accordance with federal tax law.", "label": "After Taxes on Distributions and Sales", "terseLabel": "Return After Taxes on Distributions and Sale of Fund Shares" } } }, "localname": "AfterTaxesOnDistributionsAndSalesMember", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "rr_AfterTaxesOnDistributionsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Calculate the taxes due on any distributions by the Fund by applying the tax rates specified in Instruction 4 to each component of the distributions on the reinvestment date (e.g., ordinary income, short-term capital gain, long-term capital gain). The taxable amount and tax character of each distribution should be as specified by the Fund on the dividend declaration date, but may be adjusted to reflect subsequent recharacterizations of distributions. Distributions should be adjusted to reflect the federal tax impact the distribution would have on an individual taxpayer on the reinvestment date. For example, assume no taxes are due on the portion of any distribution that would not result in federal income tax on an individual, e.g., tax-exempt interest or non-taxable returns of capital. The effect of applicable tax credits, such as the foreign tax credit, should be taken into account in accordance with federal tax law.", "label": "After Taxes on Distributions", "terseLabel": "Return After Taxes on Distributions" } } }, "localname": "AfterTaxesOnDistributionsMember", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "rr_AnnualFundOperatingExpensesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to OperatingExpensesData.", "label": "Annual Fund Operating Expenses [Table]" } } }, "localname": "AnnualFundOperatingExpensesTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_AnnualReturn2012": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2012", "terseLabel": "2012" } } }, "localname": "AnnualReturn2012", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2013": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2013", "terseLabel": "2013" } } }, "localname": "AnnualReturn2013", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2014": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2014", "terseLabel": "2014" } } }, "localname": "AnnualReturn2014", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2015": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2015", "terseLabel": "2015" } } }, "localname": "AnnualReturn2015", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2016": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2016", "terseLabel": "2016" } } }, "localname": "AnnualReturn2016", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2017": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2017", "terseLabel": "2017" } } }, "localname": "AnnualReturn2017", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2018": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2018", "terseLabel": "2018" } } }, "localname": "AnnualReturn2018", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2019": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2019", "terseLabel": "2019" } } }, "localname": "AnnualReturn2019", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AnnualReturn2020": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart. When a Multiple Class Fund offers more than one Class in the prospectus, provide annual total returns in the bar chart for only one of those Classes. The Fund can select which Class to include (e.g., the oldest Class, the Class with the greatest net assets).", "label": "Annual Return 2020", "terseLabel": "2020" } } }, "localname": "AnnualReturn2020", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AverageAnnualReturnAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Average Annual Return:" } } }, "localname": "AverageAnnualReturnAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_AverageAnnualReturnInceptionDate": { "auth_ref": [ "r40" ], "lang": { "en-us": { "role": { "documentation": "Return Before Taxes.", "label": "Inception Date", "terseLabel": "Inception Date" } } }, "localname": "AverageAnnualReturnInceptionDate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "dateItemType" }, "rr_AverageAnnualReturnSinceInception": { "auth_ref": [ "r38" ], "lang": { "en-us": { "role": { "documentation": "Return Before Taxes.", "label": "Since Inception", "verboseLabel": "Life of Class N / Life of Fund" } } }, "localname": "AverageAnnualReturnSinceInception", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AverageAnnualReturnYear01": { "auth_ref": [ "r38" ], "lang": { "en-us": { "role": { "documentation": "Return Before Taxes.", "label": "1 Year", "terseLabel": "Past 1 Year" } } }, "localname": "AverageAnnualReturnYear01", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_AverageAnnualReturnYear05": { "auth_ref": [ "r38" ], "lang": { "en-us": { "role": { "documentation": "Return Before Taxes.", "label": "5 Years", "terseLabel": "Past 5 Years" } } }, "localname": "AverageAnnualReturnYear05", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_BarChartAndPerformanceTableHeading": { "auth_ref": [ "r34" ], "lang": { "en-us": { "role": { "documentation": "Risk/Return Bar Chart and Table.", "label": "Bar Chart and Performance Table [Heading]" } } }, "localname": "BarChartAndPerformanceTableHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_BarChartClosingTextBlock": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Bar Chart Closing [Text Block]" } } }, "localname": "BarChartClosingTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_BarChartDoesNotReflectSalesLoads": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "Include the bar chart and table required by Item 4 (b)(2)(ii) and (iii) of this section. Provide a brief explanation of how the information illustrates the variability of the Fund's returns (e.g., by stating that the information provides some indication of the risks of investing in the Fund by showing changes in the Fund's performance from year to year and by showing how the Fund's average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance). Provide a statement to the effect that the Fund's past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Provide annual total returns beginning with the earliest calendar year. Calculate annual returns using the Instructions to Item 8(a), except that the calculations should be based on calendar years. If a Fund's shares are sold subject to a sales load or account fees, state that sales loads or account fees are not reflected in the bar chart and that, if these amounts were reflected, returns would be less than those shown.", "label": "Bar Chart Does Not Reflect Sales Loads [Text]" } } }, "localname": "BarChartDoesNotReflectSalesLoads", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_BarChartHeading": { "auth_ref": [ "r34" ], "lang": { "en-us": { "role": { "documentation": "Risk/Return Bar Chart and Table.", "label": "Bar Chart [Heading]" } } }, "localname": "BarChartHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_BarChartHighestQuarterlyReturn": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Highest Quarterly Return" } } }, "localname": "BarChartHighestQuarterlyReturn", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_BarChartHighestQuarterlyReturnDate": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Highest Quarterly Return, Date" } } }, "localname": "BarChartHighestQuarterlyReturnDate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "dateItemType" }, "rr_BarChartLowestQuarterlyReturn": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Lowest Quarterly Return" } } }, "localname": "BarChartLowestQuarterlyReturn", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_BarChartLowestQuarterlyReturnDate": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Lowest Quarterly Return, Date" } } }, "localname": "BarChartLowestQuarterlyReturnDate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "dateItemType" }, "rr_BarChartTableAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Bar Chart Table:" } } }, "localname": "BarChartTableAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_BarChartTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to BarChartData.", "label": "Bar Chart [Table]" } } }, "localname": "BarChartTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_CoregistrantAxis": { "auth_ref": [ "r0" ], "lang": { "en-us": { "role": { "documentation": "The Coregistrant Axis may be used to distinguish disclosures that belong to registrants having different Central Index Key (CIK) values that nevertheless all present in the same filing.", "label": "Coregistrant [Axis]" } } }, "localname": "CoregistrantAxis", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_CoregistrantDomain": { "auth_ref": [ "r1" ], "lang": { "en-us": { "role": { "documentation": "The default member of the Coregistrant axis. It represents any disclosure that applies to the registrant whose Central Index Key (CIK) is that of the default context.", "label": "Coregistrant [Domain]" } } }, "localname": "CoregistrantDomain", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "rr_DistributionAndService12b1FeesOverAssets": { "auth_ref": [ "r25" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": 3.0, "parentTag": "rr_ExpensesOverAssets", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Distribution [and/or Service] (12b-1) Fees\" include all distribution or other expenses incurred during the most recent fiscal year under a plan adopted pursuant to rule 12b-1 [17 CFR 270.12b-1]. Under an appropriate caption or a subcaption of \"Other Expenses,\" disclose the amount of any distribution or similar expenses deducted from the Fund's assets other than pursuant to a rule 12b-1 plan.", "label": "Distribution and Service (12b-1) Fees", "terseLabel": "Distribution and/or service (12b-1) fees" } } }, "localname": "DistributionAndService12b1FeesOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_ExpenseBreakpointDiscounts": { "auth_ref": [ "r9" ], "lang": { "en-us": { "role": { "documentation": "Include the narrative explanations in the order indicated. A Fund may modify the narrative explanations if the explanation contains comparable information to that shown. The narrative explanation regarding sales charge discounts is only required by a Fund that offers such discounts and should specify the minimum level of investment required to qualify for a discount.", "label": "Expense Breakpoint Discounts [Text]" } } }, "localname": "ExpenseBreakpointDiscounts", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseBreakpointMinimumInvestmentRequiredAmount": { "auth_ref": [ "r9" ], "lang": { "en-us": { "role": { "documentation": "This element represents the minimum level of investment required to qualify for discounted sales charges or fund expenses (SEC Form N-1A 2006-09-14 A.3.instructions.1.b).", "label": "Expense Breakpoint, Minimum Investment Required [Amount]" } } }, "localname": "ExpenseBreakpointMinimumInvestmentRequiredAmount", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "monetaryItemType" }, "rr_ExpenseExampleAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Expense Example:" } } }, "localname": "ExpenseExampleAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseExampleByYearCaption": { "auth_ref": [ "r6" ], "lang": { "en-us": { "role": { "documentation": "The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower.", "label": "Expense Example by, Year, Caption [Text]" } } }, "localname": "ExpenseExampleByYearCaption", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseExampleHeading": { "auth_ref": [ "r17" ], "lang": { "en-us": { "role": { "documentation": "Heading for Expense Example.", "label": "Expense Example [Heading]" } } }, "localname": "ExpenseExampleHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseExampleNarrativeTextBlock": { "auth_ref": [ "r5" ], "lang": { "en-us": { "role": { "documentation": "The Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.", "label": "Expense Example Narrative [Text Block]" } } }, "localname": "ExpenseExampleNarrativeTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ExpenseExampleNoRedemptionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Expense Example, No Redemption:" } } }, "localname": "ExpenseExampleNoRedemptionAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseExampleNoRedemptionByYearCaption": { "auth_ref": [ "r7" ], "lang": { "en-us": { "role": { "documentation": "You would pay the following expenses if you did not redeem your shares. Include the second 1-, 3-, 5-, and 10-year periods and related narrative explanation only if a sales charge (load) or other fee is charged upon redemption.", "label": "Expense Example, No Redemption, By Year, Caption [Text]" } } }, "localname": "ExpenseExampleNoRedemptionByYearCaption", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseExampleNoRedemptionTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to ExpenseExampleNoRedemption.", "label": "Expense Example, No Redemption [Table]" } } }, "localname": "ExpenseExampleNoRedemptionTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ExpenseExampleNoRedemptionYear01": { "auth_ref": [ "r7" ], "lang": { "en-us": { "role": { "documentation": "You would pay the following expenses if you did not redeem your shares. Include the second 1-, 3-, 5-, and 10-year periods and related narrative explanation only if a sales charge (load) or other fee is charged upon redemption.", "label": "Expense Example, No Redemption, 1 Year", "terseLabel": "1 year" } } }, "localname": "ExpenseExampleNoRedemptionYear01", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleNoRedemptionYear03": { "auth_ref": [ "r7" ], "lang": { "en-us": { "role": { "documentation": "You would pay the following expenses if you did not redeem your shares. Include the second 1-, 3-, 5-, and 10-year periods and related narrative explanation only if a sales charge (load) or other fee is charged upon redemption.", "label": "Expense Example, No Redemption, 3 Years", "terseLabel": "3 years" } } }, "localname": "ExpenseExampleNoRedemptionYear03", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleNoRedemptionYear05": { "auth_ref": [ "r18" ], "lang": { "en-us": { "role": { "documentation": "You would pay the following expenses if you did not redeem your shares. Include the second 1-, 3-, 5-, and 10-year periods and related narrative explanation only if a sales charge (load) or other fee is charged upon redemption.", "label": "Expense Example, No Redemption, 5 Years", "terseLabel": "5 years" } } }, "localname": "ExpenseExampleNoRedemptionYear05", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleNoRedemptionYear10": { "auth_ref": [ "r18" ], "lang": { "en-us": { "role": { "documentation": "You would pay the following expenses if you did not redeem your shares. Include the second 1-, 3-, 5-, and 10-year periods and related narrative explanation only if a sales charge (load) or other fee is charged upon redemption.", "label": "Expense Example, No Redemption, 10 Years", "terseLabel": "10 years" } } }, "localname": "ExpenseExampleNoRedemptionYear10", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleWithRedemptionTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to ExpenseExample.", "label": "Expense Example, With Redemption [Table]" } } }, "localname": "ExpenseExampleWithRedemptionTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ExpenseExampleYear01": { "auth_ref": [ "r17" ], "lang": { "en-us": { "role": { "documentation": "The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower.", "label": "Expense Example, with Redemption, 1 Year", "terseLabel": "1 year" } } }, "localname": "ExpenseExampleYear01", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleYear03": { "auth_ref": [ "r6" ], "lang": { "en-us": { "role": { "documentation": "The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower.", "label": "Expense Example, with Redemption, 3 Years", "terseLabel": "3 years" } } }, "localname": "ExpenseExampleYear03", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleYear05": { "auth_ref": [ "r6" ], "lang": { "en-us": { "role": { "documentation": "The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower.", "label": "Expense Example, with Redemption, 5 Years", "terseLabel": "5 years" } } }, "localname": "ExpenseExampleYear05", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseExampleYear10": { "auth_ref": [ "r6" ], "lang": { "en-us": { "role": { "documentation": "The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower.", "label": "Expense Example, with Redemption, 10 Years", "terseLabel": "10 years" } } }, "localname": "ExpenseExampleYear10", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativeMonetaryType" }, "rr_ExpenseHeading": { "auth_ref": [ "r10" ], "lang": { "en-us": { "role": { "documentation": "Risk/Return Summary Fee Table Includes the following information, in plain English under rule 421(d) under the Securities Act, after Item 2 Fees and expenses of the Fund This table describes the fees and expenses that you may pay if you buy and hold shared of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $[_____] in [name of fund family] funds. Shareholder Fees (fees paid directly from your investment) Example 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 you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return per year and that the Fund's operating expenses remained the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be You would pay the following expenses if you did not redeem your shares The Example does not reflect sales charges (loads) on reinvested dividends [and other distributions]. If these sales charges (loads) were included, your costs would be higher. Portfolio Turnover The Fund pays transaction costs, such as commissions, when it buys and sells securities (or \"turns over\" its portfolio). A higher portfolio turnover may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund's performance. During the most recent fiscal year, the Fund's portfolio turnover rate was __% of the average value of its whole portfolio. Instructions. A.3.instructions.6 New Funds. For purposes of this Item, a \"New Fund\" is a Fund that does not include in Form N-1A financial statements reporting operating results or that includes financial statements for the Fund's initial fiscal year reporting operating results for a period of 6 months or less. The following Instructions apply to New Funds.", "label": "Expense [Heading]" } } }, "localname": "ExpenseHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ExpenseNarrativeTextBlock": { "auth_ref": [ "r9" ], "lang": { "en-us": { "role": { "documentation": "This table describes the fees and expenses that you may pay if you buy and hold shared of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $[_____] in [name of fund family] funds. Include the narrative explanations in the order indicated. A Fund may modify the narrative explanations if the explanation contains comparable information to that shown. The narrative explanation regarding sales charge discounts is only required by a Fund that offers such discounts and should specify the minimum level of investment required to qualify for a discount. Modify the narrative explanation to state that Fund shares are sold on a national securities exchange at the end of the time periods indicated, and that brokerage commissions for buying and selling Fund shares through a broker are not reflected.", "label": "Expense Narrative [Text Block]" } } }, "localname": "ExpenseNarrativeTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ExpensesDeferredChargesTextBlock": { "auth_ref": [ "r11" ], "lang": { "en-us": { "role": { "documentation": "A Fund may include in a footnote to the table, if applicable, a tabular presentation showing the amount of deferred sales charges (loads) over time or a narrative explanation of the sales charges (loads) (e.g., __% in the first year after purchase, declining to __% in the __ year and eliminated thereafter).", "label": "Expenses Deferred Charges [Text Block]" } } }, "localname": "ExpensesDeferredChargesTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ExpensesOverAssets": { "auth_ref": [ "r15" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": 1.0, "parentTag": "rr_NetExpensesOverAssets", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Total Annual Fund Operating Expenses. If the Fund is a Feeder Fund, reflect the aggregate expenses of the Feeder Fund and the Master Fund in a single fee table using the captions provided. In a footnote to the fee table, state that the table and Example reflect the expenses of both the Feeder and Master Funds. If the prospectus offers more than one Class of a Multiple Class Fund or more than one Feeder Fund that invests in the same Master Fund, provide a separate response for each Class or Feeder Fund. Base the percentages of \"Annual Fund Operating Expenses\" on amounts incurred during the Fund's most recent fiscal year, but include in expenses amounts that would have been incurred absent expense reimbursement or fee waiver arrangements. If the Fund has changed its fiscal year and, as a result, the most recent fiscal year is less than three months, use the fiscal year prior to the most recent fiscal year as the basis for determining \"Annual Fund Operating Expenses.\"", "label": "Expenses (as a percentage of Assets)", "terseLabel": "Total annual fund operating expenses", "totalLabel": "Total annual fund operating expenses" } } }, "localname": "ExpensesOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_FeeWaiverOrReimbursementOverAssets": { "auth_ref": [ "r23" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": 5.0, "parentTag": "rr_NetExpensesOverAssets", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Total Annual Fund Operating Expenses. If there were expense reimbursement or fee waiver arrangements that reduced any Fund operating expenses and will continue to reduce them for no less than one year from the effective date of the Fund's registration statement, a Fund may add two captions to the table one caption showing the amount of the expense reimbursement or fee waiver, and a second caption showing the Fund's net expenses after subtracting the fee reimbursement or expense waiver from the total fund operating expenses. The Fund should place these additional captions directly below the \"Total Annual Fund Operating Expenses\" caption of the table and should use appropriate descriptive captions, such as \"Fee Waiver [and/or Expense Reimbursement]\" and \"Total Annual Fund Operating Expenses After Fee Waiver [and/or Expense Reimbursement],\" respectively. If the Fund provides this disclosure, also disclose the period for which the expense reimbursement or fee waiver arrangement is expected to continue, and briefly describe who can terminate the arrangement and under what circumstances.", "label": "Fee Waiver or Reimbursement", "negatedLabel": "Fee waiver and/or expense reimbursement" } } }, "localname": "FeeWaiverOrReimbursementOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonPositivePure4Type" }, "rr_FeeWaiverOrReimbursementOverAssetsDateOfTermination": { "auth_ref": [ "r16" ], "lang": { "en-us": { "role": { "documentation": "This element represents the date of expected termination of any expense reimbursement or fee waiver arrangements that reduce any Fund operating expenses (SEC Form N-1A 2006-09-14 A.3.table.1.11 Total Annual Fund Operating Expenses A.3.instructions.3.e).", "label": "Fee Waiver or Reimbursement over Assets, Date of Termination" } } }, "localname": "FeeWaiverOrReimbursementOverAssetsDateOfTermination", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_HighestQuarterlyReturnLabel": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Highest Quarterly Return, Label" } } }, "localname": "HighestQuarterlyReturnLabel", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_LowestQuarterlyReturnLabel": { "auth_ref": [ "r36" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a bar chart showing the Fund's annual total returns for each of the last 10 calendar years (or for the life of the Fund if less than 10 years), but only for periods subsequent to the effective date of the Fund's registration statement. Present the corresponding numerical return adjacent to each bar. If the Fund's fiscal year is other than a calendar year, include the year-to-date return information as of the end of the most recent quarter in a footnote to the bar chart. Following the bar chart, disclose the Fund's highest and lowest return for a quarter during the 10 years or other period of the bar chart.", "label": "Lowest Quarterly Return, Label" } } }, "localname": "LowestQuarterlyReturnLabel", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ManagementFeesOverAssets": { "auth_ref": [ "r13" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": 2.0, "parentTag": "rr_ExpensesOverAssets", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Management Fees include investment advisory fees (including any fees based on the Fund's performance), any other management fees payable to the investment adviser or its affiliates, and administrative fees payable to the investment adviser or its affiliates that are not included as \"Other Expenses.\"", "label": "Management Fees (as a percentage of Assets)", "terseLabel": "Management fees" } } }, "localname": "ManagementFeesOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_MaximumDeferredSalesChargeOverOther": { "auth_ref": [ "r11" ], "lang": { "en-us": { "role": { "documentation": "Maximum Deferred Sales Charge (Load) (as a percentage of ____) \"Maximum Deferred Sales Charge (Load)\" includes the maximum total deferred sales charge (load) payable upon redemption, in installments, or both, expressed as a percentage of the amount or amounts stated in response to Item 7(a), except that, for a sales charge (load) based on net asset value at the time of purchase, show the sales charge (load) as a percentage of the offering price at the time of purchase. A Fund may include in a footnote to the table, if applicable, a tabular presentation showing the amount of deferred sales charges (loads) over time or a narrative explanation of the sales charges (loads) (e.g., __% in the first year after purchase, declining to __% in the __ year and eliminated thereafter). If more than one type of sales charge (load) is imposed (e.g., a deferred sales charge (load) and a front-end sales charge (load)), the first caption in the table should read \"Maximum Sales Charge (Load)\" and show the maximum cumulative percentage. Show the percentage amounts and the terms of each sales charge (load) comprising that figure on separate lines below.", "label": "Maximum Deferred Sales Charge (as a percentage)", "terseLabel": "Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable)" } } }, "localname": "MaximumDeferredSalesChargeOverOther", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice": { "auth_ref": [ "r22" ], "lang": { "en-us": { "role": { "documentation": "Maximum Deferred Sales Charge (Load) (as a percentage of ____) A.3.instructions.2.a.i \"Maximum Deferred Sales Charge (Load)\" includes the maximum total deferred sales charge (load) payable upon redemption, in installments, or both, expressed as a percentage of the amount or amounts stated in response to Item 7(a), except that, for a sales charge (load) based on net asset value at the time of purchase, show the sales charge (load) as a percentage of the offering price at the time of purchase. A Fund may include in a footnote to the table, if applicable, a tabular presentation showing the amount of deferred sales charges (loads) over time or a narrative explanation of the sales charges (loads) (e.g., __% in the first year after purchase, declining to __% in the __ year and eliminated thereafter). A.3.instructions.2.a.ii If more than one type of sales charge (load) is imposed (e.g., a deferred sales charge (load) and a front-end sales charge (load)), the first caption in the table should read \"Maximum Sales Charge (Load)\" and show the maximum cumulative percentage. Show the percentage amounts and the terms of each sales charge (load) comprising that figure on separate lines below.", "label": "Maximum Sales Charge Imposed on Purchases (as a percentage of Offering Price)", "terseLabel": "Maximum sales charge (load) imposed on purchases (as a percentage of offering price)" } } }, "localname": "MaximumSalesChargeImposedOnPurchasesOverOfferingPrice", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_NetExpensesOverAssets": { "auth_ref": [ "r23" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-us": { "role": { "documentation": "Total Annual Fund Operating Expenses.", "label": "Net Expenses (as a percentage of Assets)", "terseLabel": "Total annual fund operating expenses after fee waiver and/or expense reimbursement", "totalLabel": "Total annual fund operating expenses after fee waiver and/or expense reimbursement" } } }, "localname": "NetExpensesOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_ObjectiveHeading": { "auth_ref": [ "r4" ], "lang": { "en-us": { "role": { "documentation": "Investment Objectives/Goals. Disclose the Fund's investment objectives or goals. A Fund also may identify its type or category (e.g., that it is a Money Market Fund or a balanced fund).", "label": "Objective [Heading]" } } }, "localname": "ObjectiveHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ObjectivePrimaryTextBlock": { "auth_ref": [ "r4" ], "lang": { "en-us": { "role": { "documentation": "Investment Objectives/Goals. Disclose the Fund's investment objectives or goals. A Fund also may identify its type or category (e.g., that it is a Money Market Fund or a balanced fund).", "label": "Objective, Primary [Text Block]" } } }, "localname": "ObjectivePrimaryTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses:" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_OperatingExpensesCaption": { "auth_ref": [ "r24" ], "lang": { "en-us": { "role": { "documentation": "Annual Fund Operating Expenses (ongoing expenses that you pay each year as a percentage of the value of your investment)", "label": "Operating Expenses Caption [Text]" } } }, "localname": "OperatingExpensesCaption", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_OtherExpensesNewFundBasedOnEstimates": { "auth_ref": [ "r20" ], "lang": { "en-us": { "role": { "documentation": "This element represents the disclosure for new funds that \"Other Expenses\" are based on estimated amounts for the current fiscal year.", "label": "Other Expenses, New Fund, Based on Estimates [Text]" } } }, "localname": "OtherExpensesNewFundBasedOnEstimates", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_OtherExpensesOverAssets": { "auth_ref": [ "r14" ], "calculation": { "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund": { "order": 4.0, "parentTag": "rr_ExpensesOverAssets", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "\"Other Expenses\" include all expenses not otherwise disclosed in the table that are deducted from the Fund's assets or charged to all shareholder accounts. The amount of expenses deducted from the Fund's assets are the amounts shown as expenses in the Fund's statement of operations (including increases resulting from complying with paragraph 2(g) of rule 6-07 of Regulation S-X [17 CFR 210.6-07]). \"Other Expenses\" do not include extraordinary expenses as determined under generally accepted accounting principles (see Accounting Principles Board Opinion No. 30). If extraordinary expenses were incurred that materially affected the Fund's \"Other Expenses,\" disclose in a footnote to the table what \"Other Expenses\" would have been had the extraordinary expenses been included.", "label": "Other Expenses (as a percentage of Assets):", "terseLabel": "Other expenses" } } }, "localname": "OtherExpensesOverAssets", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "NonNegativePure4Type" }, "rr_PerformanceAvailabilityPhone": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "If applicable, include a statement explaining that updated performance information is available and providing a Web site address and/or toll-free (or collect) telephone number where the updated information may be obtained.", "label": "Performance Availability Phone [Text]" } } }, "localname": "PerformanceAvailabilityPhone", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceAvailabilityWebSiteAddress": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "If applicable, include a statement explaining that updated performance information is available and providing a Website address and/or toll-free (or collect) telephone number where the updated information may be obtained.", "label": "Performance Availability Website Address [Text]" } } }, "localname": "PerformanceAvailabilityWebSiteAddress", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceInformationIllustratesVariabilityOfReturns": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "Include the bar chart and table required by paragraphs (b)(2)(ii) and (iii) of this section. Provide a brief explanation of how the information illustrates the variability of the Fund's returns (e.g., by stating that the information provides some indication of the risks of investing in the Fund by showing changes in the Fund's performance from year to year and by showing how the Fund's average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance). Provide a statement to the effect that the Fund's past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.", "label": "Performance Information Illustrates Variability of Returns [Text]" } } }, "localname": "PerformanceInformationIllustratesVariabilityOfReturns", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceMeasureAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The Performance Measure Axis has members that distinguish different returns according to whether they are Before Taxes (the default), After Taxes on Distributions, After Taxes on Distributions and Sales, or are a pre-tax measure of returns based on a broadly available market index.", "label": "Performance Measure [Axis]" } } }, "localname": "PerformanceMeasureAxis", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceMeasureDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The default member of the Performance Measure axis. It represents any return that is measured before taxes.", "label": "Before Taxes", "terseLabel": "Return Before Taxes" } } }, "localname": "PerformanceMeasureDomain", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "rr_PerformanceNarrativeTextBlock": { "auth_ref": [ "r34" ], "lang": { "en-us": { "role": { "documentation": "Risk/Return Bar Chart and Table.", "label": "Performance Narrative [Text Block]" } } }, "localname": "PerformanceNarrativeTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_PerformancePastDoesNotIndicateFuture": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "Include the bar chart and table required by paragraphs (b)(2)(ii) and (iii) of this section. Provide a brief explanation of how the information illustrates the variability of the Fund's returns (e.g., by stating that the information provides some indication of the risks of investing in the Fund by showing changes in the Fund's performance from year to year and by showing how the Fund's average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance). Provide a statement to the effect that the Fund's past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.", "label": "Performance Past Does Not Indicate Future [Text]" } } }, "localname": "PerformancePastDoesNotIndicateFuture", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceTableClosingTextBlock": { "auth_ref": [ "r37" ], "lang": { "en-us": { "role": { "documentation": "If the Fund has annual returns for at least one calendar year, provide a table showing the Fund's (A) average annual total return; (B) average annual total return (after taxes on distributions); and (C) average annual total return (after taxes on distributions and redemption). A Money Market Fund should show only the returns described in clause (A) of the preceding sentence. All returns should be shown for 1-, 5-, and 10- calendar year periods ending on the date of the most recently completed calendar year (or for the life of the Fund, if shorter), but only for periods subsequent to the effective date of the Fund's registration statement. The table also should show the returns of an appropriate broad-based securities market index as defined in Instruction 5 to Item 22(b)(7) for the same periods. A Fund that has been in existence for more than 10 years also may include returns for the life of the Fund. A Money Market Fund may provide the Fund's 7-day yield ending on the date of the most recent calendar year or disclose a toll-free (or collect) telephone number that investors can use to obtain the Fund's current 7-day yield. For a Fund (other than a Money Market Fund or a Fund described in General Instruction C.3.(d)(iii)), provide the information in the following table with the specified captions AVERAGE ANNUAL TOTAL RETURNS (For the periods ended December 31, _____)", "label": "Performance Table Closing [Text Block]" } } }, "localname": "PerformanceTableClosingTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_PerformanceTableHeading": { "auth_ref": [ "r39" ], "lang": { "en-us": { "role": { "documentation": "This item represents Average Annual Total Returns. If a Multiple Class Fund offers a Class in the prospectus that converts into another Class after a stated period, compute average annual total returns in the table by using the returns of the other Class for the period after conversion.", "label": "Performance Table Heading" } } }, "localname": "PerformanceTableHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceTableNotRelevantToTaxDeferred": { "auth_ref": [ "r41" ], "lang": { "en-us": { "role": { "documentation": "Provide a brief explanation that the 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 their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.", "label": "Performance Table Not Relevant to Tax Deferred" } } }, "localname": "PerformanceTableNotRelevantToTaxDeferred", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceTableOneClassOfAfterTaxShown": { "auth_ref": [ "r37", "r42" ], "lang": { "en-us": { "role": { "documentation": "Provide a brief explanation that if the Fund is a Multiple Class Fund that offers more than one Class in the prospectus, after-tax returns are shown for only one Class and after-tax returns for other Classes will vary.", "label": "Performance Table One Class of after Tax Shown [Text]" } } }, "localname": "PerformanceTableOneClassOfAfterTaxShown", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PerformanceTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to PerformanceTableData.", "label": "Performance [Table]" } } }, "localname": "PerformanceTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_PerformanceTableUsesHighestFederalRate": { "auth_ref": [ "r37" ], "lang": { "en-us": { "role": { "documentation": "Provide a brief explanation that after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.", "label": "Performance Table Uses Highest Federal Rate" } } }, "localname": "PerformanceTableUsesHighestFederalRate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PortfolioTurnoverHeading": { "auth_ref": [ "r19" ], "lang": { "en-us": { "role": { "documentation": "Disclose the portfolio turnover rate provided in response to Item 14(a) for the most recent fiscal year (or for such shorter period as the Fund has been in operation). Disclose the period for which the information is provided if less than a full fiscal year. A Fund that is a Money Market Fund may omit the portfolio turnover information required by this Item.", "label": "Portfolio Turnover [Heading]" } } }, "localname": "PortfolioTurnoverHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_PortfolioTurnoverRate": { "auth_ref": [ "r8" ], "lang": { "en-us": { "role": { "documentation": "This element represents the rate of portfolio turnover presented as a percentage (SEC Form N-1A 2006-09-14 A.3.example.3 Portfolio Turnover A.3.instructions.5 Portfolio Turnover).", "label": "Portfolio Turnover, Rate" } } }, "localname": "PortfolioTurnoverRate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "pureItemType" }, "rr_PortfolioTurnoverTextBlock": { "auth_ref": [ "r8" ], "lang": { "en-us": { "role": { "documentation": "Disclose the portfolio turnover rate provided in response to Item 14(a) for the most recent fiscal year (or for such shorter period as the Fund has been in operation). Disclose the period for which the information is provided if less than a full fiscal year. A Fund that is a Money Market Fund may omit the portfolio turnover information required by this Item.", "label": "Portfolio Turnover [Text Block]" } } }, "localname": "PortfolioTurnoverTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_ProspectusDate": { "auth_ref": [ "r2" ], "lang": { "en-us": { "role": { "documentation": "The date of the prospectus.", "label": "Prospectus Date" } } }, "localname": "ProspectusDate", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://xbrl.sec.gov/rr/role/RiskReturnDetailData" ], "xbrltype": "dateItemType" }, "rr_ProspectusLineItems": { "auth_ref": [ "r0" ], "lang": { "en-us": { "role": { "label": "Prospectus [Line Items]" } } }, "localname": "ProspectusLineItems", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ProspectusShareClassAxis": { "auth_ref": [ "r0" ], "lang": { "en-us": { "role": { "documentation": "Prospectus Share Class Axis.", "label": "Share Class [Axis]" } } }, "localname": "ProspectusShareClassAxis", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ProspectusTable": { "auth_ref": [ "r0" ], "lang": { "en-us": { "role": { "documentation": "Prospectus Table.", "label": "Prospectus:" } } }, "localname": "ProspectusTable", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "xbrltype": "stringItemType" }, "rr_RedemptionFeeOverRedemption": { "auth_ref": [ "r12" ], "lang": { "en-us": { "role": { "documentation": "\"Redemption Fee\" (as a percentage of amount redeemed, if applicable) If the Fund is an Exchange-Traded Fund and issues or redeems shares in creation units of not less than 25,000 shares each, exclude any fees charged for the purchase and redemption of the Fund's creation units. \"Redemption Fee\" includes a fee charged for any redemption of the Fund's shares, but does not include a deferred sales charge (load) imposed upon redemption.", "label": "Redemption Fee (as a percentage of Amount Redeemed)", "terseLabel": "Redemption fees" } } }, "localname": "RedemptionFeeOverRedemption", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "NonPositivePure4Type" }, "rr_RiskHeading": { "auth_ref": [ "r27" ], "lang": { "en-us": { "role": { "documentation": "Narrative Risk Disclosure.", "label": "Risk [Heading]" } } }, "localname": "RiskHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_RiskLoseMoney": { "auth_ref": [ "r28", "r30", "r31", "r32" ], "lang": { "en-us": { "role": { "documentation": "Summarize the principal risks of investing in the Fund, including the risks to which the Fund's portfolio as a whole is subject and the circumstances reasonably likely to affect adversely the Fund's net asset value, yield, and total return. Unless the Fund is a Money Market Fund, disclose that loss of money is a risk of investing in the Fund. If the Fund is a Money Market Fund, include the following statement: \"You could lose money by investing in the Fund.\"", "label": "Risk Lose Money [Text]" } } }, "localname": "RiskLoseMoney", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_RiskNarrativeTextBlock": { "auth_ref": [ "r29" ], "lang": { "en-us": { "role": { "documentation": "Narrative Risk Disclosure. A Fund may, in responding to this Item, describe the types of investors for whom the Fund is intended or the types of investment goals that may be consistent with an investment in the Fund.", "label": "Risk Narrative [Text Block]" } } }, "localname": "RiskNarrativeTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_RiskNondiversifiedStatus": { "auth_ref": [ "r33" ], "lang": { "en-us": { "role": { "documentation": "If applicable, state that the Fund is non-diversified, describe the effect of non-diversification (e.g., disclose that, compared with other funds, the Fund may invest a greater percentage of its assets in a particular issuer), and summarize the risks of investing in a non-diversified fund.", "label": "Risk Nondiversified Status [Text]" } } }, "localname": "RiskNondiversifiedStatus", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_RiskReturnAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Risk/Return:" } } }, "localname": "RiskReturnAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_RiskReturnHeading": { "auth_ref": [ "r3" ], "lang": { "en-us": { "role": { "documentation": "Risk/Return Summary Investment Objectives/Goals Include the following information, in plain English under rule 421(d) under the Securities Act, in the order and subject matter indicated", "label": "Risk/Return [Heading]" } } }, "localname": "RiskReturnHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ShareClassDomain": { "auth_ref": [ "r1" ], "lang": { "en-us": { "role": { "documentation": "All members of this domain must be elements with name starting with \"C\" and consisting of a 9-digit Fund share class CIK.", "label": "Share Classes" } } }, "localname": "ShareClassDomain", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualFundOperatingExpensesVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AnnualTotalReturnsBarChartVaughanNelsonSelectFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/AverageAnnualTotalReturnsTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/DocumentAndEntityInformationElements", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleNoRedemptionTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ExpenseExampleTransposedVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "domainItemType" }, "rr_ShareholderFeesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Shareholder Fees:" } } }, "localname": "ShareholderFeesAbstract", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/ShareholderFeesLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/ShareholderFeesVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ShareholderFeesCaption": { "auth_ref": [ "r21" ], "lang": { "en-us": { "role": { "documentation": "Shareholder Fees (fees paid directly from your investment).", "label": "Shareholder Fees Caption [Text]" } } }, "localname": "ShareholderFeesCaption", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_ShareholderFeesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Contains a command for the SEC Viewer for the role corresponding to ShareholderFeesData.", "label": "Shareholder Fees [Table]" } } }, "localname": "ShareholderFeesTableTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" }, "rr_StrategyHeading": { "auth_ref": [ "r26" ], "lang": { "en-us": { "role": { "documentation": "Principal investment strategies of the Fund. Summarize how the Fund intends to achieve its investment objectives by identifying the Fund's principal investment strategies (including the type or types of securities in which the Fund invests or will invest principally) and any policy to concentrate in securities of issuers in a particular industry or group of industries.", "label": "Strategy [Heading]" } } }, "localname": "StrategyHeading", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "stringItemType" }, "rr_StrategyNarrativeTextBlock": { "auth_ref": [ "r26" ], "lang": { "en-us": { "role": { "documentation": "Principal investment strategies of the Fund. Summarize how the Fund intends to achieve its investment objectives by identifying the Fund's principal investment strategies (including the type or types of securities in which the Fund invests or will invest principally) and any policy to concentrate in securities of issuers in a particular industry or group of industries.", "label": "Strategy Narrative [Text Block]" } } }, "localname": "StrategyNarrativeTextBlock", "nsuri": "http://xbrl.sec.gov/rr/2018-01-31", "presentation": [ "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnDetailDataElementsVaughanNelsonSelectFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesGlobalGrowthFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledLoomisSaylesSeniorFloatingRateAndFixedIncomeFund", "http://www.im.natixis.com/role/RiskReturnSummaryUnlabeledVaughanNelsonSelectFund" ], "xbrltype": "textBlockItemType" } }, "unitCount": 2 } }, "std_ref": { "r0": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Publisher": "SEC" }, "r1": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "1", "Subsection": "a" }, "r10": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "d", "Subsection": "instructions" }, "r11": { "Chapter": "A", "Clause": "i", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "3", "Subparagraph": "a", "Subsection": "instructions" }, "r12": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "3", "Subparagraph": "b", "Subsection": "instructions" }, "r13": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "3", "Subparagraph": "a", "Subsection": "instructions" }, "r14": { "Chapter": "A", "Clause": "i", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "3", "Subparagraph": "c", "Subsection": "instructions" }, "r15": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "3", "Subparagraph": "d", "Subsection": "instructions" }, "r16": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "3", "Subparagraph": "e", "Subsection": "instructions" }, "r17": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "4", "Publisher": "SEC", "Section": "3", "Subsection": "instructions" }, "r18": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "4", "Publisher": "SEC", "Section": "3", "Subparagraph": "f", "Subsection": "instructions" }, "r19": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "5", "Publisher": "SEC", "Section": "3", "Subsection": "instructions" }, "r2": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "1", "Subsection": "a" }, "r20": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "6", "Publisher": "SEC", "Section": "3", "Subparagraph": "a", "Subsection": "instructions" }, "r21": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subsection": "table" }, "r22": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "1", "Subsection": "table" }, "r23": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "11", "Subsection": "table" }, "r24": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "7", "Subsection": "table" }, "r25": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "9", "Subsection": "table" }, "r26": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Publisher": "SEC", "Section": "4", "Subsection": "a" }, "r27": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subsection": "b" }, "r28": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "i", "Subsection": "b" }, "r29": { "Chapter": "A", "Clause": "instruction", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "i", "Subsection": "b" }, "r3": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Publisher": "SEC", "Section": "2" }, "r30": { "Chapter": "A", "Clause": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "ii", "Subsection": "b" }, "r31": { "Chapter": "A", "Clause": "B", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "ii", "Subsection": "b" }, "r32": { "Chapter": "A", "Clause": "C", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "ii", "Subsection": "b" }, "r33": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "4", "Subparagraph": "iv", "Subsection": "b" }, "r34": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subsection": "b" }, "r35": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "i", "Subsection": "b" }, "r36": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "ii", "Subsection": "b" }, "r37": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "iii", "Subsection": "b" }, "r38": { "Chapter": "A", "Clause": "1", "Exhibit": "2", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "iii", "Subsection": "b" }, "r39": { "Chapter": "A", "Clause": "3", "Exhibit": "c", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "instructions", "Subsection": "b" }, "r4": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Publisher": "SEC", "Section": "2", "Subsection": "a" }, "r40": { "Chapter": "A", "Clause": "4", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "instructions", "Subsection": "b" }, "r41": { "Chapter": "A", "Clause": "B", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "iv", "Subsection": "b" }, "r42": { "Chapter": "A", "Clause": "C", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "4", "Subparagraph": "iv", "Subsection": "b" }, "r43": { "Name": "Regulation 12B", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r44": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "313" }, "r5": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "1", "Subsection": "example" }, "r6": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "2", "Subsection": "example" }, "r7": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "2", "Publisher": "SEC", "Section": "3", "Subparagraph": "1", "Subsection": "example" }, "r8": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "3", "Publisher": "SEC", "Section": "3", "Subsection": "example" }, "r9": { "Chapter": "A", "Name": "Form", "Number": "N-1A", "Paragraph": "1", "Publisher": "SEC", "Section": "3", "Subparagraph": "b", "Subsection": "instructions" } }, "version": "2.1" } ZIP 38 0001193125-21-098168-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001193125-21-098168-xbrl.zip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Ǐ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�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

\-A45 0EKG_%*WHC% MLXQMF)-QU!GVV,G(NUZ&O M"7^ZG24T!;0,D\4,\!;=$-CAM1'3TJ0%1J6L(-'J>+E22/B2Y$5XUDQ.LC8W M/K0ZXCK&M;FQ QRR6'.D2+I_DH5'.U1NSXB6EHGLD2G3MUA-NJ7JQ,_+YKM, M[*"Q4R'6EOVB:&!!2ALX-R5GIH51]%]L9/3%**RBD!A<^O8(U!#N2-:..[=F M\Q;-JQ&X6K%)!NW=0;CFLF7C*Z:8KS"M;O/#ER[-DCFL%E:TGLJ<[=8,MHWK MK.%:(UZT(X]8+?QR2ETC9:,J(JAK:)W47L*%/Z.Z\:3:_ MCW=43H5&SN&%ON7.P^>)X'"\2+R0CPGB_*5D-JE$1;/KY**]NKE:*^-=M!^S MP(P5(!/C3A'4=PP6COWL26+#3Y=E,";Z%K%J_+% S!>:=OOGGU?:[5W<> +0 MEFVD/KJ>B,;$IM%7.ZN,'UAN'U$5Y4M+%[;$,^12D[+,/#6O\&I+PD.F.*TW M;I#5U6DJ?E?)]W]^4_1/BQ?&ZMS^C11S?K,+$"Q$WVL6@USG[O$I4Y7&U_5P MDH 0[)=H W"I\\D@AOU)R9F#H6BTQ RHH2+4!A0BHR\&4CPINYG!6$2G]EZ8 M)\GLNJO(+SYD(:!9TN*(NGD_Y6B]X;JAL/+ ''E.J,%9M#>A.AVQHW5E#!5Y MJA,QPIJ_CIJN1'#9VO5"+:)O*7#>!:!A_==!*AX!8JGJ*5J(4VOS2:VX)R2E MP-4>F=;P?LG 3GFJYFKUQZ$GC1FZ(!7T32D P5R'Q\%3QWVU(AMI0/R3VQRV M**C,.;;C5 Z/]?_S;\%O>XEH;1N"5>+B0;HI7Z() T4P(T1 M3?@$W/_K]F%08G9ZLN89):,B! 2M15%DLL#MKHQSBTA)7%")_/JR/$OZ3Q, M#_8)U#-"AI#3+*KG>G?9KEJ[@1= @2HCH<+LAQ-$L=+4J >69P J:"(J#HM6F*I48Z@L]=DX\ KE0I!:D!2 MW!\C>2_:=>GX,^=;F\584AE_-J%O+^K/ZB?TE",-JB*9QD:$@5#X!LW VV#C MX?DAQH7KUF?KC+-2_LM9Y^_3& &3GQ7F+Q:WH MCB-K4732SUED4J@A4U"!D$/9.T<@@([Y6=$%<]WEC),I8+LT,_^)&"]+T&?) M!9:4CT5Y'"2921U[;"ZD[7,VD$7&H.(*3U5%?MB]U'O0F)P MN52HVD*0H%2!YS,/X"XUXYQ9QS#]R@^-Y:-V![#%/Y]P/*IVEE\N,AMR4M7RN1(3 X M@XIB.7 9?_M"H[^__OE%?VMQ1L4W4A_2^# M"LON4DT7*L51HV/[??#T=4;7 MIYQ/$ZGY0%$"97%6Q?9?[,F$0_U:TCM^P" 2API2#VE&;$J5FE_%E'OKA LT MAS/4U4?3^62)YSTTO*WZL#"^9YU[GZ&,$#)/91@P0JLP=C&PBC#>$LT:2+)S6$ADC#N7T#GT)%!,E M![IDZI*/ NBLM58X74$Q.HJ*E?93-]_VA$^>I+I]39BDU%T544GNT+BT1B^Z M#])V 9GH;4\C8-%O(_1TF6ZI8R$;BP/;PR9=*Z-5YT7J[#LMZ:V/-B_.BP_Y M3.E(I[USFAF(195@];@Z'2GDL7 /;4*57P=F8T,I5E>FG)7OI;OOK7-H+MT MG+Y?_85NIK?'D4SI[UJ(7#+W6T]IJ)$JYXXRAZ7,=7A*^DCY8MQ_("1Q*^2Q M. ZXOBT;IGK>+N*0^R %LY;168<37@[U#@"IT@FX6OU92&XQ).'P3X8'!S$47]I/I/PJWY\/"A7[#P7N#(<&Z>C(/W$JW M=6!A\H%\7T2:8GW.5!$DM ML=FYT'MVH1;?K$0FIUQ%Y;>>)IW:XBH?G:%USSI2N.04!1Y&5H!>/&M"RO'0 M'N'Z[AF\T8TK(EBY [Z718#2BX!N/?58?,99$"ZQNXQC\H:B)G+"4QB$9(\:DPK,;YZABE/(Z3AZ85!7(N705:F MKOS]0_4=(MJF"T;0N<5S@?Y5;7D82I;K5*$C+I%%G /G$09H3P>W#&!^HO+A MTF'+-B;W:;]USO00'\')S09S7>?>7B=2T_$^$(":/-F&/20:;3^\T>0%F0>3!)O=M>\?.C[EB5ZL_,'<$+MLH.I]Q2?!K;QP32TOT6H'Y%Y2?XG56=2HE%HM/N/Y"IX]9&VJSCB*J_%= M5_(*UNDS9"88+*!%5-8$ODSSB?:6>.M+@Y.LA)),

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