REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |
☐ | |
Pre‑Effective Amendment No. ____ | ☐ | |
Post-Effective Amendment No. 158 | ☒ | |
and/or | ||
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
☐ | |
Amendment No. 159 (Check appropriate box or boxes.) |
☒ |
888 Boylston Street, Boston, Massachusetts | 02199-8197 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s Telephone Number, including Area Code | (617) 449‑2139 |
☐ | immediately upon filing pursuant to paragraph (b) |
☒ | on |
☐ | 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. |
☐ | This post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
|
Class A |
Class C |
Class N |
Class T* |
Class Y |
Loomis Sayles Core Plus Bond Fund |
NEFRX |
NECRX |
NERNX |
LCPTX |
NERYX |
Loomis Sayles Credit Income Fund |
LOCAX |
LOCCX |
LOCNX |
|
LOCYX |
Loomis Sayles Global Allocation Fund |
LGMAX |
LGMCX |
LGMNX |
LGMTX |
LSWWX |
Loomis Sayles Growth Fund |
LGRRX |
LGRCX |
LGRNX |
LGRTX |
LSGRX |
Loomis Sayles Intermediate Duration Bond Fund |
LSDRX |
LSCDX |
LSDNX |
LSDTX |
LSDIX |
Loomis Sayles Limited Term Government and Agency Fund |
NEFLX |
NECLX |
LGANX |
LGATX |
NELYX |
* | Class T shares of the Funds are not currently available for purchase. |
|
Class A |
Class C |
Class N |
Class T |
Class Y |
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) |
|
|
|
|
|
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) |
* |
|
|
|
|
Redemption fees |
|
|
|
|
|
* |
|
Class A |
Class C |
Class N |
Class T |
Class Y |
Management fees |
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|
|
|
|
Distribution and/or service (12b-1) fees |
|
|
|
|
|
Other expenses |
|
|
|
1 |
|
Total annual fund operating expenses |
|
|
|
|
|
Fee waiver and/or expense reimbursement2 |
|
|
|
|
|
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
|
|
|
|
|
1 | |
2 | |
|
1 year |
3 years |
5 years |
10 years | ||||
Class A |
$ |
|
$ |
|
$ |
|
$ |
|
Class C |
$ |
|
$ |
|
$ |
|
$ |
|
Class N |
$ |
|
$ |
|
$ |
|
$ |
|
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class T |
$ |
|
$ |
|
$ |
|
$ |
|
Class Y |
$ |
|
$ |
|
$ |
|
$ |
|
|
1 year |
3 years |
5 years |
10 years | ||||
Class C |
$ |
|
$ |
|
$ |
|
$ |
|
![]() |
|
Average Annual Total Returns |
|
|
|
|
|
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N ( |
Class Y - Return Before Taxes |
- |
|
|
|
Return After Taxes on Distributions |
- |
- |
|
|
Return After Taxes on Distributions and Sale of Fund Shares |
- |
- |
|
|
Class A - Return Before Taxes |
- |
- |
|
|
Class C - Return Before Taxes |
- |
- |
|
|
Class N - Return Before Taxes |
- |
|
|
|
Class T - Return Before Taxes |
- |
- |
|
|
Bloomberg U.S. Aggregate Bond Index |
- |
|
|
|
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 |
• | 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. |
• | 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. |
• | 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. |
(fees paid directly from your investment) |
Class A |
Class C |
Class N |
Class Y | |||||||||||||||||||||||||||||||||||||||||||||
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) |
4.25% |
None |
None |
None | |||||||||||||||||||||||||||||||||||||||||||||
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, as applicable) |
None * |
1.00% |
None |
None | |||||||||||||||||||||||||||||||||||||||||||||
Redemption fees |
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. |
(expenses that you pay each year as a percentage of the value of your investment) |
Class A |
Class C |
Class N |
Class Y | |||||||||||||||||||||||||||||||||||||||||||||
Management fees |
0.42% |
0.42% |
0.42% |
0.42% | |||||||||||||||||||||||||||||||||||||||||||||
Distribution and/or service (12b-1) fees |
0.25% |
1.00% |
0.00% |
0.00% | |||||||||||||||||||||||||||||||||||||||||||||
Other expenses |
2.70% |
2.76% |
0.88% |
2.70% | |||||||||||||||||||||||||||||||||||||||||||||
Total annual fund operating expenses |
3.37% |
4.18% |
1.30% |
3.12% | |||||||||||||||||||||||||||||||||||||||||||||
Fee waiver and/or expense reimbursement1,2 |
2.55% |
2.61% |
0.78% |
2.55% | |||||||||||||||||||||||||||||||||||||||||||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
0.82% |
1.57% |
0.52% |
0.57% |
1 | 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 0.82%, 1.57%, 0.52% and 0.57% of the Fund’s average daily net assets for Class A, C, N 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 January 31, 2024 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 both (1) the class’ applicable expense limitation at the time such amounts were waived/reimbursed and (2) the class’ current applicable expense limitation. 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. |
2 | Natixis Advisors, LLC (“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 January 31, 2024 and may be terminated before then only with the consent of the Fund’s Board of Trustees. |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | |||||||||||||||||||||||||||||||||||||||||||||
Class A |
$ |
505 |
$ |
1,188 |
$ |
1,894 |
$ |
3,762 | |||||||||||||||||||||||||||||||||||||||||
Class C |
$ |
260 |
$ |
1,031 |
$ |
1,918 |
$ |
4,024 |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | |||||||||||||||||||||||||||||||||||||||||||||
Class N |
$ |
53 |
$ |
335 |
$ |
638 |
$ |
1,499 | |||||||||||||||||||||||||||||||||||||||||
Class Y |
$ |
58 |
$ |
722 |
$ |
1,411 |
$ |
3,251 |
If shares are not redeemed: |
1 year |
3 years |
5 years |
10 years | |||||||||||||||||||||||||||||||||||||||||||||
Class C |
$ |
160 |
$ |
1,031 |
$ |
1,918 |
$ |
4,024 |
![]() |
Highest Quarterly Return: Fourth Quarter 2022, 2.96% Lowest Quarterly Return: Second Quarter 2022, -7.65% |
Average Annual Total Returns |
|
||||||||||||||||||||||||||||||||||||||||||||||||
(for the periods ended December 31, 2022) |
Past 1 Year |
Life of Fund (9/29/20) | |||||||||||||||||||||||||||||||||||||||||||||||
Class Y - Return Before Taxes |
-12.88% |
-3.95% | |||||||||||||||||||||||||||||||||||||||||||||||
Return After Taxes on Distributions |
-14.25% |
-5.31% | |||||||||||||||||||||||||||||||||||||||||||||||
Return After Taxes on Distributions and Sale of Fund Shares |
-7.56% |
-3.47% | |||||||||||||||||||||||||||||||||||||||||||||||
Class A - Return Before Taxes |
-16.71% |
-5.95% | |||||||||||||||||||||||||||||||||||||||||||||||
Class C - Return Before Taxes |
-14.49% |
-4.91% | |||||||||||||||||||||||||||||||||||||||||||||||
Class N - Return Before Taxes |
-12.73% |
-3.85% | |||||||||||||||||||||||||||||||||||||||||||||||
Bloomberg U.S. Credit Index |
-15.26% |
-6.48% |
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 |
Type of Account |
Minimum Initial Purchase |
Minimum Subsequent Purchase | ||
Coverdell Education Savings Accounts using the Natixis Funds’ prototype document (direct accounts, not held through intermediary) |
$ |
500 |
$ |
50 |
• | 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. |
• | 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. |
• | 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. |
(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. |
(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 |
0.74% |
0.74% |
0.74% |
0.74% |
0.74% |
Distribution and/or service (12b-1) fees |
0.25% |
1.00% |
0.00% |
0.25% |
0.00% |
Other expenses |
0.15% |
0.15% |
0.07% |
0.15% 1 |
0.15% |
Total annual fund operating expenses |
1.14% |
1.89% |
0.81% |
1.14% |
0.89% |
Fee waiver and/or expense reimbursement2 |
0.00% |
0.00% |
0.00% |
0.00% |
0.00% |
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
1.14% |
1.89% |
0.81% |
1.14% |
0.89% |
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 1.25%, 2.00%, 0.95%, 1.25% and 1.00% 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 January 31, 2024 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 both (1) the class’ applicable |
expense limitation at the time such amounts were waived/reimbursed and (2) the class’ current applicable expense limitation. 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. |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class A |
$ |
685 |
$ |
916 |
$ |
1,167 |
$ |
1,881 |
Class C |
$ |
292 |
$ |
594 |
$ |
1,021 |
$ |
2,016 |
Class N |
$ |
83 |
$ |
259 |
$ |
450 |
$ |
1,002 |
Class T |
$ |
363 |
$ |
603 |
$ |
862 |
$ |
1,601 |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class Y |
$ |
91 |
$ |
284 |
$ |
493 |
$ |
1,096 |
If shares are not redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class C |
$ |
192 |
$ |
594 |
$ |
1,021 |
$ |
2,016 |
![]() |
Highest Quarterly Return: Second Quarter 2020, 16.50% Lowest Quarterly Return: Second Quarter 2022, -15.95% |
Average Annual Total Returns |
|
|
|
|
(for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N (2/1/17) |
Class Y - Return Before Taxes |
-23.05% |
4.11% |
6.70% |
- |
Return After Taxes on Distributions |
-24.75% |
2.62% |
5.42% |
- |
Return After Taxes on Distributions and Sale of Fund Shares |
-12.44% |
3.24% |
5.26% |
- |
Class A - Return Before Taxes |
-27.67% |
2.62% |
5.80% |
- |
Class C - Return Before Taxes |
-24.51% |
3.08% |
5.80% |
- |
Class N - Return Before Taxes |
-22.99% |
4.20% |
- |
6.53% |
Class T - Return Before Taxes |
-25.18% |
3.32% |
6.16% |
- |
MSCI All Country World Index (Net) |
-18.36% |
5.23% |
7.98% |
7.73% |
Blended Index |
-17.33% |
2.71% |
4.74% |
4.69% |
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 |
• | 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. |
• | 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. |
• | 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. |
(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. |
(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 |
0.50% |
0.50% |
0.50% |
0.50% |
0.50% |
Distribution and/or service (12b-1) fees |
0.25% |
1.00% |
0.00% |
0.25% |
0.00% |
Other expenses |
0.15% |
0.15% |
0.07% |
0.15% 1 |
0.15% |
Total annual fund operating expenses |
0.90% |
1.65% |
0.57% |
0.90% |
0.65% |
Fee waiver and/or expense reimbursement2 |
0.00% |
0.00% |
0.00% |
0.00% |
0.00% |
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
0.90% |
1.65% |
0.57% |
0.90% |
0.65% |
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 1.25%, 2.00%, 0.95%, 1.25% and 1.00% 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 January 31, 2024 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 both (1) the class’ applicable |
expense limitation at the time such amounts were waived/reimbursed and (2) the class’ current applicable expense limitation. 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. |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class A |
$ |
662 |
$ |
845 |
$ |
1,045 |
$ |
1,619 |
Class C |
$ |
268 |
$ |
520 |
$ |
897 |
$ |
1,754 |
Class N |
$ |
58 |
$ |
183 |
$ |
318 |
$ |
714 |
Class T |
$ |
340 |
$ |
530 |
$ |
736 |
$ |
1,330 |
Class Y |
$ |
66 |
$ |
208 |
$ |
362 |
$ |
810 |
If shares are not redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class C |
$ |
168 |
$ |
520 |
$ |
897 |
$ |
1,754 |
![]() |
Highest Quarterly Returns: Second Quarter 2020, 23.88% Lowest Quarterly Return: Second Quarter 2022, -22.80% |
Average Annual Total Returns |
|
|
|
|
(for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N (2/1/13) |
Class Y - Return Before Taxes |
-27.64% |
7.76% |
12.96% |
- |
Return After Taxes on Distributions |
-30.08% |
6.16% |
11.97% |
- |
Return After Taxes on Distributions and Sale of Fund Shares |
-14.62% |
6.12% |
10.85% |
- |
Class A - Return Before Taxes |
-31.95% |
6.23% |
12.01% |
- |
Class C - Return Before Taxes |
-28.92% |
6.70% |
12.01% |
- |
Class N - Return Before Taxes |
-27.56% |
7.85% |
- |
12.28% |
Class T - Return Before Taxes |
-29.60% |
6.96% |
12.40% |
- |
Russell 1000® Growth Index |
-29.14% |
10.96% |
14.10% |
13.59% |
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 |
• | 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. |
• | 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. |
• | 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. |
(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) |
4.25% |
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. |
(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 |
0.25% |
0.25% |
0.25% |
0.25% |
0.25% |
Distribution and/or service (12b-1) fees |
0.25% |
1.00% |
0.00% |
0.25% |
0.00% |
Other expenses |
0.18% |
0.18% |
0.12% |
0.18% 1 |
0.19% |
Total annual fund operating expenses |
0.68% |
1.43% |
0.37% |
0.68% |
0.44% |
Fee waiver and/or expense reimbursement2,3 |
0.03% |
0.03% |
0.02% |
0.03% |
0.04% |
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
0.65% |
1.40% |
0.35% |
0.65% |
0.40% |
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 0.65%, 1.40%, 0.35%, 0.65% and 0.40% 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 January 31, 2024 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 both (1) the class’ applicable expense limitation at the time such amounts were waived/reimbursed and (2) the class’ current applicable expense limitation. 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, LLC (“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 January 31, 2024 and may be terminated before then only with the consent of the Fund’s Board of Trustees. |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class A |
$ |
489 |
$ |
630 |
$ |
785 |
$ |
1,233 |
Class C |
$ |
243 |
$ |
449 |
$ |
779 |
$ |
1,506 |
Class N |
$ |
36 |
$ |
117 |
$ |
206 |
$ |
466 |
Class T |
$ |
315 |
$ |
459 |
$ |
616 |
$ |
1,073 |
Class Y |
$ |
41 |
$ |
137 |
$ |
242 |
$ |
551 |
If shares are not redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class C |
$ |
143 |
$ |
449 |
$ |
779 |
$ |
1,506 |
![]() |
Highest Quarterly Return: Second Quarter 2020, 5.03% Lowest Quarterly Return: First Quarter 2022, -4.85% |
Average Annual Total Returns |
|
|
|
|
(for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N (2/1/19) |
Class Y - Return Before Taxes |
-8.55% |
1.01% |
1.46% |
- |
Return After Taxes on Distributions |
-9.42% |
-0.15% |
0.31% |
- |
Return After Taxes on Distributions and Sale of Fund Shares |
-5.06% |
0.32% |
0.63% |
- |
Class A - Return Before Taxes |
-12.55% |
-0.09% |
0.78% |
- |
Class C - Return Before Taxes |
-10.31% |
-0.01% |
0.59% |
- |
Class N - Return Before Taxes |
-8.51% |
- |
- |
0.99% |
Class T - Return Before Taxes |
-11.00% |
0.27% |
0.97% |
- |
Bloomberg U.S. Intermediate Government/Credit Bond Index |
-8.23% |
0.73% |
1.12% |
0.54% |
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 |
• | 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. |
• | 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. |
• | 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. |
(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) |
2.25% |
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 0.75% contingent deferred sales charge (“CDSC”) may apply to certain purchases of Class A shares of $500,000 or more that are redeemed within eighteen months of the date of purchase. |
(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 |
0.31% |
0.31% |
0.31% |
0.31% |
0.31% |
Distribution and/or service (12b-1) fees |
0.25% |
1.00% |
0.00% |
0.25% |
0.00% |
Other expenses |
0.16% 1 |
0.17% |
0.09% |
0.16% 2 |
0.17% |
Total annual fund operating expenses |
0.72% |
1.48% |
0.40% |
0.72% |
0.48% |
Fee waiver and/or expense reimbursement3,4 |
0.02% 5 |
0.03% |
0.01% |
0.02% |
0.03% |
Total annual fund operating expenses after fee waiver and/or expense reimbursement |
0.70% |
1.45% |
0.39% |
0.70% |
0.45% |
1 | Other expenses include the refund of prior year service fees of 0.01%. |
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 0.70%, 1.45%, 0.40%, 0.70% and 0.45% 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 January 31, 2024 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 both (1) the class’ applicable expense limitation at the time such amounts were waived/reimbursed and (2) the class’ current applicable expense limitation. 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, LLC (“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 January 31, 2024 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 and/or other expenses. This may result in Class A shareholders realizing a total annual fund operating expense after fee waiver and/or expense reimbursement lower than 0.70% of the Fund’s average daily net assets. This additional waiver may be terminated at any time. |
If shares are redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class A |
$ |
295 |
$ |
448 |
$ |
615 |
$ |
1,098 |
Class C |
$ |
248 |
$ |
465 |
$ |
805 |
$ |
1,560 |
Class N |
$ |
40 |
$ |
127 |
$ |
223 |
$ |
504 |
Class T |
$ |
320 |
$ |
473 |
$ |
639 |
$ |
1,120 |
Class Y |
$ |
46 |
$ |
151 |
$ |
266 |
$ |
601 |
If shares are not redeemed: |
1 year |
3 years |
5 years |
10 years | ||||
Class C |
$ |
148 |
$ |
465 |
$ |
805 |
$ |
1,560 |
![]() |
Highest Quarterly Return: First Quarter 2020, 2.34% Lowest Quarterly Return: First Quarter 2022, -2.45% |
Average Annual Total Returns |
|
|
|
|
(for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N (2/1/17) |
Class Y - Return Before Taxes |
-4.41% |
0.53% |
0.64% |
- |
Return After Taxes on Distributions |
-5.06% |
-0.15% |
-0.13% |
- |
Return After Taxes on Distributions and Sale of Fund Shares |
-2.61% |
0.13% |
0.15% |
- |
Class A - Return Before Taxes |
-6.72% |
-0.17% |
0.17% |
- |
Class C - Return Before Taxes |
-6.27% |
-0.48% |
-0.21% |
- |
Class N - Return Before Taxes |
-4.27% |
0.61% |
- |
0.70% |
Class T - Return Before Taxes |
-6.96% |
-0.23% |
0.14% |
- |
Average Annual Total Returns |
|
|
|
|
(for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Life of Class N (2/1/17) |
Bloomberg U.S. 1-5 Year Government Bond Index |
-5.46% |
0.62% |
0.68% |
0.62% |
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 |
• | 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. |
• | 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. |
• | 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. |
1 | The advisory fee for the Loomis Sayles Core Plus Bond Fund consisted of a fee of 0.16% payable to Loomis Sayles as investment adviser to the Fund and an advisory administration fee of 0.16% payable to Natixis Advisors, LLC as advisory administrator to the Fund. |
• | 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 (or $500,000 or more for the Loomis Sayles Limited Term Government and Agency Fund), but you may pay a charge on redemptions if you redeem these shares within 18 months of purchase. |
• | 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 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 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. |
• | 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 may pay lower annual expenses than Class A, Class C, Class T and Class Y shares, giving you the potential for higher returns per share. |
• | 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, 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 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 T and Class C shares, giving you the potential for higher returns per share. |
• | You may pay higher annual expenses than Class N shares. |
Class A Sales Charges* |
|
|
||||
|
Loomis Sayles Core Plus Bond Fund, Loomis Sayles Credit Income Fund, Loomis Sayles Intermediate Duration Bond Fund |
|
|
Loomis Sayles Limited Term Government and Agency Fund | ||
Your Investment |
As a % of offering price |
As a % of your investment |
|
Your Investment |
As a % of offering price |
As a % of your investment |
Less than $100,000 |
4.25% |
4.44% |
|
Less than $100,000 |
2.25% |
2.30% |
$100,000-$249,999 |
3.50% |
3.63% |
|
$100,000-$249,999 |
1.75% |
1.78% |
$250,000-$499,999 |
2.50% |
2.56% |
|
$250,000-$499,999 |
1.25% |
1.27% |
$500,000-$999,999 |
2.00% |
2.04% |
|
$500,000 or more** |
0.00% |
0.00% |
$1,000,000 or more*** |
0.00% |
0.00% |
||||
|
Loomis Sayles Global Allocation Fund, Loomis Sayles Growth 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% |
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 $500,000 or more, there is no front-end sales charge, but a CDSC of 0.75% 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.” |
*** | 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.” |
• | 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 $100,000 or more (or $50,000 or more for Loomis Sayles Global Allocation Fund and Loomis Sayles Growth 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. 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. |
• | 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 Adviser 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. |
Year Since Purchase |
CDSC on Shares Being Sold |
1st |
1.00% |
Thereafter |
0.00% |
• | 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. |
• | 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. |
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. |
• | 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. |
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 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. |
• | 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, SS&C Global Investor & Distribution Solutions, Inc. (formerly, 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. |
• | 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. |
• | 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. |
Annually |
Monthly |
Daily |
Loomis Sayles Global Allocation Fund |
Loomis Sayles Core Plus Bond Fund |
Loomis Sayles Limited Term Government and Agency Fund† |
Loomis Sayles Growth Fund |
Loomis Sayles Credit Income Fund |
|
|
Loomis Sayles Intermediate Duration Bond Fund |
† | Declares dividends for each class daily and pays them monthly. |
• | 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. |
Average Annual Total Returns (for the periods ended December 31, 2022) |
Past 1 Year |
Past 5 Years |
Past 10 Years |
Composite (Net of Fees) |
-12.86% |
1.60% |
3.41% |
Composite (Gross of Fees) |
-12.50% |
2.04% |
3.86% |
Bloomberg U.S. Credit Index |
-15.26% |
0.42% |
1.82% |
|
Class A | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
13.59 |
$ |
14.08 |
$ |
13.25 |
$ |
12.53 |
$ |
12.96 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.26 |
|
0.21 |
|
0.26 |
|
0.34 |
|
0.35 |
Net realized and unrealized gain (loss) |
|
(2.30 ) |
|
(0.13 ) |
|
0.86 |
|
0.70 |
|
(0.38 ) |
Total from Investment Operations |
|
(2.04 ) |
|
0.08 |
|
1.12 |
|
1.04 |
|
(0.03 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.32 ) |
|
(0.29 ) |
|
(0.29 ) |
|
(0.32 ) |
|
(0.40 ) |
Net realized capital gains |
|
(0.03 ) |
|
(0.28 ) |
|
— |
|
— |
|
— |
Total Distributions |
|
(0.35 ) |
|
(0.57 ) |
|
(0.29 ) |
|
(0.32 ) |
|
(0.40 ) |
Net asset value, end of the period |
$ |
11.20 |
$ |
13.59 |
$ |
14.08 |
$ |
13.25 |
$ |
12.53 |
Total return(b) |
|
(15.24 )% (c) |
|
0.53 % |
|
8.60 % |
|
8.39 % |
|
(0.27 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
428,825 |
$ |
747,497 |
$ |
617,609 |
$ |
558,291 |
$ |
600,762 |
Net expenses |
|
0.73 % (d)(e) |
|
0.71 % |
|
0.72 % (f) |
|
0.73 % |
|
0.73 % |
Gross expenses |
|
0.74 % |
|
0.71 % |
|
0.72 % |
|
0.73 % |
|
0.73 % |
Net investment income |
|
2.08 % |
|
1.51 % |
|
1.88 % |
|
2.63 % |
|
2.71 % |
Portfolio turnover rate |
|
280 % |
|
266 % |
|
359 % (g) |
|
297 % (h) |
|
181 % |
(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) |
Effective July 1, 2022, the expense limit decreased from 0.75% to 0.74%. See Note 6 of Notes to Financial Statements. |
(f) |
Effective July 1, 2020, the expense limit decreased from 0.80% to 0.75%. |
(g) |
The variation in the Fund’s turnover rate from 2019 to 2020 was primarily due to a significant repositioning of the portfolio. |
(h) |
The variation in the Fund’s turnover rate from 2018 to 2019 is due to an increase in the volume of U.S. Treasury securities related to certain trading strategies. |
|
Class C | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
13.60 |
$ |
14.09 |
$ |
13.25 |
$ |
12.53 |
$ |
12.96 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.17 |
|
0.10 |
|
0.15 |
|
0.24 |
|
0.25 |
Net realized and unrealized gain (loss) |
|
(2.30 ) |
|
(0.13 ) |
|
0.88 |
|
0.70 |
|
(0.38 ) |
Total from Investment Operations |
|
(2.13 ) |
|
(0.03 ) |
|
1.03 |
|
0.94 |
|
(0.13 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.23 ) |
|
(0.18 ) |
|
(0.19 ) |
|
(0.22 ) |
|
(0.30 ) |
Net realized capital gains |
|
(0.03 ) |
|
(0.28 ) |
|
— |
|
— |
|
— |
Total Distributions |
|
(0.26 ) |
|
(0.46 ) |
|
(0.19 ) |
|
(0.22 ) |
|
(0.30 ) |
Net asset value, end of the period |
$ |
11.21 |
$ |
13.60 |
$ |
14.09 |
$ |
13.25 |
$ |
12.53 |
Total return(b) |
|
(15.88 )% (c) |
|
(0.24 )% |
|
7.83 % |
|
7.57 % |
|
(1.03 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
48,679 |
$ |
95,755 |
$ |
132,590 |
$ |
160,201 |
$ |
185,758 |
Net expenses |
|
1.48 % (d)(e) |
|
1.46 % |
|
1.47 % (f) |
|
1.48 % |
|
1.48 % |
Gross expenses |
|
1.49 % |
|
1.46 % |
|
1.47 % |
|
1.48 % |
|
1.48 % |
Net investment income |
|
1.33 % |
|
0.75 % |
|
1.13 % |
|
1.88 % |
|
1.96 % |
Portfolio turnover rate |
|
280 % |
|
266 % |
|
359 % (g) |
|
297 % (h) |
|
181 % |
(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) |
Effective July 1, 2022, the expense limit decreased from 1.50% to 1.49%. See Note 6 of Notes to Financial Statements. |
(f) |
Effective July 1, 2020, the expense limit decreased from 1.55% to 1.50%. |
(g) |
The variation in the Fund’s turnover rate from 2019 to 2020 was primarily due to a significant repositioning of the portfolio. |
(h) |
The variation in the Fund’s turnover rate from 2018 to 2019 is due to an increase in the volume of U.S. Treasury securities related to certain trading strategies. |
|
Class N | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
13.72 |
$ |
14.21 |
$ |
13.37 |
$ |
12.63 |
$ |
13.06 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.31 |
|
0.26 |
|
0.30 |
|
0.38 |
|
0.39 |
Net realized and unrealized gain (loss) |
|
(2.32 ) |
|
(0.14 ) |
|
0.88 |
|
0.72 |
|
(0.38 ) |
Total from Investment Operations |
|
(2.01 ) |
|
0.12 |
|
1.18 |
|
1.10 |
|
0.01 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.37 ) |
|
(0.33 ) |
|
(0.34 ) |
|
(0.36 ) |
|
(0.44 ) |
Net realized capital gains |
|
(0.03 ) |
|
(0.28 ) |
|
— |
|
— |
|
— |
Total Distributions |
|
(0.40 ) |
|
(0.61 ) |
|
(0.34 ) |
|
(0.36 ) |
|
(0.44 ) |
Net asset value, end of the period |
$ |
11.31 |
$ |
13.72 |
$ |
14.21 |
$ |
13.37 |
$ |
12.63 |
Total return |
|
(14.94 )% |
|
0.86 % |
|
8.95 % |
|
8.85 % |
|
0.07 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
1,890,793 |
$ |
2,563,736 |
$ |
2,682,487 |
$ |
2,610,699 |
$ |
1,899,190 |
Net expenses |
|
0.38 % (b) |
|
0.38 % |
|
0.38 % (c) |
|
0.39 % |
|
0.39 % |
Gross expenses |
|
0.38 % |
|
0.38 % |
|
0.38 % |
|
0.39 % |
|
0.39 % |
Net investment income |
|
2.47 % |
|
1.84 % |
|
2.21 % |
|
2.96 % |
|
3.06 % |
Portfolio turnover rate |
|
280 % |
|
266 % |
|
359 % (d) |
|
297 % (e) |
|
181 % |
(a) |
Per share net investment income has been calculated using the average shares outstanding during the period. |
(b) |
Effective July 1, 2022, the expense limit decreased from 0.45% to 0.44%. See Note 6 of Notes to Financial Statements. |
(c) |
Effective July 1, 2020, the expense limit decreased from 0.50% to 0.45%. |
(d) |
The variation in the Fund’s turnover rate from 2019 to 2020 was primarily due to a significant repositioning of the portfolio. |
(e) |
The variation in the Fund’s turnover rate from 2018 to 2019 is due to an increase in the volume of U.S. Treasury securities related to certain trading strategies. |
|
Class Y | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
13.71 |
$ |
14.20 |
$ |
13.36 |
$ |
12.63 |
$ |
13.06 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.30 |
|
0.24 |
|
0.29 |
|
0.37 |
|
0.38 |
Net realized and unrealized gain (loss) |
|
(2.32 ) |
|
(0.13 ) |
|
0.88 |
|
0.71 |
|
(0.38 ) |
Total from Investment Operations |
|
(2.02 ) |
|
0.11 |
|
1.17 |
|
1.08 |
|
0.00 (b) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.36 ) |
|
(0.32 ) |
|
(0.33 ) |
|
(0.35 ) |
|
(0.43 ) |
Net realized capital gains |
|
(0.03 ) |
|
(0.28 ) |
|
— |
|
— |
|
— |
Total Distributions |
|
(0.39 ) |
|
(0.60 ) |
|
(0.33 ) |
|
(0.35 ) |
|
(0.43 ) |
Net asset value, end of the period |
$ |
11.30 |
$ |
13.71 |
$ |
14.20 |
$ |
13.36 |
$ |
12.63 |
Total return |
|
(15.03 )% (c) |
|
0.78 % |
|
8.87 % |
|
8.67 % |
|
(0.02 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
3,543,096 |
$ |
5,442,563 |
$ |
5,846,057 |
$ |
4,163,785 |
$ |
3,733,751 |
Net expenses |
|
0.48 % (d)(e) |
|
0.46 % |
|
0.47 % (f) |
|
0.48 % |
|
0.48 % |
Gross expenses |
|
0.49 % |
|
0.46 % |
|
0.47 % |
|
0.48 % |
|
0.48 % |
Net investment income |
|
2.35 % |
|
1.76 % |
|
2.11 % |
|
2.87 % |
|
2.97 % |
Portfolio turnover rate |
|
280 % |
|
266 % |
|
359 % (g) |
|
297 % (h) |
|
181 % |
(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) |
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, 2022, the expense limit decreased from 0.50% to 0.49%. See Note 6 of Notes to Financial Statements. |
(f) |
Effective July 1, 2020, the expense limit decreased from 0.55% to 0.50%. |
(g) |
The variation in the Fund’s turnover rate from 2019 to 2020 was primarily due to a significant repositioning of the portfolio. |
(h) |
The variation in the Fund’s turnover rate from 2018 to 2019 is due to an increase in the volume of U.S. Treasury securities related to certain trading strategies. |
|
Class A | |||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Period Ended September 30, 2020* | |||
Net asset value, beginning of the period |
$ |
10.21 |
$ |
9.97 |
$ |
10.00 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
Net investment income (loss)(a) |
|
0.23 |
|
0.21 |
|
(0.00 ) (b) |
Net realized and unrealized gain (loss) |
|
(1.82 ) |
|
0.31 |
|
(0.03 ) |
Total from Investment Operations |
|
(1.59 ) |
|
0.52 |
|
(0.03 ) |
Less Distributions From: |
|
|
|
|
|
|
Net investment income |
|
(0.27 ) |
|
(0.28 ) |
|
— |
Net realized capital gains |
|
(0.04 ) |
|
(0.00 ) (b) |
|
— |
Total Distributions |
|
(0.31 ) |
|
(0.28 ) |
|
— |
Net asset value, end of the period |
$ |
8.31 |
$ |
10.21 |
$ |
9.97 |
Total return(c)(d) |
|
(15.88 )% |
|
5.24 % |
|
(0.30 )% (e) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
175 |
$ |
91 |
$ |
1 |
Net expenses(f) |
|
0.82 % |
|
0.82 % |
|
0.82 % (g) |
Gross expenses |
|
3.37 % |
|
4.79 % |
|
125.79 % (g) |
Net investment income (loss) |
|
2.54 % |
|
2.07 % |
|
(0.82 )% (g) |
Portfolio turnover rate |
|
21 % |
|
55 % |
|
0 % |
* |
From commencement of operations on September 29, 2020 through September 30, 2020. |
(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) |
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) |
Periods less than one year are not annualized. |
(f) |
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. |
(g) |
Computed on an annualized basis for periods less than one year. |
|
Class C | |||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Period Ended September 30, 2020* | |||
Net asset value, beginning of the period |
$ |
10.20 |
$ |
9.97 |
$ |
10.00 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
Net investment income (loss)(a) |
|
0.16 |
|
0.13 |
|
(0.00 ) (b) |
Net realized and unrealized gain (loss) |
|
(1.82 ) |
|
0.30 |
|
(0.03 ) |
Total from Investment Operations |
|
(1.66 ) |
|
0.43 |
|
(0.03 ) |
Less Distributions From: |
|
|
|
|
|
|
Net investment income |
|
(0.20 ) |
|
(0.20 ) |
|
— |
Net realized capital gains |
|
(0.04 ) |
|
(0.00 ) (b) |
|
— |
Total Distributions |
|
(0.24 ) |
|
(0.20 ) |
|
— |
Net asset value, end of the period |
$ |
8.30 |
$ |
10.20 |
$ |
9.97 |
Total return(c)(d) |
|
(16.53 )% |
|
4.34 % |
|
(0.30 )% (e) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
1 |
$ |
1 |
$ |
1 |
Net expenses(f) |
|
1.57 % |
|
1.57 % |
|
1.57 % (g) |
Gross expenses |
|
4.18 % |
|
5.60 % |
|
126.54 % (g) |
Net investment income (loss) |
|
1.67 % |
|
1.29 % |
|
(1.57 )% (g) |
Portfolio turnover rate |
|
21 % |
|
55 % |
|
0 % |
* |
From commencement of operations on September 29, 2020 through September 30, 2020. |
(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) |
A contingent deferred sales charge for Class C 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) |
Periods less than one year are not annualized. |
(f) |
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. |
(g) |
Computed on an annualized basis for periods less than one year. |
|
Class N | |||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Period Ended September 30, 2020* | |||
Net asset value, beginning of the period |
$ |
10.21 |
$ |
9.97 |
$ |
10.00 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
Net investment income(a) |
|
0.26 |
|
0.24 |
|
0.00 (b) |
Net realized and unrealized gain (loss) |
|
(1.82 ) |
|
0.31 |
|
(0.03 ) |
Total from Investment Operations |
|
(1.56 ) |
|
0.55 |
|
(0.03 ) |
Less Distributions From: |
|
|
|
|
|
|
Net investment income |
|
(0.30 ) |
|
(0.31 ) |
|
— |
Net realized capital gains |
|
(0.04 ) |
|
(0.00 ) (b) |
|
— |
Total Distributions |
|
(0.34 ) |
|
(0.31 ) |
|
— |
Net asset value, end of the period |
$ |
8.31 |
$ |
10.21 |
$ |
9.97 |
Total return(c) |
|
(15.63 )% |
|
5.54 % |
|
(0.30 )% (d) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
20,229 |
$ |
24,842 |
$ |
24,915 |
Net expenses(e) |
|
0.52 % |
|
0.52 % |
|
0.52 % (f) |
Gross expenses |
|
1.30 % |
|
1.16 % |
|
27.91 % (f) |
Net investment income |
|
2.75 % |
|
2.38 % |
|
0.55 % (f) |
Portfolio turnover rate |
|
21 % |
|
55 % |
|
0 % |
* |
From commencement of operations on September 29, 2020 through September 30, 2020. |
(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) |
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) |
Computed on an annualized basis for periods less than one year. |
|
Class Y | |||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Period Ended September 30, 2020* | |||
Net asset value, beginning of the period |
$ |
10.20 |
$ |
9.97 |
$ |
10.00 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
Net investment income (loss)(a) |
|
0.25 |
|
0.24 |
|
(0.00 ) (b) |
Net realized and unrealized gain (loss) |
|
(1.81 ) |
|
0.29 |
|
(0.03 ) |
Total from Investment Operations |
|
(1.56 ) |
|
0.53 |
|
(0.03 ) |
Less Distributions From: |
|
|
|
|
|
|
Net investment income |
|
(0.29 ) |
|
(0.30 ) |
|
— |
Net realized capital gains |
|
(0.04 ) |
|
(0.00 ) (b) |
|
— |
Total Distributions |
|
(0.33 ) |
|
(0.30 ) |
|
— |
Net asset value, end of the period |
$ |
8.31 |
$ |
10.20 |
$ |
9.97 |
Total return(c) |
|
(15.59 )% |
|
5.38 % |
|
(0.30 )% (d) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
46 |
$ |
22 |
$ |
1 |
Net expenses(e) |
|
0.57 % |
|
0.57 % |
|
0.57 % (f) |
Gross expenses |
|
3.12 % |
|
4.54 % |
|
125.54 % (f) |
Net investment income (loss) |
|
2.70 % |
|
2.33 % |
|
(0.57 )% (f) |
Portfolio turnover rate |
|
21 % |
|
55 % |
|
0 % |
* |
From commencement of operations on September 29, 2020 through September 30, 2020. |
(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) |
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) |
Computed on an annualized basis for periods less than one year. |
|
Class A | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
28.86 |
$ |
26.23 |
$ |
23.76 |
$ |
23.10 |
$ |
21.60 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.13 |
|
0.06 |
|
0.10 |
|
0.19 |
|
0.23 |
Net realized and unrealized gain (loss) |
|
(6.89 ) |
|
4.18 |
|
3.05 |
|
1.38 |
|
1.75 |
Total from Investment Operations |
|
(6.76 ) |
|
4.24 |
|
3.15 |
|
1.57 |
|
1.98 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
— |
|
(0.13 ) |
|
(0.12 ) |
|
(0.16 ) |
|
(0.19 ) |
Net realized capital gains |
|
(2.16 ) |
|
(1.48 ) |
|
(0.56 ) |
|
(0.75 ) |
|
(0.29 ) |
Total Distributions |
|
(2.16 ) |
|
(1.61 ) |
|
(0.68 ) |
|
(0.91 ) |
|
(0.48 ) |
Net asset value, end of the period |
$ |
19.94 |
$ |
28.86 |
$ |
26.23 |
$ |
23.76 |
$ |
23.10 |
Total return(b) |
|
(25.59 )% |
|
16.73 % |
|
13.41 % |
|
7.66 % |
|
9.26 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
482,031 |
$ |
737,469 |
$ |
632,479 |
$ |
453,009 |
$ |
401,036 |
Net expenses |
|
1.14 % |
|
1.13 % |
|
1.15 % |
|
1.16 % |
|
1.16 % |
Gross expenses |
|
1.14 % |
|
1.13 % |
|
1.15 % |
|
1.16 % |
|
1.16 % |
Net investment income |
|
0.52 % |
|
0.23 % |
|
0.42 % |
|
0.83 % |
|
1.03 % |
Portfolio turnover rate |
|
35 % |
|
45 % |
|
37 % |
|
27 % |
|
22 % |
(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. |
|
Class C | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
28.26 |
$ |
25.78 |
$ |
23.43 |
$ |
22.78 |
$ |
21.29 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income (loss)(a) |
|
(0.06 ) |
|
(0.14 ) |
|
(0.08 ) |
|
0.02 |
|
0.06 |
Net realized and unrealized gain (loss) |
|
(6.70 ) |
|
4.10 |
|
2.99 |
|
1.38 |
|
1.73 |
Total from Investment Operations |
|
(6.76 ) |
|
3.96 |
|
2.91 |
|
1.40 |
|
1.79 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
— |
|
— |
|
— |
|
(0.00 ) (b) |
|
(0.01 ) |
Net realized capital gains |
|
(2.16 ) |
|
(1.48 ) |
|
(0.56 ) |
|
(0.75 ) |
|
(0.29 ) |
Total Distributions |
|
(2.16 ) |
|
(1.48 ) |
|
(0.56 ) |
|
(0.75 ) |
|
(0.30 ) |
Net asset value, end of the period |
$ |
19.34 |
$ |
28.26 |
$ |
25.78 |
$ |
23.43 |
$ |
22.78 |
Total return(c) |
|
(26.16 )% |
|
15.85 % |
|
12.55 % |
|
6.85 % |
|
8.46 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
302,501 |
$ |
503,073 |
$ |
483,814 |
$ |
480,479 |
$ |
412,610 |
Net expenses |
|
1.89 % |
|
1.88 % |
|
1.90 % |
|
1.91 % |
|
1.91 % |
Gross expenses |
|
1.89 % |
|
1.88 % |
|
1.90 % |
|
1.91 % |
|
1.91 % |
Net investment income (loss) |
|
(0.23 )% |
|
(0.52 )% |
|
(0.33 )% |
|
0.08 % |
|
0.29 % |
Portfolio turnover rate |
|
35 % |
|
45 % |
|
37 % |
|
27 % |
|
22 % |
(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) |
A contingent deferred sales charge for Class C shares is not reflected in total return calculations. |
|
Class N | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
29.09 |
$ |
26.42 |
$ |
23.92 |
$ |
23.25 |
$ |
21.73 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.22 |
|
0.15 |
|
0.18 |
|
0.27 |
|
0.31 |
Net realized and unrealized gain (loss) |
|
(6.96 ) |
|
4.21 |
|
3.07 |
|
1.38 |
|
1.75 |
Total from Investment Operations |
|
(6.74 ) |
|
4.36 |
|
3.25 |
|
1.65 |
|
2.06 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.05 ) |
|
(0.21 ) |
|
(0.19 ) |
|
(0.23 ) |
|
(0.25 ) |
Net realized capital gains |
|
(2.16 ) |
|
(1.48 ) |
|
(0.56 ) |
|
(0.75 ) |
|
(0.29 ) |
Total Distributions |
|
(2.21 ) |
|
(1.69 ) |
|
(0.75 ) |
|
(0.98 ) |
|
(0.54 ) |
Net asset value, end of the period |
$ |
20.14 |
$ |
29.09 |
$ |
26.42 |
$ |
23.92 |
$ |
23.25 |
Total return |
|
(25.36 )% |
|
17.10 % |
|
13.78 % |
|
8.04 % |
|
9.60 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
243,862 |
$ |
350,222 |
$ |
264,338 |
$ |
202,692 |
$ |
80,346 |
Net expenses |
|
0.81 % |
|
0.81 % |
|
0.82 % |
|
0.82 % |
|
0.83 % |
Gross expenses |
|
0.81 % |
|
0.81 % |
|
0.82 % |
|
0.82 % |
|
0.83 % |
Net investment income |
|
0.87 % |
|
0.55 % |
|
0.76 % |
|
1.20 % |
|
1.36 % |
Portfolio turnover rate |
|
35 % |
|
45 % |
|
37 % |
|
27 % |
|
22 % |
(a) |
Per share net investment income has been calculated using the average shares outstanding during the period. |
|
Class Y | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
29.09 |
$ |
26.42 |
$ |
23.92 |
$ |
23.25 |
$ |
21.74 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.20 |
|
0.13 |
|
0.16 |
|
0.24 |
|
0.29 |
Net realized and unrealized gain (loss) |
|
(6.96 ) |
|
4.21 |
|
3.07 |
|
1.40 |
|
1.75 |
Total from Investment Operations |
|
(6.76 ) |
|
4.34 |
|
3.23 |
|
1.64 |
|
2.04 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.03 ) |
|
(0.19 ) |
|
(0.17 ) |
|
(0.22 ) |
|
(0.24 ) |
Net realized capital gains |
|
(2.16 ) |
|
(1.48 ) |
|
(0.56 ) |
|
(0.75 ) |
|
(0.29 ) |
Total Distributions |
|
(2.19 ) |
|
(1.67 ) |
|
(0.73 ) |
|
(0.97 ) |
|
(0.53 ) |
Net asset value, end of the period |
$ |
20.14 |
$ |
29.09 |
$ |
26.42 |
$ |
23.92 |
$ |
23.25 |
Total return |
|
(25.41 )% |
|
17.02 % |
|
13.70 % |
|
7.95 % |
|
9.49 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
1,932,913 |
$ |
3,286,680 |
$ |
2,660,927 |
$ |
1,938,124 |
$ |
1,549,689 |
Net expenses |
|
0.89 % |
|
0.88 % |
|
0.90 % |
|
0.91 % |
|
0.91 % |
Gross expenses |
|
0.89 % |
|
0.88 % |
|
0.90 % |
|
0.91 % |
|
0.91 % |
Net investment income |
|
0.77 % |
|
0.48 % |
|
0.67 % |
|
1.08 % |
|
1.29 % |
Portfolio turnover rate |
|
35 % |
|
45 % |
|
37 % |
|
27 % |
|
22 % |
(a) |
Per share net investment income has been calculated using the average shares outstanding during the period. |
|
Class A | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
23.85 |
$ |
20.72 |
$ |
16.02 |
$ |
16.05 |
$ |
14.04 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income (loss)(a) |
|
(0.06 ) |
|
(0.05 ) |
|
0.01 |
|
0.05 |
|
0.06 |
Net realized and unrealized gain (loss) |
|
(6.10 ) |
|
4.17 |
|
5.14 |
|
0.71 |
|
2.29 |
Total from Investment Operations |
|
(6.16 ) |
|
4.12 |
|
5.15 |
|
0.76 |
|
2.35 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
— |
|
— |
|
(0.05 ) |
|
(0.05 ) |
|
(0.05 ) |
Net realized capital gains |
|
(1.24 ) |
|
(0.99 ) |
|
(0.40 ) |
|
(0.74 ) |
|
(0.29 ) |
Total Distributions |
|
(1.24 ) |
|
(0.99 ) |
|
(0.45 ) |
|
(0.79 ) |
|
(0.34 ) |
Net asset value, end of the period |
$ |
16.45 |
$ |
23.85 |
$ |
20.72 |
$ |
16.02 |
$ |
16.05 |
Total return(b) |
|
(27.48 )% |
|
20.43 % |
|
32.80 % |
|
5.81 % |
|
16.98 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
1,164,116 |
$ |
1,740,523 |
$ |
1,477,915 |
$ |
1,250,030 |
$ |
1,083,362 |
Net expenses |
|
0.90 % |
|
0.89 % |
|
0.90 % |
|
0.91 % |
|
0.90 % |
Gross expenses |
|
0.90 % |
|
0.89 % |
|
0.90 % |
|
0.91 % |
|
0.90 % |
Net investment income (loss) |
|
(0.30 )% |
|
(0.22 )% |
|
0.04 % |
|
0.35 % |
|
0.39 % |
Portfolio turnover rate |
|
20 % |
|
9 % |
|
19 % |
|
7 % |
|
11 % |
(a) |
Per share net investment income (loss) 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. |
|
Class C | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
21.21 |
$ |
18.66 |
$ |
14.53 |
$ |
14.68 |
$ |
12.92 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment loss(a) |
|
(0.20 ) |
|
(0.20 ) |
|
(0.11 ) |
|
(0.06 ) |
|
(0.05 ) |
Net realized and unrealized gain (loss) |
|
(5.35 ) |
|
3.74 |
|
4.64 |
|
0.65 |
|
2.10 |
Total from Investment Operations |
|
(5.55 ) |
|
3.54 |
|
4.53 |
|
0.59 |
|
2.05 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net realized capital gains |
|
(1.24 ) |
|
(0.99 ) |
|
(0.40 ) |
|
(0.74 ) |
|
(0.29 ) |
Net asset value, end of the period |
$ |
14.42 |
$ |
21.21 |
$ |
18.66 |
$ |
14.53 |
$ |
14.68 |
Total return(b) |
|
(28.05 )% |
|
19.55 % |
|
31.76 % |
|
5.05 % |
|
16.09 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
65,977 |
$ |
127,003 |
$ |
128,764 |
$ |
120,493 |
$ |
130,133 |
Net expenses |
|
1.65 % |
|
1.63 % |
|
1.65 % |
|
1.66 % |
|
1.65 % |
Gross expenses |
|
1.65 % |
|
1.63 % |
|
1.65 % |
|
1.66 % |
|
1.65 % |
Net investment loss |
|
(1.05 )% |
|
(0.97 )% |
|
(0.71 )% |
|
(0.39 )% |
|
(0.36 )% |
Portfolio turnover rate |
|
20 % |
|
9 % |
|
19 % |
|
7 % |
|
11 % |
(a) |
Per share net investment 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. |
|
Class N | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
25.73 |
$ |
22.26 |
$ |
17.17 |
$ |
17.15 |
$ |
14.97 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.01 |
|
0.02 |
|
0.07 |
|
0.11 |
|
0.12 |
Net realized and unrealized gain (loss) |
|
(6.63 ) |
|
4.49 |
|
5.53 |
|
0.76 |
|
2.44 |
Total from Investment Operations |
|
(6.62 ) |
|
4.51 |
|
5.60 |
|
0.87 |
|
2.56 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
— |
|
(0.05 ) |
|
(0.11 ) |
|
(0.11 ) |
|
(0.09 ) |
Net realized capital gains |
|
(1.24 ) |
|
(0.99 ) |
|
(0.40 ) |
|
(0.74 ) |
|
(0.29 ) |
Total Distributions |
|
(1.24 ) |
|
(1.04 ) |
|
(0.51 ) |
|
(0.85 ) |
|
(0.38 ) |
Net asset value, end of the period |
$ |
17.87 |
$ |
25.73 |
$ |
22.26 |
$ |
17.17 |
$ |
17.15 |
Total return |
|
(27.25 )% |
|
20.80 % |
|
33.26 % |
|
6.14 % |
|
17.40 % (b) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
663,001 |
$ |
806,186 |
$ |
579,571 |
$ |
442,787 |
$ |
1,001,688 |
Net expenses |
|
0.57 % |
|
0.56 % |
|
0.57 % |
|
0.56 % |
|
0.57 % (c) |
Gross expenses |
|
0.57 % |
|
0.56 % |
|
0.57 % |
|
0.56 % |
|
0.58 % |
Net investment income |
|
0.04 % |
|
0.09 % |
|
0.38 % |
|
0.69 % |
|
0.73 % |
Portfolio turnover rate |
|
20 % |
|
9 % |
|
19 % |
|
7 % |
|
11 % |
(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. |
|
Class Y | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
25.73 |
$ |
22.26 |
$ |
17.17 |
$ |
17.14 |
$ |
14.97 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income (loss)(a) |
|
(0.01 ) |
|
0.01 |
|
0.05 |
|
0.10 |
|
0.10 |
Net realized and unrealized gain (loss) |
|
(6.62 ) |
|
4.48 |
|
5.53 |
|
0.77 |
|
2.44 |
Total from Investment Operations |
|
(6.63 ) |
|
4.49 |
|
5.58 |
|
0.87 |
|
2.54 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
— |
|
(0.03 ) |
|
(0.09 ) |
|
(0.10 ) |
|
(0.08 ) |
Net realized capital gains |
|
(1.24 ) |
|
(0.99 ) |
|
(0.40 ) |
|
(0.74 ) |
|
(0.29 ) |
Total Distributions |
|
(1.24 ) |
|
(1.02 ) |
|
(0.49 ) |
|
(0.84 ) |
|
(0.37 ) |
Net asset value, end of the period |
$ |
17.86 |
$ |
25.73 |
$ |
22.26 |
$ |
17.17 |
$ |
17.14 |
Total return |
|
(27.29 )% |
|
20.72 % |
|
33.15 % |
|
6.09 % |
|
17.25 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
7,594,603 |
$ |
11,094,922 |
$ |
9,313,775 |
$ |
7,017,707 |
$ |
6,620,996 |
Net expenses |
|
0.65 % |
|
0.64 % |
|
0.65 % |
|
0.66 % |
|
0.65 % |
Gross expenses |
|
0.65 % |
|
0.64 % |
|
0.65 % |
|
0.66 % |
|
0.65 % |
Net investment income (loss) |
|
(0.05 )% |
|
0.02 % |
|
0.27 % |
|
0.60 % |
|
0.64 % |
Portfolio turnover rate |
|
20 % |
|
9 % |
|
19 % |
|
7 % |
|
11 % |
(a) |
Per share net investment income (loss) has been calculated using the average shares outstanding during the period. |
|
Class A | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
10.58 |
$ |
10.99 |
$ |
10.51 |
$ |
9.97 |
$ |
10.29 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.15 |
|
0.11 |
|
0.19 |
|
0.25 |
|
0.22 |
Net realized and unrealized gain (loss) |
|
(1.30 ) |
|
(0.11 ) |
|
0.54 |
|
0.55 |
|
(0.31 ) |
Total from Investment Operations |
|
(1.15 ) |
|
(0.00 ) (b) |
|
0.73 |
|
0.80 |
|
(0.09 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.15 ) |
|
(0.12 ) |
|
(0.20 ) |
|
(0.26 ) |
|
(0.23 ) |
Net realized capital gains |
|
(0.05 ) |
|
(0.29 ) |
|
(0.05 ) |
|
— |
|
— |
Total Distributions |
|
(0.20 ) |
|
(0.41 ) |
|
(0.25 ) |
|
(0.26 ) |
|
(0.23 ) |
Net asset value, end of the period |
$ |
9.23 |
$ |
10.58 |
$ |
10.99 |
$ |
10.51 |
$ |
9.97 |
Total return(c)(d) |
|
(10.98 )% |
|
(0.06 )% |
|
7.06 % |
|
8.11 % |
|
(0.85 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
18,077 |
$ |
20,942 |
$ |
19,962 |
$ |
21,415 |
$ |
19,149 |
Net expenses(e) |
|
0.65 % |
|
0.65 % |
|
0.65 % |
|
0.65 % |
|
0.65 % |
Gross expenses |
|
0.68 % |
|
0.70 % |
|
0.72 % |
|
0.72 % |
|
0.70 % |
Net investment income |
|
1.49 % |
|
1.03 % |
|
1.78 % |
|
2.42 % |
|
2.17 % |
Portfolio turnover rate |
|
144 % |
|
100 % |
|
123 % |
|
135 % |
|
152 % |
(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. |
|
Class C | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
10.62 |
$ |
11.02 |
$ |
10.54 |
$ |
10.00 |
$ |
10.30 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.06 |
|
0.03 |
|
0.11 |
|
0.17 |
|
0.13 |
Net realized and unrealized gain (loss) |
|
(1.29 ) |
|
(0.11 ) |
|
0.54 |
|
0.55 |
|
(0.31 ) |
Total from Investment Operations |
|
(1.23 ) |
|
(0.08 ) |
|
0.65 |
|
0.72 |
|
(0.18 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.07 ) |
|
(0.03 ) |
|
(0.12 ) |
|
(0.18 ) |
|
(0.12 ) |
Net realized capital gains |
|
(0.05 ) |
|
(0.29 ) |
|
(0.05 ) |
|
— |
|
— |
Total Distributions |
|
(0.12 ) |
|
(0.32 ) |
|
(0.17 ) |
|
(0.18 ) |
|
(0.12 ) |
Net asset value, end of the period |
$ |
9.27 |
$ |
10.62 |
$ |
11.02 |
$ |
10.54 |
$ |
10.00 |
Total return(b)(c) |
|
(11.65 )% |
|
(0.76 )% |
|
6.27 % |
|
7.28 % |
|
(1.71 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
174 |
$ |
315 |
$ |
668 |
$ |
467 |
$ |
2 |
Net expenses(d) |
|
1.40 % |
|
1.40 % |
|
1.40 % |
|
1.40 % |
|
1.40 % |
Gross expenses |
|
1.43 % |
|
1.45 % |
|
1.46 % |
|
1.48 % |
|
1.45 % |
Net investment income |
|
0.60 % |
|
0.30 % |
|
1.00 % |
|
1.64 % |
|
1.31 % |
Portfolio turnover rate |
|
144 % |
|
100 % |
|
123 % |
|
135 % |
|
152 % |
(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. |
|
Class N | |||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Period Ended September 30, 2019* | ||||
Net asset value, beginning of the period |
$ |
10.57 |
$ |
10.98 |
$ |
10.50 |
$ |
10.07 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.18 |
|
0.14 |
|
0.22 |
|
0.17 |
Net realized and unrealized gain (loss) |
|
(1.30 ) |
|
(0.11 ) |
|
0.54 |
|
0.45 |
Total from Investment Operations |
|
(1.12 ) |
|
0.03 |
|
0.76 |
|
0.62 |
Less Distributions From: |
|
|
|
|
|
|
|
|
Net investment income |
|
(0.18 ) |
|
(0.15 ) |
|
(0.23 ) |
|
(0.19 ) |
Net realized capital gains |
|
(0.05 ) |
|
(0.29 ) |
|
(0.05 ) |
|
— |
Total Distributions |
|
(0.23 ) |
|
(0.44 ) |
|
(0.28 ) |
|
(0.19 ) |
Net asset value, end of the period |
$ |
9.22 |
$ |
10.57 |
$ |
10.98 |
$ |
10.50 |
Total return(b) |
|
(10.73 )% |
|
0.25 % |
|
7.39 % |
|
6.19 % (c) |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
19,294 |
$ |
20,094 |
$ |
3,307 |
$ |
3,546 |
Net expenses(d) |
|
0.35 % |
|
0.35 % |
|
0.35 % |
|
0.35 % (e) |
Gross expenses |
|
0.37 % |
|
0.38 % |
|
0.43 % |
|
0.42 % (e) |
Net investment income |
|
1.80 % |
|
1.32 % |
|
2.09 % |
|
2.54 % (e) |
Portfolio turnover rate |
|
144 % |
|
100 % |
|
123 % |
|
135 % (f) |
* |
From commencement of Class operations on February 1, 2019 through September 30, 2019. |
(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) |
Computed on an annualized basis for periods less than one year. |
(f) |
Represents the Fund’s portfolio turnover rate for year ended September 30, 2019. |
|
Class Y | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
10.58 |
$ |
10.99 |
$ |
10.51 |
$ |
9.97 |
$ |
10.29 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.17 |
|
0.14 |
|
0.21 |
|
0.27 |
|
0.25 |
Net realized and unrealized gain (loss) |
|
(1.29 ) |
|
(0.11 ) |
|
0.54 |
|
0.55 |
|
(0.31 ) |
Total from Investment Operations |
|
(1.12 ) |
|
0.03 |
|
0.75 |
|
0.82 |
|
(0.06 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.18 ) |
|
(0.15 ) |
|
(0.22 ) |
|
(0.28 ) |
|
(0.26 ) |
Net realized capital gains |
|
(0.05 ) |
|
(0.29 ) |
|
(0.05 ) |
|
— |
|
— |
Total Distributions |
|
(0.23 ) |
|
(0.44 ) |
|
(0.27 ) |
|
(0.28 ) |
|
(0.26 ) |
Net asset value, end of the period |
$ |
9.23 |
$ |
10.58 |
$ |
10.99 |
$ |
10.51 |
$ |
9.97 |
Total return(b) |
|
(10.76 )% |
|
0.20 % |
|
7.33 % |
|
8.38 % |
|
(0.60 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
255,418 |
$ |
340,326 |
$ |
293,577 |
$ |
215,752 |
$ |
148,119 |
Net expenses(c) |
|
0.40 % |
|
0.40 % |
|
0.40 % |
|
0.40 % |
|
0.40 % |
Gross expenses |
|
0.44 % |
|
0.45 % |
|
0.47 % |
|
0.48 % |
|
0.45 % |
Net investment income |
|
1.70 % |
|
1.28 % |
|
2.01 % |
|
2.67 % |
|
2.43 % |
Portfolio turnover rate |
|
144 % |
|
100 % |
|
123 % |
|
135 % |
|
152 % |
(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. |
|
Class A | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
11.40 |
$ |
11.54 |
$ |
11.34 |
$ |
11.09 |
$ |
11.32 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.07 |
|
0.04 |
|
0.11 |
|
0.15 |
|
0.11 |
Net realized and unrealized gain (loss) |
|
(0.72 ) |
|
(0.11 ) |
|
0.25 |
|
0.34 |
|
(0.13 ) |
Total from Investment Operations |
|
(0.65 ) |
|
(0.07 ) |
|
0.36 |
|
0.49 |
|
(0.02 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.10 ) |
|
(0.07 ) |
|
(0.16 ) |
|
(0.24 ) |
|
(0.21 ) |
Net asset value, end of the period |
$ |
10.65 |
$ |
11.40 |
$ |
11.54 |
$ |
11.34 |
$ |
11.09 |
Total return(b) |
|
(5.75 )% (c) |
|
(0.58 )% (c) |
|
3.19 % |
|
4.42 % |
|
(0.17 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
246,532 |
$ |
287,244 |
$ |
296,217 |
$ |
308,186 |
$ |
328,475 |
Net expenses |
|
0.69 % (d)(e) |
|
0.73 % (d)(f)(g) |
|
0.78 % (h) |
|
0.80 % |
|
0.80 % |
Gross expenses |
|
0.72 % (e) |
|
0.73 % (f) |
|
0.78 % |
|
0.80 % |
|
0.80 % |
Net investment income |
|
0.65 % |
|
0.36 % |
|
0.93 % |
|
1.31 % |
|
1.02 % |
Portfolio turnover rate |
|
203 % |
|
247 % |
|
319 % (i) |
|
527 % (i) |
|
157 % |
(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 refund of prior year service fee of 0.01%. See Note 6b of Notes to Financial Statements. |
(f) |
Includes refund of prior year service fee of 0.01%. |
(g) |
Effective July 1, 2021, the expense limit decreased from 0.75% to 0.70%. |
(h) |
Effective July 1, 2020, the expense limit decreased from 0.80% to 0.75%. |
(i) |
The variation in the Fund’s turnover rate from 2018 to 2020 is due to changes in volume of U.S. Treasury securities related to certain trading strategies. |
|
Class C | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
11.38 |
$ |
11.54 |
$ |
11.35 |
$ |
11.10 |
$ |
11.33 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income (loss)(a) |
|
(0.02 ) |
|
(0.05 ) |
|
0.02 |
|
0.06 |
|
0.03 |
Net realized and unrealized gain (loss) |
|
(0.71 ) |
|
(0.11 ) |
|
0.24 |
|
0.34 |
|
(0.13 ) |
Total from Investment Operations |
|
(0.73 ) |
|
(0.16 ) |
|
0.26 |
|
0.40 |
|
(0.10 ) |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.03 ) |
|
(0.00 ) (b) |
|
(0.07 ) |
|
(0.15 ) |
|
(0.13 ) |
Net asset value, end of the period |
$ |
10.62 |
$ |
11.38 |
$ |
11.54 |
$ |
11.35 |
$ |
11.10 |
Total return(c) |
|
(6.43 )% (d) |
|
(1.35 )% (d) |
|
2.34 % |
|
3.64 % |
|
(0.91 )% |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
14,145 |
$ |
24,922 |
$ |
19,628 |
$ |
22,142 |
$ |
23,341 |
Net expenses |
|
1.45 % (e) |
|
1.48 % (e)(f) |
|
1.53 % (g) |
|
1.55 % |
|
1.55 % |
Gross expenses |
|
1.48 % |
|
1.49 % |
|
1.53 % |
|
1.55 % |
|
1.55 % |
Net investment income (loss) |
|
(0.16 )% |
|
(0.40 )% |
|
0.18 % |
|
0.57 % |
|
0.24 % |
Portfolio turnover rate |
|
203 % |
|
247 % |
|
319 % (h) |
|
527 % (h) |
|
157 % |
(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) |
A contingent deferred sales charge for Class C 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, 2021, the expense limit decreased from 1.50% to 1.45%. |
(g) |
Effective July 1, 2020, the expense limit decreased from 1.55% to 1.50%. |
(h) |
The variation in the Fund’s turnover rate from 2018 to 2020 is due to changes in volume of U.S. Treasury securities related to certain trading strategies. |
|
Class N | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
11.43 |
$ |
11.57 |
$ |
11.37 |
$ |
11.12 |
$ |
11.36 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.11 |
|
0.08 |
|
0.14 |
|
0.19 |
|
0.15 |
Net realized and unrealized gain (loss) |
|
(0.73 ) |
|
(0.11 ) |
|
0.26 |
|
0.33 |
|
(0.14 ) |
Total from Investment Operations |
|
(0.62 ) |
|
(0.03 ) |
|
0.40 |
|
0.52 |
|
0.01 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.13 ) |
|
(0.11 ) |
|
(0.20 ) |
|
(0.27 ) |
|
(0.25 ) |
Net asset value, end of the period |
$ |
10.68 |
$ |
11.43 |
$ |
11.57 |
$ |
11.37 |
$ |
11.12 |
Total return(b) |
|
(5.45 )% |
|
(0.25 )% |
|
3.53 % |
|
4.77 % |
|
0.09 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
19,656 |
$ |
12,972 |
$ |
11,035 |
$ |
5,272 |
$ |
3,176 |
Net expenses(c) |
|
0.39 % |
|
0.40 % (d) |
|
0.45 % (e) |
|
0.46 % |
|
0.46 % |
Gross expenses |
|
0.40 % |
|
0.41 % |
|
0.46 % |
|
0.48 % |
|
0.48 % |
Net investment income |
|
1.03 % |
|
0.68 % |
|
1.20 % |
|
1.65 % |
|
1.37 % |
Portfolio turnover rate |
|
203 % |
|
247 % |
|
319 % (f) |
|
527 % (f) |
|
157 % |
(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, 2021, the expense limit decreased from 0.45% to 0.40%. |
(e) |
Effective July 1, 2020, the expense limit decreased from 0.50% to 0.45%. |
(f) |
The variation in the Fund’s turnover rate from 2018 to 2020 is due to changes in volume of U.S. Treasury securities related to certain trading strategies. |
|
Class Y | |||||||||
|
Year Ended September 30, 2022 |
Year Ended September 30, 2021 |
Year Ended September 30, 2020 |
Year Ended September 30, 2019 |
Year Ended September 30, 2018 | |||||
Net asset value, beginning of the period |
$ |
11.43 |
$ |
11.57 |
$ |
11.38 |
$ |
11.13 |
$ |
11.36 |
Income (loss) from Investment Operations: |
|
|
|
|
|
|
|
|
|
|
Net investment income(a) |
|
0.10 |
|
0.07 |
|
0.13 |
|
0.17 |
|
0.14 |
Net realized and unrealized gain (loss) |
|
(0.72 ) |
|
(0.11 ) |
|
0.25 |
|
0.34 |
|
(0.13 ) |
Total from Investment Operations |
|
(0.62 ) |
|
(0.04 ) |
|
0.38 |
|
0.51 |
|
0.01 |
Less Distributions From: |
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.12 ) |
|
(0.10 ) |
|
(0.19 ) |
|
(0.26 ) |
|
(0.24 ) |
Net asset value, end of the period |
$ |
10.69 |
$ |
11.43 |
$ |
11.57 |
$ |
11.38 |
$ |
11.13 |
Total return |
|
(5.42 )% (b) |
|
(0.33 )% (b) |
|
3.35 % |
|
4.67 % |
|
0.09 % |
Ratios to Average Net Assets: |
|
|
|
|
|
|
|
|
|
|
Net assets, end of the period (000’s) |
$ |
491,162 |
$ |
707,904 |
$ |
691,616 |
$ |
457,248 |
$ |
366,847 |
Net expenses |
|
0.45 % (c) |
|
0.48 % (c)(d) |
|
0.53 % (e) |
|
0.55 % |
|
0.55 % |
Gross expenses |
|
0.48 % |
|
0.49 % |
|
0.53 % |
|
0.55 % |
|
0.55 % |
Net investment income |
|
0.87 % |
|
0.61 % |
|
1.11 % |
|
1.55 % |
|
1.26 % |
Portfolio turnover rate |
|
203 % |
|
247 % |
|
319 % (f) |
|
527 % (f) |
|
157 % |
(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, 2021, the expense limit decreased from 0.50% to 0.45%. |
(e) |
Effective July 1, 2020, the expense limit decreased from 0.55% to 0.50%. |
(f) |
The variation in the Fund’s turnover rate from 2018 to 2020 is due to changes in volume of U.S. Treasury securities related to certain trading strategies. |
• | 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. |
• | 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. |
• | 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). |
Blended Index |
A combination of benchmarks against which a portfolio can be compared. Weights are assigned to each individual benchmark in the blend, and a rebalancing frequency is set for how often the blend is reset to its original weights. These rebalancings will not necessarily correspond to the rebalancing of the Fund’s investment portfolio, and the relative weightings of the asset classes in the Fund will generally differ to some extent from the weightings in the Blended Index. The blended index for this Fund is composed of the following weights: 60% MSCI World Index (Net)/40% Bloomberg Global Aggregate Bond Index. |
Bloomberg U.S. 1-5 Year Government Bond Index |
A subindex of the Bloomberg U.S. Government Index, which is comprised of the Bloomberg U.S Treasury and U.S. Agency Indices. The Bloomberg U.S. Government Index includes Treasuries (public obligations of the U.S. Treasury that have remaining maturities of more than one year) and U.S. agency debentures (publicly issued debt of U.S. Government agencies, quasi-federal corporations, and corporate or foreign debt guaranteed by the US Government). The Bloomberg U.S. Government Index is a component of the Bloomberg U.S. Government/Credit Bond Index and the Bloomberg U.S. Aggregate Bond Index. |
Bloomberg U.S. Aggregate Bond Index |
A broad-based index that covers the U.S. dollar-denominated, investment-grade, fixed-rate, taxable bond market of SEC-registered securities. The index includes bonds from the U.S. Treasury, government-related, corporate, mortgage-backed securities, asset-backed securities, and collateralized mortgage-backed securities sectors. |
Bloomberg U.S. Credit Index |
The index measures the investment grade, U.S. dollar-denominated, fixed-rate, taxable corporate and government-related bond markets. It is composed of the U.S. Corporate Index and a non-corporate component that includes non-U.S. agencies, sovereigns, supranationals and local authorities. The U.S. Credit Index was called the U.S. Corporate Index until July 2000, when it was renamed to reflect its inclusion of both corporate and non-corporate issuers. The U.S. Credit Index is a subset of the U.S. Government/Credit Index and U.S. Aggregate Index. |
Bloomberg U.S. Intermediate Government/Credit Bond Index |
Includes securities in the intermediate maturity range with in the Government and Credit Indices. The Government Index includes treasuries (i.e., public obligations of the U.S. Treasury that have remaining maturities of more than one year) and agencies (i.e., publicly issued debt of U.S. Government agencies, quasi-federal corporations, and corporate or foreign debt guaranteed by the U.S. Government). The Credit Index includes publicly issued US corporate and foreign debentures and secured notes that meet specified maturity, liquidity, and quality requirements. |
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. |
Russell 1000® Growth Index |
An unmanaged index that measures the performance of the large-cap growth segment of the US equity universe. It includes those Russell 1000® companies with higher price-to-book ratios and higher forecasted growth values. |
Investment Company Act File No. 811-06241 |
XB51-0223 |
Investment Company Act File No. 811-08282 |
|
Investment Company Act File No. 811-04323 |
STATEMENT OF ADDITIONAL INFORMATION
February 1, 2023
NATIXIS FUNDS TRUST I
Loomis Sayles Core Plus Bond Fund
Class A (NEFRX), Class C (NECRX), Class N (NERNX), Class T* (LCPTX) and Class Y (NERYX)
LOOMIS SAYLES FUNDS I
Loomis Sayles Intermediate Duration Bond Fund
Class A (LSDRX), Class C (LSCDX), Class N (LSDNX), Class T* (LSDTX) and Class Y (LSDIX)
LOOMIS SAYLES FUNDS II
Loomis Sayles Credit Income Fund
Class A (LOCAX), Class C (LOCCX), Class N (LOCNX), and Class Y (LOCYX)
Loomis Sayles Global Allocation Fund
Class A (LGMAX), Class C (LGMCX), Class N (LGMNX), Class T* (LGMTX) and Class Y (LSWWX)
Loomis Sayles Growth Fund
Class A (LGRRX), Class C (LGRCX), Class N (LGRNX), Class T* (LGRTX) and Class Y (LSGRX)
Loomis Sayles Limited Term Government and Agency Fund
Class A (NEFLX), Class C (NECLX), Class N (LGANX), Class T* (LGATX) and Class Y (NELYX)
*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 I, Loomis Sayles Funds I or Loomis Sayles Funds II listed above (each, a “Trust” and together, the “Trusts,” with each series being known as a “Fund”). 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 February 1, 2023, 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, LLC (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 Natixis Funds Trust I annual report, Loomis Sayles Funds I annual report and Loomis Sayles Funds II annual report and the Natixis Funds Trust I semiannual report, Loomis Sayles Funds I semiannual report and Loomis Sayles Funds II semiannual report 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.
TABLE OF CONTENTS
3 | ||||
10 | ||||
17 | ||||
25 | ||||
26 | ||||
74 | ||||
74 | ||||
74 | ||||
77 | ||||
88 | ||||
96 | ||||
97 | ||||
102 | ||||
105 | ||||
106 | ||||
107 | ||||
107 | ||||
107 | ||||
109 | ||||
112 | ||||
114 | ||||
116 | ||||
117 | ||||
129 | ||||
130 | ||||
130 | ||||
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 relevant 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 Loomis Sayles Core Plus Bond Fund (the “Core Plus Bond Fund”) may not:
*(1) | Purchase any securities (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 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 with regard to bank obligations, bank obligations are considered to be one industry, and asset-backed securities are not considered to be bank obligations. |
*(2) | Make short sales of securities, maintain a short position or purchase securities on margin, except that the Fund may obtain short-term credits as necessary for the clearance of security transactions, and 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) | With respect to 75% of its total assets, purchase any security if, as a result, more than 5% of its total assets (based on current value) would then be invested in the securities of a single issuer or acquire more than 10% of the outstanding voting securities of any issuer (in each case excluding U.S. government securities, cash and cash equivalents and the securities of other investment companies); provided, however, this limitation does not apply to government securities as defined in the 1940 Act. |
*†(4) | Borrow money except for temporary or emergency purposes; provided, however, that the Fund may loan securities and engage in reverse repurchase agreements and dollar rolls, in an amount not exceeding 33 1/3% of its total assets taken at cost. |
*(5) | Make loans, except that the Fund may purchase or hold debt instruments in accordance with its investment objective and policies; provided, however, that this restriction does not apply to repurchase agreements or loans of portfolio securities. |
*(6) | Purchase or sell commodities, except that the Fund may purchase and sell futures contracts and options, may enter into foreign exchange contracts and swap agreements and other financial transactions not requiring the delivery of physical commodities. |
*(7) | 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. |
*(8) | Act as underwriter, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws. |
(9) | Write, purchase or sell options or warrants, except that the Fund may (a) acquire warrants or rights to subscribe to securities of companies issuing such warrants or rights or of parents or subsidiaries of such companies, provided that such warrants or other rights to subscribe are attached to, or part of a unit offering, other securities, and (b) write, purchase or sell put or call options on securities, securities indices or futures contracts. |
3
*(10) | Issue senior securities, except for permitted borrowings or as otherwise permitted under the 1940 Act. |
†(11) | Invest more than 15% of the Fund’s total net assets in illiquid securities (excluding Rule 144A securities and certain Section 4(a)(2) commercial paper deemed to be liquid under guidelines established by the Trust’s Trustees). |
(12) | Invest more than 20% of its assets, at the time of purchase, in bonds rated below BBB by S&P Global Ratings (“S&P”) or Fitch Investor Services, Inc. (“Fitch”) and below Baa by Moody’s Investors Service, Inc. (“Moody’s”) (commonly referred to as “junk bonds”) or, if unrated, of comparable quality as determined by Loomis, Sayles & Company, L.P. (“Loomis Sayles” or the “Adviser”). |
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in bonds, which include debt securities of any maturity. Prior to any change to such policy adopted by the Board of Trustees of the Fund, the Fund will provide notice to shareholders as required by Rule 35d-1 under the 1940 Act, as such Rule may be interpreted from time to time by the staff of the Securities and Exchange Commission (“SEC”).
The 80% policy is applied at the time of investment. However, if the Fund no longer meets the 80% policy (due to changes in the value of its portfolio holdings or other circumstances beyond its control), it must make future investments in a manner that would bring the Fund into compliance with the 80% requirement, but would not be required to sell portfolio holdings that have increased in value.
The Loomis Sayles Credit Income Fund (the “Credit 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, 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. |
4
The Credit Income Fund may:
* (8) | Pledge its assets to the maximum extent permitted by applicable law. |
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in fixed-income securities (for example, bonds and other investments that Loomis Sayles believes have similar economic characteristics, such as notes, debentures and loans). Prior to any change to such policy adopted by the Board, the Fund will provide notice to shareholders as required by Rule 35d-1 under the 1940 Act, as such Rule may be interpreted from time to time by the staff of the SEC.
The 80% policy is applied at the time of investment. However, if the Fund no longer meets the 80% policy due to changes in the value of its portfolio holdings or other circumstances beyond its control, it must make future investments in a manner that would bring the Fund into compliance with the 80% requirement, but would not be required to sell portfolio holdings that have increased in value.
The Loomis Sayles Global Allocation Fund (the “Global Allocation Fund”) may not:
*(1) | Act as underwriter, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws. |
*(2) | Invest in oil, gas or other mineral leases, rights or royalty contracts or in real estate, commodities or commodity contracts. (This restriction does not prevent the Fund from engaging in transactions in futures contracts relating to securities indices, interest rates or financial instruments or options, or from investing in issuers that invest or deal in the foregoing types of assets or from purchasing securities that are secured by real estate.) |
*(3) | Make loans, except that the Fund may lend its portfolio securities to the extent permitted under the 1940 Act. (For purposes of this investment restriction, neither (i) entering into repurchase agreements nor (ii) purchasing debt obligations in which the Fund may invest consistent with its investment policies is considered the making of a loan.) |
(4) | With respect to 75% of its assets, purchase any security (other than U.S. government securities) if, as a result, more than 5% of the Fund’s assets (taken at current value) would then be invested in securities of a single issuer. |
(5) | With respect to 75% of its assets, acquire more than 10% of the outstanding voting securities of an issuer. |
*(6) | Purchase any security (other than U.S. government securities) if, as a result, more than 25% of the Fund’s assets (taken at current value) would be invested in any one industry (in the utilities category, gas, electric, water and telephone companies will be considered as being in separate industries). |
*†(7) | Borrow money, except to the extent permitted under the 1940 Act. |
(8) | Borrow money in excess of 20% of its net assets, nor borrow any money except as a temporary measure for extraordinary or emergency purposes, except that the Fund also may borrow up to 10% of its net assets to facilitate settlement of purchase transactions in markets that have shorter settlement periods than the markets in which the Fund has sold securities and is awaiting the receipt of settlement proceeds. |
(9) | Purchase securities on margin (except such short-term credits as are necessary for clearance of transactions) or make short sales (except where, by virtue of ownership of other securities, it has the right to obtain, without payment of additional consideration, securities equivalent in kind and amount to those sold). |
(10) | Participate on a joint or joint and several basis in any trading account in securities. (The “bunching” of orders for the purchase or sale of portfolio securities with Loomis Sayles or accounts under its management to reduce brokerage commissions, to average prices among them or to facilitate such transactions is not considered a trading account in securities for purposes of this restriction.) |
5
†(11) | Purchase any illiquid security, including any security that is not readily marketable, if, as a result, more than 15% of the Fund’s net assets (based on current value) would then be invested in such securities. |
*(12) | Issue senior securities. (For purposes of this restriction, none of the following is deemed to be a senior security: any borrowing permitted by restrictions (7) and (8) above; any collateral arrangements with respect to options, futures contracts, and options on futures contracts and with respect to initial and variation margin; and the purchase or sale of options, forward contracts, futures contracts, or options on futures contracts.) |
The Global Allocation Fund may:
(13) | Pledge its assets to the maximum extent permitted by applicable law. |
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in equity and fixed-income securities of U.S. and foreign issuers. Prior to any change to such policy adopted by the Board of Trustees of the Fund, the Fund will provide notice to shareholders as required by Rule 35d-1 under the 1940 Act, as such rule may be interpreted from time to time by the staff of the SEC.
The 80% policy is applied at the time of investment. However, if the Fund no longer meets the 80% policy (due to changes in the value of its portfolio holdings or other circumstances beyond its control), it must make future investments in a manner that would bring the Fund into compliance with the 80% requirements, but would not be required to sell portfolio holdings that have increased in value.
The Loomis Sayles Growth Fund (the “Growth Fund”) may not:
*(1) | Act as underwriter, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws. |
*(2) | Invest in oil, gas or other mineral leases, rights or royalty contracts or in real estate, commodities or commodity contracts. (This restriction does not prevent the Fund from engaging in transactions in futures contracts relating to securities indices, interest rates or financial instruments or options, or from investing in issuers that invest or deal in the foregoing types of assets or from purchasing securities that are secured by real estate.) |
*(3) | Make loans, except that the Fund may lend its portfolio securities to the extent permitted under the 1940 Act. (For purposes of this investment restriction, neither (i) entering into repurchase agreements nor (ii) purchasing debt obligations in which the Fund may invest consistent with its investment policies is considered the making of a loan.) |
(4) | With respect to 75% of its assets, purchase any security (other than U.S. government securities) if, as a result, more than 5% of the Fund’s assets (taken at current value) would then be invested in securities of a single issuer. |
(5) | With respect to 75% of its assets, acquire more than 10% of the outstanding voting securities of an issuer. |
*(6) | Purchase any security (other than U.S. government securities) if, as a result, more than 25% of the Fund’s assets (taken at current value) would be invested in any one industry (in the utilities category, gas, electric, water and telephone companies will be considered as being in separate industries). (For purposes of this restriction, a foreign national government and its political subdivisions are considered as being in a separate industry from any other foreign national government and that government’s political subdivisions.) |
*†(7) | Borrow money, except to the extent permitted under the 1940 Act. |
6
(8) | Borrow money in excess of 20% of its net assets, nor borrow any money except as a temporary measure for extraordinary or emergency purposes. |
(9) | Purchase securities on margin (except such short-term credits as are necessary for clearance of transactions) or make short sales (except where, by virtue of ownership of other securities, it has the right to obtain, without payment of additional consideration, securities equivalent in kind and amount to those sold). |
(10) | Participate on a joint or joint and several basis in any trading account in securities. (The “bunching” of orders for the purchase or sale of portfolio securities with Loomis Sayles or accounts under its management to reduce brokerage commissions, to average prices among them or to facilitate such transactions is not considered a trading account in securities for purposes of this restriction.) |
†(11) | Purchase any illiquid security, including any security that is not readily marketable, if, as a result, more than 15% of the Fund’s net assets (based on current value) would then be invested in such securities. |
*(12) | Issue senior securities. (For purposes of this restriction, none of the following is deemed to be a senior security: any borrowing permitted by restrictions (7) and (8) above; any collateral arrangements with respect to options, futures contracts, and options on futures contracts and with respect to initial and variation margin; and the purchase or sale of options, forward contracts, futures contracts, or options on futures contracts.) |
The Growth Fund may:
(13) | Pledge its assets to the maximum extent permitted by applicable law. |
The Loomis Sayles Intermediate Duration Bond Fund (the “Intermediate Duration Bond Fund”) may not:
*(1) | Act as underwriter, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws. |
*(2) | Invest in oil, gas, or other mineral leases, rights, or royalty contracts, or in real estate, commodities, or commodity contracts. (This restriction does not prevent the Fund from engaging in transactions in futures contracts relating to securities indices, interest rates, or financial instruments or options, or from investing in issuers that invest or deal in the foregoing types of assets or from purchasing securities that are secured by real estate.) |
*(3) | Make loans, except to the extent permitted under the 1940 Act. (For purposes of this investment restriction, neither (i) entering into repurchase agreements nor (ii) purchasing debt obligations in which the Fund may invest consistent with its investment policies is considered the making of a loan.) |
*(4) | Change its classification pursuant to Section 5(b) of the 1940 Act from a “diversified” to “non-diversified” management investment company. |
*(5) | Purchase any security (other than U.S. government securities) if, as a result, more than 25% of the Fund’s assets (taken at current value) would be invested in any one industry (in the utilities category, gas, electric, water and telephone companies will be considered as being in separate industries.) |
*(6) | Borrow money in excess of 10% of its assets (taken at cost) or 5% of its assets (taken at current value), whichever is lower, nor borrow any money except as a temporary measure for extraordinary or emergency purposes; however, the Fund’s use of reverse repurchase agreements and “dollar roll” arrangements shall not constitute borrowing by the Fund for purposes of this restriction. |
†(7) | Purchase any illiquid security, including any security that is not readily marketable, if, as a result, more than 15% of the Fund’s net assets (based on current value) would then be invested in such securities. |
*(8) | Issue senior securities other than any borrowing permitted by restriction (6) above. (For the purposes of this restriction, none of the following is deemed to be a senior security: any pledge, mortgage, hypothecation, or other encumbrance of assets; any collateral arrangements with respect to options, futures contracts, and |
7
options on futures contracts and with respect to initial and variation margin; and the purchase or sale of or entry into options, forward contracts, futures contracts, options on futures contracts, swap contracts, or any other derivative investments to the extent that Loomis Sayles determines that the Fund is not required to treat such investments as senior securities pursuant to the pronouncements of the SEC.
Under normal circumstances, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in fixed-income securities (for example, bonds and other investments that Loomis Sayles believes have similar economic characteristics, such as notes, debentures and loans). Prior to any change in such policy adopted by the Board of the Fund, the Fund will provide notice to shareholders as required by Rule 35d-1 under the 1940 Act, as such rule may be interpreted from time to time by the staff of the SEC.
The 80% policy is applied at the time of investment. However, if the Fund no longer meets the 80% policy (due to changes in the value of its portfolio holdings or other circumstances beyond its control), it must make future investments in a manner that would bring the fund into compliance with the 80% requirement, but would not be required to sell portfolio holdings that have increased in value.
The Loomis Sayles Limited Term Government and Agency Fund (the “Limited Term Government and Agency Fund”) may not:
*(1) | Make short sales of securities, maintain a short position or purchase securities on margin, except that the Fund may obtain short-term credits as necessary for the clearance of security transactions, and 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. |
*(2) | Issue senior securities, except for permitted borrowings or as otherwise permitted under the 1940 Act. |
*†(3) | Borrow money except for temporary or emergency purposes; provided, however, that the Fund may loan securities and engage in reverse repurchase agreements and dollar rolls, in an amount not exceeding 33 1/3% of its total assets taken at cost. |
*(4) | Purchase any securities (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 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 with regard to bank obligations, bank obligations are considered to be one industry, and asset-backed securities are not considered to be bank obligations. |
*(5) | Make loans, except that the Fund may purchase or hold debt instruments in accordance with its investment objective and policies; provided, however, that this restriction does not apply to repurchase agreements or loans of portfolio securities. |
*(6) | Purchase or sell commodities, except that the Fund may purchase and sell futures contracts and options, may enter into foreign exchange contracts and swap agreements and other financial transactions not requiring the delivery of physical commodities. |
*(7) | 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. |
*(8) | Act as underwriter, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under certain federal securities laws. |
8
(9) | Write, purchase or sell puts, calls or combinations thereof, except that the Fund may write, purchase and sell puts, calls or combinations thereof with respect to financial instruments or indices thereof and currencies and with respect to futures contracts on financial instruments or indices thereof. |
†(10) | Invest more than 15% of the Fund’s total net assets in illiquid securities (excluding Rule 144A securities and certain Section 4(a)(2) commercial paper deemed to be liquid under guidelines established by the Trust’s Trustees). |
(11) | Acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on subparagraph 12(d)(1)(G) or 12(d)(1)(F) of the 1940 Act. |
Under normal market conditions, the Fund will invest at least 80% of its net assets (plus any borrowings made for investment purposes) in investments issued or guaranteed by the U.S. government, its agencies or instrumentalities. Prior to any change to such policy adopted by the Board of Trustees of the Fund, the Fund will provide notice to shareholders as required by Rule 35d-1 under the 1940 Act, as such Rule may be interpreted from time to time by the staff of the SEC.
The 80% policy is applied at the time of investment. However, if the Fund no longer meets the 80% policy (due to changes in the value of its portfolio holdings or other circumstances beyond its control), it must make future investments in a manner that would bring the Fund into compliance with the 80% requirement, but would not be required to sell portfolio holdings that have increased in value.
To the extent such Fund is an “acquired fund” in a fund of funds arrangement relying on Rule 12d1-4 under the 1940 Act, the Fund will limit its acquisition of securities of investment companies and companies that would be investment companies under the 1940 Act but for the exclusion from the definition of investment company in Section 3(c)(1) or Section 3(c)(7) of the 1940 Act to an aggregate amount that does not exceed 10% of the Fund’s total assets (measured immediately after acquisition); provided that such limitation shall not apply to investments by the Fund in: (a) another fund as part of a master-feeder structure in reliance on Section 12(d)(1)(E) of the 1940 Act (master feeder arrangements); (b) money market funds in reliance on Rule 12d1-1 under the 1940 Act; (c) a wholly owned and controlled subsidiary of the Fund; (d) securities received as a dividend or as a result of a plan of reorganization of a company; or (e) securities of another fund received pursuant to an interfund borrowing and lending arrangement permitted by an exemptive order issued by the SEC.
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 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 rules, no-action letters and other pronouncements of the staff of the SEC. In connection with its compliance with Rule 18f-4 under the 1940 Act, the Fund may treat all reverse repurchase transactions as derivatives transactions subject to the requirements of Rule 18f-4 or treat all reverse repurchase transactions as senior securities subject to the 300% asset coverage requirement otherwise applicable to borrowings by the Fund.
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 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.
9
FUND CHARGES AND EXPENSES
Advisory Fees
Pursuant to separate advisory agreements, Loomis Sayles has agreed, subject to the supervision of the Board, to manage the investment and reinvestment of the assets of each Fund and to provide a range of administrative services to each Fund other than the Core Plus Bond Fund.
For the services described in the advisory agreements, each Fund has agreed to pay Loomis Sayles an advisory fee at the annual rate set forth in the following table:
Fund |
Date of Agreement |
Advisory Fee Payable by Fund to Loomis Sayles (as a % of average daily net assets of the Fund) | ||
Core Plus Bond Fund | September 1, 2003, amended July 1, 2013 |
0.2000% of the first $100 million 0.1875% of the next $1.9 billion 0.1500% of amounts in excess of $2 billion | ||
Credit Income Fund | September 29, 2020 | 0.42% | ||
Global Allocation Fund | October 30, 2000, amended July 1, 2014 and July 1, 2021 |
0.750% of the first $2 billion 0.730% of the next $2 billion 0.700% of amounts in excess of $4 billion | ||
Growth Fund | October 30, 2000 | 0.500% | ||
Intermediate Duration Bond Fund | October 30, 2000, amended July 1, 2005 |
0.25% | ||
Limited Term Government and Agency Fund | September 12, 2003, amended July 1, 2020 and July 1, 2021 |
0.325% of the first $500 million 0.300% of the next $500 million 0.250% of amounts in excess of $1 billion |
Loomis Sayles has given a binding contractual undertaking (for all classes of the Funds in the table below) to waive the advisory fees and, if necessary, to reimburse certain expenses related to operating the Funds in order to limit their 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 annual rates indicated below. The undertaking, in effect through January 31, 2024, may be terminated before then only with the consent of the Board and is reevaluated on an annual basis. Loomis Sayles 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. Loomis Sayles 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.
Loomis Sayles and Natixis Advisors, LLC (“Natixis Advisors”) have agreed to equally bear the fee waiver and/or expense reimbursement for the Core Plus Bond Fund.
10
Fund |
Expense Limit | Date of Undertaking | ||||||
Core Plus Bond Fund |
||||||||
Class A |
0.74% | July 1, 2022 | ||||||
Class C |
1.49% | July 1, 2022 | ||||||
Class N |
0.44% | July 1, 2022 | ||||||
Class T |
0.74% | July 1, 2022 | ||||||
Class Y |
0.49% | July 1, 2022 | ||||||
Credit Income Fund* |
||||||||
Class A |
0.82% | February 1, 2023 | ||||||
Class C |
1.57% | February 1, 2023 | ||||||
Class N |
0.52% | February 1, 2023 | ||||||
Class Y |
0.57% | February 1, 2023 | ||||||
Global Allocation Fund* |
||||||||
Class A |
1.25% | February 1, 2023 | ||||||
Class C |
2.00% | February 1, 2023 | ||||||
Class N |
0.95% | February 1, 2023 | ||||||
Class T |
1.25% | February 1, 2023 | ||||||
Class Y |
1.00% | February 1, 2023 | ||||||
Growth Fund* |
||||||||
Class A |
1.25% | February 1, 2023 | ||||||
Class C |
2.00% | February 1, 2023 | ||||||
Class N |
0.95% | February 1, 2023 | ||||||
Class T |
1.25% | February 1, 2023 | ||||||
Class Y |
1.00% | February 1, 2023 | ||||||
Intermediate Duration Bond Fund* |
||||||||
Class A |
0.65% | February 1, 2023 | ||||||
Class C Class N Class T Class Y |
|
1.40% 0.35% 0.65% 0.40% |
|
|
February 1, 2023 February 1, 2023 February 1, 2023 February 1, 2023 |
| ||
Limited Term Government and Agency Fund* |
||||||||
Class A |
0.70% | February 1, 2023 | ||||||
Class C |
1.45% | February 1, 2023 | ||||||
Class N |
0.40% | February 1, 2023 | ||||||
Class T |
0.70% | February 1, 2023 | ||||||
Class Y |
0.45% | February 1, 2023 |
* | 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. |
11
The following table shows the total advisory fees paid by each Fund for the last three fiscal years.1
CORE PLUS BOND FUND
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 12,876,926 | $ | 14,804,843 | $ | 11,883,723 | ||||||
Amount Waived |
$ | — | $ | — | $ | 206,650 | ||||||
Total Paid |
$ | 12,876,926 | $ | 14,804,843 | $ | 11,677,073 |
CREDIT INCOME FUND2
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 287 | 109,063 | $ | 96,549 | |||||||
Amount Waived |
$ | 287 | $ | 109,063 | $ | 96,549 | ||||||
Total Paid |
$ | — | $ | — | $ | — |
GLOBAL ALLOCATION FUND
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 25,551,911 | $ | 33,980,508 | $ | 31,131,971 | ||||||
Amount Waived |
$ | — | $ | — | $ | — | ||||||
Total Paid |
$ | 25,551,911 | $ | 33,980,508 | $ | 31,131,971 |
GROWTH FUND
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 49,236,330 | $ | 65,539,656 | $ | 61,919,222 | ||||||
Amount Waived |
$ | — | $ | — | $ | — | ||||||
Total Paid |
$ | 49,236,330 | $ | 65,539,656 | $ | 61,919,222 |
INTERMEDIATE DURATION BOND FUND
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 666,934 | $ | 893,605 | $ | 874,113 | ||||||
Amount Waived |
$ | 173,820 | $ | 169,115 | $ | 118,557 | ||||||
Total Paid |
$ | 493,114 | $ | 724,490 | $ | 755,556 |
LIMITED TERM GOVERNMENT AND AGENCY FUND
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
||||||||||
Total Advisory Fee |
$ | 3,080,893 | $ | 3,243,640 | $ | 2,919,401 | ||||||
Amount Waived |
$ | — | $ | — | $ | — | ||||||
Total Paid |
$ | 3,080,893 | $ | 3,243,640 | $ | 2,919,401 |
1 | This table does not reflect any fees paid under the advisory administration agreement described later in this Statement. |
2 | The Credit Income Fund commenced operations on September 29, 2020. |
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The table below shows the class level and other expenses of the Funds that were reimbursed for the periods shown below.
Fund |
Fiscal Year Ended 9/30/20 |
Fiscal Year Ended 9/30/21 |
Fiscal Year Ended 9/30/22 |
|||||||||
Core Plus Bond Fund |
$ | — | $ | — | $ | — | ||||||
Credit Income Fund1 |
$ | 18,431 | $ | 38,783 | $ | 83,572 | ||||||
Global Allocation Fund |
$ | — | $ | — | $ | — | ||||||
Growth Fund |
$ | — | $ | — | $ | — | ||||||
Intermediate Duration Bond Fund |
$ | — | $ | — | $ | — | ||||||
Limited Term Government and Agency Fund |
$ | — | $ | 61,221 | $ | 243,412 |
1 | The Credit Income Fund commenced operations on September 29, 2020. |
The table below shows the advisory fees and/or other expenses of the Funds that were recovered by the Advisor for the last three fiscal years.
Fund |
Fiscal Year Ended 9/30/20 |
Fiscal Year Ended 9/30/21 |
Fiscal Year Ended 9/30/22 |
|||||||||
Core Plus Bond Fund |
$ | — | $ | — | $ | — | ||||||
Credit Income Fund1 |
$ | — | $ | — | $ | — | ||||||
Global Allocation Fund |
$ | — | $ | — | $ | — | ||||||
Growth Fund |
$ | — | $ | — | $ | — | ||||||
Intermediate Duration Bond Fund |
$ | — | $ | — | $ | — | ||||||
Limited Term Government and Agency Fund |
$ | 13,326 | $ | — | $ | — |
1 | The Credit Income Fund commenced operations on September 29, 2020. |
Advisory Administration Fees
Pursuant to an advisory administration agreement, the Core Plus Bond Fund has retained Natixis Advisors to provide certain administrative and oversight services to the Fund. For the services described in the advisory administration agreement, Natixis Advisors receives fees at the annual rate set forth in the following table:
Fund |
Date of Agreement |
Advisory Administration Fee Payable by Fund to | ||
Core Plus Bond Fund | September 1, 2003, amended July 1, 2013 |
0.2000% of the first $100 million 0.1875% of the next $1.9 billion 0.1500% of amounts in excess of $2 billion |
For the fiscal years ended September 30, 2020, September 30, 2021 and September 30, 2022, the following table shows the advisory administration fees paid by the Core Plus Bond Fund to Natixis Advisors:
Core Plus Bond Fund |
Fiscal Year Ended 09/30/20 |
Fiscal Year Ended 09/30/21 |
Fiscal Year Ended 09/30/22 |
|||||||||
Total Advisory Administration Fee |
$ | 12,876,926 | $ | 14,804,843 | $ |
11,883,723 |
| |||||
Amount Waived |
$ | — | $ | — | $ | 206,650 | ||||||
Total Paid |
$ | 12,876,926 | $ | 14,804,843 | $ | 11,677,073 |
13
Brokerage Commissions
Set forth below are the amounts each Fund paid in brokerage commissions and the amount of brokerage transactions allocated to brokers providing research services during the periods shown below, as applicable.
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 Loomis Sayles selects brokers, see the section entitled “Portfolio Transactions and Brokerage” in this Statement.
Fiscal Year Ended 9/30/20 |
Fiscal Year Ended 9/30/21 |
Fiscal Year Ended 9/30/22 |
||||||||||
Core Plus Bond Fund |
||||||||||||
Aggregate Brokerage Commission |
$ | — | $ | — | $ | 27,091 | ||||||
Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Commissions Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Credit Income Fund* |
||||||||||||
Aggregate Brokerage Commission |
$ | 1 | $ | 152 | $ | 244 | ||||||
Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Commissions Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Global Allocation Fund |
||||||||||||
Aggregate Brokerage Commission |
$ | 977,211 | 1 | $ | 1,266,990 | 1 | $ | 936,9651 | ||||
Directed Transactions |
$ | 2,101,057,165 | $ | 2,315,516,857 | $ | — | ||||||
Commissions Directed Transactions |
$ | 971,333 | $ | 1,262,493 | $ | — | ||||||
Growth Fund |
||||||||||||
Aggregate Brokerage Commission |
$ | 1,740,003 | 2 | $ |
413,086 |
2 |
$ |
1,238,783 |
2 | |||
Directed Transactions |
$ | 3,934,406,724 | $ | 1,924,585,980 | $ | — | ||||||
Commissions Directed Transactions |
$ | 1,672,868 | $ | 363,964 | $ | — | ||||||
Intermediate Duration Bond Fund |
||||||||||||
Aggregate Brokerage Commission |
$ | 2,830 | $ | 2,970 | $ | 6,626 | ||||||
Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Commissions Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Limited Term Government and Agency Fund |
||||||||||||
Aggregate Brokerage Commission |
$ | — | $ | — | $ | — | ||||||
Directed Transactions |
$ | — | $ | — | $ | — | ||||||
Commissions Directed Transactions |
$ | — | $ | — | $ | — |
* | The Loomis Sayles Credit Income Fund commenced operations on September 29, 2020. |
1 | The aggregate brokerage commissions paid changed significantly from 2020 to 2021 and from 2021 to 2022 as a result of increased trading volume in the Fund’s portfolio and as a result of lower trading volume and shareholder activity, respectively. |
2 | The aggregate brokerage commissions paid changed significantly from 2020 to 2021 and from 2021 to 2022 as a result of lower trading volume and shareholder activity and as a result of increased trading volume in the Fund’s portfolio, respectively. |
14
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 September 30, 2022.
Fund |
Regular Broker-Dealer |
Aggregate Value of Securities of Each Regular Broker-Dealer (or its Parent) Held by Fund |
||||
Core Plus Bond Fund |
||||||
Bank of America Corp. JPMorgan Chase & Co. Citigroup, Inc. Goldman Sachs Group, Inc. (The) Morgan Stanley HSBC Holdings PLC Barclays PLC Citadel Securities LP |
$ $ $ $ $ $ $ $ |
62,176,446 35,646,923 32,787,665 31,634,384 30,721,952 13,722,540 12,207,825 3,500,531 |
| |||
Credit Income Fund |
Morgan Stanley Bank of America Corp. Citigroup, Inc. Barclays PLC Goldman Sachs Group, Inc. (The) |
$ $ $ $ $ |
432,707 370,288 199,020 146,964 114,017 |
| ||
Global Allocation Fund |
||||||
Nomura Holdings, Inc. JPMorgan Chase & Co. Deutsche Bank AG Bank of America Corp. |
$ $ $ $ |
60,943,927 42,928,600 3,043,691 2,352,442 |
| |||
Intermediate Duration Bond Fund |
||||||
Citigroup, Inc. Wells Fargo & Co. Credit Suisse Barclays PLC JPMorgan Chase & Co. Goldman Sachs Group, Inc. (The) Morgan Stanley Bank of America Corp. |
$ $ $ $ $ $ $ $ |
5,135,959 3,746,818 3,327,110 2,422,690 1,976,042 1,925,262 1,358,401 793,478 |
| |||
Limited Term Government and Agency Fund |
||||||
Barclays PLC Morgan Stanley |
$ $ |
3,836,272 703,460 |
|
1 | “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. |
15
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 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 the Funds 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.
Fund |
Fiscal Year Ended 9/30/20 |
Fiscal Year Ended 9/30/21 |
Fiscal Year Ended 9/30/22 |
|||||||||
Core Plus Bond Fund |
||||||||||||
Class A |
$ | 1,374,815 | $ | 1,737,291 | $ | 1,459,487 | ||||||
Class C |
$ | 1,490,583 | $ | 1,180,036 | $ | 724,715 | ||||||
Total |
$ | 2,865,398 | $ | 2,917,327 | $ | 2,184,202 | ||||||
Credit Income Fund1 |
||||||||||||
Class A |
$ | — | 2 | $ | 191 | $ | 261 | |||||
Class C |
$ | — | 2 | $ | 11 | $ | 11 | |||||
Total |
$ | — | 2 | $ | 202 | $ | 272 | |||||
Global Allocation Fund |
||||||||||||
Class A |
$ | 1,279,400 | $ | 1,734,474 | $ | 1,616,598 | ||||||
Class C |
$ | 4,887,220 | $ | 5,155,069 | $ | 4,294,316 | ||||||
Total |
$ | 6,166,620 | $ | 6,889,543 | $ | 5,910,914 | ||||||
Growth Fund |
||||||||||||
Class A |
$ | 3,307,164 | $ | 4,188,567 | $ | 3,834,414 | ||||||
Class C |
$ | 1,236,936 | $ | 1,328,875 | $ | 1,001,007 | ||||||
Total |
$ | 4,544,100 | $ | 5,517,442 | $ | 4,835,421 | ||||||
Intermediate Duration Bond Fund |
||||||||||||
Class A |
$ | 53,217 | $ | 51,861 | $ | 51,884 | ||||||
Class C |
$ | 5,696 | $ | 4,531 | $ | 2,849 | ||||||
Total |
$ | 58,913 | $ | 56,392 | $ | 54,733 | ||||||
Limited Term Government and Agency Fund |
||||||||||||
Class A |
$ | 770,258 | $ | 740,002 | $ | 647,161 | ||||||
Class C |
$ | 219,535 | $ | 230,787 | $ | 199,225 | ||||||
Total |
$ | 989,793 | $ | 970,789 | $ | 846,386 |
1 | The Credit Income Fund commenced operations on September 29, 2020. |
2 | Less than $1 for the fiscal year ended September 30, 2020. |
16
During the fiscal year ended September 30, 2022, 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 | |||||||||
Core Plus Bond Fund |
$ | 2,184,202 | $ | 0 | $ | 2,184,202 | ||||||
Credit Income Fund |
$ | 272 | $ | 0 | $ | 272 | ||||||
Global Allocation Fund |
$ | 5,910,914 | $ | 0 | $ | 5,910,914 | ||||||
Growth Fund |
$ | 4,835,421 | $ | 0 | $ | 4,835,421 | ||||||
Intermediate Duration Bond Fund |
$ | 54,733 | $ | 0 | $ | 54,733 | ||||||
Limited Term Government and Agency Fund |
$ | 846,386 | $ | 0 | $ | 846,386 |
OWNERSHIP OF FUND SHARES
As of December 30, 2022, to the Trusts’ 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 December 30, 2022, there were no outstanding Class T shares of the Funds.
Core Plus Bond Fund | ||||||
(Class A) |
||||||
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
28.01 |
% | |||
Charles Schwab & Co. Inc. For the Exclusive Benefit of Customers San Francisco, CA 94105-1905 |
|
7.28 |
% | |||
Empower Trust Greenwood Village, CO 80111-5002 |
|
6.74 |
% | |||
(Class C) |
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
20.66 |
% | ||
Pershing LLC Jersey City, NJ 07399-0001 |
|
15.53 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
14.69 |
% | |||
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
11.21 |
% | |||
LPL Financial Omnibus Customer Account San Diego, CA 92121-3091 |
|
7.19 |
% | |||
American Enterprise Investment Services For Benefit of Customer Account Minneapolis, MN 55402-2405 |
|
6.92 |
% |
17
Raymond James Omnibus for Mutual Funds St. Petersburg, FL 33716-1100 |
|
6.06 |
% | |||
Charles Schwab & Co. Inc. For the Exclusive Benefit of Customers San Francisco, CA 94105-1905 |
|
5.49 |
% | |||
(Class N) |
National Financial Services LLC Jersey City, NJ 07310-1995 |
|
17.49 |
% | ||
Edward D. Jones & Co. For the Benefit of Customers St. Louis, MO 63131-3710 |
|
16.88 |
% | |||
(Class Y) |
Charles Schwab & Co. Inc. For the Exclusive Benefit of Customers San Francisco, CA 94105-1905 |
|
20.12 |
% | ||
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
13.10 |
% | |||
Voya Institutional Trust Company As Custody for City of Los Angeles Los Angeles, CA 90012-3245 |
|
9.64 |
% | |||
LPL Financial Omnibus Customer Account San Diego, CA 92121-3091 |
|
6.77 |
% | |||
National Financial Services LLC Jersey City, NJ 07310-1995 |
|
5.03 |
% | |||
Credit Income Fund2 |
||||||
(Class A) |
Pershing LLC Jersey City, NJ 07399-0001 |
|
56.38 |
% | ||
L. Carlisle Glover Jr. TOD Donalsonville, GA 39845-1815 |
|
39.42 |
% | |||
(Class C) |
Natixis Advisors LLC Boston, MA 02199-8197 |
|
100.00 |
% | ||
(Class N) |
Natixis Investment Managers, LLC Boston, MA 02199-8197 |
|
100.00 |
% |
18
(Class Y) |
Jonathan Copper Boston, MA 02118-3154 |
47.65 | % | |||
Brian P. Kennedy Marshfield, MA 02050-2058 |
|
47.56 |
% | |||
Global Allocation Fund |
||||||
(Class A) |
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
30.97 |
% | ||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
9.34 |
% | |||
Charles Schwab & Co. Inc. San Francisco, CA 94104-4151 |
|
8.28 |
% | |||
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
7.29 |
% | |||
UBS WM USA Omnibus Account for Mutual Funds Weehawken, NJ 07086-6761 |
|
6.34 |
% | |||
(Class C) |
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
29.12 |
% | ||
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
15.99 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
14.46 |
% | |||
Raymond James Omnibus Account for Mutual Funds St. Petersburg, FL 33716-1100 |
|
8.02 |
% | |||
American Enterprise Investment Services For the Benefit of Its Customers Minneapolis, MN 55402-2405 |
|
7.05 |
% | |||
Charles Schwab & Co. Inc. For the Benefit of Customers San Francisco, CA 94105-1905 |
|
6.05 |
% | |||
(Class N) |
||||||
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
17.88 |
% | |||
American Savings Foundation New Britain, CT 06051-2296 |
|
14.43 |
% |
19
National Financial Services LLC. For the Exclusive Benefit of Our Customers New York, NY 10281-1003 |
|
10.55 |
% | |||
SEI Private Trust Company Oaks, PA 19456-9989 |
|
9.77 |
% | |||
Reliance Trust Company For the Benefit of Comerica EB R/R Atlanta, GA 30357-2446 |
|
8.96 |
% | |||
Pershing LLC Jersey City, NJ 07399-0001 |
|
5.61 |
% | |||
(Class Y) |
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
18.10 |
% | ||
National Financial Services LLC. For the Exclusive Benefit of Our Customers New York, NY 10281-1003 |
|
10.29 |
% | |||
UBS WM USA Omnibus Account for Mutual Funds Weehawken, NJ 07086-6761 |
|
10.22 |
% | |||
LPL Financial Omnibus Account for Mutual Funds San Diego, CA 92121-3091 |
|
10.20 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
8.66 |
% | |||
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
7.55 |
% | |||
Raymond James Omnibus Account for Mutual Funds St. Petersburg, FL 33716-1100 |
|
7.51 |
% | |||
Charles Schwab & Co. Inc. San Francisco, CA 94105-1905 |
|
5.59 |
% | |||
Growth Fund |
||||||
(Class A) |
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
19.94 |
% |
20
Charles Schwab & Co. Inc. San Francisco, CA 94105-1905 |
|
18.07 |
% | |||
(Class C) |
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
29.16 |
% | ||
Raymond James Omnibus Account for Mutual Funds St. Petersburg, FL 33716-1100 |
|
14.10 |
% | |||
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
10.84 |
% | |||
UBS WM USA Omnibus Account for Mutual Funds Weehawken, NJ 07086-6761 |
|
9.36 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-19 |
|
9.20 |
% | |||
LPL Financial Omnibus Account for Mutual Funds San Diego, CA 92121-30918 |
|
6.12 |
% | |||
(Class N) |
SEI Private Trust Company Oaks, PA 19456-9989 |
|
35.02 |
% | ||
John Hancock Trust Company LLC Westwood, MA 02090-2324 |
|
8.93 |
% | |||
J.P. Morgan Securities LLC For the Exclusive Benefit of Customers Brooklyn, NY 11245-0003 |
|
8.57 |
% | |||
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
8.42 |
% | |||
Capinco C/O US Bank NA Milwaukee, WI 53201-1787 |
|
6.93 |
% | |||
(Class Y) |
Raymond James Omnibus Account for Mutual Funds St. Petersburg, FL 33716-1100 |
|
25.78 |
% | ||
Merrill Lynch Pierce Fenner & Smith Inc. Jacksonville, FL 32246-6484 |
|
15.89 |
% | |||
LPL Financial Omnibus Account for Mutual Funds San Diego, CA 92121-3091 |
|
15.27 |
% |
21
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
8.81 |
% | |||
Charles Schwab & Co. Inc. For the Benefit of Customers San Francisco, CA 94105-1905 |
|
7.13 |
% | |||
National Financial Services LLC. Jersey City, NJ 07310-1995 |
|
6.68 |
% | |||
American Enterprise Investment Services FBO of Its Customer Minneapolis, MN 55402-2405 |
|
6.05 |
% | |||
Intermediate Duration Bond Fund3 |
||||||
(Class A) |
Lincoln Retirement Services Company FBO RMC Matching 103(B) Plan Fort Wayne, IN 46801-7876 |
|
68.70 |
% | ||
National Financial Services LLC. Jersey City, NJ 07310-1995 |
|
5.97 |
% | |||
(Class C) |
Raymond James Omnibus Account for Mutual Funds St. Petersburg, FL 33716-1100 |
|
98.35 |
% | ||
(Class N) |
National Financial Services, LLC Jersey City, NJ 07310-1995 |
|
67.67 |
% | ||
Reliance Trust Company CMA Dingle-ERISA R/R Atlanta, GA 30357-2446 |
|
15.46 |
% | |||
SEI Private Trust Company Oaks, PA 19456-9989 |
|
7.74 |
% | |||
Charles Schwab & Co. Inc. San Francisco, CA 94104-4151 |
|
7.52 |
% | |||
(Class Y) |
Charles Schwab & Co. Inc. San Francisco, CA 94104-4151 |
|
58.13 |
% | ||
National Financial Services, LLC Jersey City, NJ 07310-1995 |
|
14.65 |
% | |||
Capinco C/O US Bank NA Milwaukee, WI 53201-1787 |
|
7.14 |
% |
22
TD Ameritrade Inc. For the Exclusive Benefit of Our Client Omaha, NE 68103-2226 |
|
6.27 |
% | |||
Limited Term Government and Agency Fund |
||||||
(Class A) |
RBC Capital Markets LLC Omnibus Account for Mutual Funds Minneapolis, MN 55402-1110 |
|
7.45 |
% | ||
National Financial Services, LLC Jersey City, NJ 07310-1995 |
|
6.10 |
% | |||
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
5.28 |
% | |||
(Class C) |
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
48.07 |
% | ||
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
13.86 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
6.14 |
% | |||
UBS WM USA Omnibus Account for Mutual Funds Weehawken, NJ 07086-6761 |
|
5.76 |
% | |||
LPL Financial Omnibus Account for Mutual Funds San Diego, CA 92121-3091 |
|
5.08 |
% | |||
(Class N) |
Reliance Trust Company COMERICA EB R/R Atlanta, GA 30357-2446 |
|
48.42 |
% | ||
Empower Trust Greenwood Village, CO 80111-5002 |
|
11.40 |
% | |||
Loomis Sayles Distributions LP Boston, MA 02111-2647 |
|
9.92 |
% | |||
Northern Trust Company FBO Franciscan Health Fund Inc. Chicago, IL 60675-2956 |
|
6.77 |
% |
23
(Class Y) |
Merrill Lynch Pierce Fenner & Smith Inc. For the Sole Benefit of Its Customers Jacksonville, FL 32246-6484 |
|
13.50 |
% | ||
American Enterprise Investment Services For Benefit of Customer Account Minneapolis, MN 55402-2405 |
|
15.53 |
% | |||
Wells Fargo Clearing Services LLC For the Exclusive Benefit of Customer St. Louis, MO 63103-2523 |
|
9.06 |
% | |||
UBS WM USA Omnibus Account for Mutual Funds Weehawken, NJ 07086-6761 |
|
7.48 |
% | |||
LPL Financial Omnibus Account for Mutual Funds San Diego, CA 92121-3091 |
|
8.40 |
% | |||
Morgan Stanley Smith Barney LLC For the Exclusive Benefit of Its Customers New York, NY 10004-1932 |
|
6.32 |
% | |||
Charles Schwab & Co. Inc. San Francisco, CA 94104-4151 |
|
5.03 |
% |
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 December 30, 2022, Natixis Investment Managers, LLC., Boston MA 02199-8197 owned 99.03% of Credit Income Fund. |
3 | As of December 30, 2022, Charles Schwab & Co., Inc., San Francisco, CA 94105-1905 owned 51.73% of Intermediate Duration Bond Fund. |
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 a Fund’s shares. Furthermore, large redemptions could also result in a Fund failing to comply with its investment restrictions or relevant regulatory requirements. When possible, the 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.
24
THE TRUSTS
Natixis Funds Trust I, Loomis Sayles Funds I and Loomis Sayles Funds II are each registered with the SEC as an open-end management investment company. Natixis Funds Trust I is organized as a Massachusetts business trust under the laws of Massachusetts by an Agreement and Declaration of Trust (a “Declaration of Trust”) dated June 7, 1985, as amended and restated on June 2, 2005, and is a “series” company as described in Section 18(f)(2) of the 1940 Act. Currently, each series of the Trust is diversified. The name of the Natixis Funds Trust I has changed several times since its organization as noted below:
Trust Name |
Date | |
The New England Life Government Securities Trust | June 1985 to October 1986 | |
The New England Funds | October 1986 to January 1994 | |
New England Funds Trust I | January 1994 to January 2000 | |
Nvest Funds Trust I | February 2000 to March 2001 | |
CDC Nvest Funds Trust I | March 2001 to April 2005 | |
IXIS Advisor Funds Trust I | May 2005 to August 2007 | |
Natixis Funds Trust I | August 2007 to present |
Natixis Funds Trust I has eight (8) separate portfolios. Seven of the portfolios have a different fiscal year end and information regarding these portfolios can be found in their Natixis Funds Statements of Additional Information dated May 1, 2022. Core Plus Bond Fund is a successor to a corporation that was organized in 1973 and reorganized as a series of Natixis Funds Trust I. The Fund commenced operations on November 7, 1973. Prior to September 15, 2003, the name of the Fund was “CDC Nvest Bond Income Fund.”
Loomis Sayles Funds I is organized as a Massachusetts business trust under the laws of Massachusetts by a Declaration of Trust dated December 23, 1993, as amended and restated on June 22, 2005, and is a “series” company as described in Section 18(f)(2) of the 1940 Act. Prior to July 1, 2003, Loomis Sayles Funds I was named “Loomis Sayles Investment Trust.” The Trust offers a total of ten (10) series. Intermediate Duration Bond Fund, a diversified series of the Loomis Sayles Funds I, was organized in Massachusetts and commenced operations on January 28, 1998. Prior to March 2006, the name of the Fund was “Loomis Sayles Intermediate Duration Fixed Income Fund.”
Loomis Sayles Funds II is organized as a Massachusetts business trust under the laws of Massachusetts by a Declaration of Trust dated February 20, 1991, as amended and restated on July 21, 2005, and is a “series” company as described in Section 18(f)(2) of the 1940 Act. Each series of the Trust is diversified. Prior to July 1, 2003, Loomis Sayles Funds II was named “Loomis Sayles Funds.”
Loomis Sayles Funds II has ten (10) separate portfolios. Four of the portfolios have a different fiscal year end and information regarding these portfolios can be found in the Natixis Funds Statement of Additional Information dated May 1, 2022. Global Allocation Fund was organized in Massachusetts and commenced operations on May 1, 1996. From March 31, 2011 through November 30, 2017, the name of the Fund was “Loomis Sayles Global Equity and Income Fund.” From February 1, 2006 through March 30, 2011, the name of the Fund was “Loomis Sayles Global Markets Fund.” Prior to February 1, 2006, the name of the Fund was “Loomis Sayles Worldwide Fund.” Growth Fund was organized in Massachusetts and commenced operations on May 16, 1991. Limited Term Government and Agency Fund commenced operations on January 3, 1989 and was reorganized from Natixis Funds Trust I into Loomis Sayles Funds II on September 12, 2003. Prior to February 1, 2004, the name of the Fund was “Loomis Sayles Limited Term U.S. Government Fund” and prior to September 15, 2003, the name of the Fund was “CDC Nvest Limited Term U.S. Government Fund.”
25
INVESTMENT STRATEGIES AND RISKS
Investment Strategies
The table and descriptions below summarize and describe certain investment strategies, including particular types of securities, instruments, or specific practices that may be used by the Adviser 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 Adviser 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 Adviser 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 Adviser 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.
Fund |
Securities |
Practices | ||
Core Plus Bond Fund | Debt Securities (Adjustable Rate Mortgage Securities, Asset-Backed Securities, Bank Loans, Below Investment Grade Fixed-Income Securities, Collateralized Loan Obligations, Collateralized Mortgage Obligations, Mortgage Dollar Rolls, Pay-in-Kind Securities, Structured Notes, Stripped Securities, Zero-Coupon Securities, Convertible Securities, Inflation-Linked Securities, Real Estate Investment Trusts) Equity Securities (Investment Companies, Preferred Stock) Foreign Securities (Depositary Receipts, Supranational Entities) Money Market Instruments |
Futures Contracts, Illiquid Securities, Options, Swap Contracts, When-Issued Securities, Repurchase Agreements, Foreign Currency Transactions National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk |
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Fund |
Securities |
Practices | ||
Credit Income Fund | Debt Securities (Asset-Backed Securities, Bank Loans, Rule 144A Securities and Commercial Paper, Collateralized Loan Obligations, Collateralized Mortgage Obligations, Convertible Securities, Exchange-Traded Notes, Fixed-Income Securities (Investment-Grade and Below Investment-Grade) Step-Coupon Securities, Stripped Securities, Master Limited Partnerships, Mortgage-Backed Securities, Mortgage Dollar Rolls, Pay-in-Kind Securities, Inflation-Linked and Indexed Securities, Municipal Obligations, Structured Notes, U.S. Government Securities, When-Issued Securities, Zero-Coupon Securities, Real Estate Investment Trusts, Variable and Floating Rate Instruments) Equity Securities (securities obtained through conversions, restructurings or similar events, Preferred Stock, Other Investment Companies) Foreign Securities (U.S. dollar-denominated only, Supranational Entities) Money Market Instruments |
Futures Contracts, Hybrid Instruments, Illiquid Securities, Options, Privatizations, Private Placements, Reverse Repurchase Agreements Swap Contracts, Repurchase Agreements National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk | ||
Global Allocation Fund | Debt Securities (Adjustable Rate Mortgage Securities, Bank Loans, Convertible Securities, Investment-Grade and Below Investment-Grade Fixed-Income Securities, Collateralized Loan Obligations, U.S. Government Securities, Structured Notes, Stripped Securities, Mortgage-Backed Securities, Inflation-Linked Securities, Real Estate Investment Trusts) Equity Securities (Growth Stocks, Investment Companies, Preferred Stock, Rule 144A Securities and Section 4(a)(2) Commercial Paper, Value Stocks, Warrants) Foreign Securities (Supranational Entities) Money Market Instruments |
Futures Contracts, Options, Swap Contracts, Illiquid Securities, Repurchase Agreements, Securities Lending, Foreign Currency Transactions National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk | ||
Growth Fund | Debt Securities (U.S. Government Securities, Zero-Coupon Securities, Inflation-Linked Securities, Convertible Securities) Equity Securities (Growth Stocks, Preferred Stock, Real Estate Investment Trusts, Small Capitalization Companies, Value Stocks, Investment Companies, Warrants, Rule 144A Securities and Section 4(a)(2) Commercial Paper) Foreign Securities (Depositary Receipts) Money Market Instruments |
When-Issued Securities, Futures Contracts, Options, Swap Contracts, Private Placements, Repurchase Agreements, Foreign Currency Transactions National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk |
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Fund |
Securities |
Practices | ||
Intermediate Duration Bond Fund | Debt Securities (Adjustable-Rate Mortgage Securities, Asset-Backed Securities, Convertible Securities, Bank Loans, Below Investment Grade Fixed-Income Securities, Collateralized Loan Obligations, Collateralized Mortgage Obligations, Mortgage-Related Securities, Mortgage Dollar Rolls, Structured Notes, Stripped Securities, U.S. Government Securities, Zero-Coupon Securities, Convertible Securities, Inflation-Linked Securities, Real Estate Investment Trusts) Equity Securities (Investment Companies, Preferred Stock, Rule 144A Securities and Section 4(a)(2) Commercial Paper, Warrants) Foreign Securities (Depositary Receipts, Supranational Entities) Money Market Instruments |
Futures Contracts, Options, Swap Contracts, Repurchase Agreements, Securities Lending, Foreign Currency Transactions National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk | ||
Limited Term Government and Agency Fund | Debt Securities (Adjustable-Rate Mortgage Securities, Collateralized Loan Obligations, Collateralized Mortgage Obligations, Mortgage Dollar Rolls, Stripped Securities, Pay-in-Kind Bonds, Asset-Backed Securities, Mortgage-Backed Securities, Convertible Securities, Inflation-Linked Securities, Real Estate Investment Trusts) Equity Securities (Investment Companies, Preferred Stock) Money Market Instruments |
When-Issued Securities, Futures Contracts, Options, Illiquid Securities, Swap Contracts, Repurchase Agreements National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk Indirect Exposure to Cryptocurrency Risk |
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Adjustable-Rate Mortgage Securities (“ARMs”)
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 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 Adviser 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.
Asset-backed securities also involve the risk that borrowers may default on the obligations backing them and that the values of and interest earned on such investments will decline as a result. Loans made to lower quality borrowers, including those of sub-prime quality, involve a higher risk of default. Therefore, the values of asset-backed securities backed by lower quality assets, such as lower quality loans, including those of sub-prime quality, may suffer significantly greater declines in value due to defaults, payment delays or a perceived increased risk of default, especially during periods when economic conditions worsen. During periods of deteriorating economic conditions, such as recessions or periods of rising unemployment, delinquencies and losses generally increase, sometimes dramatically, with respect to securitizations involving loans, sales contracts, receivables and other obligations underlying asset-backed securities.
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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 Loans, Loan Participations and Assignments
Some Funds may invest in bank loans, which include both senior secured and unsecured floating rate loans made by banks and other financial institutions to corporate customers. Typically, these loans 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. However, as compared to junk bonds, senior floating rate loans are typically senior in the capital structure and are often secured by collateral of the borrower. 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.
A Fund’s investments in loans are subject to credit/counterparty risk, and, as described above, even secured bank loans may not be adequately collateralized. Indebtedness of borrowers whose creditworthiness is poor involves substantially greater risks, and may be highly speculative. The interest rates on many bank loans reset frequently, and therefore investors are subject to the risk that the return will be less than anticipated when the investment was first made. Most bank loans, like most investment-grade bonds, are not traded on any national securities exchange. Bank loans generally have less liquidity than investment grade bonds and there may be less public information available about them. A Fund may participate in the primary syndicate for a bank loan or it may also purchase loans from other lenders (sometimes referred to as loan assignments).
Bank loans are generally less liquid than many other debt securities. Transactions in bank loans may settle on a delayed basis, such that a Fund may not receive the proceeds from the sale of a loan for a substantial period of time after the sale. As a result, the proceeds related to the sale of bank loans may not be available to make additional investments or to meet the Fund’s redemption obligations until a substantial period after the sale of the loans. In order to finance redemptions pending settlement of bank loans, a Fund may employ a wide variety of means to meet short-term liquidity needs, including, without limitation drawing on its cash and other short term positions, 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 bank loans who also issue publicly traded securities, and therefore the Adviser may have less information than other investors about certain of the loans in which it seeks to invest.
Large loans to corporations or governments may be shared or syndicated among several lenders, usually (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
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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 the 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 a Fund. 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 laws, 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 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.
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.
Each Fund may also gain exposure to loan investments through the use of derivatives. See the section “Derivative Instruments.”
Some of the loans in which a Fund may invest or to which a Fund may gain exposure may be covenant-lite loans, which contain fewer or less restrictive constraints on the borrower than certain other types of loans. Covenant-lite loans generally do not include terms that allow the lender to monitor the performance of the borrower and declare a default or force a borrower into bankruptcy restructuring if certain criteria are breached. Under such loans, lenders typically must rely on covenants that restrict a company from incurring additional debt or engaging in certain actions. Such covenants can only be breached by an affirmative action of the borrower, rather than by a deterioration in the borrower’s financial condition. Accordingly, a Fund may have fewer rights against a borrower when it invests in or has exposure to such loans and, accordingly, may have a greater risk of loss on such investments as compared to investments in or exposure to loans with additional or more conventional covenants.
Collateralized Loan Obligations
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.
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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. The Fund 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 the 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 the Fund as illiquid securities, although an active dealer market may exist for CLOs allowing them to qualify for Rule 144A under the Securities Act of 1933, as amended (“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.
Collateralized Mortgage Obligations (“CMOs”)
Some Funds may invest in CMOs. CMOs 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 are generally 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 regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”). See the section “Taxes” below for more information.
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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.
Contingent Convertible Securities.
Contingent convertible securities (“CoCos”) have no stated maturity, have fully discretionary coupons and are typically issued in the form of subordinated debt instruments. CoCos generally either convert into equity or have their principal written down upon the occurrence of certain triggering events (“triggers”) which may be linked to the issuer’s stock price, regulatory capital thresholds or regulatory actions relating to the issuer’s continued viability, or other pre-specified events. As a result, an investment by a Fund in CoCos is subject to the risk that coupon (i.e., interest) payments may be cancelled by the issuer or a regulatory authority in order to help the issuer absorb losses. An investment by a Fund in CoCos is also subject to the risk that, in the event of the liquidation, dissolution or winding-up of an issuer prior to a trigger event, a Fund’s rights and claims will generally rank junior to the claims of holders of the issuer’s other debt obligations. In addition, if CoCos held by a Fund are converted into the issuer’s underlying equity securities following a trigger event, a Fund’s holding may be further subordinated due to the conversion from a debt to equity instrument. Further, the value of an investment in CoCos is unpredictable and will be influenced by many factors and risks, including interest rate risk, credit risk, market risk and liquidity risk. An investment by a Fund in CoCos may result in losses to the Fund.
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 Adviser, 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
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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 Adviser, 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 adviser, any sub-advisers, 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 Adviser 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.
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.
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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 are generally 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.” The Adviser 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 the Adviser’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 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. Although the Adviser will attempt to ensure that the Fund has sufficient liquid assets to cover its obligations under its derivatives contracts, it is possible that the Fund’s liquid assets may be insufficient to support such obligations under its derivatives positions. 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.
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
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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,” the 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.
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. In addition, a Fund’s futures broker may limit a Fund’s ability to invest in certain futures contracts. Such restrictions may adversely affect the Fund’s performance and its ability to achieve its investment objective.
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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. 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 Adviser may have to be modified and positions held by the 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 the 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
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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.
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; a 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.
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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 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.
For some Funds, rather than transferring margin to and from a counterparty, the Fund’s custodian (or a securities depository acting for the custodian) acts as a Fund’s escrow agent as to securities on which the Fund has written call options. The escrow agent enters into documents known as escrow receipts with respect to the stocks included in the Fund (or escrow receipts with respect to other acceptable securities). The escrow agent releases the stocks from the escrow account when the call option expires or the Fund enters into a closing purchase transaction. Until such release, the underlying stocks cannot be sold by the Fund, which could prevent the Fund from selling securities when it might otherwise wish to do so.
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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.
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 the Adviser 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
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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 a 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.
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.
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.
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 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
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days, swap agreements 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, the United Kingdom, 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.
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.
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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.
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 the Fund executes derivatives on a SEF through a broker intermediary, the intermediary may impose fees as well. The 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, the 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 the 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 and the United Kingdom.
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.
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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 the Adviser’s analysis of the issuer’s creditworthiness and financial prospects, and of the Adviser’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.
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.
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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.
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 the Adviser 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 the Adviser’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 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 used as collateral for its derivatives transactions. 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 the Adviser to forecast interest rates and other economic factors correctly. If the Adviser 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 the Adviser 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 derivative 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 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 the Adviser 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
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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 derivative 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.
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 derivative 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. 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 the Adviser’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 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 used as collateral for its derivatives transactions.
In the case of OTC options, the 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” below for additional information.
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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.
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 the Adviser 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 the 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 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.
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Risk of Government Regulation of Derivatives
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, self-regulatory organization and judicial action. For example, 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, the United Kingdom 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 have been and are being adopted in other jurisdictions around the world.
These and other new rules and regulations could, among other things, further restrict the Fund’s ability to engage in, or increase the cost to the 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. These rules and regulations are relatively new and evolving, so their full impact on the Fund and the financial system are not yet known. While the 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.
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.
Effective August 19, 2022, the Fund began operating under new Rule 18f-4 under the 1940 Act, which governs the use of derivative investments and certain financing transactions by registered investment companies. Among other things, Rule 18f-4 requires funds that invest in derivative instruments beyond a specified limited amount to apply a value-at-risk based limit to their use of derivative instruments and financing transactions and to adopt and implement
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a derivatives risk management program. A fund that uses derivative instruments in a limited amount is not subject to the full requirements of Rule 18f-4. In connection with the adoption of Rule 18f-4, the Funds are no longer required to comply with the asset segregation framework arising from prior SEC guidance for covering certain derivative instruments and related transactions. Compliance with the new rule by the Funds could, among other things, change how a Fund uses derivatives and may adversely affect the Fund’s performance and/or increase costs related to the Fund’s use of derivatives.
Additionally, new special resolution regimes adopted in the United States, the European Union, the United Kingdom and various other jurisdictions 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 and the United Kingdom, 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”).
Credit/Counterparty Risk
The Funds will be exposed to the credit/counterparty risk of the counterparties with which they trade, or the brokers, dealers and exchanges through which they trade, whether they engage 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 it. 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 a 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, the Funds are 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 the Adviser believes 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.
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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 are secured by collateral because a 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 a 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. As described above, in the event of a counterparty’s (or its affiliate’s) insolvency, the Funds’ ability to exercise remedies could be stayed or eliminated under new special resolution regimes adopted in the United States, the European Union, the United Kingdom 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 the Fund from exercising termination rights based on the financial institution’s insolvency.
Credit/counterparty risk with respect to derivatives is also being affected by new rules and regulations affecting the derivatives market. Some derivatives transactions are required to be centrally cleared, and, as described above, a party to a cleared derivatives transaction is subject to the credit/counterparty risk of the clearing house and the FCM 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.
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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
The 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, the 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. The 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 the 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.
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/Small Capitalization Companies” 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 the Adviser 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 the Adviser’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 the Adviser has placed on it.
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Stocks of companies that are not expected to experience significant earnings growth, but whose stocks the Adviser 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 the Adviser’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 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.
Exchange-Traded Notes
The Funds 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 a 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. A 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 a 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 a Fund’s ability to qualify for treatment as a RIC under the Code and to avoid a fund-level tax.
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. For example, changes to monetary policy by the Federal Reserve or other regulatory actions could expose fixed income and related markets to heightened volatility, interest rate sensitivity and reduced liquidity, which may impact a Fund’s operations and return potential. The NAV of a Fund’s shares will vary as a result of changes in the value of the
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securities in the Fund’s portfolio. As inflation increases, the present value of a Fund’s fixed income investment typically will decline. Investors’ expectation of future inflation can also adversely affect the current value of portfolio investments, resulting in lower asset values and potential losses.
Investment-Grade Fixed-Income Securities.
To be considered investment-grade quality, at least one of the three major rating agencies Fitch, Moody’s or 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, Loomis Sayles 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, the Adviser 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 the Adviser’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. These risks are especially acute for distressed instruments, which are securities of issuers in extremely weak financial condition or perceived to have a deteriorating financial condition that will materially affect their ability to meet their financial obligations. Issuers of such instruments are generally experiencing financial or operating difficulties, have substantial capital needs or negative net worth, face special competitive or product obsolescence problems, or may be involved in various stages of bankruptcy, restructuring, or liquidation.
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 the Adviser 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. 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.”
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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. Foreign issuers may become subject to sanctions imposed by the U.S. or another country or other governmental or non-governmental organizations, which could result in the immediate freeze of the foreign issuers’ assets or securities and/or make their securities worthless. The imposition of such sanctions, such as sanctions imposed against Russia, Russian entities and Russian individuals in 2022, could impair the market value of the securities of such foreign issuers and limit a Fund’s ability to buy, sell, receive or deliver the securities. Sanctions, or the threat of sanctions, may cause volatility in regional and global markets and may negatively impact the performance of various sectors and industries, as well as companies in other countries, which could have a negative effect on the performance of such Fund. 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, but critical aspects of the relationship remain unresolved and subject to further negotiation and agreement. 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. There is still considerable uncertainty remaining 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
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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.
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.
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Central Securities Depositories Regulation (“CSDR”)
Beginning February 1, 2022, the European Union adopted a settlement discipline regime pursuant to CSDR that introduced new measures for the authorization and supervision of European Union Central Security Depositories. CSDR aims to reduce the number of settlement fails that occur in European Economic Area (“EEA”) central securities depositories (“CSDs”) and address settlement fails where they occur. Under the regime, among other things, EEA CSDs are required to impose cash penalties on participants that cause settlement fails and distribute these to receiving participants. The CSDR requirements apply to transactions in transferable securities (e.g., stocks and bonds), money market instruments, shares of funds and emission allowances that will be settled through an EEA CSD and are admitted to trading or traded on an EEA trading venue or cleared by an EEA central counterparty. The Adviser has a CSDR policy in place under which, in most cases, any charges (debit and credit) are netted and applied to the relevant accounts. However, for debit charges over $500 USD, the Adviser will typically seek to cause a broker to take responsibility for the charge, although it may not succeed in doing so.
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 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.
Because the 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.
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, war, 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 or repatriation 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; (vi) risks associated with the imposition of sanctions by the U.S. government or the European Union; and (vii) an issuer’s unwillingness or inability to make dividend, principal or interest payments on its securities. 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 and its 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.
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In determining whether to invest in securities of foreign issuers, Loomis Sayles 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.
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.” 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.
In addition, a Fund 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
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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.
A Fund 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 the 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.
The Adviser 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.
Illiquid Securities
Some Funds may invest in illiquid securities, either by acquiring illiquid investments or owning investments that become illiquid because of financial distress or geopolitical events (such as trading halts, sanctions or wars). Illiquid securities generally are 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.
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Indirect Exposure to Cryptocurrency Risk
Cryptocurrencies are currencies which exist in a digital form and may act as a store of wealth, a medium of exchange or an investment asset. There are thousands of cryptocurrencies, such as bitcoin. Some issuers have begun to accept cryptocurrency for payment of services, use cryptocurrencies as reserve assets or invest in cryptocurrencies, and the Funds may invest in securities of such issuers. The Funds may also invest in securities of issuers which provide cryptocurrency-related services.
Cryptocurrencies are subject to fluctuations in value. Cryptocurrencies are not backed by any government, corporation, or other identified body. Rather, the value of a cryptocurrency is determined by other factors, such as the perceived future prospects or the supply and demand for such cryptocurrency in the global market for the trading of cryptocurrency. Such trading markets are unregulated and may be more exposed to operational or technical issues as well as fraud or manipulation in comparison to established, regulated exchanges for securities, derivatives and traditional currencies. The value of a cryptocurrency may decline precipitously (including to zero) for a variety of
reasons, including, but not limited to, regulatory changes, a loss of confidence in its network or a change in user preference to other cryptocurrencies. An issuer that owns cryptocurrencies may experience custody issues, and may lose its cryptocurrency holdings through theft, hacking, and technical glitches in the applicable blockchain. The Funds may experience losses as a result of the decline in value of its securities of issuers that own or have exposure to cryptocurrencies or which provide cryptocurrency-related services. If an issuer that owns cryptocurrencies intends to pay a dividend using such holdings or to otherwise make a distribution of such holdings to its stockholders, such dividends or distributions may face regulatory, operational and technical issues.
Factors affecting the further development of cryptocurrencies include, but are not limited to: continued worldwide growth of, or possible cessation of or reversal in, the adoption and use of cryptocurrencies and other digital assets; the developing regulatory environment relating to cryptocurrencies, including the characterization of cryptocurrencies as currencies, commodities, or securities, the tax treatment of cryptocurrencies, and government and quasi-government regulation or restrictions on, or regulation of access to and operation of, cryptocurrency networks and the exchanges on which cryptocurrencies trade, including anti-money laundering regulations and requirements; perceptions regarding the environmental impact of a cryptocurrency; changes in consumer demographics and public preferences; general economic conditions; maintenance and development of open-source software protocols; the availability and popularity of other forms or methods of buying and selling goods and services; the use of the networks supporting digital assets, such as those for developing smart contracts and distributed applications; and general risks tied to the use of information technologies, including cyber risks. A hack or failure of one cryptocurrency may lead to a loss in confidence in, and thus decreased usage and/or value of, other cryptocurrencies.
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 and –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 and –indexed security will accurately measure the real rate of inflation in the prices of goods and services. Inflation-linked and -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.
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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; 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.
Investment Companies
Some 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 the Adviser 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. The 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 and may be actively managed. Unlike shares of a mutual fund, which can be bought and redeemed from the issuing fund by all shareholders at a price based on NAV, shares of an ETF may be purchased or redeemed directly from the ETF solely by Authorized Participants (“APs”) and only in aggregations of a specified number of shares (typically 25,000 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. The Funds will typically buy and redeem shares of ETFs on the secondary market. 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. ETFs are also subject to additional risks, including, among others, the risk that the market price of an ETF’s shares may trade above or below its NAV, the risk that an active trading market for an ETF’s shares may not develop or be maintained, the risk that trading of an ETF’s shares may be halted, and the risk that the ETF’s shares may be delisted from the listing exchange. ETFs may have a limited number of financial institutions that act as APs and to the extent that those APs exit the business, or are unable to or choose not to process creation and/or redemption orders for creation units and no other AP steps forward to create and redeem ETF shares, the ETF’s shares may be more likely to trade at a premium or discount to NAV and possibly face trading halts or delisting.
Limitations on Investments in Other Investment Companies.
Investments in other investment companies, including ETFs 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%
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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. Rule 12d1-4 under the 1940 Act, which became effective on January 19, 2021, permits the Funds to invest in other investment companies beyond the statutory limits, subject to certain conditions including that the Funds must enter into investment agreements with other investment companies in certain circumstances. These restrictions could affect a Fund’s ability to redeem its investments in other investment companies, make such investments less attractive, cause the Fund to incur losses, realize taxable gains distributable to shareholders, incur greater or unexpected expenses, or experience other adverse consequences.
LIBOR Replacement and Other Reference Rates Risk
The Funds’ payment obligations, financing terms and investments in debt securities and derivatives may be tied to floating rates, such as the London Interbank Offered Rate (“LIBOR”). LIBOR is the offered rate for short-term Eurodollar deposits between major international banks. ICE Benchmark Administration (“IBA”), the administrator of LIBOR, ceased publication of most LIBOR settings on a representative basis at the end of 2021 and is expected to cease publication of a the remaining U.S. dollar LIBOR settings on a representative basis after June 30, 2023. In addition, global regulators have announced that, with limited exceptions, no new LIBOR-based contracts should be entered into after 2021. Actions by regulators have resulted in the establishment of alternative reference rates to LIBOR in most major currencies (e.g., the Secured Overnight Financing Rate, which is intended to replace U.S. dollar LIBOR). Federal and state legislation has been enacted to assist with the transition away from LIBOR to new reference rates for instruments known as “tough legacy” contracts. In addition, various financial industry groups have been planning more generally for the transition away from LIBOR (as well as other interbank offered rates such as the Euro Overnight Index Average, which ceased publication in January 2022). However, markets are developing slowly and questions around liquidity in these new rates and how to appropriately adjust them to mitigate any economic value transfer at the time of transition remains a concern. It is difficult to predict the full impact on the Funds of the transition away from LIBOR and other interbank offered rates. The transition process may involve, among other things, increased volatility or illiquidity in markets for instruments that currently rely on LIBOR. The transition may also result in a reduction in the value of certain LIBOR-based investments held by the Funds or reduce the effectiveness of related transactions such as hedges. Any such effects of the transition away from LIBOR, as well as other unforeseen effects, could adversely impact the performance of the Funds.
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
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
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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.
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 the 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 the Fund would be taxed as ordinary dividend income. This could result in a significant reduction in the income to the 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
Each Fund may invest in money market instruments as described in its Prospectus. 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. 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 the Adviser believes the risks are minimal. The Funds may invest in U.S. government securities that include all
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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.
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 market volatility caused by the COVID-19 outbreak beginning in March 2020, 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 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. For example, ongoing developments in the residential and commercial mortgage markets may have additional consequences for the market for mortgage-backed securities. During periods of deteriorating economic conditions, such as recessions or periods of rising unemployment, delinquencies and losses
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generally increase, sometimes drastically, with respect to securitizations involving mortgage loans. The effects of the COVID-19 virus and governmental responses to the effects of the virus, as well as the effects of and responses to other pandemics and epidemics, may result in increased delinquencies and losses and may have other, potentially unanticipated, adverse effects on such investments and the markets for those investments.
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.”
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 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.
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National Security / Committee on Foreign Investment in the United States (“CFIUS”) Regulation Risk
Certain investments by a Fund that involve a business connected with or related to national security (including, without limitation, critical technology, critical infrastructure, or sensitive data) may be subject to review and approval by CFIUS and/or non-U.S. national security/investment clearance regulators. In the event that CFIUS or another regulator reviews one or more of a Fund’s proposed or existing investments, it is possible that CFIUS or another regulator will seek to impose limitations on or prohibit one or more of the Fund’s investments or unwind a transaction. Such limitations or restrictions may prevent a Fund from pursuing certain investments, cause delays with respect to consummating such investments, or require the Fund to consummate an investment on terms that are less advantageous than would be the case absent such restrictions. Where a Fund is required to unwind a transaction, in addition to incurring additional legal, administrative, and other costs, the Fund may have to dispose of the investment at a price that is less than it would have received had the Fund exited at a different time or under different circumstances. Any of these outcomes could adversely affect a Fund’s performance.
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 are generally 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 its Adviser 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 the Adviser may at times play a greater role in valuing these securities than in the case of unrestricted securities.
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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.
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 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.
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 the Adviser 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 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
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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. See also the “Credit/Counterparty Risk” and “Risk of Government Regulation of Derivatives” sections.
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. Pursuant to Rule 18f-4 under the 1940 Act, a Fund has the option to treat all reverse repurchase agreements and similar financing transactions as “derivatives transactions,” or to include all such transactions in the Fund’s asset coverage ratio for borrowings.
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. The Fund gives up the cash flows during the transaction period but has use of the cash proceeds.
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. Some Funds 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 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 Funds 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 Funds’ 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 Fund, although the Fund 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 the Adviser) affecting the investment occurs, a Fund may seek to recall the securities so that the securities may be voted by the Fund, although the Adviser 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.
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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 the Funds. 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 the 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.
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 a 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 the Adviser’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. See the section “Derivative Instruments.”
Structured Notes
Each Fund 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
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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 include, but are not limited to, equity-linked notes. An equity-linked note is a note whose performance is tied to a single stock, a basket of stocks, or a stock index. Equity-linked notes combine the principal protection normally associated with fixed-income securities with the potential for capital appreciation normally associated with equity securities. Upon the maturity of the note, the holder generally receives a return of principal based on the capital appreciation of the linked securities. Depending on the terms of the note, equity-linked notes may also have a “cap” or “floor” on the principal amount to be repaid to holders, irrespective of the performance of the linked securities. For example, a note may guarantee the repayment of the original principal amount invested (even if the linked securities have negative performance during the note’s term), but may cap the maximum payment at maturity at a certain percentage of the issuance price or the return of the linked securities. Alternatively, the note may not guarantee a full return on the original principal, but may offer a greater participation in any capital appreciation of the linked securities. The terms of an equity-linked note may also provide for periodic interest payments at either a fixed or floating rate.
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 analysis of the issuer’s creditworthiness and financial prospects, and of the Adviser’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.
Tax-Exempt Securities
The Fund may invest in tax-exempt securities (“Tax-Exempt Securities”), which are debt securities the interest from which is, in the opinion of bond counsel to the issuer (or on the basis of other authority believed by a Fund’s portfolio manager to be reliable), exempt from U.S. federal income tax. Tax-Exempt Securities include debt obligations issued by or on behalf of states, territories and possessions of the United States and their political subdivisions (for example, counties, cities, towns, villages and school districts) and authorities to obtain funds for various public purposes, including the construction of a wide range of public facilities such as airports, bridges, highways, housing, hospitals, mass transportation, schools, streets and water and sewer works. Other public purposes for which certain Tax-Exempt Securities may be issued include the refunding of outstanding obligations, obtaining funds for federal operating expenses or obtaining funds to lend to public or private institutions for the construction of facilities such as educational,
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hospital and housing facilities. In addition, certain types of private activity bonds have been or may be issued by public authorities or on behalf of state or local governmental units to finance privately operated housing facilities, sports facilities, convention or trade facilities, air or water pollution control facilities and certain local facilities for water supply, gas, electricity or sewage or solid waste disposal. Such obligations are included within the term “Tax-Exempt Securities” if the interest paid thereon is, in the opinion of bond counsel to the issuer (or on the basis of other authority believed by a Fund’s portfolio manager to be reliable), exempt from U.S. federal income taxation. The Fund does not expect to qualify to pass through to shareholders the tax-exempt character of interest paid on Tax-Exempt Securities.
Funds that invest in certain tax-exempt bonds or certain private activity bonds may not be a desirable investment for “substantial users” of facilities financed by such obligations or bonds or for “related persons” of substantial users. You should contact your financial adviser or attorney for more information if you think you may be a “substantial user” or a “related person” of a substantial user.
There are variations in the quality of Tax-Exempt Securities, both within a particular classification and between classifications, depending on numerous factors (see Appendix A).
The two principal classifications of tax-exempt bonds are general obligation bonds and limited obligation (or revenue) bonds. General obligation bonds are obligations involving the credit of an issuer possessing taxing power and are payable from the issuer’s general unrestricted revenues and not from any particular fund or source. The characteristics and method of enforcement of general obligation bonds vary according to the law applicable to the particular issuer, and payment may be dependent upon an appropriation by the issuer’s legislative body. Limited obligation bonds are payable only 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 such as the user of the facility. Tax-exempt private activity bonds are in most cases revenue bonds and generally are not payable from the unrestricted revenues of the issuer. The credit and quality of such bonds are usually directly related to the credit standing of the corporate user of the facilities. Principal and interest on such bonds are the responsibilities of the corporate user (and any guarantor).
The yields on Tax-Exempt Securities are dependent on a variety of factors, including general money market conditions, the financial condition of the issuer, general conditions of the Tax-Exempt Securities market, the size of a particular offering, the maturity of the obligation and the rating of the issue. Further, information about the financial condition of an issuer of tax-exempt bonds may not be as extensive as that made available by corporations whose securities are publicly traded. The ratings of Moody’s, S&P and Fitch represent their opinions as to the quality of the Tax-Exempt Securities which they undertake to rate. It should be emphasized, however, that ratings are general and are not absolute standards of quality. Consequently, Tax-Exempt Securities with the same maturity, interest rate and rating may have different yields while Tax-Exempt Securities of the same maturity and interest rate with different ratings may have the same yield. Subsequent to its purchase by a Fund, an issue of Tax-Exempt Securities or other investments may cease to be rated or the rating may be reduced below the minimum rating required for purchase by the Fund. Neither event will require the elimination of an investment from the Fund’s portfolio, but the Adviser will consider such an event as part of its normal, ongoing review of all the Fund’s portfolio securities.
Tax-Exempt Securities are subject to the provisions of bankruptcy, insolvency and other laws affecting the rights and remedies of creditors, such as the federal Bankruptcy Code, and laws, if any, which may be enacted by Congress or the state legislatures extending the time for payment of principal or interest, or both, or imposing other constraints upon enforcement of such obligations. There is also the possibility that as a result of litigation or other conditions, the power or ability of issuers to meet their obligations for the payment of interest and principal on their Tax-Exempt Securities may be materially affected or that their obligations may be found to be invalid and unenforceable. Such litigation or conditions may from time to time have the effect of introducing uncertainties in the market for tax-exempt bonds or certain segments thereof, or materially affecting the credit risk with respect to particular bonds. Adverse economic, legal or political developments might affect all or a substantial portion of a Fund’s Tax-Exempt Securities in the same manner.
From time to time, proposals have been introduced before Congress for the purpose of restricting or eliminating the U.S. federal income tax exemption for interest on debt obligations issued by states and their political subdivisions. In this regard, for bonds issued after December 31, 2017, the tax-advantaged treatment previously available to “tax credit bonds” and “advance refunding bonds” is no longer available. Further similar proposals may well be introduced in the future. If such a proposal were enacted, the availability of Tax-Exempt Securities for investment by a Fund and the value of such Fund’s portfolios could be materially affected, in which event such Fund would reevaluate its investment objectives and policies and consider changes in their structure or dissolution.
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All debt securities, including tax-exempt bonds, are subject to credit and market risk. Generally, for any given change in the level of interest rates, prices for longer maturity issues tend to fluctuate more than prices for shorter maturity issues.
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 relatively 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.
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.
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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. From time to time, uncertainty regarding the status of negotiations in the U.S. government to increase the statutory debt ceiling could: increase the risk that the U.S. government may default on payments on certain U.S. government securities; cause the credit rating of the U.S. government to be downgraded or increase volatility in both stock and bond markets; result in higher interest rates; reduce prices of U.S. Treasury securities; and/or increase the costs of certain kinds of debt.
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.
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.
For the Core Plus Bond Fund, the Adviser uses a systematic model based on supply and demand patterns in purchasing and selling certain treasury securities and related derivatives. There is a possibility that one or all of the quantitative models may fail to identify profitable opportunities at any time. Furthermore, the models may incorrectly identify opportunities and these misidentified opportunities may lead to substantial losses for a Fund. Models may be predictive in nature and such models may result in an incorrect assessment of future events. Data used in the construction of models may prove to be inaccurate or stale, which may result in losses for a Fund.
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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 the Fund does not make payment until it receives delivery from the counterparty. The Adviser will commit to purchase such securities only with the intention of actually acquiring the securities, but the Adviser 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 the Adviser 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.
Variable and Floating Rate Instruments
Certain Funds may purchase variable and floating rate instruments (which may include bank loans, which are discussed in the section “Bank 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 the Fund is not entitled to exercise its demand rights, and the 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. Global efforts are underway to transition financial instruments away from LIBOR and other interbank offered rates. See “LIBOR Replacement and Other Reference Rates Risk” section for more information about this transition.
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 obligations; 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.
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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, Loomis Sayles 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 the Fund, thereby decreasing the Fund’s total return. High portfolio turnover also may give rise to additional taxable income for the 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 the Adviser 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 posted 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 30 days. A list of the Funds’ top 10 holdings will generally 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 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); |
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(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 the Adviser (votable portfolio holdings of issuers as of record date for shareholder meetings); |
(4) | Disclosure to employees of the Adviser (and the Adviser’s participating affiliates, if any), 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, 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 invested 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 Développement (“Aptimum”), to assist with its analysis of risk. Any sharing of holdings information with Aptimum is subject to a confidentiality agreement; and |
(6) | 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. |
With respect to items (2) through (5) above, disclosure is made pursuant to procedures that have been approved by the Board, and may be made by employees of the Adviser, administrator or custodian. With respect to (6) 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 | ||||
Barra Portfolio Manager | Global Allocation Fund | Full portfolio holdings | Daily | Performing certain functions related to the research, reporting, strategy development, portfolio construction and performance and risk attribution | ||||
Bloomberg | Core Plus Bond Fund, Credit Income Fund, Global Allocation Fund, Intermediate Duration Bond Fund, Limited Term Government and Agency 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 |
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Deloitte Haskins & Sells LLP | Global Allocation Fund | Holdings in India- based issuers | Quarterly | Performing certain duties for compliance with the India Income-Tax Act | ||||
Depository Trust & Clearing Corporation (“DTCC”) | All Funds | Transactions | As Needed | Trade matching and confirmation services | ||||
Dinkum Management Consultants Co., Ltd. | Global Allocation Fund | Holdings in Taiwan-based issuers | Annually | Performing certain duties for compliance with Taiwan’s tax laws | ||||
Donnelley Financial Solutions | All Funds | Full portfolio holdings | Quarterly, or more frequently as needed | 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. | All Funds | Full portfolio holdings | Daily | 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 | ||||
KPMG LLP | All Funds | Full portfolio holdings | Annually, or more frequently as needed | Performing certain duties related to tax compliance services | ||||
KPMG Global Services Private Limited | All Funds | Full portfolio holdings | Annually, or more frequently as needed | Performing certain duties related to tax compliance services | ||||
Qontigo | All Funds | Full portfolio holdings | Daily | Compliance testing related to the Funds’ use of derivatives |
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 each Trust may enter into written confidentiality agreements, in other circumstances, such as those described in (4) 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 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. Each Fund’s Board exercises oversight of the disclosure of the Fund’s portfolio holdings by, among other things, receiving and reviewing reports from each Fund’s chief compliance officer regarding any material issues concerning the Fund’s disclosure of portfolio holdings or from officers of the Fund in connection with proposed new exceptions or new disclosures pursuant to item (6) 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.
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Other registered investment companies that are advised or sub-advised by the Adviser may be subject to different portfolio holdings disclosure policies, and neither the Adviser nor the Board of each Trust exercises control over such policies or disclosure. In addition, separate account clients of the Adviser 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 Adviser and some of the separate accounts managed by the Adviser 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 the Adviser must be consistent with the anti-fraud provisions of the federal securities laws, the Fund’s and the Adviser’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, the Adviser, 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 the Adviser or by any affiliated person of the Adviser.
MANAGEMENT OF THE TRUSTS
Each 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 of the Board (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 Natixis Funds Trust I, Loomis Sayles Funds I and Loomis Sayles Funds II. 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 relevant 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 relevant 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.
Name and Year of Birth |
Position(s) Held with the 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, for Board Membership | ||||
INDEPENDENT TRUSTEES |
||||||||
Edmond J. English (1953) |
Trustee since 2013
Chairperson of the Governance Committee and Contract Review Committee Member |
Executive Chairman of Bob’s Discount Furniture (retail) | 54
Director, Burlington Stores, Inc. (retail); Director, Rue Gilt Groupe, Inc. (e-commerce 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) |
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Name and Year of Birth |
Position(s) Held with the 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, for Board Membership | ||||
Richard A. Goglia (1951) | Trustee since 2015
Audit Committee Member and Governance Committee Member |
Retired | 54
Formerly, Director, 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, 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) | ||||
Martin T. Meehan (1956) | Trustee since 2012
Contract Review Committee Member and Governance 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 |
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Name and Year of Birth |
Position(s) Held with the 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, for Board Membership | ||||
Maureen B. Mitchell (1951) |
Trustee since 2017
Contract Review Committee Member and Governance Committee Member |
Retired | 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
Audit Committee Member |
Founding Partner, Breton Capital Management, LLC (private equity); Partner, STEP Partners, LLC (private equity) | 54
Director, FutureFuel.io (chemicals and biofuels) |
Significant 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) | ||||
Erik R. Sirri (1958) |
Chairperson of the Board 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 |
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) |
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Name and Year of Birth |
Position(s) Held with the 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, for Board Membership | ||||
Kirk A. Sykes (1958) |
Trustee since 2019
Audit Committee Member and Governance 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) | 54
Advisor, Eastern Bank (bank); Director, 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) | ||||
Cynthia L. Walker (1956) |
Trustee since 2005
Chairperson of the Audit Committee |
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 and Chief Executive Officer of Loomis Sayles Funds I since 2015 |
President, Chief Executive Officer and Chairman of the Board of Directors, Loomis, Sayles & Company, L. P. | 54
None |
Significant 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 I, Executive Vice President of Loomis Sayles Funds I and President of Loomis Sayles Funds II since 2008; Chief Executive Officer of Loomis Sayles Funds II since 2015 |
President and Chief Executive Officer, Natixis Advisors, LLC and Natixis Distribution, LLC | 54
None |
Significant experience on the Board; experience as President and Chief Executive Officer of Natixis Advisors, LLC and Natixis Distribution, LLC |
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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 Trusts 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”) and 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 Trusts because he holds the following positions with an affiliated person of the Trusts: 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 Trusts because he holds the following positions with an affiliated person of the Trusts: President and Chief Executive Officer, Natixis Advisors, LLC and Natixis Distribution, LLC. |
Name and Year of Birth |
Position(s) Held with the Trusts |
Term of Office1 and Length of Time Served |
Principal Occupation During Past 5 Years2 | |||
OFFICERS OF THE TRUST | ||||||
Matthew J. Block (1981) |
Treasurer, Principal Financial and Accounting Officer | Since 2022 | Senior Vice President, Natixis Advisors, LLC and Natixis Distribution, LLC; formerly, Vice President, Natixis Advisors, LLC and Natixis Distribution, LLC; Assistant Treasurer of the Fund Complex; Managing Director, State Street Bank and Trust Company | |||
Susan McWhan Tobin (1963) |
Secretary and Chief Legal Officer | Since 2022 | Executive Vice President, General Counsel and Secretary, Natixis Advisors, LLC and Natixis Distribution, LLC; formerly, Executive Vice President and Chief Compliance Officer of Natixis Investment Managers (March 2019– May 2022) and Senior Vice President and Head of Compliance, US for Natixis Investment Managers (July 2011–March 2019) | |||
Natalie R. Wagner (1979) |
Chief Compliance Officer, Assistant Secretary and Anti-Money Laundering Officer |
Since 2021 |
Senior Vice President, Natixis Advisors, LLC and Natixis Distribution, LLC; formerly, Vice President, Head of Corporate Compliance, Global Atlantic Financial Group |
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1 | Each officer of the Trusts serves for an indefinite term in accordance with the Trusts’ 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, LLC, Natixis Advisors, LLC. 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 Trusts 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.
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 each 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 and distribution arrangements and potential conflicts of interest between the Adviser and each Trust. During the fiscal year ended September 30, 2022, this committee held five meetings.
The Governance Committee of each 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 the Funds 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, LLC, 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
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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 September 30, 2022, 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 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 Trusts consists solely of Independent Trustees and considers matters relating to the scope and results of the Trusts’ 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 a Fund or employees of certain service providers of concerns related to such matters. During the fiscal year ended September 30, 2022, 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 | ||
Richard A. Goglia James P. Palermo Peter J. Smail Kirk A. Sykes |
Edmond J. English Martin T. Meehan Maureen B. Mitchell |
Richard A. Goglia Martin T. Meehan Maureen B. Mitchell Kirk A. Sykes |
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 Trusts, 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
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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.
Fund Securities Owned by the Trustees
As of December 31, 2022, 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. English2 |
Richard A. Goglia2 |
Wendell J. Knox2 |
Martin T. Meehan2 |
Maureen B. Mitchell |
James P. Palermo2 |
Erik R. Sirri |
Peter J. Smail |
Kirk A. Sykes |
Cynthia L. Walker2 | ||||||||||
Core Plus Bond Fund |
A | A | A | A | A | A | A | A | A | A | ||||||||||
Credit Income Fund |
A | A | A | A | A | A | A | A | A | A | ||||||||||
Global Allocation Fund |
A | A | E | E | A | A | A | A | A | A | ||||||||||
Growth Fund |
A | A | E | A | A | A | A | E | A | A | ||||||||||
Intermediate Duration Bond Fund |
A | A | A | A | A | E | A | A | A | A | ||||||||||
Limited Term Government and Agency Fund |
A | A | A | A | A | A | A | A | A | A |
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Dollar Range of Fund Shares1 |
Edmond J. English2 |
Richard A. Goglia2 |
Wendell J. Knox2 |
Martin T. Meehan2 |
Maureen B. Mitchell |
James P. Palermo2 |
Erik R. Sirri |
Peter J. Smail |
Kirk A. Sykes |
Cynthia L. Walker2 | ||||||||||
Aggregate Dollar Range of Fund Shares in Fund Complex Overseen by Trustee |
E | E | E | E | E | E | E | E | C | 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 | ||
Core Plus Bond Fund |
A | B | ||
Credit Income Fund |
A | A | ||
Global Allocation Fund |
E | A | ||
Growth Fund |
E | B | ||
Intermediate Duration Bond Fund |
A | A | ||
Limited Term Government and Agency Fund |
A | 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, 2022, none of the Independent Trustees or their immediate family members owned beneficially or of record any securities of the Adviser, the Distributor, or of a person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with the Adviser or the Distributor.
Trustee Fees
The Trusts pay 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 $210,000. 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. Each Governance Committee member is compensated $2,500 for each committee meeting that he or she attends. 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.
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During the fiscal year ended September 30, 2022, the Trustees received the amounts set forth in the following table for serving as Trustees of the Trusts 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 September 30, 2022
Aggregate Compensation from Natixis Funds Trust I1 |
Aggregate Compensation from Loomis Sayles Funds I2 |
Aggregate Compensation from Loomis Sayles Funds II3 |
Pension or Retirement Benefits Accrued as Part of Fund Expenses |
Estimated Annual Benefits Upon Retirement |
Total Compensation from the Fund Complex4 |
|||||||||||||||||||
INDEPENDENT TRUSTEES |
| |||||||||||||||||||||||
Edmond J. English |
$ | 45,953 | $ | 53,181 | $ | 119,050 | $ | 0 | $ | 0 | $ | 307,250 | ||||||||||||
Richard A. Goglia |
$ | 42,958 | $ | 49,731 | $ | 111,076 | $ | 0 | $ | 0 | $ | 287,250 | ||||||||||||
Wendell J. Knox |
$ | 45,953 | $ | 53,181 | $ | 119,050 | $ | 0 | $ | 0 | $ | 307,250 | ||||||||||||
Martin T. Meehan |
$ | 42,958 | $ | 49,731 | $ | 111,076 | $ | 0 | $ | 0 | $ | 287,250 | ||||||||||||
Maureen B. Mitchell |
$ | 42,958 | $ | 49,731 | $ | 111,076 | $ | 0 | $ | 0 | $ | 287,250 | ||||||||||||
James P. Palermo |
$ | 42,204 | $ | 48,859 | $ | 109,187 | $ | 0 | $ | 0 | $ | 282,250 | ||||||||||||
Erik R. Sirri |
$ | 55,502 | $ | 62,342 | $ | 170,831 | $ | 0 | $ | 0 | $ | 369,000 | ||||||||||||
Peter J. Smail |
$ | 42,958 | $ | 49,731 | $ | 111,076 | $ | 0 | $ | 0 | $ | 287,250 | ||||||||||||
Kirk A. Sykes |
$ | 42,958 | $ | 49,731 | $ | 111,076 | $ | 0 | $ | 0 | $ | 287,250 | ||||||||||||
Cynthia L. Walker |
$ | 45,953 | $ | 53,181 | $ | 119,050 | $ | 0 | $ | 0 | $ | 307,250 | ||||||||||||
INTERESTED TRUSTEES |
||||||||||||||||||||||||
Kevin P. Charleston |
$ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||
David L. Giunta |
$ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 |
1 | Amounts include payments deferred by Trustees for the fiscal year ended September 30, 2022, with respect to the Trusts. The total amount of deferred compensation accrued for Natixis Funds Trust I as of September 30, 2022 for the Trustees is as follows: English $98,431, Goglia $115,470, Knox $296,425, Meehan $94,238, Palermo $130,013, Sirri $180,491, Sykes $3,683 and Walker $553,221. |
2 | Amounts include payments deferred by Trustees for the fiscal year ended September 30, 2022, with respect to Loomis Sayles Funds I. The total amount of deferred compensation accrued for Loomis Sayles Funds I as of September 30, 2022 for the Trustees is as follows: English $280,353, Goglia $218,432, Knox $875,867, Meehan $264,722, Palermo $190,267, Sirri $522,839, Sykes $4,548 and Walker $1,359,789. |
3 | Amounts include payments deferred by Trustees for the fiscal year ended September 30, 2022, with respect to Loomis Sayles Funds II. The total amount of deferred compensation accrued for Loomis Sayles Funds II as of September 30, 2022 for the Trustees is as follows: English $305,092, Goglia $286,188, Knox $925,921, Meehan $294,799, Palermo $324,911, Sirri $556,033, Sykes $9,391 and Walker $1,587,703 |
4 | Total Compensation represents amounts paid during the fiscal year ended September 30, 2022 to a Trustee for serving on the Board of eight (8) trusts with a total of fifty-four (54) funds as of September 30, 2022. |
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 a 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 of December 31, 2022, the officers and Trustees of the Trusts collectively owned less than 1% of the then outstanding shares of each of the Funds.
As of December 31, 2022, the Loomis Sayles Employees’ Profit Sharing Plan (the “Profit Sharing Plan”) owned the following percentages of the outstanding Class Y shares of the indicated Funds: 0.28% of the Core Plus Bond Fund and 1.07% of the Intermediate Duration Bond Fund. As of December 31, 2022 the Profit Sharing Plan owned the following percentages of the outstanding Class A shares of the indicated Funds: 4.15% of the Global Allocation Fund, 13.36% of the Growth Fund and 0.97% of the Limited Term Government and Agency Fund.
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As of December 31, 2022, the Loomis Sayles Funded Pension Plan (the “Pension Plan”) owned 0.19% of the Growth Fund’s outstanding Class Y shares.
The Trustee of the Pension Plan and Profit Sharing Plan is Charles Schwab Trust Company. The Pension Plan’s Advisory Committee, which is composed of the same individuals listed below as Trustees of the Profit Sharing Plan, has the sole voting and investment power with respect to the Pension Plan’s shares. The trustees of the Profit Sharing Plan are Michael Duffy, Stephanie Lord, Richard Skaggs, Greg O’Hara, Tom Fahey, Justin Terman, Kevin Perry, Susan Sieker, John Russell, Michael Giles, Rich Bruder and Tom Roberts. Except for Tom Roberts, Richard Skaggs and Kevin Perry, each member of the Advisory Committee 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 and the Pension Plan is One Financial Center, Boston, MA.
Code of Ethics. The Trusts, Loomis Sayles 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 the Proxy Voting Policy and Guidelines (the “Procedures”) for the voting of proxies for securities held by any Funds. 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 each Fund and its shareholders. The Adviser shall exercise its fiduciary responsibilities to vote proxies with respect to each Fund’s investments that are managed by the Adviser in a prudent manner in accordance with the Procedures and the proxy voting policies of the Adviser. Proposals that, in the opinion of the Adviser, are in the best interests of shareholders are generally voted “for” and proposals that, in the judgment of the Adviser, 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 (ESG Matters), in all cases with the objective of protecting the Fund’s interests and maximizing its shareholders’ value. The Adviser is responsible for maintaining certain records and reporting to the Audit Committee of the Trusts in connection with the voting of proxies. Upon request for reasonable periodic review as well as annual reporting to the SEC, the Adviser shall make available to each Fund, or Natixis Advisors, each Fund’s administrator, the records and information maintained by the Adviser under the Procedures.
Loomis Sayles uses the services of third parties (each a “Proxy Voting Service” and collectively the “Proxy Voting Services”), to provide research, analysis and voting recommendations and to administer the process of voting proxies for those clients for which Loomis Sayles has voting authority. Any reference in these Proxy Voting Procedures to a “Proxy Voting Services” is a reference either to the Proxy Voting Service that provides research, analysis and voting recommendations to Loomis Sayles or to the Proxy Voting Service that administers the process of voting proxies for Loomis Sayles or to both, as the context may require. Loomis Sayles will generally follow its express policy with input from the Proxy Voting Service that provides research, analysis and voting recommendations to Loomis Sayles unless the Proxy Committee determines that the client’s best interests are served by voting otherwise.
All issues presented for shareholder vote are subject to the oversight of the Proxy Committee, either directly or by application of this policy. All non-routine issues will generally be considered directly by the Proxy Committee and, when necessary, the investment professionals responsible for the Funds holding the security, and will be voted in the best investment interests of the Fund. All routine “for” and “against” issues will be voted according to this policy unless special factors require that they be considered by the Proxy Committee and, when necessary, the investment professionals responsible for the Funds holding the security.
The Proxy Committee’s specific responsibilities include the following: (A) developing, authorizing, implementing and updating the Proxy Voting Procedures, including: (i) annually reviewing the Proxy Voting Procedures to ensure consistency with internal policies and regulatory agency policies, including determining the continuing adequacy of the Proxy Voting Procedures to confirm that they have been formulated reasonably and implemented effectively, including whether they continue to be reasonably designed to ensure that proxy votes are cast in clients’ best interest, annually reviewing existing voting guidelines and developing of additional voting guidelines to assist in the review of proxy proposals, and (ii) annually reviewing the proxy voting process and addressing any general issues that relate to proxy voting; (B) overseeing the proxy voting process, including: (i) overseeing the vote on proposals according to
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the predetermined policies in the voting guidelines, (ii) 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, (iii) consulting with portfolio managers and analysts for the accounts holding the security when necessary or appropriate, and (iv) periodically sampling or engaging an outside party to sample proxy votes to ensure they comply with the Proxy Voting Procedures and are cast in accordance with the clients’ best interests; (C) engaging and overseeing third-party vendors that materially assist Loomis Sayles with respect to proxy voting, such as the Proxy Voting Services, including (i) determining and periodically reassessing whether, as relevant, the 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, personnel and technology, (b) whether the Proxy Voting Service has adequately disclosed its methodologies in formulating voting recommendations, such that Loomis Sayles can understand the factors underlying the Proxy Voting Service’s voting recommendations, (c) the robustness of the Proxy Voting Service’s policies and procedures regarding its ability to ensure that its recommendations are based on current, materially complete and accurate information, and (d) the Proxy Voting Service’s policies and procedures regarding how it identifies and addresses conflicts of interest, including whether the Proxy Voting Service’s policies and procedures provide for adequate disclosure of its actual and potential conflicts of interest with respect to the services it provides to Loomis Sayles; (ii) providing ongoing oversight of the Proxy Voting Services to ensure that proxies continue to be voted in the best interests of clients and in accordance with these Proxy Voting Procedures and the determinations and directions of the Proxy Committee, (iii) receiving and reviewing updates from the Proxy Voting Services regarding relevant business changes or changes to the Proxy Voting Services’ conflict policies and procedures, and (iv) in the event that the Proxy Committee becomes aware that a recommendation of the Proxy Voting Service was based on a material factual error (including materially inaccurate or incomplete information): 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 ; and (D) further developing and/or modifying these Proxy Voting Procedures as otherwise appropriate or necessary.
Loomis Sayles has established policies and procedures to ensure that proxy votes are voted in its clients’ best interests 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 these Proxy Voting Procedures. Second, where these Proxy Voting Procedures allow for discretion, Loomis Sayles will generally consider the recommendations of the Proxy Voting Service in making its voting decisions. However, if the Proxy Committee determines that the Proxy Voting Service’s recommendation is not in the best interests of the firm’s clients, then the Proxy Committee may use its discretion to vote against the Proxy Voting Service’s 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 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.
Information regarding how the Funds voted proxies related to their respective portfolio securities during the 12-month period ended June 30 is available without charge through the Funds’ websites im.natixis.com and www.loomissayles.com and on the SEC’s website at www.sec.gov.
INVESTMENT ADVISORY AND OTHER SERVICES
Natixis Advisors, formed in 1995, is a limited company owned by Natixis Investment Managers, LLC, the holding company for the North American asset management business of Natixis Investment Managers (“Natixis IM-NA”).
Loomis Sayles is a limited partnership whose sole general partner, Loomis, Sayles & Company, Inc. is indirectly owned by Natixis IM-NA.
Natixis IM-NA is part of Natixis Investment Managers, 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 wholly 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.
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The 8 principal subsidiary or affiliated asset management firms of Natixis IM-NA collectively had over $474 billion in assets under management or administration as of December 31, 2022.
Advisory Agreements. Each Fund’s advisory agreement with Loomis Sayles 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 Trusts 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 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 Trusts’ 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, or its affiliates, other than affiliated registered investment companies. Certain expenses may be allocated differently among the 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 section “Description of the Trusts and Ownership of Shares”.
Each advisory 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 of the relevant Trust 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 agreement may be terminated without penalty by vote of the Board of the relevant Trust 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 agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act).
Each advisory agreement provides that the Adviser 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.
Advisory Administration Agreement. Under a separate Advisory Administration Agreement dated September 1, 2003, as amended July 1, 2013, Natixis Advisors oversees the portfolio management services provided by Loomis Sayles to the Core Plus Bond Fund and provides certain administrative services to the Fund. Subject to the review of the Board, Natixis Advisors monitors Loomis Sayles to assure that Loomis Sayles 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. In addition, Natixis Advisors also provides the Funds with administrative services that include, among other things, day-to-day administration of matters related to the Fund’s existence, maintenance of its records, preparation of reports and assistance in the preparation of the Fund’s registration statements under federal and state laws. Natixis Advisors does not determine what investments will be purchased or sold for any Fund.
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.
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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 each Board, including a majority of the Independent Trustees of the relevant 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 the Funds 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.
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 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 relevant Trust shall be committed to the discretion of such Trustees.
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 the Adviser with respect to sales of Class Y shares.
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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 Trusts or any Trustee of the Trusts 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 Trusts may be required to change their names and delete these words or letters. The Distributor also acts as principal distributor for Natixis Funds Trust II, Natixis Funds Trust IV and Gateway Trust. The address of the Distributor is 888 Boylston Street, Suite 800, Boston, MA 02199-8197.
The portion of the various fees and expenses for Funds offering Class A, Class T and, with respect to certain Funds, Class C shares that are paid (reallowed) to securities dealers are shown below.
Core Plus Bond Fund, Credit Income Fund, Intermediate Duration Bond Fund and Limited Term Government and Agency Fund (the “Income Funds”)
Class A
For Class A shares of the Income Funds, with the exception of the Limited Term Government and Agency Fund, 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.
Core Plus Bond Fund, Credit Income and Intermediate Duration Bond Fund
Investment | Maximum Sales Charge Paid by Investors (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% of offering price) |
||||||||||||
Less than $100,000 |
4.25 | % | 3.75 | % | 0.25 | % | 4.00 | % | ||||||||
$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 $1,000,000 |
| |||||||||||||||
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 |
none | 0.00 | % | 0.25 | % | 0.25 | % |
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Limited Term Government and Agency Fund
Investment | Maximum Sales Charge Paid by Investors (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% of offering price) |
||||||||||||
Less than $100,000 |
2.25 | % | 2.00 | % | 0.25 | % | 2.25 | % | ||||||||
$100,000 - $249,999 |
1.75 | % | 1.50 | % | 0.25 | % | 1.75 | % | ||||||||
$250,000 - $499,999 |
1.25 | % | 1.00 | % | 0.25 | % | 1.25 | % | ||||||||
Investments of $500,000 or more(1) (2) |
||||||||||||||||
Up 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 (3) |
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) | A securities dealer may elect, at the time of the investment, to waive their commission on investments of $1,000,000 ($500,000 for the Limited Term Government and Agency Fund) or more. In such cases, investments will be processed as “Investment with no Sales Charge” as described above. No CDSC will be applied to these investments. |
(3) | 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.” Also refers to any Class C share accounts established prior to December 1, 2000. |
Class C
The Class C service fees are payable regardless of the amount of the Distributor’s related expenses.
Core Plus Bond Fund, Credit Income and Intermediate Duration Bond Fund
Investment | Maximum Front –End Sales (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% of offering price) |
||||||||||||
All amounts for Class C |
none | 1.00 | % | 0.00 | % | 1.00 | % |
Limited Term Government and Agency Fund
Investment | Maximum Front –End Sales (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% of offering price) |
||||||||||||
All amounts for Class C |
none | 1.00 | % | 0.00 | % | 1.00 | % |
Class T
Core Plus Bond Fund, Intermediate Duration Bond Fund and Limited Term Government and Agency Fund
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 | % |
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Global Allocation Fund and Growth Fund (the “Equity Funds”)
Class A
For Class A shares of the Equity Funds, the service fee is payable only to reimburse the Distributor for amounts it pays in connection with providing personal services to investors or maintaining shareholder accounts.
Investment | Maximum Sales Charge Paid by Investors (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% 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 $1,000,000 or more(1) (2) |
||||||||||||||||
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 (3) |
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) | A securities dealer may elect, at the time of the investment, to waive their commission on investments of $1,000,000 or more. In such cases, investments will be processed as “Investment with no Sales Charge” as described above. No CDSC will be applied to these investments. |
(3) | 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
The Class C service fees are payable regardless of the amount of the Distributor’s related expenses.
Investment | Maximum Front –End Sales (% of offering price) |
Maximum Reallowance or (% of offering price) |
Maximum First Year Service Fee (% of net investment) |
Maximum First Year (% 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 | % |
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 Trusts. 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.
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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’ Adviser 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, the 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 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 Funds, 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.
94
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 I, Loomis Sayles Funds I and Loomis Sayles Funds II for the last three fiscal years were allocated as set forth below.
NATIXIS FUNDS TRUST I
9/30/20 | 9/30/21 | 9/30/22 | ||||||||||
Total commissions on sales of Class A shares |
$ | 200,605 | $ | 98,233 | $ | 84,837 | ||||||
Amount reallowed to other securities dealers |
$ | 175,255 | $ | 86,104 | $ | 74,116 | ||||||
Amount retained by Distributor |
$ | 25,350 | $ | 12,129 | $ | 10,721 | ||||||
Total CDSCs on redemptions of Classes A and C shares |
$ | 49,337 | $ | 39,931 | $ | 32,713 | ||||||
Amount retained by Distributor |
$ | 49,337 | $ | 39,931 | $ | 32,713 |
LOOMIS SAYLES FUNDS I
9/30/20 | 9/30/21 | 9/30/22 | ||||||||||
Total commissions on sales of Class A shares |
$ | --- | $ | --- | $ | --- | ||||||
Amount reallowed to other securities dealers |
$ | --- | $ | --- | $ | --- | ||||||
Amount retained by Distributor |
$ | --- | $ | --- | $ | --- | ||||||
Total CDSCs on redemptions of Classes A, and C shares |
$ | --- | $ | --- | $ | 737 | ||||||
Amount retained by Distributor |
$ | --- | $ | --- | $ | 737 |
LOOMIS SAYLES FUNDS II
9/30/20 | 9/30/21 | 9/30/22 | ||||||||||
Total commissions on sales of Class A shares |
$ | 1,016,663 | $ | 854,878 | $ | 577,707 | ||||||
Amount reallowed to other securities Dealers |
$ | 882,296 | $ | 741,572 | $ | 497,694 | ||||||
Amount retained by Distributor |
$ | 134,367 | $ | 113,306 | $ | 80,013 | ||||||
Total CDSCs on redemptions of Classes A and C shares |
$ | 197,380 | $ | 245,534 | $ | 240,711 | ||||||
Amount retained by Distributor |
$ | 197,380 | $ | 245,534 | $ | 240,711 |
Class T shares have not commenced operations and thus the Trusts have not paid any sales charges for Class T shares as of the date of this Statement.
95
OTHER ARRANGEMENTS
Administrative Services. Natixis Advisors, 888 Boylston Street, Suite 800, Boston, MA 02199-8197, performs certain accounting and administrative services for the Fund, 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 9/30/20 |
Fiscal Year Ended 9/30/21 |
Fiscal Year Ended 9/30/22 |
|||||||||
Fee | Fee | Fee | ||||||||||
Core Plus Bond Fund |
||||||||||||
Gross Administrative Fees |
$ | 3,575,619 | $ | 4,007,984 | $ | 3,265,761 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 3,575,619 | $ | 4,007,984 | $ | 3,265,761 | ||||||
Credit Income Fund1 |
||||||||||||
Gross Administrative Fees |
$ | 30 | $ | 11,116 | $ | 10,145 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 30 | $ | 11,116 | $ | 10,145 | ||||||
Global Allocation Fund |
||||||||||||
Gross Administrative Fees |
$ | 1,521,887 | $ | 1,972,813 | $ | 1,860,255 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 1,521,887 | $ | 1,972,813 | $ | 1,860,255 | ||||||
Growth Fund |
||||||||||||
Gross Administrative Fees |
$ | 4,349,704 | $ | 5,608,769 | $ | 5,454,700 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 4,349,704 | $ | 5,608,769 | $ | 5,454,700 | ||||||
Intermediate Duration Bond Fund |
||||||||||||
Gross Administrative Fees |
$ | 117,918 | $ | 152,980 | $ | 154,230 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 117,918 | $ | 152,980 | $ | 154,230 | ||||||
Limited Term Government and Agency Fund |
||||||||||||
Gross Administrative Fees |
$ | 390,053 | $ | 445,799 | $ | 411,358 | ||||||
Waiver of Administrative Fees |
N/A | N/A | N/A | |||||||||
Net Administrative Fees |
$ | 390,053 | $ | 445,799 | $ | 411,358 |
1 | The Credit Income Fund commenced operations on September 29, 2020. |
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 Funds and Loomis Sayles. Loomis Sayles, and not the Funds, pays Natixis Advisors for these services.
96
Custodial Arrangements. State Street Bank and Trust Company (“State Street Bank”), One Lincoln Street, Boston, MA 02111, serves as the custodian for the Trusts. 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 Trusts and calculates the total NAV, total net income and NAV per share of each Fund on a daily basis.
Transfer Agency Services. Pursuant to contracts between the Trusts, on behalf of each Fund, and SS&C Global Investor & Distribution Solutions, Inc. (“SS&C GIDS” or the “Transfer Agent”) (formerly, DST Asset Managers Solutions, Inc)., whose principal business address is 2000 Crown Colony Drive, Quincy, MA 02169, SS&C GIDS 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.
From time to time, the Funds, directly or indirectly through arrangements with the 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 the Credit Income Fund, Intermediate Duration Bond Fund and Limited Term Government and Agency Fund to reimburse any and all transfer agency expenses for Class N shares. This undertaking is in effect through January 31, 2024 and may be terminated before then only with the consent of the Board. For the fiscal year ended September 30, 2022, Natixis Advisors reimbursed the Credit Income Fund $1,049, the Intermediate Duration Bond Fund $1,101 and the Limited Term Government and Agency Fund $1,392 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 June 9, 2022 to January 31, 2024 and may be terminated before then only with the consent of the Board.
Independent Registered Public Accounting Firm. The Trusts’ independent registered public accounting firm is PricewaterhouseCoopers, LLP, located at 101 Seaport Blvd., Boston, MA 02110. 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 Trusts as to matters of accounting and federal and state income taxation. The financial highlights in the Prospectus for Natixis Funds Trust I annual report, Loomis Sayles Funds I annual report and Loomis Sayles Funds II annual report, and the financial statements contained in those Funds’ annual reports for the year ended September 30, 2022 and incorporated by reference into this Statement, have been so included in reliance on the reports of the Trusts’ 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 September 30, 2022, the portfolio manager(s) 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.
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Article I. Registered Investment Companies |
Article II. Other Pooled Investment Vehicles |
Article III. 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 | ||||||||||||
Ian Anderson |
2 | $1.4 billion |
0 | $0 | 1 | $3.0 billion |
0 | $0 | 45 | $5.1 billion |
0 | $0 | ||||||||||||
Daniel Conklin |
6 | $328 billion |
0 | $0 | 11 | $8.6 billion |
0 | $0 | 190 | $20.0 billion |
0 | $0 | ||||||||||||
Matthew J. Eagan |
18 | $25.0 billion |
0 | $0 | 25 | $10.3 billion |
0 | $0 | 116 | $23.3 billion |
5 | $360.8 million | ||||||||||||
Aziz V. Hamzaogullari |
29 | $10.5 billion |
0 | $0 | 21 | $9.3 billion |
2 | $275.8 million |
123 | $22.2 billion |
1 | $260.2 million | ||||||||||||
Christopher T. Harms |
16 | $3.2 billion |
0 | $0 | 11 | $8.6 billion |
0 | $0 | 228 | $20.5 billion |
0 | $0 | ||||||||||||
Brian P. Kennedy |
17 | $24.7 billion |
0 | $0 | 24 | $10.2 billion |
0 | $0 | 114 | $23.2 billion |
5 | $360.8 million | ||||||||||||
Peter W. Palfrey |
0 | $0 | 0 | $0 | 8 | $7.7 billion |
0 | $0 | 41 | $11.6 billion |
0 | $0 | ||||||||||||
Richard G. Raczkowski |
0 | $0 | 0 | $0 | 20 | $12.0 billion |
0 | $0 | 72 | $24.7 billion |
2 | $5.1 billion | ||||||||||||
Eileen N. Riley |
1 | $226.2 million |
0 | $0 | 6 | $2.9 billion |
0 | $0 | 24 | $1.5 billion |
0 | $0 | ||||||||||||
David W. Rolley |
2 | $575.3 million |
0 | $0 | 28 | $6.6 billion |
0 | $0 | 54 | $18.4 billion |
4 | 6.3 billion | ||||||||||||
Lee M. Rosenbaum |
1 | $226.2 million |
0 | $0 | 6 | $2.9 billion |
0 | $0 | 13 | $1.5 billion |
0 | $0 | ||||||||||||
Clifton V. Rowe |
6 | $3.2 billion |
0 | $0 | 11 | $8.6 billion |
0 | $0 | 193 | $20.0 billion |
0 | $0 | ||||||||||||
Barath W. Sankaran |
2 | $1.4 billion |
0 | $0 | 1 | $3.0 billion |
0 | $0 | 42 | $5.1 billion |
0 | $0 | ||||||||||||
Elaine M. Stokes |
17 | $24.7 billion |
0 | $0 | 24 | $10.2 billion |
0 | $0 | 125 | $23.2 billion |
5 | $360.8 billion |
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. In addition, due to differences in the investment strategies or restrictions among a Fund and a portfolio manager’s other accounts, the portfolio manager may take action with respect to another account that differs from the action taken with respect to a Fund. Although such favorable treatment could lead to more favorable investment opportunities or allocations for some accounts and may appear to create additional conflicts of interest for the portfolio manager in the allocation of management time and resources, Loomis Sayles strives to ensure that portfolio managers endeavor to exercise their discretion in a manner that is equitable to all interested persons. Furthermore, Loomis Sayles makes investment decisions for all accounts (including institutional accounts, mutual funds, hedge funds and affiliated accounts) based on each account’s investment objectives, investment guidelines and restrictions, the availability of other comparable investment opportunities, and Loomis Sayles’ desire to treat all accounts fairly and equitably over time. Loomis Sayles has adopted policies and procedures to mitigate the effects of these potential conflicts as well as other types of conflicts of interests. However, there is no guarantee that such procedures will detect each and every situation where a conflict arises or that Loomis Sayles will treat all accounts identically. For more information on how the advisor allocates investment opportunities between the Funds and their other clients, see the section “ Allocation of Investment Opportunity Among Natixis Funds Trusts and Loomis Sayles
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Funds Trusts and Other Accounts Managed by the Adviser; Cross Relationships of Officers and Trustees” 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 September 30, 2022.
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. Mr. Hamzaogullari 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.
Fixed Income Managers
Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Although portfolio manager compensation is not directly tied to assets under management, a portfolio manager’s base salary and/or bonus potential may reflect the amount of assets for which the manager is responsible relative to other portfolio managers. The annual bonus is incentive-based and generally represents a significant multiple of base salary. The bonus is based on three factors: investment performance, profit growth of the firm, and personal conduct. Investment performance is the primary component of the annual bonus and generally represents at least 60 % of the total for fixed-income managers. The other factors are used to determine the remainder of the annual incentive bonus, 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.
The investment performance component of the annual incentive bonus depends primarily on investment performance against benchmark and/or against peers within similar disciplines. The score is based upon the product’s institutional composite performance; however, adjustments may be made if there is significant dispersion among the returns of the composite and accounts not included in the composite. For most products, the product investment score compares the product’s rolling three year performance over the past nine quarters (a five year view) against both a benchmark and a peer group established by the CIO. The scoring rewards both the aggregate excess performance of the product against a benchmark and the product’s relative rank within a peer group. In addition, for fixed income products, the performance score rewards for the consistency of that outperformance and is enhanced if over the past five years it has kept its rolling three-year performance ahead of its benchmark. Managers working on several product teams receive a final score based on the relative revenue weight of each product.
Portfolio managers may also participate in the three segments of the long-term incentive program. The amount of the awards for each segment are dependent upon role, industry experience, team and firm profitability, and/or investment performance.
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General
The core elements of the Loomis Sayles compensation plan include a base salary, an annual incentive bonus, and, for senior investor and leadership roles, a long-term incentive bonus. The base salary is a fixed amount based on a combination of factors, including industry experience, firm experience, job performance and market considerations. The annual incentive bonus and long term incentive bonus is driven by a variety of factors depending upon the specific role. Factors include investment performance, individual performance, team and firm profitability, role, and industry experience. Both the annual and long term bonus have a deferral component. Loomis Sayles has developed and implemented three long-term incentive plan segments to attract and retain investment talent.
For the senior-most investment roles, a Long Term Incentive Plan provides annual grants relative to the role, and includes a post retirement payment feature to incentivize effective succession management. Participation is contingent upon signing an award agreement, which includes a non-compete covenant. The second and third Long Term Incentive Plans are constructed to create mid- term alignment for key positions, including a two year deferral feature. The second plan is role based, and the third is team based which is more specifically dependent upon team profitability and/or investment performance.
In addition, Loomis Sayles also offers a profit sharing plan for all employees and a defined benefit plan for employees who joined the firm prior to May 3, 2003. The profit sharing contribution to the retirement plan of each employee is based on a percentage of base salary (up to a maximum amount). The defined benefit plan is based on years of service and base compensation (up to a maximum amount).
Equity Managers
Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Although portfolio manager compensation is not directly tied to assets under management, a portfolio manager’s base salary and/or bonus potential may reflect the amount of assets for which the manager is responsible relative to other portfolio managers. The annual bonus is incentive-based and generally represents a significant multiple of base salary. The bonus is based on three factors: investment performance, profit growth of the firm, and personal conduct. Investment performance is the primary component of annual bonus and generally represents at least 70% of the total for equity managers. The other factors are used to determine the remainder of the annual incentive bonus, subject to the discretion of the Chief Investment Officer (“CIO”) and senior management. The CIO and senior management evaluate these other factors annually.
The investment performance component of the annual incentive bonus depends primarily on investment performance against benchmark and/or against peers within similar disciplines. The score is based upon the product’s institutional composite performance; however, adjustments may be made if there is significant dispersion among the returns of the composite and accounts not included in the composite. For most products, the product investment score compares the product’s rolling three year performance over the past nine quarters (a five year view) against both a benchmark and a peer group established by the CIO. The scoring rewards both the aggregate excess performance of the product against a benchmark and the product’s relative rank within a peer group. In addition, for fixed income products, the performance score rewards for the consistency of that outperformance and is enhanced if over the past five years it has kept its rolling three-year performance ahead of its benchmark. Managers working on several product teams receive a final score based on the relative revenue weight of each product.
Portfolio managers may also participate in the three segments of the long-term incentive program. The amount of the awards for each segment are dependent upon role, industry experience, team and firm profitability, and/or investment performance.
General
The core elements of the Loomis Sayles compensation plan include a base salary, an annual incentive bonus, and, for senior investor and leadership roles, a long-term incentive bonus. The base salary is a fixed amount based on a combination of factors, including industry experience, firm experience, job performance and market considerations.
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The annual incentive bonus and long term incentive bonus is driven by a variety of factors depending upon the specific role. Factors include investment performance, individual performance, team and firm profitability, role, and industry experience. Both the annual and long term bonus have a deferral component. Loomis Sayles has developed and implemented three long-term incentive plan segments to attract and retain investment talent.
For the senior-most investment roles, a Long Term Incentive Plan provides annual grants relative to the role, and includes a post retirement payment feature to incentivize effective succession management. Participation is contingent upon signing an award agreement, which includes a non-compete covenant. The second and third Long Term Incentive Plans are constructed to create mid- term alignment for key positions, including a two year deferral feature. The second plan is role based, and the third is team based which is more specifically dependent upon team profitability and/or investment performance.
In addition, Loomis Sayles also offers a profit sharing plan for all employees and a defined benefit plan for employees who joined the firm prior to May 3, 2003. The profit sharing contribution to the retirement plan of each employee is based on a percentage of base salary (up to a maximum amount). The defined benefit plan is based on years of service and base compensation (up to a maximum amount).
Portfolio Managers’ Ownership of Fund Shares
As of September 30, 2022, the portfolio managers had the following ownership in the Funds:
Name of |
Fund(s) Managed |
Dollar Range of | ||
Ian Anderson |
Core Plus Bond Fund | A | ||
Daniel Conklin |
Intermediate Duration Bond Fund Limited Term Government and Agency Fund |
A A | ||
Matthew J. Eagan |
Credit Income Global Allocation Fund |
A F | ||
Brian P. Kennedy |
Credit Income | B | ||
Aziz V. Hamzaogullari |
Growth Fund | G | ||
Christopher T. Harms |
Intermediate Duration Bond Fund Limited Term Government and Agency Fund |
A B | ||
Peter W. Palfrey |
Core Plus Bond Fund | G | ||
Richard G. Raczkowski |
Core Plus Bond Fund | G | ||
Eileen N. Riley |
Global Allocation Fund | G | ||
David W. Rolley |
Global Allocation Fund | G | ||
Lee M. Rosenbaum |
Global Allocation Fund | F | ||
Clifton V. Rowe |
Intermediate Duration Bond Fund Limited Term Government and Agency Fund |
G A | ||
Barath W. Sankaran |
Core Plus Bond Fund | A | ||
Elaine M. Stokes |
Credit Income Fund | A |
1 A. None |
D. $50,001 - $100,000 | G. over $1,000,000 | ||
B. $1 - 10,000 |
E. $100,001 - $500,000 | |||
C. $10,001 - $50,000 |
F. $500,001 - $1,000,000 |
There are various reasons why a portfolio manager may not own shares of the Fund he or she manages. One reason is that the 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 the Adviser’s code of ethics) also may explain why a portfolio manager has chosen not to invest in the Funds.
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Allocation of Investment Opportunity Among Natixis Funds Trusts and Loomis Sayles Funds Trusts and Other Accounts Managed by the Adviser; Cross Relationships of Officers and Trustees
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. The goal of Loomis Sayles’ policies and procedures is to act in good faith and to treat all client accounts in a fair and equitable manner over time, regardless of their strategy or fee arrangements. These policies include those addressing the fair allocation of investment opportunities across client accounts.
PORTFOLIO TRANSACTIONS AND BROKERAGE
All Income Funds
In placing orders for the purchase and sale of securities, Loomis Sayles selects only brokers dealers that it believes are financially responsible, will provide efficient and effective services in executing, clearing and settling an order and will charge spreads, when combined with the quality of the foregoing services, will produce the best price and execution for the transaction. 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 Fund.
All Equity Funds
In placing orders for the purchase and sale of equity securities for each Equity Fund, Loomis Sayles 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. Loomis Sayles will use its best efforts to obtain information as to the general level of commission rates, if any, 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. Loomis Sayles may place orders for the Funds which, combined with orders for its 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, Loomis Sayles 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 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.
As discussed in more detail below, Loomis Sayles’ receipt of brokerage and research products may sometimes be a factor in Loomis Sayles’ selection of a broker or dealer to execute transactions for a Fund, subject to Loomis Sayles’ duty to seek best execution of the transactions. Such brokerage and research services may be paid for with Loomis Sayles’ own assets or may, in connection with transactions in securities effected for client accounts for which Loomis Sayles exercises investment discretion, be paid for with client commissions (the latter, sometimes referred to as “soft dollars”).
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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. 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
Brokerage trading activity is an essential factor in accessing Wall Street and third-party firm research. First and foremost, Loomis Sayles recognizes that it has a fiduciary duty to seek best execution of its clients’ transactions. In regard to equity trading commissions paid to our trading counterparts, Loomis Sayles is unbundled across all our dealers, with execution and research commission splits being consistent across dealers. This enables our trading desk to route orders to dealers solely based on achieving best execution. 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”).
For purposes of this soft dollars discussion, the term “commission” includes commissions paid to brokers in connection with transactions effected on an agency basis. Loomis Sayles does not generate “soft dollars” on fixed-income transactions.
Loomis Sayles will only acquire research and brokerage products and services with soft dollars if they 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 may 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. As of the date of this Statement, there are no mixed-use services being provided to Loomis Sayles.
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In connection with Loomis Sayles’ use of soft dollars, a Fund may pay a broker-dealer an amount of commission for effecting a transaction for the Fund in excess of the amount of commission it or 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 with respect 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 Funds. The soft dollars generated by Loomis Sayles’ clients that are used to purchase research services with a Fund’s commissions are not necessarily for the exclusive benefit of the particular Fund, but rather for the benefit of the funds/clients in the same product (e.g., Large Cap Growth). The soft dollar commissions of an account in one product are not used for the benefit of a product managed by a different investment team. Furthermore, given the fact that soft dollars are generated from the trading in client/fund portfolios, those clients/funds that have cash flows will generally generate more soft dollars than clients/funds that do not have cash flows. However, the clients/funds with cash flows will not generate more soft dollars than the amount budgeted for the client/fund in a given year. Finally, while some clients do not generate soft dollar commissions, such as Wrap/Model Program clients, clients with directed brokerage or zero commission arrangements (which may limit or prevent Loomis Sayles from using such clients’ commissions to pay for research and research services), and certain fixed income accounts, they may still benefit from the research provided to Loomis Sayles in connection with other transactions placed for other clients. As a result, certain clients may have more of their commissions directed for research and research services than others.
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 Funds as described above. However, conflicts may arise between a 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.
Client Commission Arrangements
Loomis Sayles has entered into several 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 type of orders Loomis Sayles executes with the CCAs.
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.
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.
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 provide greater transparency to its clients in their commission reports.
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In addition to trading with the CCA broker-dealers discussed above, Loomis Sayles continues to trade with full service
broker-dealers and ECNs, and ATSs and other electronic systems.
As a result of guidance from the UK Financial Conduct Authority, Loomis Sayles pays broker-dealers a “Corporate Access” arrangement fee in hard dollars in connection with the Corporate Access meetings attended by investment team members who manage equity accounts of clients organized in the United Kingdom.
General
Subject to procedures adopted by the Board of each Trust, the Funds’ brokerage transactions may be executed by brokers that are affiliated with Natixis US or Loomis Sayles. 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 each Trust are prohibited from dealing with each 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 Trusts 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, the Adviser 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 TRUSTS
The Declarations of Trust of Natixis Funds Trust I, Loomis Sayles Funds I and Loomis Sayles Funds II permit 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 Declarations of Trust further permit 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 as 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. Each Declaration of Trust also permits the Board to charge shareholders directly for custodial, transfer agency, servicing and other expenses.
The shares of all the Funds (with the exception of the Credit Income Fund, which does not offer Class T shares, or as noted in this Statement and in each Fund’s Prospectus) are divided into four classes: Class A, Class C, Class T and Class Y. Each Fund offers such classes of shares as set forth in each such Fund’s Prospectus. As disclosed in the Prospectuses, not every Fund offers each class of shares. The share classes each have different eligibility and minimum investment requirements, which are disclosed in the relevant Prospectuses. All expenses of each Fund (including advisory fees but excluding class specific expenses such as transfer agency fees (“Other Expenses”)) are borne by its Class A, Class C, Class N, Class T and Class Y on a pro rata basis, except for 12b-1 fees, which are borne only by Class A, Class C and Class T shares and may be charged at a separate rate to each such class. Other Expenses (with the exception of transfer agent expenses) are borne by such classes on a pro rata basis. Transfer agent expenses of Class A, Class C, Class T and Class Y shares are borne on a pro rata basis. Class N transfer agent expenses are borne directly by that class. The multiple class structure could be terminated should certain Internal Revenue Service (“IRS”) rulings or SEC regulatory positions be rescinded or modified.
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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 the 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 relevant Fund and Trust. Any general expenses of a 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 each 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.
Each 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”).
Each Declaration of Trust provides for the perpetual existence of the Trusts. Each Trust, however, may be terminated at any time by vote of at least two-thirds of the outstanding shares of each series of the Trust. Each Fund may be terminated at any time by vote of at least two-thirds of the outstanding shares of such Fund. Similarly, any class within a Fund may be terminated by vote of at least two-thirds of the outstanding shares of such class. Each Declaration of Trust further provides that the Board may also without shareholder approval terminate the relevant Trust or 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 a 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 Trusts’ 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 Trusts have undertaken to provide a list of shareholders or to disseminate appropriate materials (at the expense of the requesting shareholders).
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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 Trusts voted (assuming a quorum is present in person or by proxy) is required to amend a 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 Trusts’ registration statement or (4) is submitted to the shareholders by the Trustees. If one or more new 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 Declarations of Trust further provide that the Board will not be liable for errors of judgment or mistakes of fact or law. However, nothing in the Declarations 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 each Trust provide for indemnification by the Trust of Trustees and officers of the relevant 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. Each Trust offers only its own Funds’ shares for sale, but it is possible that a Trust might become liable for any misstatements in a prospectus that relate to another Trust. The Trustees of each Trust have considered this possible liability and approved the use of the combined prospectus for Funds of the Trusts.
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 a 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
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account so designated or addition of a new bank account may be made by furnishing to SS&C GIDS 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. SS&C GIDS, 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.
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 72* (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 72* (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.
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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. 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.
* | 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. |
SHAREHOLDER SERVICES
Open Accounts
A shareholder’s investment is automatically credited to an open account maintained for the shareholder by SS&C GIDS. 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.
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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.
This program is voluntary and may be terminated at any time by SS&C GIDS upon notice to existing plan participants. The Investment Builder Program plan may be discontinued at any time by the investor by written notice to SS&C GIDS, 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 “SWP”) providing for periodic payments of a fixed or variable amount. An investor may terminate the SWP at any time. A form for use in establishing an SWP is available from SS&C GIDS, 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 an SWP 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, (2) a specified percentage of the account’s market.
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 a Fund with respect to which you are electing the SWP. Withdrawals of shares of a Fund under the SWP 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 SWP payments, as redemptions from the earliest purchased shares of such Fund in your account. No CDSC applies to redemptions pursuant to the SWP.
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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 an SWP 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 an SWP. 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 an SWP. Accordingly, the Funds and the Distributor do not recommend additional investments in Class A shares by a shareholder who has an SWP 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.
Because of statutory restrictions an SWP 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.
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Automatic Exchange Plan (All Classes Except Class T)
As described in the Prospectuses, a shareholder may establish an Automatic Exchange Plan under which Class A, Class C, Class N or Class Y 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 SS&C GIDS 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 SS&C GIDS, your financial representative or by visiting our website at im.natixis.com.
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, a 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 a 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.
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, Juneteenth National Independence 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 to obtain market quotations and other valuation information, such as evaluated bids. Generally, Fund securities and other investments are valued as follows:
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• | 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. |
• | 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 the Funds’ fair value policies described below. |
• | 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 Fund’s fair value policies 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. As noted below, 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 in its capacity as “valuation designee.” 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
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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.
On December 3, 2020, the SEC adopted Rule 2a-5 under the 1940 Act, which addresses valuation practices and the role of the board of directors with respect to the fair value of the investments of a registered investment company. Among other things, Rule 2a-5 permits a fund’s board to designate the fund’s primary investment adviser to perform the fund’s fair value determinations, which are subject to board oversight and certain reporting and other requirements. As of the date of this Statement, the Adviser serves as the Fund’s valuation designee for purposes of 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.
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.
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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 Trusts 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 Trusts 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.
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.
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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 Funds 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.
“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.
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Ordinary income dividends (except for those of Limited Term Government and Agency Fund) 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. Ordinary income dividends of Limited Term Government and Agency Fund are reinvested monthly based upon the NAV determined as of the close of the NYSE on the last business day of the month. 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 an investment 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 an investment in a Fund. There may be other tax considerations applicable to particular shareholders. Shareholders should consult their own tax advisors 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, 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 no 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 a 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) and net tax-exempt 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 the Fund from an interest in a QPTP (a partnership (x) the interests in which are traded on an established securities market or are readily tradable on a secondary market or the substantial equivalent thereof, and (y) 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.
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For purposes of the diversification requirements described in (ii) above, outstanding voting securities of an issuer include the equity securities of a QPTP. Also for purposes of the diversification requirements described 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 Internal Revenue Service (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 in (ii) above.
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 meet the income, diversification or distribution requirements described above, the Fund could in some cases cure such failure, including by paying a fund-level tax or interest, disposing of certain assets or making additional distributions. 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 gain, 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 as a RIC that is accorded special tax treatment.
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 amounts retained, but may designate the retained amount as undistributed capital gains in a notice to its shareholders, who in turn (i) will be required to include in income for U.S. federal income tax purposes, as long-term capital gains, their shares of such undistributed amount, and (ii) will be entitled to credit their proportionate shares of the tax paid by the Fund 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.
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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 December 31 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 December 31, 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. 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. The IRS and the Department of the Treasury have issued final regulations that 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 investment income properly reported by a Fund as derived from “qualified dividend income” will be taxed in the hands of individuals at the 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 the Fund’s shares. In general, a dividend will not be treated as qualified dividend income (at either the Fund or the 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 United States (with the exception of dividends paid on stock of such a foreign corporation that is readily tradable on an established securities market in the United States) or (b) treated as a passive foreign investment company (as defined below). Income derived from investments in fixed-income securities, REITs and derivatives generally is not eligible for treatment as qualified dividend income. The Core Plus Bond Fund, Intermediate Duration Bond Fund and Limited Term Government and Agency Fund generally do not expect a significant portion of their distributions to qualify for treatment as qualified dividend income.
In general, distributions of investment income properly reported by a Fund as derived from qualified dividend income will be treated as qualified dividend income in the hands of a shareholder taxed as an individual provided the shareholder meets the holding period and other requirements described above with respect to such Fund’s shares. 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 dividends properly reported as Capital Gain Dividends) will be eligible to be treated as qualified dividend income.
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In general, properly reported dividends of net investment income received by corporate shareholders of a Fund will qualify for the dividends received deduction generally available to corporations to the extent of 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 instance, 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 Core Plus Bond Fund, Intermediate Duration Bond Fund and Limited Term Government and Agency Fund 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 is treated for U.S. federal income tax purposes as a loan by the Fund, may not constitute qualified dividend income to individual shareholders and may not be eligible for the dividends-received deduction for corporate shareholders.
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 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% 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, redemption, exchange or other taxable disposition of Fund shares. Shareholders are advised to consult their tax advisors regarding the possible implications of this additional tax on their investment in a 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). Distributions are taxable whether shareholders receive them in cash or in additional shares.
Dividends declared and payable by a Fund during October, November or December to shareholders of record on a date in any such month and paid by the Fund during the following January generally will be treated for U.S. federal income tax purposes as paid by the Fund and received by shareholders on December 31 of the year in which the dividends are declared rather than the calendar year in which they are received.
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.
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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 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.
Certain Fixed-Income and Other Instruments
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. 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. 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. The rate at which 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.
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.
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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 lower-quality debt obligations or debt obligations that are unrated, including debt obligations of issuers not currently paying interest or who are in default. Investments in debt obligations that are at risk of default, or are 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, in order to seek to ensure that it distributes sufficient income to preserve its status as a RIC and does not become subject to U.S. federal income or excise 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 the Fund to corporate shareholders may be eligible for the dividends received deduction to the extent of the deemed dividend portion of such accrued interest.
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, the Fund may make certain elections to avoid the imposition of that tax. For example, a Fund may make an election 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 each taxable year of the Fund. Such gains and losses are treated as ordinary income and loss. Each Fund may also 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. 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 Taxes
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 the Fund’s yield on securities subject to such taxes. Tax treaties between certain countries and the U.S. may reduce or eliminate such taxes. The Funds generally do not expect that shareholders will be entitled to claim a credit or deduction with respect to such foreign taxes incurred by the Funds.
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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.
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A Fund’s use of certain commodity-linked instruments and 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.
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.
Foreign Currency Transactions
Gain or loss on foreign currency denominated debt securities and on certain other financial instruments, such as forward currency options, futures contracts, forward contracts and currency swaps (and similar instruments, 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. Any such net gains could require a larger dividend toward the end of the calendar year. Any such net losses generally will reduce and potentially require the recharacterization of prior ordinary income distributions. Such ordinary income treatment may accelerate Fund distributions to shareholders and increase the distributions taxed to shareholders as ordinary income. Any net ordinary losses so created cannot be carried forward by a Fund to offset income or gains earned in subsequent taxable years.
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.
The 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
If a Fund receives dividends from another investment company that qualifies as a RIC, and the investment company 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.
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If a Fund receives dividends from another investment company that qualifies as a RIC and the investment company 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 investment company.
If a Fund were to own 20% or more of the voting interests of an investment company, subject to a safe harbor in respect of certain fund of funds arrangements, the Fund would be required to “look through” the investment company to its holdings and combine the appropriate percentage (as determined pursuant to the applicable Treasury Regulations) of the investment company’s assets with the Fund’s assets for purposes of satisfying the 25% diversification test described above.
Partnerships and Other Pass-Through Structures
To the extent the 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 the 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.
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 the Fund’s ability to qualify for treatment as a RIC and to avoid a fund-level tax.
REITs, REMICs and TMPs
A Fund’s investments in REIT equity securities may result in the Fund’s receipt of 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 U.S. federal income tax purposes.
A Fund may invest directly or indirectly (including through REITs) 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 U.S. 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, a Fund investing in such interests may not be a suitable investment for charitable remainder trusts (“CRTs”), as noted below. The Funds do not intend to invest in REITs in which a substantial portion of the assets will consist of residual interests in REMICs.
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) and (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. A
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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. See also 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.
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 could 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 Section 514(b) of the Code.
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 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. The extent to which this IRS guidance remains applicable in light of the December 2006 legislation is unclear. To the extent permitted under the 1940 Act, each 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. CRTs and other tax-exempt investors are urged to consult their tax advisors concerning the consequences of investing in a Fund.
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 a Fund with a correct taxpayer identification number, who has under-reported dividend or interest income, or who fails to certify to a 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. persons” 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 shareholder that is a Foreign Person, in each case to the extent such distributions are properly reported as such by the Fund in a written notice to shareholders. The exceptions to withholding for Capital Gain Dividends and
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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 the Fund reports a payment as an interest-related or short-term capital gain dividend. Foreign Persons should contact their intermediaries regarding the application of these rules to their accounts.
Distributions by the 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).
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 shares who 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 (as described below).
Subject to certain exceptions (for example, for a fund that is a “United States real property holding corporation” as described below), the 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.
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If a Fund were a QIE, under a special “look-through” rule, any distributions by the Fund to a shareholder that is 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 the Fund’s shareholders that are 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 the 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 the 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.
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 advisors concerning the tax consequences of owning shares of the Funds, including the certification and filing requirements imposed on Foreign Persons in order to qualify for exemption from the backup withholding tax rates 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 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
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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 the 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 shareholders 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 and tax-advantaged arrangements. Shareholders should consult their tax advisors 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 Fund 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.
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 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.
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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 for the Funds, Natixis Funds Trust I annual report, Loomis Sayles Funds I annual report and Loomis Sayles Funds II annual report, each dated September 30, 2022 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 online at the SEC’s website at www.sec.gov.
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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 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 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 Ratings
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 credit worthiness 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. |
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.
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 the next five business days in the absence of a stated grace period or within the earlier of the stated grace period or the next 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.
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.
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. |
• | 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.
Interest Payment: ‘i’ inactive qualifier
This suffix was used for issues in which the credit factors, terms, or both that determine the likelihood of receipt of payment of interest are different from the credit factors, terms, or both that determine the likelihood of receipt of principal on the obligation. The ‘i’ suffix indicated that the rating addressed the interest portion of the obligation only. The ‘i’ suffix was always used in conjunction with the ‘p’ suffix, which addresses likelihood of receipt of principal. For example, a rated obligation could have been assigned a rating of ‘AAApNRi’ indicating that the principal portion was rated ‘AAA’ and the interest portion of the obligation was not rated.
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.
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 noncredit-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 eleven months 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 to 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 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. *
* | By their terms, hybrid securities allow for omission of scheduled dividends, interest, or principal payments, which can potentially result in impairment if such an omission occurs. Hybrid securities may also be subject to contractually allowable write-downs of principal that could result in impairment. Together with the hybrid indicator, the long-term obligation rating assigned to a hybrid security is an expression of the relative credit risk associated with that security. |
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 eleven months 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) or similar 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.
Short-Term Issuer Ratings
N-1
N-1 issuers or issuances represent the strongest likelihood of repayment of short term debt obligations relative to other domestic issuers or issuances.
N-2
N-2 issuers or issuances represent an above average likelihood of repayment of short-term debt obligations relative to other domestic issuers or issuances.
N-3
N-3 issuers or issuances represent an average likelihood of repayment of short-term debt obligations relative to other domestic issuers or issuances.
N-4
N-4 issuers or issuances represent a below average likelihood of repayment of short-term debt obligations relative to other domestic issuers or issuances.
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 credit ratings that are forward-looking opinions on the relative ability of an entity or obligation to meet financial commitments. Issuer Default Ratings (IDRs) are assigned to corporations, sovereign entities, and financial institutions, such as banks, leasing companies and insurers, and public finance entities (local and regional governments). Issue-level ratings are also assigned and often include an expectation of recovery, which may be notched above or below the issuer-level rating.
Issue ratings are assigned to secured and unsecured debt securities, loans, preferred stock and other instruments, Structured finance ratings are issue ratings to securities backed by receivables or other financial assets that consider the obligations’ relative vulnerability to default.
Credit ratings are indications of the likelihood of repayment in accordance with the terms of the issuance. 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). Please see the section Specific Limitations Relating to Credit Rating Scales for details.
Fitch also publishes other ratings, scores and opinions. For example, Fitch 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 rating scale for issuers and issues is expressed using the categories ‘AAA’ to ‘BBB’ (investment grade) and ‘BB’ to ‘D’ (speculative grade) with an additional +/-for AA through CCC levels indicating relative differences of probability of default or recovery for issues. 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 signal either a higher level of credit risk or that a default already occurred.
Fitch may also disclose issues relating to a rated issuer that are not and have not been rated. Such issues are also denoted as ‘NR’ on its webpage.
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. 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. Credit ratings do not deal with the risk of market value loss due to changes in interest rates, liquidity and/or other market considerations. However, market risk may be considered to the extent that it influences the ability of an issuer to pay or refinance a financial commitment. Nonetheless, ratings 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, payments linked to performance of an equity index).
Fitch will use credit rating scales to provide ratings to privately issued obligations or certain note issuance programs, or for private ratings using the same public scale and criteria. Private ratings are not published, and are only provided to the issuer or its agents in the form of a rating letter.
The primary credit rating scales may also be used to provide ratings for a narrower 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 lowercase letter symbol combined with either an ‘*’ (e.g. ‘bbb+*’) or (cat) suffix to denote the opinion status. Credit Opinions will be typically point-in-time 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.
Ratings assigned by Fitch are opinions based on established, approved and published criteria. A variation to criteria may be applied but will be explicitly cited in our rating action commentaries (RACs), which are used to publish credit ratings when established and upon annual or periodic reviews.
Ratings are the collective work product of Fitch, and no individual, or group of individuals, is solely responsible for a rating. Ratings are not facts and, therefore, cannot be described as being “accurate” or “inaccurate.” Users should refer to the definition of each individual rating for guidance on the dimensions of risk covered by the rating.
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 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.
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.
Very low margin for safety. 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:
• | The issuer has entered into a grace or cure period following non-payment of a material financial obligation; |
• | The issuer has entered into a temporary negotiated waiver or standstill agreement following a payment default on a material financial obligation; |
• | The formal announcement by the issuer or their agent of a distressed debt exchange; |
• | 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:
• | An uncured payment default or distressed debt exchange on a bond, loan or other material financial obligation, but |
• | Has not entered into bankruptcy filings, administration, receivership, liquidation, or other formal winding-up procedure, and |
• | Has not otherwise ceased operating. This would include: |
• | The selective payment default on a specific class or currency of debt; |
• | 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; |
• | 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; 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, Financial Institution Viability Ratings and 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 and non-bank financial institutions (Viability Ratings and Support Ratings, Support Floors, Government Supporting Ratings, Shareholder Supporting Ratings), 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 an issuer’s securities or stock, or the likelihood that this value may change. |
• | The ratings do not opine on the liquidity of an 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 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.
In the case of Financial Institution 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 (a long-term rating can also be used to rate an issue with short maturity). 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 and Reviews
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.
Affirmations*:
The rating has been reviewed with no change in rating through this action. 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 by a credit rating committee with no change in rating or Outlook. As of the review date, the credit rating committee determined that nothing had sufficiently changed to warrant a new rating action. Such review will be published on the agency’s website, but a RAC will not be issued.
Matured*/Paid-In-Full:
• | ‘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’. |
• | ‘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 RAC 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.
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 or Review must be recorded for each rating in a required cycle to be considered compliant with Fitch policy concerning aging of ratings. Not all Rating Actions, Data Actions, or changes in rating modifiers, meet this requirement. Actions or Reviews that meet this requirement are noted with an * in the definitions. |
XB33-0223
Registration Nos. 002-98326
811-04323
NATIXIS FUNDS TRUST I
PART C
OTHER INFORMATION
Item 28. Exhibits
(1) | Power 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, Kirk A. Sykes, and Cynthia L. Walker dated June 9, 2022 and effective July 1, 2022, designating John M. Loder, Matthew J. Block, Susan McWhan Tobin and Natalie Wagner as attorneys to sign for each Trustee is filed herewith. | |||||||
EX-101.INS |
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL | |||||||
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 Fund
The Registrant is not aware of any person controlled or under common control with any of its series. As of December 30, 2022, 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:*
Fund |
|
Shareholder and Address |
|
Percentage of shares held | ||||
Mirova U.S. Sustainable Equity Fund | Natixis Investment Managers, LLC Boston, MA 02199-8197 |
96.79% | ||||||
Mirova Global Green Bond Fund | Charles Schwab & Co. Inc. San Francisco, CA 94105-1901 |
46.20% | ||||||
Natixis Oakmark International Fund | American Enterprise Investment Minneapolis, MN 55402-2405 |
28.65% |
* | 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 the Fund, it may be deemed to “control” the Fund within the meaning of the 1940 Act. |
Item 30. Indemnification
Under Article 5 of the Registrant’s 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 By-laws incorporated by reference to exhibit (b)(1) to PEA No. 76 to the Registration Statement filed on December 3, 2008.
The Distribution Agreement, the Custodian Contract, 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.
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 Natixis Investment Managers, LLC, serves as investment adviser to the Registrant’s Natixis Oakmark International Fund, Natixis U.S. Equity Opportunities Fund and Vaughan Nelson Small Cap Value 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 herein 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) | Loomis Sayles, adviser of the Registrant’s Loomis Sayles Core Plus Bond Fund and subadviser of the Registrant’s Natixis U.S. Equity Opportunities Fund, 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).
(c) | Harris Associates serves as a subadviser to the Registrant’s Natixis U.S. Equity Opportunities Fund and Natixis Oakmark International 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, vocation 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).
(d) | Vaughan Nelson serves as a subadviser to the Registrant’s Vaughan Nelson Small Cap Value Fund, 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 (File No. 801-51795; IARD/CRD No. 106975).
(e) | Mirova US, serves as investment adviser to the Registrant’s Mirova Global Sustainable Equity Fund, Mirova International Sustainable Equity Fund, Mirova Global Green Bond Fund and Mirova U.S. Sustainable Equity Fund and provides investment advice to a number of 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 Mirova US during the past two years is incorporated herein by reference to schedules A, C, and D of Form ADV filed by Mirova US pursuant to the Advisers Act (SEC file No. 801-114631; IARD/ CRD no. 300152).
Item 32. Principal Underwriter
(a) | Natixis Distribution, LLC, the principal underwriter of the Registrant, also serves as principal underwriter for: |
Natixis Funds Trust II
Natixis Funds Trust IV
Loomis Sayles Funds I
Loomis Sayles Funds II
Gateway Trust
Investment Managers Series Trust
(b) The officers of the Registrant’s principal underwriter, Natixis Distribution, LLC, and their addresses are as follows:
Name |
Positions and Offices with Principal Underwriter |
Positions and Offices with the Registrant | ||
David L. Giunta | President and Chief Executive Officer, Natixis Investment Managers, U.S. |
President and Chief Executive Officer | ||
Susan McWhan Tobin | Executive Vice President, General Counsel | Secretary and Chief Legal Officer | ||
Matthew J. Block | Senior Vice President | Treasurer, Principal Financial and Accounting Officer | ||
Natalie Wagner | Senior Vice President | Assistant Secretary, Chief Compliance Officer and Anti-Money Laundering Officer for Mutual Funds | ||
Beatriz Pina Smith | Executive Vice President, Treasurer and Chief Financial Officer | None | ||
Molly Gorman | Senior Vice President, Deputy General Counsel, Secretary and Clerk | 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 | ||
Sara Kaufman | Vice President and Assistant Controller | None | ||
Matthew Coldren | Executive Vice President | None | ||
James Cove | Executive Vice President | None | ||
Marina Gross | Executive Vice President and Co-Head of Natixis Investment Managers Solutions | None | ||
Kenneth Herold | Executive Vice President | None | ||
Robert Hussey | Executive Vice President | None | ||
Liana Magner | Executive Vice President | None |
Name |
Positions and Offices with Principal Underwriter |
Positions and Offices with the Registrant | ||
Curt Overway | Executive Vice President and Co-Head of Natixis Investment Managers Solutions | None | ||
Dan Santaniello | Executive Vice President | None | ||
Ron Taylor | Executive Vice President | None | ||
Claudine Ciccia | Senior Vice President | None | ||
Jeff Clough | Senior Vice President | None | ||
Abhijeet Dalvi | Senior Vice President | None | ||
James Dolan | Senior Vice President | None | ||
Matthew Doucette | Senior Vice President | None | ||
Daphne Du | Senior Vice President | None | ||
Joseph Duffey | Senior Vice President | None | ||
Tracy Duffy | Senior Vice President | None | ||
Dineen Dusablon | Senior Vice President | None | ||
Nick Elward | Senior Vice President | None | ||
Mark Fogg | Senior Vice President | None | ||
Sean Foley | Senior Vice President | None | ||
Matt Garzone | Senior Vice President | None | ||
Alaina Giampapa | Senior Vice President | None | ||
David Goodsell | Senior Vice President | None | ||
Peter Gozelski | 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 |
Name |
Positions and Offices with Principal Underwriter |
Positions and Offices with the Registrant | ||
Joseph Labresh | Senior Vice President | None | ||
Karyn Lee | Senior Vice President | None | ||
Daniel Lynch | Senior Vice President and Managing Director | None | ||
Robert Lyons | Senior Vice President | None | ||
Kevin Maeda | Senior Vice President | None | ||
Neil Martin | Senior Vice President | None | ||
Dianne Masel | Senior Vice President | None | ||
Mark Mason | Senior Vice President | None | ||
Brian O’Mara | Senior Vice President | None | ||
Stacie Paoletti | Senior Vice President and Chief Operating Officer of Natixis Investment Managers Solutions | None | ||
Meghan Peachey | Senior Vice President | None | ||
Rebecca Poulin | Senior Vice President | None | ||
Daniel Price | Senior Vice President | None | ||
Jennifer Round | Senior Vice President | None | ||
Christopher Sharpe | Senior Vice President | None | ||
David Vallon | Senior Vice President and Chief Compliance Officer – Advisor | None | ||
Susannah Wardly | Senior Vice President | None | ||
Johanna Wojciechowski | Senior Vice President | None | ||
Kevin Finney | Managing Director | None | ||
Pat Fitzsimons | Managing Director | None | ||
Robert Hinckle | Managing Director | None | ||
Christopher Hunter | Managing Director | None |
Name |
Positions and Offices with Principal Underwriter |
Positions and Offices with the Registrant | ||
Sean Kane | Managing Director | None | ||
Ian MacDuff | Managing Director | None | ||
Kent Mappin | Managing Director | None | ||
Shawn McClain | Managing Director | None | ||
Ryan McNeill | Managing Director | None | ||
Mike Muti | Managing Director | None | ||
Chuck Nanick | 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.
(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 Registrant: |
(i) | Natixis Funds Trust I |
888 Boylston Street
Boston, MA 02199-8197
(ii) | Natixis Distribution, LLC |
888 Boylston Street
Boston, Massachusetts 02199-8197
(iii) | Natixis Advisors, LLC |
888 Boylston Street
Boston, Massachusetts 02199-8197
(excluding Loomis Sayles Core Plus Bond Fund)
(iv) | State Street Bank and Trust Company |
1 Lincoln Street
Boston, Massachusetts 02110
(v) | SS&C Global Investor & Distribution Solutions, Inc. |
2000 Crown Colony Drive
Quincy, MA 02169
(b) | For the series of the Registrant managed by Harris Associates: |
Harris Associates L. P.
111 S. Wacker Drive, Suite 4600
Chicago, Illinois 60606
(c) | For the series of the Registrant managed by Loomis Sayles: |
Loomis, Sayles & Company, L.P.
One Financial Center
Boston, Massachusetts 02111
(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 Mirova US: |
Mirova US, LLC
888 Boylston Street Boston, Massachusetts 02199-8197
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.
NATIXIS FUNDS TRUST I
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 Post-Effective Amendment to its Registration Statement under Rule 485(b) under the Securities Act of 1933, as amended, and has duly caused this Post-Effective Amendment 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 27th day of January, 2023.
NATIXIS FUNDS TRUST I | ||
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 David L. Giunta |
President, Chief Executive Officer and Trustee |
January 27, 2023 | ||
/s/ Matthew J. Block Matthew J. Block |
Treasurer, Principal Financial and Accounting Officer |
January 27, 2023 | ||
Kevin P. Charleston* Kevin P. Charleston |
Trustee |
January 27, 2023 | ||
Edmond J. English* Edmond J. English |
Trustee |
January 27, 2023 | ||
Richard A. Goglia* Richard A. Goglia |
Trustee |
January 27, 2023 | ||
Wendell J. Knox* Wendell J. Knox |
Trustee |
January 27, 2023 | ||
Martin T. Meehan* Martin T. Meehan |
Trustee |
January 27, 2023 | ||
Maureen B. Mitchell* Maureen Mitchell |
Trustee |
January 27, 2023 | ||
James P. Palermo* James P. Palermo |
Trustee |
January 27, 2023 |
Erik R. Sirri* Erik R. Sirri |
Trustee, Chairperson of the Board |
January 27, 2023 | ||
Peter J. Smail* Peter J. Smail |
Trustee |
January 27, 2023 | ||
Kirk A. Sykes* Kirk A. Sykes |
Trustee |
January 27, 2023 | ||
Cynthia L. Walker* Cynthia L. Walker |
Trustee |
January 27, 2023 |
*By: | /s/ Susan McWhan Tobin | |
Susan McWhan Tobin | ||
Attorney-In-Fact 1 | ||
January 27, 2023 |
1 | Power 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, Kirk A. Sykes, and Cynthia L. Walker dated June 9, 2022 and effective July 1, 2022, designating John M. Loder, Matthew J. Block, Susan McWhan Tobin and Natalie Wagner as attorneys to sign for each Trustee is filed herewith. |
Exhibit (d)(1)(iii)
July 1, 2022
Natixis Funds Trust I
Natixis U.S. Equity Opportunities Fund
888 Boylston Street, Suite 800
Boston, MA 02199-8197
Attention: David Giunta, President
Re: | Natixis U.S. Equity Opportunities Fund Advisory Agreement Addendum |
Dear Mr. Giunta:
The Advisory Agreement dated October 30, 2000 between Natixis Funds Trust I (the Trust) with respect to its Natixis U.S. Equity Opportunities Fund (the Series) and Natixis Advisors, LLC (the Manager) is hereby revised, effective July 1, 2022, to delete Section 7 and to replace it with the following:
7. As full compensation for all services rendered, facilities furnished and expenses borne by the Manager hereunder, the Fund shall pay the Manager compensation in an amount equal to the annual rate of 0.70% of the average daily net assets of the Series (or such lesser amount as the Manager may from time to time agree to receive) minus any fees payable by the Fund, with respect to the period in question, to any one or more Sub-Advisers pursuant to any Sub-Advisory Agreements in effect with respect to such period. Such compensation shall be payable monthly in arrears or at such other intervals, not less frequently than quarterly, as the Board of Trustees of the Fund may from time to time determine and specify in writing to the Manager. The Manager hereby acknowledges that the Funds obligation to pay such compensation is binding only on the assets and property belonging to the Series.
To indicate your approval and acceptance of the terms of this letter, please sign below where indicated.
NATIXIS FUNDS TRUST I
on behalf of its Natixis U.S. Equity Opportunities Fund Series
By: | /s/ David L. Giunta | |
Name: | David L. Giunta | |
Title: | President and Chief Executive Officer |
NATIXIS ADVISORS, LLC | ||
By: | /s/ Susan McWhan Tobin | |
Name: | Susan McWhan Tobin | |
Title: | Executive Vice President, General Counsel and Secretary |
Date: July 1, 2022
2
Exhibit (e)(9)
«LE_Name»
«LE_Address1», «LE_Address2»
«LE_City», «LE_State» «LE_Postal_Code»
Dealer Agreement
This dealer agreement (Dealer Agreement) is entered into between «LE_Name» (formerly, Natixis Distribution, 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 Funds 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 «LE_Name», 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
Exhibit (e)(9)
(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 shareholders 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 Funds 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 Funds 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
Exhibit (e)(9)
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 customers 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 shareholders 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
Exhibit (e)(9)
(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 Distribution, L.P., 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
Exhibit (e)(9)
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 partys 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 Departments 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 Departments 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 Funds 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 Funds 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 customers 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 Funds 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
Exhibit (e)(9)
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.
«Company_Name» | «LE_Name» | |||||||
By: | By: | |||||||
Authorized Signature of Dealer | Authorized Signature | |||||||
Name: | Name: | |||||||
(Please print name) | ||||||||
Title: | Title: | |||||||
Address: | «Company_Address1» «Company_Address2» «Company_City»,
«Company_State» |
Address: | «LE_Address1» «LE_City», «LE_State» | |||||
Date: | Date: |
6
Exhibit (e)(9)
Appendix A
«LE_Name»
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 Funds 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 Funds Pricing Time are segregated from Fund Orders received by you after the Funds Pricing Time and are properly transmitted to the Funds (or their agents) for execution at the current days net asset value (NAV). |
| Your policies and procedures provide reasonable assurances that Fund Orders received by you after the Funds Pricing |
| Time are properly transmitted to the Funds (or their agents) for execution at the next days 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 Funds 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
Exhibit (e)(9)
Appendix B
«LE_Name»
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 Funds 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 funds 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
Exhibit (e)(9)
(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
Exhibit (h)(3)(i)
January 31, 2023
Natixis Funds Trust I
Loomis Sayles Funds I
Loomis Sayles Funds 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 January 31, 2024 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 | |
July 1, 2022 through January 31, 2024: | ||
Loomis Sayles Core Plus Bond Fund2 | 0.74% for Class A shares | |
1.49% for Class C shares | ||
0.44% for Class N shares | ||
0.74% for Class T shares | ||
0.49% for Class Y shares | ||
February 1, 2023 through January 31, 2024: | ||
Loomis Sayles Credit Income Fund1 | 0.82% for Class A shares | |
1.57% for Class C shares | ||
0.52% for Class N shares | ||
0.57% for Class Y shares | ||
Loomis Sayles Fixed Income Fund | 0.65% for Institutional Class shares | |
Loomis Sayles Global Allocation Fund1 | 1.25% for Class A shares | |
2.00% for Class C shares | ||
0.95% for Class N shares | ||
1.25% for Class T shares | ||
1.00% for Class Y shares | ||
Loomis Sayles Global Bond Fund | 0.69% for Institutional Class shares |
1
Exhibit (h)(3)(i)
Name of Fund | Expense Cap | |
0.94% for Retail Class shares | ||
0.64% for Class N shares | ||
Loomis Sayles Growth Fund1 | 1.25% for Class A shares | |
2.00% for Class C shares | ||
0.95% for Class N shares | ||
1.25% for Class T shares | ||
1.00% for Class Y shares | ||
Loomis Sayles Inflation Protected Securities Fund | 0.40% for Institutional Class shares | |
0.65% for Retail Class shares | ||
0.35% for Class N shares | ||
Loomis Sayles Institutional High Income Fund |
0.75% for Institutional Class shares | |
Loomis Sayles Intermediate Duration Bond Fund1 | 0.65% for Class A shares | |
1.40% for Class C shares | ||
0.35% for Class N shares | ||
0.65% for Class T shares | ||
0.40% for Class Y shares | ||
Loomis Sayles Limited Term Government and Agency Fund1 | 0.70% for Class A shares 1.45% for Class C shares 0.40% for Class N shares 0.70% for Class T shares 0.45% for Class Y shares | |
Loomis Sayles Small Cap Growth Fund | 1.00% for Institutional Class shares | |
1.25% for Retail Class shares | ||
0.95% for Class N shares | ||
Loomis Sayles Small Cap Value Fund | 0.90% for Institutional Class shares | |
1.15% for Retail Class shares | ||
1.40% for Admin Class shares | ||
0.85% for Class N shares | ||
Loomis Sayles Small/Mid Cap Growth Fund1 | 0.85% for Institutional Class shares | |
0.83% for Class N Shares |
1 | 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. |
2 | The expense caps above account for advisory administration fees payable to Natixis Advisors, LLC (Natixis Advisors). Loomis Sayles and Natixis Advisors have agreed to equally bear the waiver/reimbursement. |
2
Exhibit (h)(3)(i)
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 both 1) the class applicable expense limitation at the time such amounts were waived/reimbursed and 2) the class current applicable expense limitation, 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.
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 Trusts 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 Funds 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 |
3
Exhibit (h)(3)(v)
June 30, 2022
Natixis Funds Trust I
Natixis Funds Trust II
Natixis Funds Trust IV
Gateway Trust
Loomis Sayles Funds I
Loomis Sayles Funds II
888 Boylston Street
Boston, MA 02199
Re: Reimbursement of Class N Transfer Agency Fees
Ladies and Gentlemen:
Natixis Advisors, LLC notifies you that it will reimburse the Class N shares of the following Funds for any and all transfer agency expenses attributable to omnibus accounts admitted to Class N via a prospectus provision that allows Natixis Distribution, LLC, at its sole discretion, to waive the investment minimum for such accounts.
Fund Name |
Time Period | |
AEW Global Focused Real Estate Fund |
June 9, 2022 May 31, 2024 | |
AlphaSimplex Global Alternatives Fund |
June 9, 2022 April 30, 2024 | |
AlphaSimplex Managed Futures Strategy Fund |
June 9, 2022 April 30, 2024 | |
Gateway Fund |
June 9, 2022 April 30, 2024 | |
Gateway Equity Call Premium Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Bond Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Core Plus Bond Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Credit Income Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Global Allocation Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Global Bond Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Global Growth Fund |
June 9, 2022 March 31, 2024 | |
Loomis Sayles Growth Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles High Income Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Inflation Protected Securities Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Intermediate Duration Bond Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles International Growth Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Investment Grade Bond Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Limited Term Government and Agency Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Senior Floating Rate and Fixed Income Fund |
June 9, 2022 March 31, 2024 | |
Loomis Sayles Small Cap Growth Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Small Cap Value Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Small/Mid Cap Growth Fund |
June 9, 2022 January 31, 2024 | |
Loomis Sayles Strategic Alpha Fund |
June 9, 2022 April 30, 2024 | |
Loomis Sayles Strategic Income Fund |
June 9, 2022 April 30, 2024 | |
Mirova Global Green Bond Fund |
June 9, 2022 April 30, 2024 | |
Mirova Global Sustainable Equity Fund |
June 9, 2022 April 30, 2024 | |
Mirova International Sustainable Equity Fund |
June 9, 2022 April 30, 2024 | |
Mirova U.S. Sustainable Equity Fund |
June 9, 2022 April 30, 2024 | |
Natixis Oakmark Fund |
June 9, 2022 April 30, 2024 |
Fund Name |
Time Period | |
Natixis Oakmark International Fund |
June 9, 2022 April 30, 2024 | |
Natixis Sustainable Future 2015 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2020 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2025 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2030 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2035 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2040 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2045 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2050 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2055 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2060 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis Sustainable Future 2065 Fund® |
June 9, 2022 May 31, 2024 | |
Natixis U.S. Equity Opportunities Fund |
June 9, 2022 April 30, 2024 | |
Vaughan Nelson Mid Cap Fund |
June 9, 2022 April 30, 2024 | |
Vaughan Nelson Select Fund |
June 9, 2022 March 31, 2024 | |
Vaughan Nelson Small Cap Value Fund |
June 9, 2022 April 30, 2024 |
During the period covered by this agreement, the expense reimbursement 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
We understand and intend that you will rely on this undertaking in preparing and filing the Registration Statements on Form N-1A for the Funds with the Securities and Exchange Commission, in accruing the Funds expenses for purposes of calculating each Funds 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, LLC | ||
By: |
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Name: | Susan McWhan Tobin | |
Title: | Executive Vice President, General | |
Counsel and Secretary |
Exhibit (j)(i)
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 reports dated November 21, 2022, relating to the financial statements and financial highlights, which appear in Loomis Sayles Core Plus Bond Funds, Loomis Sayles Credit Income Funds, Loomis Sayles Global Allocation Funds, Loomis Sayles Growth Funds, Loomis Sayles Intermediate Duration Bond Funds, and Loomis Sayles Limited Term Government and Agency Funds Annual Report on Form N-CSR for the year ended September 30, 2022. 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
January 25, 2023
Exhibit (o)(2)
Code of Ethics
Natixis Advisors, LLC
Natixis Distribution, LLC
As Amended
October 2022
1
Exhibit (o)(2)
Introduction
This is the Code of Ethics (Code) of Natixis Advisors, LLC (Natixis Advisors) and Natixis Distribution, LLC (Natixis Distribution) (the Firms).
Statement of General Principles
It is the policy of the Firms that no Supervised Person shall engage in any act, practice, or course of conduct that would violate the Code, the fiduciary duty owed by the Firms and their personnel to Clients, or any applicable federal securities laws, including but not limited to certain sections of and rules promulgated under the Investment Advisers Act of 1940 (as amended; the Advisers Act) including Rule 204A-1 thereunder, the Employee Retirement Income Security Act of 1974 (as amended; ERISA), or the Investment Company Act of 1940 (as amended; the 1940 Act) including Rule 17j-1 thereunder. The fundamental position of the Firms is, and has been, that at all times the interests of their Clients are placed first. Accordingly, a Supervised Persons personal financial transactions (and those of members of their Family/Household) 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 the Firms position of trust and responsibility.
It is not intended that the policies in this Code will specifically address every situation involving personal trading. These policies will be interpreted and applied, and exceptions and amendments will be made by the Compliance Officer in a manner considered fair and equitable, in all cases with the view of placing the Firms Clients interests paramount. It also bears emphasis that technical compliance with the procedures, prohibitions, and limitations of this Code will not automatically insulate a Supervised Person from scrutiny of, and sanctions for, securities transactions that indicate an abuse of the Firms fiduciary duty to any of its Clients.
Things You Need to Know to Use This Code
1. TermsTerms in boldface type have special meanings as used in this Code. To understand the Code, you need to read the definitions of these terms. The definitions are at the end of the Code.
2. Purpose of the CodeThe policies in this Code reflect the Firms 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. This Code (i) sets forth standards of conduct expected of Supervised Persons (including compliance with the federal securities laws), (ii) is intended to safeguard material nonpublic information about Client transactions, and (iii) requires Access Persons to report personal securities transactions, including transactions in shares of certain investment companies managed by the Firms or any affiliate of any of the Firms (Covered Funds). A complete list of Covered Funds is maintained by the Compliance Officer and is posted on the Firms Intranet; a printed list is available upon request from the Compliance Officer.
3. Access Persons For purposes of this Code, all officers, directors, and employees of the Firms are considered Access Persons, except for any director who is not an officer or employee of the Firms and who meets all the following conditions:
| The employee, in connection with 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; |
2
Exhibit (o)(2)
| The employee does not have access to nonpublic information regarding any Clients purchase or sale of securities, or nonpublic information regarding the portfolio holdings of any Covered Fund; and |
| The employee is not involved in making securities recommendations to Clients and does not have access to such recommendations that are nonpublic. |
While many officers and employees of the Firms do not have regular access to information regarding the purchase and sale of securities by either Mutual Fund Clients or Separate Account Clients, they may have occasional access to mutual fund or separate account portfolio information that has not been aged 30 days. Therefore, all officers and employees of the Firms have been designated Access Persons.
4. Investment Persons All Access Persons (and employees of any company in a control relationship with the Firms) that have been specifically identified by the Compliance Department as having access to or either regular or periodic knowledge of material nonpublic information regarding the purchase and sale of securities by Mutual Fund Clients or Separate Account Clients are also considered Investment Persons. A complete list of Investment Persons is maintained by the Compliance Department.
5. Compliance Department and Compliance Officer This Code is administered by the Compliance Officer and their designee(s). Any significant issues, concerns, or findings identified by the Compliance Officer are reported to the Firms Ethics and Supervisory Committee.
The Compliance Officer has the authority to grant written waivers of certain provisions of this Code in appropriate instances. However, some provisions of the Code are mandated by Securities and Exchange Commission (SEC) rules and cannot be waived.
6. Ethics and Supervisory Committee (Committee)The Committee is comprised of certain members of senior management of the Firms. The Committee is charged with ensuring the Code remains reasonably designed to prevent Supervised Persons from engaging in any act, practice, or course of conduct that would violate the fiduciary duty owed by the Firms and their personnel to Clients, any applicable federal securities laws, including but not limited to certain sections of and rules promulgated under the Advisers Act including Rule 204A-1 thereunder, ERISA, or the 1940 Act including Rule 17j-1 thereunder. The Committee will review the terms and provisions of this Code at least annually and make amendments, as necessary.
The Committee meets quarterly to review any Code violations identified by the Compliance Officer to (i) make a determination of whether they are indeed violations under the Code; (ii) establish the degree of severity the violation represents; and (iii) if necessary, mete out disciplinary actions as described in Section E of this Code.
The Compliance Officer will distribute the Code to all Supervised Persons annually and upon any amendment. You are required to acknowledge your receipt and understanding of the Code annually through ACA ComplianceAlpha.
7. Mutual Fund Clients Includes all investment companies for which Natixis Advisors serves as adviser, or for which Natixis Distribution is the Distributor. All investment company Clients are currently considered Mutual Fund Clients.
3
Exhibit (o)(2)
8. Separate Account ClientsNatixis Advisors markets the investment expertise of Natixis Solutions, its advisory affiliates, and other advisory firms to separate account platforms. While Natixis Advisors primarily relies on model portfolios provided by affiliates or third party subadvisers to manage Client assets, it normally has investment discretion over Separate Account Client portfolios.
For purposes of this Code of Ethics, Mutual Fund Clients and Separate Account Clients are collectively referred to as Clients.
Specific Requirements of the Code
A. General Rules
It is improper for Supervised Persons to:
| use for their own benefit (or the benefit of anyone other than the Clients) information about the trading activity or holdings of Clients or recommendations of the advisers or subadvisers; or |
| take advantage of investment opportunities that would otherwise be available for the Clients; or |
| engage in insider trading or employ a manipulative and deceptive device; or |
| make any untrue statement of a material fact to any Client or omit to state a material fact necessary in order to make the statements made to any Client, in light of the circumstances under which they are made, not misleading. |
Also, as a matter of business policy, the Firms require that Supervised Persons adhere to a standard of conduct that: (i) reflects the fiduciary obligations of the Firms, including preventing access to material nonpublic information about Clients by Supervised Persons not needing such information to perform their duties; (ii) complies with all securities laws; and (iii) avoids even the appearance that Supervised Persons receive any improper benefit from information about trading activity or holdings of Clients, the advisers or subadvisers, or from our relationships with the brokerage and advisory communities.
The Firms expect all Supervised Persons to comply with the spirit of the Code, as well as the specific rules contained in the Code.
B. Feed Broker Request
Except as described in paragraphs (i)-(v) below, Access Persons who have personal accounts that hold or can hold securities, including Covered Securities or shares of Covered Funds in which they have Beneficial Ownership are encouraged to maintain such accounts at one of the following firms: Charles Schwab, Fidelity Investments, Merrill Lynch, Morgan Stanley Smith Barney, Northern Trust, T.D. Ameritrade, UBS, -E*Trade, Ameriprise, Interactive Brokers, Edward Jones, or Vanguard (collectively, the Feed Brokers).
Access Persons can continue to maintain accounts with brokers other than the Feed Brokers but must report the account through the Compliance system and either establish an aggregation connection or provide electronic copies of statements as described in the Aggregation Notice and Statement Requirement section (see Section F.5 of this Code) below.
NOTE: Access Persons are required to report all accounts in which any securities are held (not just Covered Securities and Covered Funds). For example, a 401(k) account from a prior employer must be reported even if there are no Covered Funds available in the plan.
4
Exhibit (o)(2)
NOTE: In instances in a deviation from the Feed Broker Request to any accounts that hold or can hold Covered Securities and/or Covered Funds, the Aggregation Notice and Statement Requirement (see Section F.5 of this Code) shall apply instead.
C. Gifts to or from Brokers, Clients, or Others
No Access Person may accept, receive or give on their own behalf, or on behalf of the Firms, any gift or other accommodations from or to a vendor, broker, securities salesman, Client, or prospective Client (a business contact) that might create a conflict of interest or interfere with the impartial discharge of such Access Persons responsibilities to the Firms or the Clients, be construed as an improper attempt to influence the recipient, or place the recipient or the Firms in a difficult or embarrassing position. This prohibition applies equally to gifts to or from members of the Family/Household of Access Persons.
In no event should gifts to or from any one securities industry contact have a value that exceeds the annual limitation on the dollar value of gifts established by the Compliance Officer from time to time (currently $100). Extra care should be given when accepting any gifts or entertainment from Broker-Dealer or Research Provider Firms to ensure they are neither too frequent nor excessive in totality.
These policies are not intended to prohibit normal business entertainment such as meals or tickets to sporting events or the theatre. Please note that business entertainment is different than giving or receiving gifts. If you are unsure whether something is a gift or business entertainment, refer to the Firms Non-Cash Compensation Policy, the Policy Regarding Employee Political Contributions to Certain Government Officials, or ask the Compliance Officer.
D. Service on the Board or as an Officer of Another Company
To avoid conflicts of interest, inside information concerns, and other compliance and business issues, the Firms prohibit all Access Persons from serving as officers or members of the board of any other entity, except with the advance written approval of the General Counsel or Compliance Officer. Approval must be obtained through the Compliance Officer and could require consideration by the Ethics and Supervisory Committee. The Firms can deny approval for any reason or without providing a reason. This prohibition does not apply to service as an officer or board member of any parent, subsidiary, or affiliate of the Firms, nor does it apply to non-employee members of the Firms board (i.e., those board members who are not employees of the Firms).
E. Violations and Penalties
The Firms expect all Supervised Persons to comply with the spirit of the Code, as well as the specific rules contained in the Code. Any violations must be reported promptly to the Compliance Officer.
The Firms treat violations of this Code (including violations of the spirit of the Code) very seriously. If you violate either the letter or the spirit of this Code, the Firms (through the Ethics and Supervisory Committee) might take a variety of remedial measures. These may include imposing penalties or fines, cutting your compensation, demoting you, requiring disgorgement of trading gains, imposing a ban on your personal trading, suspending, or terminating your employment, or reporting the matter to civil or criminal authorities. Sanction guidelines can be found in the Firms Violation and Sanctions Policy.
5
Exhibit (o)(2)
Improper trading activity may constitute a violation of this Code. You may also be considered in violation of this Code by failing to promptly report violations to the Compliance Officer, by failing to file required reports in a timely manner, or by making inaccurate, incomplete, or misleading reports or statements concerning trading activity or securities accounts. You may be considered in violation of this Code even if no harm results from your conduct.
If you have any doubt or uncertainty about what this Code requires or permits, you should ask the Compliance Officer. Do not just guess at the answer since ignorance of the requirements of the Code or the legal regulations underlying the Code will not serve as an excuse for a violation.
F. Reporting Requirements Applies to All Access Persons
One of the more important aspects of complying with this Code is understanding which holdings, transactions, and accounts you must report and what accounts are subject to trading restrictions. For example, accounts of members of your Family/Household are covered, as are certain categories of trust accounts, certain investment pools in which you might participate, and certain accounts that others may be managing for you. To be sure you understand which holdings, transactions, and accounts are covered, it is essential that you carefully review the definitions of Covered Security, Covered Fund, Family/Household, and Beneficial Ownership in the Definitions section of this Code.
NOTE: All reports specified in this Code must be submitted to the Compliance Department. You must file the reports described below, even if you have no holdings, transactions, or accounts to list in the reports, and whether or not your accounts are held at a Designated Broker or duplicate confirmation statements have been forwarded to the Compliance Department. With limited exceptions, reports are filed using ACA Compliance Alpha.
1. Initial Holdings Report. No later than 10 days after you become an Access Person, you must file with the Compliance Officer an Initial Holdings Report.
The Initial Holdings Report requires you to list all Covered Securities and Covered Funds in which you (or members of your Family/Household) have Beneficial Ownership (including the title and type of security; as applicable, the exchange ticker symbol or CUSIP number; the number of shares; and principal amount). The information reported must be current as of a date no more than 45 days prior to becoming an Access Person.
The Initial Holdings Report also requires you to list all brokers, dealers, and banks where you maintained an account in which any securities, including Covered Funds or Covered Securities were held or could have been held for the direct or indirect benefit of you or a member of your Family/Household on the date you became an Access Person.
The Initial Holdings Report also requires you to confirm that you have read and understand this Code; that you understand that it applies to you and members of your Family/Household; and that you are considered an Access Person under the Code.
6
Exhibit (o)(2)
NOTE: It is important for new Access Persons to be familiar with the Feed Broker Request of this Code; any questions concerning this requirement should be directed to the Compliance Officer.
2. Quarterly Transaction Reports. No later than 15 days after the end of March, June, September, and December each year, you must file with the Compliance Officer a Quarterly Transaction Report. While compliance with this requirement will be monitored, a late report will not be considered a regulatory violation of the Code unless it is filed with the Compliance Officer more than 30 days after the end of the quarter.
The Quarterly Transaction Report requires you to report all volitional transactions during the most recent calendar quarter in Covered Securities and Covered Funds (including the date of the transaction; the title and type of security; the exchange ticker symbol, CUSIP number, or interest rate and maturity date (as applicable); the number of shares; price; and principal amount), in which you (or a member of your Family/Household) had Beneficial Ownership. It also requires you to report the nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition) and the name of the broker, dealer, or bank with or through which the transaction was affected.
You do not need to report non-volitional transactions effected pursuant to an automatic investment plan. An 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. An automatic investment plan includes a dividend reinvestment plan and the Natixis 401(k). Applicable transactions within the Natixis 401(k) are provided directly from the plan sponsor and do not need to be included in the ACA ComplianceAlpha certification by employees.
Non-volitional transactions in Covered Securities (including Covered Funds) such as automatic monthly payroll deductions, changes to future contributions within the Natixis 401(k), dividend reinvestment programs, and dollar cost averaging programs are still subject to the Codes annual holdings reporting requirement.
If no volitional transactions in any Covered Securities were affected during a quarterly period by an Access Person, such Access Person shall nevertheless submit a report within the period specified stating that no reportable securities transactions were affected.
All Access Persons maintaining accounts at non-Feed Brokers are responsible for establishing an Aggregation Connection to automate the reporting; or attaching electronic or scanned copies of statements for those non-Feed Broker accounts when completing quarterly certifications in addition to entering the transactions into the certifications they make through the ACA ComplianceAlpha system. All transactions must be captured when the certification is submitted in order for the submission to be considered complete. Missing transactions will be considered a violation of this Policy. Three (3) violations of either failing to attach statements or failing to enter the transactions in the system may result in the employee being required to establish an aggregation connection, if available, or move the account to a Feed Broker.
The Quarterly Transaction Report also requires you to either confirm or amend your complete list of brokers, dealers, and banks with whom you or a member of your Family/Household established an account in which any securities, including Covered Funds or Covered Securities, were held or could have been held during the quarter for the direct or indirect benefit of you or a member of your Family/Household.
3. Annual Holdings Reports. By January 30 of each year, you must file with the Compliance Officer an Annual Holdings Report as of December 31 of the preceding year.
7
Exhibit (o)(2)
The Annual Holdings Report requires you to list all Covered Securities and Covered Funds (including the title and type of security; as applicable, the exchange ticker symbol or CUSIP number; the number of shares; and principal amount) in which you (or a member of your Family/Household) had Beneficial Ownership as of December 31 of the prior year. It also requires you to list all brokers, dealers, and banks with whom you or a member of your Family/Household maintained an account in which any securities, including Covered Securities or Covered Funds were held, or could have been held, for the direct or indirect benefit of you or a member of your Family/Household on December 31 of the prior year. All Access Persons maintaining accounts at non-Feed Brokers are responsible for establishing an Aggregation Connection to automate the reporting; or attaching electronic or scanned copies of the year-end statement for those accounts when completing annual certifications.
The Annual Holdings Report also requires you to confirm that during the prior year, except as otherwise indicated therein, you have complied with all applicable requirements of the Code and have reported all accounts, holdings, and transactions required to be reported under the Code, that you understand that it applies to all members of your Family/Household, that you understand that you have been designated an Access Person, and whether you have been designated an Investment Person under the Code.
4. Annual Acknowledgement. You must acknowledge your receipt and understanding of the Code (and any amendments), along with the Firms Statement of Policies and Procedures with Respect to the Flow and Use of Material, Non-Public (Inside) Information, by submitting an electronic affirmation annually.
5. Aggregation Notices and Statements. Any Access Person or member of their Family/Household that has a securities account (in which Covered Securities or shares of Covered Funds are held, or could be held) with any broker, dealer, or bank that is not from the Designated Broker Request under Sections B. (iii), (iv), or (v) of this Code, must either establish an Aggregation connection to that account through the ACA ComplianceAlpha system or providing a scanned or digital copy of the statement through the ACA ComplianceAlpha system.
NOTE: In certain circumstances Covered Securities may be held in accounts that are not subject to the Feed Broker Request, but do not have the ability to generate duplicate confirmation notices and statements (i.e., ESOP, DRIP, and 401(k) Plans). In these limited circumstances, duplicate statements are not required, but approval must be granted by the Compliance Officer.
G. Transaction Restrictions
1. Initial Public Offerings, Initial Coin Offerings, Securitized Coin Offerings, and Private Placements. Access Persons may not acquire securities in an Initial Public Offering (IPO), Initial Coin Offering (ICO), Securitized Coin Offering (SCO) or Private Placement unless prior written approval is obtained from the Compliance Officer, and, in the determination of the Compliance Officer, participation does not present a conflict of interest with any Clients or impede the equitable distribution of the offering to the public. Any request for allocation of an IPO or a Private Placement to an Access Person that is in any way connected with their position in the Firms will be denied. Further, the Compliance Officer may deny requests for any reason or without providing a reason.
Access Persons must request approval for participation in an IPO, ICO, SCO or Private Placement by submitting a written request to the Compliance Officer. These requests must include:
8
Exhibit (o)(2)
| A brief description of the Private Placement, ICO, SCO or IPO opportunity |
| In the case of a Private Placement, the nature of the employees participation |
| A statement as to how and why the opportunity was offered to the Access Person and other factors relevant, from the perspective of the Firms, to the approval decision (e.g. whether participation in the Private Placement or IPO is connected with the Access Persons position with the Firms or will result in any conflicts of interest with Client portfolios.) |
No Access Person will be allowed to participate in any ICO or SCO that is being offered by any Affiliated Entity.
2. Futures and Related Options. No Access Person shall use derivatives, including futures, options on futures, or options 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 Covered Security.
3. Blackout Period. No Access Person (including any member of the Family/Household of such Access Person) may purchase or sell any Covered Security within the seven calendar days immediately before or after a calendar day on which any Mutual Fund Client or a Separate Account Client purchases or sells that Covered Security (or any closely related security, such as an option or a related convertible or exchangeable security), unless the Access Person had no actual knowledge that the Covered Security (or any closely related security) was being considered for purchase or sale for any Mutual Fund Client or Separate Account Client. Note that the total blackout period is 15 days (the day of the Client trade, plus seven days before and seven days after).
The blackout period does not apply to Access Person transactions concurrent with Separate Account Client transactions intended merely to rebalance, liquidate, or open accounts for Separate Account Clients where Natixis Advisors acts as the adviser, for the following reasons: Natixis Advisors primarily relies on model portfolios supplied by investment advisory affiliates and third party investment advisory firms; due to the nature of Natixis Advisors separate account program, a number of these Separate Account Clients may add or withdraw funds, and open or close accounts, on a daily basis; the trades generated by these activities are unpredictable; they are not caused by a change in the investment opinion of Natixis Advisors or any of its subadvisers; they tend to be small in size with little or no market impact; they are of an administrative nature; and if triggering a blackout period, they would likely have the effect of blacking out every security traded by Separate Account Clients of Natixis Advisors on every trading day. The blackout period does apply, however, to transactions concurrent with Separate Account Client transactions related to implementation of changes to model portfolios or related to changes in the investment opinion of Natixis Advisors or any of its subadvisers. However, the blackout period does not apply to model changes for overlay relationships where un-affiliated model portfolios are implemented, except for specifically designated Investment Persons (list maintained by the Compliance Officer).
NOTE: All transactions for Access Persons subject to the Blackout Period will be compared to transactions executed by Natixis Advisors or a subadviser on behalf of Mutual Fund Clients and Separate Account Clients. The fact that the Compliance Officer has precleared a trade does not mean that it is not monitored. When evaluating a preclearance request, trades executed on behalf of Separate Account Clients over the previous 7 days are considered. Changes to model portfolios on the day preclearance is requested and over the subsequent 7 days may create a concurrent trade but will not be deemed a violation of the Code unless the employee had prior knowledge of the Client transaction. Due to the nature of Natixis Advisors advisory activity with respect to Mutual Fund Clients it is impossible to consider trading by Mutual Fund Clients when granting preclearance. Transactions by Access Persons will be compared to transactions executed by both Separate Account Clients and Mutual Fund Clients at the end of the reporting period.
9
Exhibit (o)(2)
For example if an Access Person executes a trade in a Covered Security for which the employee has received proper preclearance on January 1st, and a subadviser changes a model portfolio which results in trades in the same Covered Security by Separate Account Clients any time before January 8th (the remainder of the 15 day blackout period), it may result in a violation of the Code, if the Access Person had knowledge that the Covered Security was being considered for purchase or sale for any Client account.
Trading within the 15-day blackout period is not automatically considered a violation of the Code but is instead subject to the knowledge condition set forth above. The Compliance Officer will monitor personal securities trading activity and if a pattern appears to exist with respect to the trading activity of an Access Person and any Mutual Fund Client and/or Separate Account Client within the 15-day blackout periods, it will be investigated. If it is determined that a violation has occurred, the Firms will generally require any profits from the transactions to be disgorged and donated to charity and may impose other sanctions as deemed necessary (see Section E of this Code).
4. Preclearance Requirement. Access Persons are required to request and receive preclearance by the Compliance Officer before executing the purchase or sale of Covered Securities. Given the nature of Natixis Advisors current advisory operations, which include oversight of other investment advisers, approving, and in some cases effecting, transactions for Client accounts, Natixis Advisors role as an administrator, and Natixis Distributions role as a distributor and underwriter, the Firms have incorporated several exemptions to the Preclearance Requirement that you should be familiar with.
a. | Preclearance. Unless specifically exempted by this Code, no Access Person shall purchase or sell any Covered Security for their own account (or the account of any member of their Family/Household) without proper preclearance. Unless specifically noted by the Compliance Officer, trades must be completed on the same day that preclearance is granted. This requirement applies to all trades in Covered Securities. Instruments representing an indirect interest in a Covered Security, such as options and warrants, must also be precleared. |
b. | Process. Access Persons are required to submit a preclearance request to the Compliance Officer and receive approval for the transaction before executing a trade for a Covered Security transaction requiring preclearance. Trades in Covered Securities cannot be executed until the Compliance Officer provides specific approval. Preclearance will not be granted for any trades that would violate the blackout period restriction as it applies to personal transactions effected within 7 days after a Separate Account Client trade. |
Due to the fact that the Firms do not and have no future plans to utilize products that invest in cryptocurrencies, there are no conflicts or fiduciary obligation issues with respect to client accounts. Therefore, all access persons can transact in cryptocurrencies without pre-approval, however, they should report, prior to quarter end, new investments in cryptocurrencies to the Compliance Officer for guidance to be given if such currencies are determined to be securities and need to be included in future transactional and/or holding reports. The Firms reserve the right to revisit this specific policy at any time, which may include requiring preclearance for any cryptocurrencies.
10
Exhibit (o)(2)
The Firms reserve the right to require any Access Person to preclear exempted transactions (discussed below) at any time and, if requested by the Firms, an Access Person must obtain the approval of the Compliance Officer before buying or selling any security, for such period (which may be indefinite) as the Compliance Officer shall determine.
5. Good Until Canceled and Limit Orders. No Access Person shall place a good until canceled, limit, or equivalent order with their broker for any Covered Security subject to the preclearance requirement 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 preclearance procedures. All orders must expire at the end of the trading day on which they are precleared unless otherwise extended by the Compliance Officer.
6. Exempt Transactions. The blackout period and preclearance requirements do not apply to Covered Funds and the following categories of transactions in Covered Securities by all Access Persons:
| Transactions in accounts for which the Access Person has Beneficial Ownership but no investment influence or control. |
| Transactions in any Covered Security guaranteed by the United States Government, or any state government or governmental agency of a municipality. |
| Transactions that occur by operation of law or under any other circumstance in which no investment discretion is exercised, and no recommendations are made, by the Access Person or any member of their Family/Household. |
| Purchases pursuant to the exercise of rights issued pro rata to all holders of the class of a Covered Security held by the Access Person (or Family/Household member) and received by the Access Person (or Family/Household member) from the issuer. |
| Purchases of a Covered Security pursuant to an automatic investment, withdrawal or dividend reinvestment plan. |
| Transactions in Exchange Traded Funds (ETFs) other than those that are Covered Funds, Exchange Traded Notes (ETNs) as well as any related options. |
| Transactions in futures and options contracts on interest rate instruments, commodities, or indexes; and options on such contracts, so long as the transactions do not violate the knowledge provision in Section G.3. of this Code. |
| The purchase of additional shares, (including mandatory capital calls), or the subsequent sale (partial or full) of a previously approved Private Placement. |
Additionally, the preclearance and blackout requirements do not apply to the following transactions by all Access Persons unless the employee has been specifically designated an Investment Person:
| Transactions of 100 shares or less of common or preferred stocks of a class that is publicly traded on a national stock exchange. |
| Transactions with an aggregate dollar value (excluding commissions) of $10,000 or less. |
| Transactions in Covered Securities issued by a company with a market capitalization of at least $10 billion U.S. (or the equivalent in foreign currency). |
Further, the preclearance and blackout requirements do not apply to the following transactions by Investment Persons:
| Transactions of 100 shares or less of common or preferred stocks issued by a company with a market capitalization of at least $10 billion. |
NOTE: These transactions are not exempted from the reporting requirements of this Code.
11
Exhibit (o)(2)
H. Compliance Officer Approval
The Compliance Officer is charged with responsibility for ensuring that all Access Persons adhere to the reporting requirements of this Code of Ethics and that the review requirements of this Code are performed in a prompt manner.
Definitions
The following terms have special meanings in this Code of Ethics:
| Access Person |
| Beneficial Ownership |
| Client |
| Compliance Officer |
| Covered Fund |
| Covered Security |
| Feed Broker |
| Family/Household |
| Initial Public Offering |
| Investment Person |
| Mutual Fund Client |
| Non-volitional transactions |
| Private Placement |
| Separate Account Client |
| Supervised Person |
| Volitional transactions |
The special meanings of these terms as used in this Code of Ethics are explained below. Some of these terms (such as Beneficial Ownership) are sometimes used in other contexts, not related to Code of Ethics, where they may have different meanings. For example, Beneficial Ownership has a different meaning in this Code of Ethics than it does in the SECs rules for proxy statement disclosure of corporate directors and officers stockholdings, or in determining whether an investor has to file 13D or 13G reports with the SEC.
IMPORTANT: If you have any doubt or question about whether an investment, account, or person is covered by any of these definitions, ask the Compliance Officer. Do not just guess at the answer.
Access Person means Access Person as defined in Rule 17j-1 under the 1940 Act and/or Rule 204A-1 under the Advisers Act, as those rules are amended from time to time. The elements of these definitions are outlined beginning on page 2 of this Code.
Due to the nature of the Firms activities and for the purposes of administering this Code, the Firms have designated all their officers, directors, and employees as Access Persons (except for directors that satisfy the conditions listed above), whether or not such officers, directors and employees fall within the definition of Access Person as defined in Rule 17j-1 under the 1940 Act and/or Rule 204A-1 under the Advisers Act. An officer, director or employee becomes an Access Person on their hire date.
12
Exhibit (o)(2)
The term Access Person under this Code and relating to the Firms normally does not include an employee of a company in a control relationship to the Firms, who is not an employee, officer, or director of any of the Firms, where such company is required to have a Code of Ethics containing provisions reasonably necessary to prevent the Access Person from engaging in any act, practice, or course of business prohibited by Rule 17j-1(b) and such employee is required to report their transactions to such company. However, in certain instances a person may be an employee of both the Firms and an affiliated adviser and may be subject to (and required to make required reports for) more than one Code of Ethics.
Beneficial Ownership means beneficial ownership as defined in Rule 17j-1 under the 1940 Act, as amended from time to time. Currently this means any opportunity, directly or indirectly, to profit or share in the profit from any transaction in securities. Beneficial Ownership is a very broad concept. Some examples of forms of Beneficial Ownership include:
| securities held in a persons own name, or that are held for the persons benefit in nominee, custodial, or street name accounts. |
| securities owned by a member of your Family/Household. |
| securities owned by or for a partnership, in which the person is a general partner (whether the ownership is under the name of that partner, another partner, the partnership, or through a nominee, custodial, or street name account). |
| securities that are being managed for a persons benefit on a discretionary basis by an investment adviser, broker, bank, trust company, or other manager. |
| securities in a persons individual retirement account. |
| securities in a persons account in a 401(k) or similar retirement plan, even if the person has chosen to give someone else investment discretion over the account. |
| securities owned by a trust of which the person is either a trustee or a beneficiary. |
| securities owned by a corporation, partnership, or other entity that the person controls (whether the ownership is under the name of that person, under the name of the entity, or through a nominee, custodial, or street name account). |
| securities that are traded on behalf of an investment club of which an Access Person is a club member or in which a member of their Family/Household is a member. |
The above is not a complete list of the forms of ownership that could constitute Beneficial Ownership for purposes of this Code. You should ask the Compliance Officer if you have any questions or doubts at all about whether you or a member of your Family/Household would be considered to have Beneficial Ownership in any particular situation.
Client means any individual, entity, or registered investment company for which Natixis Advisors serves as adviser or subadviser, or Natixis Distribution serves as distributor. Client information includes information obtained from entities contracted by Natixis Advisors as adviser to serve as subadviser for certain Mutual Fund Clients and Separate Account Clients.
13
Exhibit (o)(2)
Compliance Officer currently means the Chief Compliance Officer of Natixis Advisors or another person that they have designated to perform the functions of Compliance Officer. For purposes of reviewing the Compliance Officers own transactions and reports under this Code, evidence must be maintained that the review is completed by a different designee of the Compliance Officer.
Covered Fund means (i) any registered investment company advised or subadvised by Natixis Advisors, (ii) any registered investment company advised or subadvised by any investment adviser that controls Natixis Advisors, is controlled by Natixis Advisors or is under common control with Natixis Advisors (e.g. Loomis Sayles, Harris Associates, etc.), (iii) any registered investment company administered by Natixis Advisors, or (iv) any registered investment company distributed by Natixis Distribution (or any principal underwriter that controls Natixis Advisors, is controlled by Natixis Advisors or is under common control with Natixis Advisors). For clarification purposes, Covered Funds include, but are not limited to, the Natixis ETFs, the Natixis Funds, the Loomis Sayles Funds, and the Oakmark Funds.
NOTE: Covered Funds do not include money market funds whether or not Natixis Advisors (or any affiliate) serves as the investment adviser or subadviser.
NOTE: A 529 plan invested in underlying mutual funds will not be treated as a Covered Security or as an investment in Covered Funds, so long as the plan is not distributed, advised or subadvised by Natixis Advisors, Natixis Distribution, or any affiliated firm, and your 529 plan investments are not in any portfolios distributed, advised or subadvised by Natixis Advisors, Natixis Distribution, or any affiliated firm.
A complete list of Covered Funds may be obtained from the Compliance Officer or the Firms Intranet. The Compliance Officer may either add or remove funds from this list if he determines that there is either a heightened risk of access to portfolio information (in the case of funds that would not be considered Covered Funds under this definition), or no access to portfolio information about a fund (for those funds that would otherwise meet the above criteria of a Covered Fund).
Covered Security means a reportable security as defined in Rule 204A-1 under the Advisers Act, as amended from time to time. Currently this means anything that is considered a security under the Advisers Act, except:
| Direct obligations of the U.S. Government. |
| Bankers acceptances, bank certificates of deposit, commercial paper and high-quality short-term debt obligations, including repurchase agreements. |
| Shares of money market funds that are registered under the 1940 Act. |
| Shares of open-end or closed-end investment companies that are (i) registered under the 1940 Act (mutual funds) and (ii) not Covered Funds. |
| Shares of unit investment trusts that are invested exclusively in one or more mutual funds (none of which are Covered Funds). |
Security is a very broad term. It includes most kinds of investment instruments, including things that you might not ordinarily think of as securities, such as:
| Options on securities and currencies, and commodities. |
| Commodity interests. |
14
Exhibit (o)(2)
| Certain Cryptocurrencies including ICOs and SCOs (currently only Bitcoin and Ethereum are exempt) |
| Investments in all kinds of limited partnerships. |
| Investments in closed end funds and exchange traded funds. |
| Investments in foreign unit trusts, and foreign mutual funds. |
| Investments in private investment funds, hedge funds, and investment clubs. |
If you have any question or doubt about whether an investment is a considered a Covered Security or a Covered Fund under this Code, ask the Compliance Officer.
Feed Broker means Charles Schwab, Fidelity Investments, Merrill Lynch, Morgan Stanley Smith Barney, Northern Trust, T.D. Ameritrade, UBS, E*Trade, Ameriprise, Interactive Brokers, or Vanguard (collectively, the Feed Brokers).
Family/Household means:
| Your spouse or live-in partner who shares your household and combines their financial resources in a manner similar to that of married persons (unless they do not live in the same household as you and you do not contribute in any way to their support). |
| Your children under the age of 18. |
| Your children who are 18 or older (if they live in the same household as you and you contribute in any way to their support). |
| Any of these people who live in your household: your stepchildren, grandchildren, parents, stepparents, grandparents, brothers, sisters, parents-in-law, sons-in-law, daughters-in-law, brothers-in-law, and sisters-in-law, including adoptive relationships. |
| Any individual for whom you are exercising investment control. |
NOTE: There are a number of reasons why this Code covers transactions in which members of your Family/Household have Beneficial Ownership. First, the SEC regards any benefit to a person that you help support financially as indirectly benefiting you, because it could reduce the amount that you might otherwise need to contribute to that persons support. Second, members of your Family/Household could, in some circumstances, learn of information regarding the Firms trading or recommendations for Client accounts, and must not be allowed to benefit from that information.
Initial Public Offering (IPO) means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.
Investment Persons Include all Access Persons (and employees of any company in a control relationship with the Firms) that have been specifically identified by the Compliance Department as having regular or periodic knowledge of material nonpublic information regarding the purchase and sale of securities by Mutual Fund Clients or Separate Account Clients.
15
Exhibit (o)(2)
In addition to exposure to Client trading information, an individual may be designated an Investment Person for any reason. A complete list of Investment Persons is maintained by the Compliance Department.
NOTE: All Investment Persons are also Access Persons and must satisfy all applicable Code requirements.
Mutual Fund Client includes all investment companies for which Natixis Advisors serves as adviser, or for which Natixis Distribution is the Distributor. All investment company Clients are currently considered Mutual Fund Clients.
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 Natixis 401(k), dividend reinvestment programs, dollar cost averaging program, and automatic monthly payroll deductions. Non-volitional transactions are not subject to the pre-clearance or quarterly reporting requirements under the Code.
Private Placement means an offering of a stock or bond that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or Pursuant to Rule 504, 505, or 506 thereunder.
Separate Account Client includes all separately managed accounts for which Natixis Advisors provides investment advisory services.
Although Natixis Advisors has the ultimate investment decision-making authority with respect to securities to be purchased or sold, in most cases Natixis Advisors generally follows the recommendations implicit in the model portfolios supplied by its subadvisers. While Natixis Advisors relies primarily on these model portfolios to manage Client assets, it will retain discretionary authority over Client portfolios. This discretion will be primarily used to execute trades and manage accounts according to specific Client requirements.
Supervised Person means any partner, officer, director (or other person occupying a similar station or performing similar functions) or employee of a Firm, or other person who provides investment advice on behalf of Natixis Advisors and is subject to the supervision and control of Natixis Advisors. All Access Persons are also Supervised Persons.
Volitional transactions are any transactions in which the employee has determined the timing as to when the purchase or sale transaction will occur and number of shares to be purchased or sold. Volitional transactions are subject to the pre-clearance and reporting requirements under the Code.
Version |
Revision Details |
Date Effective | ||
V1.03.15.2020 | Updated to improve Investment Person Pre- clearance requirements | 03/12/2020 | ||
V2.07.01.2021 | Added new feeds, clarified non-designated broker responsibilities, and clarified cryptocurrency and covered funds | 07/01/2021 | ||
V3. 10.01.2022 | Revised language to cover new compliance system (ACA ComplianceAlpha), rename | 10/01/2022 | ||
Feed Brokers from Designated since new system allows aggregation connections to 5,00 brokers, and to clean up process of setting up accounts in new system to limit the need for statements. |
16
Exhibit (o)(3)
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
EFFECTIV:
January 14, 2000
AS AMENDED:
May 25, 2022
1
Exhibit (o)(3)
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 |
5 | ||||
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 |
15 | ||||
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 | 18 | ||||
5.1. | Public Company Board Service and Other Affiliations |
18 | ||||
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, Account Disclosure and Related Person of a Public |
|||||
Company Certification | 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 | ||||
6.7. | Register of Interests in Securities |
23 | ||||
6.8. | Mandatory Notification to the MAS for Loomis Asias Directors and Appointed |
|||||
Representatives | 24 | |||||
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)(3)
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 Singapores (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)(3)
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 Persons 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, GDRs, 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, collateraltrust 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)(3)
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 firms 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 firms 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)(3)
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.). |
Please see Exhibit Four for specific examples of the types of interests and accounts subject to the Code.
6
Exhibit (o)(3)
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 spouses 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 Funds 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 Persons 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 employed by another investment firm and must abide by that firms Code of Ethics; and/or the retirement accounts of a Loomis US Access Persons spouse may be maintained with a firm other than the Select Brokers upon the prior written approval of Personal Trading Compliance or the
7
Exhibit (o)(3)
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 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.
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Exhibit (o)(3)
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 Persons 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.
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Exhibit (o)(3)
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 Persons 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 Persons 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. | |||
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. |
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Exhibit (o)(3)
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 firms 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. | |||
Explanatory Note: | Futures and Options on virtual currency (e.g., Bitcoin, Ethereum) are exempt from pre-clearance and the Codes trading restrictions, similar to futures and options on other currencies, but they are subject to the Codes reporting requirements. Futures and Options on an Initial Coin Offering require pre-clearance, reporting and are subject to the Codes 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. |
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Exhibit (o)(3)
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 Persons 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 Asias associated persons; (iii) Loomis Asias officers; (iv) Loomis Asias employees; (v) Loomis Asias 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 clients 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. |
| 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.
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Exhibit (o)(3)
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 Persons 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 Persons 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. | |||
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 Persons 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 |
13
Exhibit (o)(3)
of that persons 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 Persons 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 clients portfolio. | ||||
Explanatory Note: | The trade date of an Investment Persons 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 Persons 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 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.
Recommendations are intended to be used for the benefit of the firms 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 firms 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:
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Exhibit (o)(3)
| 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 Analysts 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 Analysts 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 Persons 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 spouses 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.
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 Persons supervisor or other appropriate
15
Exhibit (o)(3)
member of senior management. In addition to addressing potential conflicts of interest between the Access Persons Private Placement Transaction and the firms 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 clients 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 Persons 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 firms policy is to refrain from trading or recommending trading when in the possession of MNPI.
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:
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Exhibit (o)(3)
| 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 firms Restricted List thereby restricting trading by the firms 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 firms 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 FCAs 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 Persons companys securities.
Explanatory Note: | An Access Person may not trade in the securities of a company with which a Related Person is associated without receiving prior approval from PTC in order to ensure that the Access Person is not trading while in possession of material non-public information relating to the company. |
Access Persons should refer to the Loomis Sayles Insider Trading Policies and Procedures which are available on the Legal and Compliance homepage of the firms 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 company. A companys 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.
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Exhibit (o)(3)
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 companys securities until such time as the Chief Compliance Officer has deemed the information in the Access Persons 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 funds 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 funds 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.
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.
18
Exhibit (o)(3)
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 Persons 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 Persons 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)(3)
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 your partner, accounts of minor children living in your household, accounts of your adult children (18 years or older) living at college / university, Family of Fund accounts, transfer agent accounts holding mutual funds or book entry shares, pension accounts, cash management accounts (e.g. checking, savings, ATM or other banking accounts that allow transactions and holdings in Covered Securities), microsavings and mobile based application accounts, 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)(3)
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 Brokers 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 accounts 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 brokers 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 Persons 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, Account Disclosure and Related Person of a Public Company Certification
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 Codes annual reporting requirements. If no transactions in any Covered Securities,
21
Exhibit (o)(3)
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.
Finally Access Persons must report any Related Person that is an officer and/or director of a publicly traded company.
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 Persons 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.
22
Exhibit (o)(3)
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 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
23
Exhibit (o)(3)
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.
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 Asias 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 Asias 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 Asias Directors and Chief Executive Officer (CEO) are required to inform MAS via email or other means directed, of any change in business interests and substantial shareholdings promptly (i.e., 5% or more ownership of the outstanding voting securities in any entity).
Notification of Substantial Shareholdings
For Loomis Asias Appointed Representatives, Directors and CEO, substantial shareholdings need to be recorded in PTA in a timely fashion upon the acquisition date of a 5% position, and thereafter for any 1% change in a 5% position. For Loomis Asias Directors and CEO who are not an Appointed Representatives, notification of substantial shareholdings to MAS is required and 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 notifying Personal Trading Compliance within 14 calendar days upon acquiring a 5% position and any 1% changes thereto for review and mitigation of potential conflict of interests arising of such substantial shareholdings. Loomis Asia Compliance will also rely on ad hoc reviews, monthly certifications 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 Loomiss corporate and affiliated entities usually held by senior officers and directors. Loomis Asias Appointed Representatives, Directors and CEO must notify Personal Trading Compliance within 14 calendar days from the effective date of any changes to their business interests. Changes in business interests of Loomis Asias Directors or CEO would be separately notified to MAS via email or other means directed.
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Exhibit (o)(3)
For internal roles within Loomiss corporate and affiliated entities held by certain Loomis Asias directors, Loomis Asias 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 firms 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 violators 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)(3)
| 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 information relating to any client of Loomis Sayles or any issuer of any Covered Security owned
26
Exhibit (o)(3)
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 employees 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 Persons responsibilities change during the Access Persons 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, NESPs 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, NESPs 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 NESPs 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.
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Exhibit (o)(3)
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 persons 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. |
1
Exhibit (o)(3)
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 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)(3)
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 securitys 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 | Related Person means a spouse/partner and/or immediately family member of an Access Person. |
18 | Reportable Fund is defined in Section 3.1 of the Code, and a list of such funds is found in Exhibit One. |
19 | 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. |
20 | Select Broker is defined in Section 3.4 of the Code. |
21 | 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. |
22 | 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
Exhibit (o)(5)
Exhibit CVNIM Code of Ethics
Vaughan Nelson Investment Management, L.P.
Code of Ethics
(Amended as of September 9, 2022)
This is the Code of Ethics of Vaughan Nelson Investment Management, L.P. (the Firm).
Things You Need to Know to Use This Code
1. Terms in boldface type have special meanings as used in this Code. To understand the Code, you need to read the definitions of these terms. The definitions are at the end of the Code.
2. The Firm considers all employees to be Access Persons under this Code.
There are Reporting Forms that Access Persons have to fill out under this Code. You can access the Reporting Forms by logging in to the Firms automated compliance solution.
Board members who are not employees of the Firm, do not have to comply with the trading restrictions and blackout provisions in Section B of part II.
Further, certain members of the Firms board may be classified as Non-Access Directors. See the Definitions section of this Code. Non-Access Directors are subject to Parts I.A. and I.B. of this Code, but not to Parts I.C., I.D. or Part II of the Code.
PART IApplies to All Personnel
A. | General PrinciplesThese Apply to All Personnel (including All Board Members) |
The Firm is a fiduciary for its investment advisory and sub-advisory clients. Fiduciaries owe their clients a duty of honesty, good faith and fair dealing. As a fiduciary, an adviser must act at all times in the clients best interests and must avoid or disclose conflicts of interest. Because of this fiduciary relationship, it is generally improper for the Firm or its personnel to:
| use for their own benefit (or the benefit of anyone other than the client) information about the Firms trading or recommendations for client accounts; or |
| take advantage of investment opportunities that would otherwise be available for the Firms clients. |
As a matter of business policy, the Firm wants to avoid even the appearance that the Firm, its personnel or others receive any improper benefit from information about client trading or accounts, from our positions, or from relationships with our clients or with the brokerage community.
Privacy and Confidentiality
All personnel are required to keep any nonpublic information about clients (including former clients), the Firm or vendors in strict confidence. Employees should treat the following with confidentiality and discretion:
| A clients identity (unless the client consents), the clients financial circumstances, the securities investments made by the Firm on behalf of a client, information about contemplated securities transactions, or information regarding the firms trading strategies (except as required to effectuate securities transactions on behalf of a client or for other legitimate business purposes). |
| Non-public information regarding the Firm including but not limited to trading intentions, business plans and strategies, technology, business processes, customer relationships, and financial results Whenever dealing with confidential information personnel should: |
| Assume client or Firm information is confidential unless evidence exists to the contrary |
| Only use it for the purposes for which it was gathered |
| Not make disclosure to anyone outside of the Firm unless authorized to do so and only share information internally on a need-to-know basis |
| Not disclose information related to a former employer to anyone within the Firm |
Nothing in this Policy prohibits you from reporting possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation. You do not need the prior authorization of the Firm to make any such reports or disclosures and you are not required to notify the Firm that you have made such reports or disclosures.
Personnel should stay informed and comply with Firm policies dealing with data access, information security, encryption standards, and other initiatives designed to protect the integrity and confidentiality of information.
Please refer also to the Firms Privacy Policies under Regulation S-P and S-AM.
Books and Records
All personnel are required to keep accurate and truthful books and records which is critical for our business operations, compliance with legal requirements and the preparation of the Firms financial statements. In this pursuit, personnel should:
| Recognize their role and personal responsibility for the integrity of records, reports and information that they prepare or control |
| Comply with internal accounting and recordkeeping policies. Falsification of any books, records or accounts is prohibited |
| Provide complete and accurate information in connection with any regulatory filings or inquiries |
| Follow all record retention and destruction policies of the Firm |
Computers and Communications
All personnel are to use the Firms computer and communications systems (Systems) solely for business purposes. Unauthorized access to, use of, interception or distribution of the Firms Systems is prohibited. Such conduct may also be a violation of law.
However, the Firm realizes that some personal use of these Systems is inevitable. Any personal use should be kept to a minimum. Excessive or inappropriate use of such Systems for personal use (e.g. time spent or content) as determined by the Firm in its sole discretion may be grounds for sanctions or termination.
| Any personal use must be lawful and not violate any Firm policy. As an example, an email communication or, accessing an internet site, with inappropriate content or material would violate Firm policy and is prohibited. |
| Personal use of the Firms Systems must not impose any incremental cost to the Firm, interfere with normal business operations, or otherwise adversely affect the interests of the Firm or an employees work. |
| Employees use of the Firms Systems, for either business or personal use, should have no expectation of privacy. |
Insider Trading
All personnel are prohibited from trading, either personally or on behalf of others, while in possession of material, nonpublic information about issuers and are also prohibited from communicating material, nonpublic information about issuers to others (other than for legitimate legal or business purposes such as informing the Chief Compliance Officer that they, or the firm, is in possession of such information). Vaughan Nelson will consider restricting employee trades in funds managed by our firm that are closing which primarily hold securities that make the funds susceptible to price impacts due to outflows (i.e., micro-caps) or have seed capital.
Please refer to the Firms Insider Trading Policy for more detail.
Political Contributions
All personnel are required to obtain preclearance approval for any direct or indirect political contributions or payments to an Official or Political Action Committee (PAC) in order to evaluate and monitor any potential or ongoing impact to the firm. Additional restrictions and prohibitions apply to employees identified as Covered Associates involving monetary limitations and the coordination / solicitation of other individuals to make political contributions.
Please refer to the Firms policy regarding Political Contributions by Certain Investment Advisers (Pay-to-Play) for more detail.
The Firm expects all personnel to comply with the spirit of the Code, as well as the applicable specific rules contained in the Code. You must promptly report any violations (not just of personal trading but of the overall requirements of this Code) to the Chief Compliance Officer.
The Firm treats violations of this Code (including violations of the spirit of the Code) very seriously. If you violate either the letter or the spirit of this Code, the Firm might impose penalties or fines, cut your compensation, demote you, require disgorgement of trading gains, suspend or terminate your employment, or any combination of the foregoing.
Improper trading activity can constitute a violation of this Code. But you can also violate this Code by failing to file required reports, or by making inaccurate or misleading reports or statements concerning trading activity or securities accounts. Your conduct can violate this Code, even if no clients are harmed by your conduct.
If you have any doubt or uncertainty about what this Code requires or permits, you should ask the Chief Compliance Officer. Dont just guess at the answer. Ignorance or lack of understanding is no excuse for a violation.
B. | Compliance with the Federal Securities Laws |
More generally, Firm personnel (including members of the Firms boards) are required to comply with applicable federal securities laws at all times. Examples of applicable federal securities laws include:
| the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002 and the SEC rules thereunder; |
| the Investment Advisers Act of 1940 and the SEC rules thereunder; |
| the Investment Company Act of 1940 and the SEC rules thereunder; |
| title V of the Gramm-Leach-Bliley Act of 1999 (privacy and security of client non-public information); and |
| the Bank Secrecy Act, as it applies to mutual funds and investment advisers, and the SEC and Department of the Treasury rules thereunder. |
All firm personnel are reminded that under these laws, all oral and written statements, including those made to clients, prospective clients, or their representatives must be professional, accurate, balanced, and not misleading in any way.
C. | Gifts to or from Brokers, Clients or OthersThis Applies to All Access Persons |
No personnel may accept or receive on their own behalf or on behalf of the Firm any gift or other accommodations from a vendor, broker, securities salesman, client or prospective client (a business contact) that might create a conflict of interest or interfere with the impartial discharge of such personnels responsibilities to the Firm or its clients or place the recipient or the Firm in a difficult or embarrassing position. This prohibition applies equally to gifts to members of the Family/Household of firm personnel.
No personnel may give on their own behalf or on behalf of the Firm any gift or other accommodation to a business contact that may be construed as an improper attempt to influence the recipient.
In no event should gifts to or from any one business contact have a value that exceeds the annual limitation on the dollar value of gifts (currently $200).
These policies are not intended to prohibit normal business entertainment (e.g. dinner, sporting event tickets, etc. all of a reasonable value). Any questions as to whether a particular gift or entertainment activity constitutes normal business entertainment should be directed to the Chief Compliance Officer.
Please refer to the Firms Gift & Entertainment policy for a more detailed discussion and quarterly reporting requirements.
D. | Outside Business Activities for Another Organization / CompanyThis Applies to All Personnel, Except Members of the Firms Board Who Are Not Employees of the Firm |
To avoid conflicts of interest, insider information and other compliance and business issues, the Firm requires all its employees who are involved with an Outside Organization / Company (e.g. employee, consultant, officer, member of the board, investment committee, etc.) of any for-profit, not-for-profit or other entity to disclose and obtain written approval of the Firm to do so. Approval must be obtained through the Chief Compliance Officer, and will ordinarily require consideration by the CEO or the Board of the Firm. The Firm can deny approval for any reason. This prohibition does not apply to service as an officer or board member of any parent or subsidiary of the Firm, nor does it apply to members of the Firms board who are not employees of the Firm.
PART IIApplies to Access Persons
A. | Reporting RequirementsThese Apply to All Access Persons |
NOTE: One of the most complicated parts of complying with this Code is understanding what holdings, transactions and accounts you must report and what accounts are subject to trading restrictions. For example, accounts of certain members of your family and household are covered, as are certain categories of trust accounts, certain investment pools in which you might participate, and certain accounts that others may be managing for you. To be sure you understand what holdings, transactions and accounts are covered, it is essential that you carefully review the definitions of Covered Security, Reportable Funds, Family/Household and Beneficial Ownership in the Definitions section at the end of this Code.
ALSO: You must file the reports described below, even if you have no holdings, transactions or accounts to list in the reports. Absent extenuating circumstances, only those involved with the internal review of personal transactions (i.e., the Chief Compliance Officer, those assisting the Chief Compliance Officer and the CEO) will have access to submitted reports. The reports are also required to be made available for certain other purposes, such as SEC inspections.
1. Initial Holdings Reports. No later than ten (10) days after you become an Access Person, you must file with the Chief Compliance Officer a Holdings Report within the Firms automated compliance system.
This report requires you to list all Covered Securities in which you (or members of your Family/Household) have Beneficial Ownership. It also requires you to list all brokers, dealers and banks where you maintain an account in which any securities (not just Covered Securities) are held for the direct or indirect benefit of you or a member of your Family/Household on the date you became an Access Person. The information contained in the report must be current as of a date no more than forty-five (45) days prior to the date you became an Access Person.
You will also be required to confirm that you have read and understand this Code, that you understand that it applies to you and members of your Family/Household and that you understand that you are an Access Person under the Code.
2. Quarterly Transaction Reports. No later than thirty (30) days after the end of March, June, September and December each year, you must file with the Chief Compliance Officer a Quarterly Transactions Report within the Firms automated compliance system.
This report requires you to list all transactions during the most recent calendar quarter in Covered Securities, in which transactions you (or a member of your Family/Household) had Beneficial Ownership. It also requires you to list all brokers, dealers, investment managers and banks where you or a member of your Family/Household established, or closed an account in which any securities (not just Covered Securities) were held during the quarter for the direct or indirect benefit of you or a member of your Family/Household.
3. Annual Holdings Reports. By January 31st of each year, you must file with the Chief Compliance Officer an Annual Holdings Report within the Firms automated compliance system.
This report requires you to list all Covered Securities in which you (or a member of your Family/Household) had Beneficial Ownership as of December 31st of the prior year. It also requires you to list all brokers, dealers and banks where you or a member of your Family/Household maintained an account in which any securities (not just Covered Securities) were held for the direct or indirect benefit of you or a member of your Family/Household on December 31 of the prior year.
You will be required to confirm that you have read and understand this Code, that you understand that it applies to you and members of your Family/Household and that you understand that you are an Access Person under the Code.
4. Duplicate Confirmations and Periodic Statements/ Electronic Data Feed to the Firms Automated Compliance System. If you or any member of your Family/Household has a securities account that holds or will hold Covered Securities with any broker, dealer, investment manager or bank, you or your Family/Household member will need to coordinate with the compliance department for the broker, dealer, investment manager or bank to provide an electronic data feed of the account and its activity into the Firms automated compliance system.
Should an electronic data feed not be available, the account will need to be closed, you must select a broker from the Firms list of firms that have electronic feed capability with the Firms automated compliance system and after opening an account(s), transfer all Covered Securities from the account to be closed into the new account(s). For new employees, this must be completed within 60 days of hire. Hard copy statements and confirmations will need to be forwarded to the compliance department for 1) the new account(s) until the data feed is active, and 2) the old account(s) until such time as they are closed. Current employees with accounts existing prior to November 23, 2021, that do not have data feed capability are grandfathered.
5. Outside Business Activities Pre-Approval and Annual Certification. By January 31st of each year, you must file with the Chief Compliance Officer an Outside Business Activity Annual Affirmation within the Firms automated compliance system.
The Affirmation requires that you list all entities (for-profit, not-for-profit or other) with which you are involved (e.g. employee, consultant, officer, member of board, investment committee, etc.) as of the previous year-end with an indication as to whether the entity is publicly traded or private and whether it maintains investments.
The Outside Business Activity electronic form is also to be used in requesting pre-approval to serve as an Officer or member of the Board of Directors for any entity prior to accepting such a position.
B. | Transaction RestrictionsThese Apply to All Access Persons. |
1. Preclearance. You and members of your Family/Household are prohibited from engaging in any transaction in a Covered Security for any account in which you or a member of your Family/Household has any Beneficial Ownership, unless you obtain, in advance of the transaction, preclearance for that transaction through the automated compliance system.
Once obtained, preclearance is valid only for the day on which it is granted and the following one (1) business day. The Chief Compliance Officer may revoke a preclearance any time after it is granted and before you execute the transaction. The Chief Compliance Officer may deny or revoke preclearance for any reason. In no event will preclearance be granted for any Covered Security if, to the knowledge of the Chief Compliance Officer, the Firm has purchased or sold that same security or a closely related security that day OR the Firm has a buy or sell order pending for that same security or a closely related security (such as an option relating to that security, or a related convertible or exchangeable security).
a.) Limit Orders
Limit Orders will be granted pre-clearance authorization to be placed for a period of ten (10) business days as long as the security is NOT HELD within one of the firms strategies and will not potentially violate short-term trading restrictions.
| Any change you wish to make to an approved limit order (e.g. limit price) will require a new pre-clearance authorization prior to execution. Unapproved changes to a limit order which are executed will be a violation of the Code and subject to fines and/or sanctions |
| Upon such time as the firm may begin to trade and hold a previously approved outstanding limit order security within one of the firms strategies you will be notified to cancel the limit order. Any desire to trade the security, after a notification to cancel a limit order is given to you, will require a new pre-clearance form and associated authorization. Execution of the original limit order for which notification to cancel has been given will be a violation of the Code and subject to fines and/or sanctions. |
b.) Preclearance Exceptions
The preclearance requirements do not apply to the following categories of transactions:
i. Shares of registered open-end investment companies (mutual funds only, see ETFs at iv) (including Reportable Funds).
| However, Reportable Funds are reportable under this code in connection with Initial, Quarterly and Annual disclosures. |
ii. Transactions in securities of collective investment vehicles (other than a Fund/ETF sub-advised by Vaughan Nelson) for which the Firm serves as the investment adviser (for example, the purchase or redemption by you of an interest in a Firm-managed hedge fund would not be subject to pre-clearance).
iii. Transactions in Covered Securities by Firm-sponsored collective investment vehicles for which the Firm serves as investment adviser as to which you may be deemed to have Beneficial Ownership (for example, the purchase or sale by a Firm-managed hedge fund of a Covered Security would not be subject to pre-clearance, even though the portfolio manager of the hedge fund could be deemed to have a Beneficial Ownership of such Covered Security).
iv. Exchange Traded Funds (ETFs); other than those ETFs in which the firm trades, or advises/sub-advises. Please see Appendix A (attached) for a list of Exchange Traded Funds for which pre-clearance IS required.
v. Transactions that occur by operation of law or under any other circumstance in which neither the Access Person nor any member of his or her Family/Household exercises any discretion to buy or sell or makes recommendations to a person who exercises such discretion.
vi. Transactions effected through an unaffiliated managed account are excluded only if the Access Person (or member of his or her Family/Household, as applicable) has not initiated the investment transaction, has not been consulted regarding any specific investment recommendations or decisions, and is not otherwise participating in the accounts investment process.
vii. Purchases of Covered Securities pursuant to an automatic dividend reinvestment plan.
viii. Purchases pursuant to the exercise of rights issued pro rata to all holders of the class of Covered Securities held by the Access Person (or Family/Household member) and received by the Access Person (or Family/Household member) from the issuer.
ix. Transactions in futures and options contracts on interest rate instruments or indexes, and options on such contracts.
c.) The following are NOT Covered Securities, and so are also not subject to the preclearance requirements:
| direct obligations of the U.S. Government; |
| bankers acceptances, bank certificates of deposit; |
| commercial paper and other high quality short-term debt obligations (including repurchase agreements); |
| shares issued by money market funds and shares of registered open-end investment companies that are not Reportable Funds. |
2. Initial Public Offerings and Private Placements.
Neither you nor any member of your Family/Household may acquire any Beneficial Ownership in any Covered Security in an initial public offering. In addition, neither you nor any member of your Family/Household may acquire Beneficial Ownership in any Covered Security in a private placement, except with the specific, advance approval of the Chief Compliance Officer, which the Chief Compliance Officer may deny for any reason.
3. Prohibition on Short-Term Trading in Funds/ETFs Advised/Sub-advised by Vaughan Nelson
Neither you nor any member of your Family/Household may purchase and sell, or sell and purchase, shares of any fund advised or sub-advised by Vaughan Nelson within any period of thirty (30) calendar days for a profit. This prohibition applies to shares of funds advised / sub-advised by Vaughan Nelson held in retirement or 401(k) plan accounts, as well as in other accounts in which you or a member of your Family/Household has Beneficial Ownership. Note that an exchange of shares (i.e. into another retirement plan option) counts as a sale of shares for purposes of this prohibition.
a.) | This prohibition does not apply to the following categories of transactions: |
i. A fund sub-advised by an affiliate and on the Reportable Funds list.
ii. Transactions under automatic investment or withdrawal plans, including automatic 401(k) plan investments, and transactions under a fund sub-advised by Vaughan Nelsons dividend reinvestment plan.
A.) For example, if you have established an automatic investment plan under which regular monthly investments are automatically made in a fund sub-advised by Vaughan Nelson, that investment will not be considered to begin or end a thirty (30) day holding period.
iii. Transactions that occur by operation of law or under any other circumstance in which neither you nor any member of your Family/Household exercises any discretion to buy or sell or makes recommendations to a person who exercises such discretion.
b.) | In applying the prohibition on short-term trading in funds advised/sub-advised by Vaughan Nelson, the Firm may take account of all purchase and sale transactions in the Vaughan Nelson advised/sub-advised fund, even if the transactions were made in different accounts. For example, a purchase of shares of a fund advised/sub-advised by Vaughan Nelson in a brokerage account, followed within thirty (30) days by an exchange out of the same fund advised/sub-advised by Vaughan Nelson in your 401(k) account, will be treated as a violation. |
In applying the thirty (30) day holding period, the most recent purchase (or sale) will be measured against the sale (or purchase) in question. (That is, a last-in, first-out analysis will apply.) A violation will be deemed to have occurred even if the number of shares or the dollar value of the second trade was different from the number of shares or dollar value of the first trade.
4. | Prohibition on Short-Term Trading of Covered Securities Other Than Funds/ETFs Advised/Sub-advised by Vaughan Nelson. |
Neither you nor any member of your Family/Household may purchase and sell, or sell and purchase, a Covered Security (or any closely related security, such as an option or a related convertible or exchangeable security) within any period of sixty (60) calendar days for a profit. If any such transactions occur, the Firm will require any profits from the transactions to be disgorged for donation by the Firm to charity.
a.) This prohibition on short-term trading does not apply to:
i. Transactions in securities of collective investment vehicles for which the Firm serves as an investment adviser, other than funds advised/sub-advised by Vaughan Nelson. Note that Section 3 above contains separate prohibitions on short-term trading in funds advised/sub-advised by Vaughan Nelson.
ii. Transactions in Covered Securities by Firm-sponsored collective investment vehicles for which the Firm serves as investment adviser as to which you may be deemed to have Beneficial Ownership (for example, the purchase or sale by a Firm-managed hedge fund of a Covered Security would not be subject to this prohibition, even though the portfolio manager of the hedge fund could be deemed to have a Beneficial Ownership of such Covered Security).
iii. Transactions that occur by operation of law or under any other circumstance in which neither you nor any member of your Family/Household exercises any discretion to buy or sell or makes recommendations to a person who exercises such discretion.
iv. Purchases of Covered Securities pursuant to an automatic dividend reinvestment plan.
v. Purchases pursuant to the exercise of rights issued pro rata to all holders of the class of Covered Securities and received by you (or Family/Household member) from the issuer.
vi. Transactions in common or preferred stocks of a class that is publicly-traded, has an average daily trading volume greater than 1 million shares (as indicated by a reputable source) and is issued by a company with a stock market capitalization of at least 5 billion U.S. dollars (or the equivalent in foreign currency)
vii. Transactions in Exchange Traded Funds which are considered Covered Securities.
viii. Transactions effected through an unaffiliated managed account where the Access Person (or member of his or her Family/Household, as the case may be) has not initiated the investment transaction, has not been consulted regarding specific investment recommendations or decisions, and is not otherwise participating in the investment process.
ix. Transactions in municipal bonds, corporate bonds, mortgage-backed securities, and agency bonds (e.g. Fannie Maes). (Reminder: Governments bonds are not considered Covered Securities).
5. | Seven (7) Day Blackout PeriodThis Applies to All Access Persons. No Access Person (including any member of the Family/Household of such Access Person) may purchase or sell any Covered Security within the three (3) business days immediately before or after a business day on which any client account managed by the Firm purchases or sells that Covered Security (or any closely related security, such as an option or a related convertible or exchangeable security), unless the Access Person had no actual knowledge that the Covered Security (or any closely related security) was being considered for purchase or sale for any client account. If any such transactions occur, the Firm will generally require any profits from the transactions to be disgorged for donation by the Firm to charity. |
Note that the total blackout period is seven (7) business days (the day of the client trade, plus three (3) business days before and three (3) business days after).
a. ) Hardship Exception: to the extent an individual desires to purchase, or sell a security currently owned by that individual, and is only precluded from purchasing or selling the security due to an ongoing blackout period, the individual may request a hardship exception from the Chief Compliance Officer. Based upon all facts and circumstances surrounding the hardship, the Chief Compliance Officer may, in his/her sole discretion, formulate an objective plan to facilitate the individuals transaction in a manner which will not benefit from or impact transactions undertaken on behalf of the firms clients.
b.) Backside Blackout Period: The Firm will review situations where a personal trade has been approved (including a review of the frontside blackout period) and transacted and then the same Covered Security (or any closely related security, such as an option or a related convertible or exchangeable security) subsequently transacted by the Firm for client accounts during the backside blackout period. To the extent the Firms transactions during the backside blackout period consisted of re-balancing or flow trades, no violation will have been deemed to occur.
c.) It sometimes happens that an Access Person who is responsible for making investment recommendations or decisions for client accounts (such as a portfolio manager or analyst) determineswithin the three (3) business days after the day he or she (or a member of his or her Family/Household) has purchased or sold for his or her own account a Covered Security that was not, to the Access Persons knowledge, then under consideration for purchase by any client accountthat it would be desirable for client accounts as to which the Access Person is responsible for making investment recommendations or decisions to purchase or sell the same Covered Security (or a closely related security). In this situation, the Access Person MUST put the clients interests first, and promptly make the investment recommendation or decision in the clients interest, rather than delaying the recommendation or decision for clients until after the third day following the day of the
transaction for the Access Persons (or Family/Household members) own account to avoid conflict with the blackout provisions of this Code. The Firm recognizes that this situation may occur entirely in good faith, and will not require disgorgement of profits in such instances if it appears that the Access Person acted in good faith and in the best interests of the Firms clients.
d.) The blackout requirements do not apply to the following categories of transactions:
i. Transactions in futures and options contracts on interest rate instruments or indexes, and options on such contracts.
ii. Transactions that occur by operation of law or under any other circumstance in which neither the Access Person nor any member of his or her Family/Household exercises any discretion to buy or sell or makes recommendations to a person who exercises such discretion.
iii. Transactions effected through an unaffiliated managed account are excluded only if the Access Person (or member of his or her Family/Household, as applicable) has not initiated the investment transaction, has not been consulted regarding any specific investment recommendations or decisions, and is not otherwise participating in the accounts investment process.
iv. Purchases of Covered Securities pursuant to an automatic dividend reinvestment plan.
v. Purchases pursuant to the exercise of rights issued pro rata to all holders of the class of Covered Securities held by the Access Person (or Family/Household member) and received by the Access Person (or Family/Household member) from the issuer.
vi. Transactions in securities of collective investment vehicles for which the Firm serves as the investment adviser.
vii. Transactions in Covered Securities by Firm-sponsored collective investment vehicles for which the Firm serves as investment adviser as to which the Investment Person may be deemed to have Beneficial Ownership
viii. Transactions in common or preferred stocks of a class that is publicly-traded, has an average daily trading volume greater than 1 million shares (as indicated by a reliable source) AND is issued by a company with a stock market capitalization of at least 5 billion U.S. dollars (or the equivalent in foreign currency). Day of trade blackout is still applicable.
ix. Transactions in Exchange Traded Funds which are considered Covered Securities. Day of trade blackout is still applicable.
x. Reportable Funds (other than ETFs advised/subadvised by the Firm).
Definitions
These terms have special meanings in this Code of Ethics:
Access Person
Beneficial Ownership
Chief Compliance Officer
Covered Security
Family/Household
Non-Access Director
Reportable Fund
The special meanings of these terms as used in this Code of Ethics are explained below. Some of these terms (such as beneficial ownership) are sometimes used in other contexts, not related to Codes of Ethics, where they have different meanings. For example, beneficial ownership has a different meaning in this Code of Ethics than it does in the SECs rules for proxy statement disclosure of corporate directors and officers stockholdings, or in determining whether an investor has to file 13D or 13G reports with the SEC.
IMPORTANT: If you have any doubt or question about whether an investment, account or person is covered by any of these definitions, ask the Chief Compliance Officer. Dont just guess at the answer.
Access Person includes:
| Every member of the board of the Firm or of the Firms general partner, Vaughan Nelson Investment Management, Inc., other than Non-Access Directors |
| Every employee of the Firm |
| Every employee of the Firm (or of any company that directly or indirectly has a 25% or greater interest in the Firm) 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 for any client account, or whose functions relate to the making of any recommendations with respect to purchases and sales. |
Beneficial ownership means any opportunity, directly or indirectly, to profit or share in the profit from any transaction in securities. It also includes transactions over which you exercise investment discretion (other than for a client of the Firm), even if you dont share in the profits.
Beneficial Ownership is a very broad concept. Some examples of forms of Beneficial Ownership include:
| Securities held in a persons own name, or that are held for the persons benefit in nominee, custodial or street name accounts. |
| Securities owned by or for a partnership in which the person is a general partner (whether the ownership is under the name of that partner, another partner or the partnership or through a nominee, custodial or street name account). |
| Securities that are being managed for a persons benefit on a discretionary basis by an investment adviser, broker, bank, trust company or other manager, unless the securities are held in a blind trust or similar arrangement under which the person is prohibited by contract from communicating with the manager of the account and the manager is prohibited from disclosing to the person what investments are held in the account. (Just putting securities into a discretionary account is not enough to remove them from a persons Beneficial Ownership. This is because, unless the arrangement is a blind trust, the owner of the account can still communicate with the manager about the account and potentially influence the managers investment decisions.) |
| Securities in a persons individual retirement account. |
| Securities in a persons account in a 401(k) or similar retirement plan, even if the person has chosen to give someone else investment discretion over the account. |
| Securities owned by a trust of which the person is either a trustee or a beneficiary. |
| Securities owned by a corporation, partnership or other entity that the person controls (whether the ownership is under the name of that person, under the name of the entity or through a nominee, custodial or street name account). |
This is not a complete list of the forms of ownership that could constitute Beneficial Ownership for purposes of this Code. You should ask the Chief Compliance Officer if you have any questions or doubts at all about whether you or a member of your Family/Household would be considered to have Beneficial Ownership in any particular situation.
Chief Compliance Officer means Carlos Gonzalez, or another person that he or she designates to perform the functions of Chief Compliance Officer when he or she is not available. For purposes of reviewing the Chief Compliance Officers own transactions and reports under this Code, the functions of the Chief Compliance Officer are performed by the individual designated to perform such functions by the Chief Compliance Officer.
Covered Security means anything that is considered a security under the Investment Company Act of 1940, or the Investment Advisers Act of 1940, except:
| Direct obligations of the U.S. Government. (Note: This includes only securities supported by the full faith and credit of the U.S. Government, such as U.S. Treasury bonds, and does not include securities issued or guaranteed by federal agencies or government-sponsored enterprises that are not supported by the full faith and credit of the U.S. Government. ) |
| Bankers acceptances, bank certificates of deposit, commercial paper and high quality short-term debt obligations, including repurchase agreements. |
| Shares of money market funds |
| Exchange Traded Funds (ETFs), (other than those ETFs in which the firm trades). Please see Appendix A (attached) for a list of Exchange Traded Funds which ARE considered Covered Securities. |
| Shares of open-end investment companies that are registered under the Investment Company Act (mutual funds) other than Reportable Funds. Please refer to the definition of and current listing of Reportable Funds. |
This is a very broad definition of security. It includes most kinds of investment instruments, including things that you might not ordinarily think of as securities, such as:
| options on securities, on indexes and on currencies. |
| investments in all kinds of limited partnerships. |
| investments in foreign unit trusts and foreign mutual funds. |
| investments in private investment funds, hedge funds (e.g., a fund managed by the Firm) and investment clubs. |
If you have any question or doubt about whether an investment is considered a security or a Covered Security under this Code, ask the Chief Compliance Officer.
Members of your Family/Household include:
| Your spouse or domestic partner (unless they do not live in the same household as you and you do not contribute in any way to their support). |
| Your children under the age of 18. |
| Your children who are 18 or older (unless they do not live in the same household as you and you do not meaningfully contribute in any way to their support). |
| Any of these people who live in your household: your stepchildren, grandchildren, parents, stepparents, grandparents, brothers, sisters, parents-in-law, sons-in-law, daughters-in-law, brothers-in-law and sisters-in-law, including adoptive relationships. |
CommentThere are a number of reasons why this Code covers transactions in which members of your Family/Household have Beneficial Ownership. First, the SEC regards any benefit to a person that you help support financially as indirectly benefiting you, because it could reduce the amount that you might otherwise need to contribute to that persons support. Second, members of your household could, in some circumstances, learn of information regarding the Firms trading or recommendations for client accounts, and must not be allowed to benefit from that information.
Non-Access Director means any person who is a director of Vaughan Nelson Trust Company or of the corporate general partner of Vaughan Nelson Investment Management, L.P. but who is not an officer or employee of the Firm or of such corporate general partner and who meets all of the following conditions:
| 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; |
| He or she does not have access to nonpublic information regarding any Firm clients purchase or sale of securities, or nonpublic information regarding the portfolio holdings of any Reportable Fund; and |
| He or she is not involved in making securities recommendations to Firm clients, and does not have access to such recommendations that are nonpublic. |
Reportable Fund means any investment companies (other than money market funds) that are registered under the Investment Company Act for which the Firm serves as an investment adviser/sub-adviser, or whose investment adviser or principal underwriter controls the Firm, is controlled by the Firm, or is under common control with the Firm. A Reportable Fund includes registered investment companies that are advised/sub-advised by the Firm or any of the firms affiliates. See most current listing of Reportable Funds maintained by the Chief Compliance Officer.
Comment Regarding Reportable Funds
Reportable Funds are mutual funds/ETFs for which the Firm or one of its affiliated companies serves as an investment adviser, sub-adviser or principal underwriter. Reportable Funds are included within the definition of Covered Securities. For a firm like ours that is part of a large organization where there are a number of firms under common control that advise, sub-advise or distribute mutual funds/ETFs, the universe of Reportable Funds is large.
Appendix A
Personal Trading Revised 06/30/22
A. | List of Exchange Traded Funds (ETFs) in which Vaughan Nelson Invests (preclearance is required): |
IWN, I-Shares Russell 2000 Value
IWM, I-Shares Russell 2000 Index
IVV, I-Shares S&P 500 Index Fund
IWD, I-Shares Russell 1000 Value
IWV, I-Shares Russell 3000 Index
IWS, I-Shares Russell Midcap Value
IWB, I-Shares Russell 1000
IWR, I-Shares Russell Midcap
IYH, I-Shares U.S. Healthcare
SUB, I-Shares Short-Term National AMT-Free Muni Bond
MUB, I-Shares S&P National AMT-Free Muni Bond
AAXJ, I-Shares MSCI All Country Asia ex Japan
ILF, I-Shares S&P Latin America 40
AGG, I-Shares Core Total US Bond Market ETF
EWY, I-Shares MSCI South Korea ETF
INDA, I-Shares MSCI India
OEF, I-Shares S&P 100 ETF
IGIB, I-Shares 5-10 Yr Investment Grade Corp Bond ETF
MGC, Vanguard Mega Cap 300
VO, Vanguard Mid-Cap
BSV, Vanguard Short-Term Bond
VCSH, Vanguard Short-Term Corporate Bond
VGSH, Vanguard Short-Term Government Bond
BIV, Vanguard Intermediate-Term Bond
VCIT, Vanguard Intermediate-Term Corporate Bond
ISTB, I-Shares Core 1-5 Year USD Bond ETF
SHM, SPDR Nuveen Capital Short Term Muni Bond
MUNI, PIMCO Intermediate Muni Bond Strategy
AMLP, Alerian MLP ETF
B. | List of Exchange Traded Funds (ETFs) for which Vaughan Nelson is the Advisor/Sub-advisor (subject to preclearance, blackout, and Fund/ETF 30-day S/T trading restriction): |
VNSE, Vaughan Nelson Select Equity
VNMC, Vaughan Nelson Mid Cap
Exhibit (p)(1)
NATIXIS FUNDS TRUST I
NATIXIS FUNDS TRUST II
NATIXIS FUNDS TRUST IV
LOOMIS SAYLES FUNDS I
LOOMIS SAYLES FUND II
GATEWAY TRUST
NATIXIS ETF TRUST
NATIXIS ETF TRUST II
POWER OF ATTORNEY
Effective May 6, 2022, we, the undersigned, hereby constitute John M. Loder, Michael Kardok, Susan Tobin and Natalie Wagner, each of them singly, our true and lawful attorneys, with full power to them and each of them to sign for us, and in our names in the capacity indicated below, any and all registration statements and any and all amendments thereto to be filed with the Securities and Exchange Commission for the purpose of registering from time to time investment companies of which we are now or hereafter a Director or Trustee and to register the shares of such companies and generally to do all such things in our names and on our behalf to enable such registered investment companies to comply with the provisions of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, and all requirements and regulations of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys and any and all registration statements and amendments thereto.
Witness our hands on the 12th day of May, 2022.
/s/ Edmond J. English |
/s/ Erik R. Sirri | |||
Edmond J. English |
Erik R. Sirri | |||
/s/ Richard A. Goglia |
/s/ Peter J. Smail | |||
Richard A. Goglia |
Peter J. Smail | |||
/s/ Wendell J. Knox |
/s/ Kirk A. Sykes | |||
Wendell J. Knox |
Kirk A. Sykes | |||
/s/ Martin T. Meehan |
/s/ Cynthia L. Walker | |||
Martin T. Meehan |
Cynthia L. Walker | |||
/s/ Maureen B. Mitchell |
/s/ Kevin P. Charleston | |||
Maureen B. Mitchell |
Kevin P. Charleston | |||
/s/ James P. Palermo |
/s/ David L. Giunta | |||
James P. Palermo |
David L. Giunta |
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Label | Element | Value |
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Risk/Return: | rr_RiskReturnAbstract | |
Document Type | dei_DocumentType | 485BPOS |
Document Period End Date | dei_DocumentPeriodEndDate | Sep. 30, 2022 |
Registrant Name | dei_EntityRegistrantName | NATIXIS FUNDS TRUST I |
Entity Central Index Key | dei_EntityCentralIndexKey | 0000770540 |
Amendment Flag | dei_AmendmentFlag | false |
Document Creation Date | dei_DocumentCreationDate | Jan. 27, 2023 |
Document Effective Date | dei_DocumentEffectiveDate | Feb. 01, 2023 |
Prospectus Date | rr_ProspectusDate | Feb. 01, 2023 |
Entity Inv Company Type | dei_EntityInvCompanyType | N-1A |
Label | Element | Value | ||||||
---|---|---|---|---|---|---|---|---|
Loomis Sayles Core Plus Bond Fund | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Risk/Return [Heading] | rr_RiskReturnHeading | Loomis Sayles Core Plus Bond Fund | ||||||
Objective [Heading] | rr_ObjectiveHeading | Investment Goal | ||||||
Objective, Primary [Text Block] | rr_ObjectivePrimaryTextBlock | The Fund seeks high total investment return through a combination of current income and capital appreciation.
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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 56 of the Prospectus, in Appendix A to the Prospectus and on page 114 in the section “Reduced Sales Charges” of the Statement of Additional Information (“SAI”).
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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 | January 31, 2024 | ||||||
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 280% of the average value of its portfolio.
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Portfolio Turnover, Rate | rr_PortfolioTurnoverRate | 280.00% | ||||||
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 thedate of purchase. | ||||||
Expense Breakpoint Discounts [Text] | rr_ExpenseBreakpointDiscounts | 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. The example for Class C shares for the ten-year period reflects the conversion to Class A shares after eight years. 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:
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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 bonds, which include debt securities of any maturity. In addition, the Fund will invest at least 65% of its net assets in investment grade securities. “Investment grade” securities are those securities that are rated in one of the top four ratings categories at the time of purchase by at least one of the three major ratings agencies (Moody’s Investors Service, Inc. (“Moody’s”), Fitch Investors Services, Inc. (“Fitch”) or S&P Global Ratings (“S&P”)), or, if unrated, are determined by the Adviser to be of comparable quality. For purposes of this restriction, investment grade securities also include cash and cash equivalent securities. The Fund will generally seek to maintain an effective duration of +/- 2 years relative to the Bloomberg U.S. Aggregate Bond Index. Duration is a measure of the expected life of a fixed-income security that is used to determine the sensitivity of a security’s price to changes in interest rates. A fund with a longer average portfolio duration will be more sensitive to changes in interest rates than a fund with a shorter average portfolio duration. By way of example, the price of a bond fund with an average duration of five years would be expected to fall approximately 5% if interest rates rose by one percentage point. While the effective duration for the Bloomberg U.S. Aggregate Bond Index fluctuates, as of December 31, 2022, the effective duration was approximately 6.14 years. The Fund may also invest up to 20% of its assets, at the time of purchase, in bonds rated below investment grade (i.e., none of the three major ratings agencies (Moody’s, Fitch or S&P) have rated the securities in one of their top four ratings categories) (commonly known as “junk bonds”), or, if unrated, securities determined by the Adviser to be of comparable quality, and up to 10% of its assets in non-U.S. dollar-denominated securities. There is no minimum rating for the securities in which the Fund may invest. The Fund’s investments may include securities issued by U.S. and non-U.S. corporations and governments, securities issued by supranational entities, U.S. government-sponsored agency debenture and pass-through securities, commercial mortgage-backed and other asset-backed securities and inflation-linked securities. The portfolio management team seeks to build and manage a portfolio that will perform well on a benchmark-relative and, secondarily, on an absolute basis in the market environment it anticipates over the short to intermediate term. The primary factors for broad sector positioning are the Adviser’s expected performance of sectors in the benchmark and the incremental performance or diversification benefits the Fund’s portfolio managers anticipate from opportunistic allocations to securities that are not included in the Fund’s benchmark. In addition, the Fund’s portfolio managers will look at individual security selection, position size and overall duration contribution to the portfolio. Purchase and sale considerations also include overall portfolio yield, interest rate sensitivity across different maturities held, fixed-income sector fundamentals and outlook, technical supply/demand factors, credit risk, cash flow variability, security optionality and structure, as well as potential currency and liquidity risk. The Adviser also considers economic factors. Individual securities are assessed on a risk/return basis, both on a benchmark-relative and on an absolute return basis, and on their fit within the overall portfolio strategy. Specifically, the Adviser follows a total return-oriented investment approach and considers broad sector allocation, quality and liquidity bias, yield curve positioning and duration in selecting securities for the Fund. The Fund’s portfolio managers consider economic and market conditions as well as issuer-specific data, such as fixed-charge coverage, the relationship between cash flows and debt service obligations, the experience and perceived strength of management or security structure, price responsiveness of the security to interest rate changes, earnings prospects, debt as a percentage of assets, borrowing requirements, debt maturity schedules and liquidation value. In selecting investments for the Fund, the Adviser’s research analysts and sector teams work closely with the Fund’s portfolio managers to develop an outlook for the economy from research produced by various financial firms and specific forecasting services or from economic data released by U.S. and foreign governments, as well as the Federal Reserve Bank. The analysts conduct a thorough review of individual securities to identify what they consider attractive values in the high quality bond market through the use of quantitative tools such as internal and external computer systems and software. The Adviser continuously monitors an issuer’s creditworthiness or cash flow stability to assess whether the obligation remains an appropriate investment for the Fund. It may relax its emphasis on quality with respect to a given security if it believes that the issuer’s financial outlook is promising. This may create an opportunity for higher returns. The Adviser seeks to balance opportunities for yield and price performance by combining macro economic analysis with individual security selection. Fund holdings are generally diversified across sectors and industry groups such as utilities or telecommunications, which tend to move independently of the ebbs and flows in economic growth. In connection with its principal investment strategies, the Fund may also invest in securities issued pursuant to Rule 144A under the Securities Act of 1933 (“Rule 144A securities”), structured notes, collateralized loan obligations, foreign securities, including those in emerging markets, mortgage-related securities, including mortgage dollar rolls, futures and swaps (including credit default swaps). The Fund may use such derivatives for hedging or investment purposes. Except as provided above or as required by applicable law, the Fund is not limited in the percentage of its assets that it may invest in these instruments. The Fund may 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 returns, 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.
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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. 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. 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. 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 and/or central bank monetary policy and action may also affect the level of interest rates. Recently, there have been inflationary price movements, which have caused the fixed income securities markets to experience heightened levels of interest volatility and liquidity risk. The risks associated with rising interest rates may be particularly acute because of recent monetary policy measures. 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 currency-related instruments and may invest in securities or other instruments denominated in, or that generate income denominated in, foreign currencies. The 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. 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 risk 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. Mortgage-Related and Asset-Backed Securities Risk: In addition to the risks associated with investments in fixed-income securities generally (for example, credit, liquidity, inflation 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. 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 forward currency contracts, structured notes, futures and swaps (including credit default swaps)) 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 market 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 credit/counterparty 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, war, nationalization or confiscatory taxation, currency exchange or repatriation restrictions, sanctions by other countries (such as the United States or the European Union, new or inconsistent government treatment of or restrictions on issuers and instruments,) and an issuer’s unwillingness or inability to make dividend, principal or interest payments on its securities. 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 foreign currency fluctuations and other foreign currency-related risks. Foreign securities may be subject to higher volatility than U.S. securities, varying degrees of regulation and limited liquidity. Inflation/Deflation Risk: Inflation risk is the risk that the value of assets or income from investments will be worth less in the future as inflation decreases the present value of future payments. As inflation increases, the real value of the Fund’s portfolio could decline. Inflation rates may change frequently and drastically. The Fund’s investments may not keep pace with inflation, which may result in losses to the Fund’s investors. Recently, inflation rates in the United States and elsewhere have been increasing. There can be no assurance that this trend will not continue or that efforts to slow or reverse inflation will not harm the economy and asset values. Deflation risk is the risk that prices throughout the economy decline over time - the opposite of inflation. Deflation may have an adverse effect on the creditworthiness of issuers and may make issuer default more likely, which may result in a decline in the value of the Fund’s portfolio. 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. 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. During times of market turmoil, there may be no buyers or sellers for securities in certain asset classes. 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. In other circumstances, liquid investments may become illiquid. Derivatives, and particularly OTC derivatives, are generally subject to liquidity risk as well. Liquidity issues may also make it difficult to value the Fund’s investments. The Fund may invest in liquid investments that become illiquid due to financial distress, or geopolitical events such as sanctions, trading halts or wars. Management Risk: A strategy used by the Fund’s portfolio managers may fail to produce the intended result. 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.
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Risk Lose Money [Text] | rr_RiskLoseMoney | You may lose money by investing in the Fund. | ||||||
RIsk Not Insured [Text] | rr_RiskNotInsured | 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. | ||||||
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, ten-year and life-of-class periods (as applicable) compare to those of a broad measure of market performance. Class C shares will automatically convert to Class A shares after eight years. 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.
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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, ten-year and life-of-class periods (as applicable) compare to those of a broad measure of market performance. | ||||||
Performance One Year or Less [Text] | rr_PerformanceOneYearOrLess | The Fund did not have Class T shares outstanding during the periods shown above. | ||||||
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, 5.25%Lowest Quarterly Return:Second Quarter 2022, -5.97% | ||||||
Performance Table Heading | rr_PerformanceTableHeading | Average Annual Total Returns (for the periods ended December 31, 2022) | ||||||
Index No Deduction for Fees, Expenses, Taxes [Text] | rr_IndexNoDeductionForFeesExpensesTaxes | Index performance reflects no deduction for fees, expenses or taxes. | ||||||
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 Explanation after Tax Higher | rr_PerformanceTableExplanationAfterTaxHigher | The Return After Taxes on Distributions and Sale of Fund Shares for the 1-year period exceeds the Return Before Taxes due to an assumed tax benefit from losses on a sale of Fund shares at the end of the measurement period. | ||||||
Performance Table Narrative | rr_PerformanceTableNarrativeTextBlock | 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. The Return After Taxes on Distributions and Sale of Fund Shares for the 1-year period exceeds the Return Before Taxes due to an assumed tax benefit from losses on a sale of Fund shares at the end of the measurement period.
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Loomis Sayles Core Plus Bond Fund | Class A | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Maximum sales charge (load) imposed on purchases (as a percentage of offering price) | rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice | 4.25% | ||||||
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 | 0.32% | ||||||
Distribution and/or service (12b-1) fees | rr_DistributionAndService12b1FeesOverAssets | 0.25% | ||||||
Other expenses | rr_OtherExpensesOverAssets | 0.17% | ||||||
Total annual fund operating expenses | rr_ExpensesOverAssets | 0.74% | ||||||
Fee waiver and/or expense reimbursement | rr_FeeWaiverOrReimbursementOverAssets | none | [2] | |||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement | rr_NetExpensesOverAssets | 0.74% | ||||||
1 year | rr_ExpenseExampleYear01 | $ 497 | ||||||
3 years | rr_ExpenseExampleYear03 | 651 | ||||||
5 years | rr_ExpenseExampleYear05 | 819 | ||||||
10 years | rr_ExpenseExampleYear10 | $ 1,304 | ||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (16.66%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | (0.51%) | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 1.01% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond 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 | 0.32% | ||||||
Distribution and/or service (12b-1) fees | rr_DistributionAndService12b1FeesOverAssets | 1.00% | ||||||
Other expenses | rr_OtherExpensesOverAssets | 0.17% | ||||||
Total annual fund operating expenses | rr_ExpensesOverAssets | 1.49% | ||||||
Fee waiver and/or expense reimbursement | rr_FeeWaiverOrReimbursementOverAssets | none | [2] | |||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement | rr_NetExpensesOverAssets | 1.49% | ||||||
1 year | rr_ExpenseExampleYear01 | $ 252 | ||||||
3 years | rr_ExpenseExampleYear03 | 471 | ||||||
5 years | rr_ExpenseExampleYear05 | 813 | ||||||
10 years | rr_ExpenseExampleYear10 | 1,576 | ||||||
1 year | rr_ExpenseExampleNoRedemptionYear01 | 152 | ||||||
3 years | rr_ExpenseExampleNoRedemptionYear03 | 471 | ||||||
5 years | rr_ExpenseExampleNoRedemptionYear05 | 813 | ||||||
10 years | rr_ExpenseExampleNoRedemptionYear10 | $ 1,576 | ||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (14.45%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | (0.42%) | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 0.84% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond 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 | 0.32% | ||||||
Distribution and/or service (12b-1) fees | rr_DistributionAndService12b1FeesOverAssets | none | ||||||
Other expenses | rr_OtherExpensesOverAssets | 0.06% | ||||||
Total annual fund operating expenses | rr_ExpensesOverAssets | 0.38% | ||||||
Fee waiver and/or expense reimbursement | rr_FeeWaiverOrReimbursementOverAssets | none | [2] | |||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement | rr_NetExpensesOverAssets | 0.38% | ||||||
1 year | rr_ExpenseExampleYear01 | $ 39 | ||||||
3 years | rr_ExpenseExampleYear03 | 122 | ||||||
5 years | rr_ExpenseExampleYear05 | 213 | ||||||
10 years | rr_ExpenseExampleYear10 | $ 480 | ||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (12.65%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | 0.69% | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | |||||||
Life of Class | rr_AverageAnnualReturnSinceInception | 1.81% | ||||||
Inception Date | rr_AverageAnnualReturnInceptionDate | Feb. 01, 2013 | ||||||
Loomis Sayles Core Plus Bond 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 | 0.32% | ||||||
Distribution and/or service (12b-1) fees | rr_DistributionAndService12b1FeesOverAssets | 0.25% | ||||||
Other expenses | rr_OtherExpensesOverAssets | 0.17% | [3] | |||||
Total annual fund operating expenses | rr_ExpensesOverAssets | 0.74% | ||||||
Fee waiver and/or expense reimbursement | rr_FeeWaiverOrReimbursementOverAssets | none | [2] | |||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement | rr_NetExpensesOverAssets | 0.74% | ||||||
1 year | rr_ExpenseExampleYear01 | $ 324 | ||||||
3 years | rr_ExpenseExampleYear03 | 481 | ||||||
5 years | rr_ExpenseExampleYear05 | 651 | ||||||
10 years | rr_ExpenseExampleYear10 | $ 1,145 | ||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (15.09%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | (0.15%) | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 1.20% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond 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 | 0.32% | ||||||
Distribution and/or service (12b-1) fees | rr_DistributionAndService12b1FeesOverAssets | none | ||||||
Other expenses | rr_OtherExpensesOverAssets | 0.17% | ||||||
Total annual fund operating expenses | rr_ExpensesOverAssets | 0.49% | ||||||
Fee waiver and/or expense reimbursement | rr_FeeWaiverOrReimbursementOverAssets | none | [2] | |||||
Total annual fund operating expenses after fee waiver and/or expense reimbursement | rr_NetExpensesOverAssets | 0.49% | ||||||
1 year | rr_ExpenseExampleYear01 | $ 50 | ||||||
3 years | rr_ExpenseExampleYear03 | 157 | ||||||
5 years | rr_ExpenseExampleYear05 | 274 | ||||||
10 years | rr_ExpenseExampleYear10 | $ 616 | ||||||
2013 | rr_AnnualReturn2013 | (0.56%) | ||||||
2014 | rr_AnnualReturn2014 | 6.40% | ||||||
2015 | rr_AnnualReturn2015 | (3.93%) | ||||||
2016 | rr_AnnualReturn2016 | 7.49% | ||||||
2017 | rr_AnnualReturn2017 | 5.22% | ||||||
2018 | rr_AnnualReturn2018 | (0.69%) | ||||||
2019 | rr_AnnualReturn2019 | 8.96% | ||||||
2020 | rr_AnnualReturn2020 | 10.63% | ||||||
2021 | rr_AnnualReturn2021 | (1.42%) | ||||||
2022 | rr_AnnualReturn2022 | (12.75%) | ||||||
Highest Quarterly Return, Label | rr_HighestQuarterlyReturnLabel | Highest Quarterly Return: | ||||||
Highest Quarterly Return, Date | rr_BarChartHighestQuarterlyReturnDate | Jun. 30, 2020 | ||||||
Highest Quarterly Return | rr_BarChartHighestQuarterlyReturn | 5.25% | ||||||
Lowest Quarterly Return, Label | rr_LowestQuarterlyReturnLabel | Lowest Quarterly Return: | ||||||
Lowest Quarterly Return, Date | rr_BarChartLowestQuarterlyReturnDate | Jun. 30, 2022 | ||||||
Lowest Quarterly Return | rr_BarChartLowestQuarterlyReturn | (5.97%) | ||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (12.75%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | 0.58% | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 1.70% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond Fund | Return After Taxes on Distributions | Class Y | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (13.88%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | (0.69%) | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 0.31% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond Fund | Return After Taxes on Distributions and Sale of Fund Shares | Class Y | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (7.53%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | (0.04%) | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 0.71% | ||||||
Life of Class | rr_AverageAnnualReturnSinceInception | |||||||
Loomis Sayles Core Plus Bond Fund | Bloomberg U.S. Aggregate Bond Index | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Past 1 Year | rr_AverageAnnualReturnYear01 | (13.01%) | ||||||
Past 5 Years | rr_AverageAnnualReturnYear05 | 0.02% | ||||||
Past 10 Years | rr_AverageAnnualReturnYear10 | 1.06% | ||||||
Loomis Sayles Core Plus Bond Fund | Bloomberg U.S. Aggregate Bond Index | Class N | ||||||||
Risk/Return: | rr_RiskReturnAbstract | |||||||
Life of Class | rr_AverageAnnualReturnSinceInception | 1.14% | ||||||
Inception Date | rr_AverageAnnualReturnInceptionDate | Feb. 01, 2013 | ||||||
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