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AAM / Insight
Sélectionner un fonds de revenu

Classe
A (Symbole boursier: CPUAX)

Classe
C (symbole: CPUCX)

Classe
I (symbole: CPUIX)

Classe
Y (Symbole du téléscripteur: CPUYX)

PROSPECTUS

Novembre
1 2019

Le
La Securities and Exchange Commission (la "SEC") n’a ni approuvé ni rejeté ces valeurs mobilières, ni les a transférées à la
l'exactitude ou l'adéquation de ce Prospectus. Toute affirmation contraire est un crime.

Commencer
le 1 er janvier 2021, comme le permettent les règlements de la Securities and Exchange Commission, des copies papier du Fonds
Les rapports des actionnaires ne sont plus envoyés par la poste, à moins que vous ne demandiez spécifiquement des copies papier des rapports du Fonds.
si vous détenez vos actions directement auprès du Fonds ou de votre intermédiaire financier, tel qu'un courtier ou une banque, si vous:
vos actions par un intermédiaire financier. Au lieu de cela, les rapports sont disponibles sur un site Web et vous recevez une notification.
par courrier électronique chaque fois qu'un rapport est posté et accompagné d'un lien vers un site Web permettant d'accéder au rapport.

Si
vous avez déjà choisi de recevoir les rapports des actionnaires par voie électronique, vous n'êtes pas concerné par ce changement et vous n'avez pas à
chaque action. Si vous détenez vos actions directement auprès du Fonds, vous pouvez choisir de recevoir des rapports d'actionnaires et d'autres avis.
du Fonds par voie électronique en communiquant avec celui-ci au 1-888-966-9661 ou, si vous détenez vos actions par l’intermédiaire d’un intermédiaire financier,
en contactant votre intermédiaire financier.

Vous
pouvez choisir de recevoir gratuitement tous les futurs rapports sur papier. Vous pouvez demander si vous détenez vos actions directement auprès du Fonds.
le Fonds pour lequel vous souhaitez continuer à recevoir des copies papier de vos rapports d’actionnaire en communiquant avec le Fonds au 1-888-966-9661
ou, si vous détenez vos actions par l’intermédiaire d’un intermédiaire financier, en contactant votre intermédiaire financier. Votre choix pour recevoir
les rapports papier s'appliquent à toutes les gammes Investment Managers Series Trust gérées par Advisors Asset Management, Inc.
vous détenez directement ou par l’intermédiaire de votre intermédiaire financier, le cas échéant.

AAM / Insight
Sélectionner un fonds de revenu

UNE
série Investment Managers Series Trust (la «Fiducie»)

Tableau
de contenu

RÉSUMÉ
SECTION – FONDS DE REVENU NAME / INSIGHT SELECT
1
PLUS SUR LE FONDS
OBJECTIF D'INVESTISSEMENT, PRINCIPALES STRATÉGIES D'INVESTISSEMENT ET RISQUES
10
GESTION DU FONDS 19
DISTRIBUTION ET ACTIONNAIRE
PLAN DE SERVICE
21
VOTRE COMPTE AVEC LE
FONDS
22
DIVIDENDES ET DISTRIBUTIONS 37
IMPÔT FÉDÉRAL SUR LE REVENU
EFFETS
37
FAITS SAILLANTS FINANCIERS 39
ANNEXE A –
REJET ET REDUCTIONS DISPONIBLES CHEZ LES INTERMEDIAIRES
43
POUR PLUS D'INFORMATIONS 47

Celui-ci
Le prospectus contient des informations de base sur le Fonds que vous devez connaître avant d’investir. Il doit être lu et enregistré pour
référence future.

Le
la date de ce Prospectus est le 1er novembre 2019.

RÉSUMÉ
SECTION – FONDS DE REVENU NAME / INSIGHT SELECT

Investissement
Objectif

Le
L'objectif d'investissement de AAM / Insight Select Income Fund (le "Fonds") est de rechercher un revenu courant.

indemnités
et coûts du fonds

Celui-ci
Le tableau décrit les frais et coûts que vous pouvez payer si vous achetez et détenez des actions du Fonds. Vous pouvez être éligible aux coûts de vente
si vous et votre famille investissez au moins 100 000 $ dans des actions de catégorie A du Fonds ou acceptez d’investir dans l’avenir. Plus
Des informations sur ces remises et d’autres sont disponibles auprès de votre professionnel de la finance et dans la section intitulée "UW
COMPTE AVEC LE FONDS – Achat d’actions / actions de catégorie A »à la page 25 du présent prospectus et à l’annexe« ANNEXE A ».
– Exemptions et réductions disponibles auprès des intermédiaires »du Prospectus.

Actionnaire
indemnités

(coûts payés directement de votre investissement)
Classe
UNE

Actions
Classe
C.

Actions
Classe
moi

Actions
Classe
Y

Actions

maximum
frais de vente (taxes) sur les achats (en pourcentage du prix de l'offre)

3,00% Aucun Aucun Aucun

maximum
frais de vente reportés (taxe) (en pourcentage du plus bas de la valeur rachetée ou du montant
investi)

1,00%1 1,00%1 Aucun Aucun

Salut
frais si encaissé dans les 90 jours suivant l'achat (en pourcentage du montant encaissé)

2,00% 2,00% 2,00% 2,00%

Fil
frais

20 $ 20 $ 20 $ 20 $
Contrôle de nuit
frais de livraison
25 $ 25 $ 25 $ 25 $

la retraite
coûts comptables (coûts de maintenance annuels)

15 $ 15 $ 15 $ 15 $
Fonds annuel opérationnel
les frais

(dépenses que vous payez en pourcentage chaque année
la valeur de votre investissement)

La gestion
les frais

0,38% 0,38% 0,38% 0,38%

Distribution
et frais de service (lignes 12b-1)

0,25% 1,00% Aucun Aucun

autrement
les frais

0,54% 0,51% 0,48% 0,45%

Actionnaire
frais de service

0,09% 0,06% 0,03% Aucun

Tous
autres dépenses

0,45% 0,45% 0,45% 0,45%

Total
frais de fonctionnement annuels du fonds

1,17% 1,89% 0,86% 0,83%

indemnités
en dehors et / ou des frais remboursés2

(0,33)% (0,33)% (0,33)% (0,33)%

Total
Frais de fonctionnement annuels du fonds après suppression des frais et / ou frais2

0,84% 1,56% 0,53% 0,50%

1 Devant
Actions de catégorie A, pas de frais de vente applicables aux investissements de 1 million de dollars ou plus, mais une CDSC
de 1,00% sera imposé dans la mesure où des honoraires de chercheur ont été payés pour certains remboursements
de ces actions dans les 18 mois suivant la date d’achat. Actions de catégorie C du fonds
sous réserve d’une CDSC de 1,00% sur les actions vendues dans les 12 mois de l’achat.
2 Le
Le conseiller du Fonds a décidé contractuellement de renoncer à ses frais et / ou de payer pour l’exploitation.
frais du Fonds pour s’assurer que le total des frais de fonctionnement annuels du fonds (à l’exclusion,
le cas échéant, impôts, effets de levier, commissions, dividendes et intérêts
coûts des ventes à découvert, des coûts des fonds acquis et des coûts (déterminés conformément aux
avec le formulaire N-1A de la SEC), les coûts liés à une fusion ou à une réorganisation,
et les coûts extraordinaires tels que les frais de justice) ne dépassent pas 0,85%, 1,60%, 0,60%
et 0,50% de la moyenne quotidienne des actifs nets des catégories A, C, I et
Y actions du Fonds, respectivement. Cet accord est en vigueur jusqu'au 31 octobre 2029,
et il ne peut être résilié avant cette date que par le conseil des fiduciaires de la Fiducie. Le
Le conseiller du Fonds est autorisé à demander le remboursement du Fonds, sous réserve de certaines conditions.
restrictions, frais versés ou paiements au Fonds pour une période de trois
années fiscales suivant la date de la remise ou du paiement. Ce remboursement peut être demandé
du Fonds si le remboursement n’entraîne pas un ratio de frais annuel du Fonds
dépasser la moindre des obligations suivantes: (a) la restriction des coûts en vigueur au moment où ces indemnités étaient en vigueur;
remis ou les paiements effectués, ou (b) la réduction des coûts en vigueur au moment du remboursement.
La limitation des coûts pour les actions de catégories A, C et I inclut un actionnaire
frais de service jusqu'à 0,10%. Dans la mesure où moins de 0,10% du réseau quotidien moyen
actifs de ces deux catégories sont versés aux agents des actionnaires, le total annuel
Frais de fonctionnement du fonds après suppression des frais et / ou des frais de la classe
inférieur au plafond des coûts pour la classe.

Exemple

Celui-ci
Cet exemple a pour but de vous aider à comparer les coûts d’un placement dans le Fonds à ceux d’autres fonds communs de placement. Le
Par exemple, il est supposé que vous investissez 10 000 USD dans le Fonds pour les périodes spécifiées, puis que vous rachetez toutes vos actions à la fin de la période.
de ces périodes. L’exemple suppose également que votre investissement génère un rendement de 5% chaque année et que le Fonds est actif.
les coûts restent les mêmes. L’exemple montre la renonciation contractuelle du Fonds et / ou de l’allocation de dépenses uniquement pour les
durée de la renonciation contractuelle et / ou de l'allocation de frais.

Bien que
vos coûts réels peuvent être supérieurs ou inférieurs, en fonction de ces hypothèses, vos coûts seraient les suivants:

une
année
Trois
les années
Cinq
les années
Dix
les années
Classe
Actions A
383 $ 560 $ 752 $ $ 1,306
Classe
Actions C
262 $ 493 $ 850 $ $ 1,856
Classe
Je partage
54 $ 170 $ $ 296 665 $
Classe
Y parts
51 $ 160 $ 280 $ 628 $

Vous
paierait les frais suivants sur les actions de catégorie C si vous ne remboursiez pas vos actions:

une
année
Trois
les années
Cinq
les années
Dix
les années
Classe
Actions C
159 $ 493 $ 850 $ $ 1,856

Portefeuille
Chiffre d'affaires

Le
Le fonds paie des coûts de transaction, tels que des commissions, lorsqu’il achète et vend des titres (ou "inverse" son portefeuille).
Une rotation plus élevée du portefeuille peut indiquer des coûts de transaction plus élevés et peut entraîner une hausse des impôts et des taxes lorsque les actions du Fonds sont détenues.
un compte imposable. Ces coûts, qui ne sont pas reflétés dans les coûts de fonctionnement annuels du fonds ou dans l'exemple, ont une incidence sur les coûts du fonds.
réalisation. Au cours du dernier exercice, le taux de rotation du portefeuille correspond à 155% de la valeur moyenne de son portefeuille.
portefeuille.

principal
Stratégies d'investissement

Le
Le fonds investit dans un panier diversifié de titres de créance conçus pour générer un pourcentage élevé du revenu courant. Le fonds investit dans
au moins 80% de ses actifs nets, plus le montant de tout emprunt à des fins d'investissement, en obligations telles que:

NOUS.
dettes d'entreprises,
Non-américain.
obligations de sociétés et de gouvernements (y compris les marchés émergents),
salon
et des titres adossés à des créances hypothécaires,
Asset-backed
les effets,
NOUS.
Titres d'État (titres émis ou garantis par le gouvernement américain ou par ses propres
agences ou outils), et

Le
Le fonds investit principalement dans des obligations notées «qualité» (c’est-à-dire des titres notés dans les catégories «Baa» / «BBB»)
ou plus élevé établi par un organisme d'évaluation de la statistique reconnu à l'échelle nationale ("NRSRO") ou, s'il n'est pas classé, par
qualité de crédit comparable par le conseiller ou le sous-conseiller du Fonds) au moment de l’achat. Cependant, le fonds peut investir
jusqu'à 25% de son actif total en titres à revenu fixe moins bien notés (également appelées "obligations à rendement élevé" ou "obligations à haut rendement")
ou, si elles ne sont pas classées, déterminées par le conseiller en valeurs ou le sous-conseiller en valeurs du Fonds comme ayant une qualité de crédit comparable.

Le
Le Fonds peut investir dans des sociétés en commandite principales nationales (des "sociétés en commandite") et des fiducies de placement immobilier ("de la société de placement immobilier").
Les MLP sont des sociétés cotées organisées en sociétés à responsabilité limitée ou en sociétés à responsabilité limitée et traitées comme des partenariats.
aux fins de l'impôt sur le revenu fédéral. Les FPI sont des instruments de placement communs qui investissent principalement dans le revenu que produit l’immobilier ou
prêts ou intérêts liés à l'immobilier. Pour atteindre l'objectif d'investissement et le risque de couverture du Fonds,
le Fonds peut également investir dans des fonds négociés en bourse (les "FNB") et dans des dérivés, y compris des contrats à terme standardisés et des options.
sur contrats à terme (y compris valeurs mobilières, devises, indices et taux d’intérêt), swaps (y compris rendement total,
swaps), contrats à terme (y compris les contrats de change à terme) et contrats à terme.
titres annoncés ("à communiquer").

Le
Le Fonds peut investir dans des actions de préférence convertibles en ou pouvant être accompagnées de warrants ou d’autres actions.
Ces effets peuvent être de moindre qualité et ne peuvent être évalués par aucune NRSRO. Tous les warrants qui restent après la vente des titres
les actions ordinaires acquises lors de la conversion ou de l’exercice des bons de souscription sont réputées inclure cette partie
du portefeuille du Fonds. Ces bons de souscription ou actions ordinaires peuvent être détenus jusqu’à ce qu’une période de maintien à long terme soit établie.
à des fins fiscales, après quoi ils sont normalement vendus.

Le
Le sous-conseiller du fonds met l'accent sur une stratégie de valeur relative. Le sous-conseiller recherche des opportunités d’achat de titres
rendements ajustés au risque élevés dans divers secteurs à revenu fixe pour maintenir et augmenter les revenus, et
La distribution de dividendes du fonds à ses investisseurs. De temps à autre, le Fonds peut investir un pourcentage plus élevé de son actif net
un ou plusieurs secteurs, y compris le secteur financier.

Le
le sous-conseiller s’attend à ce que la durée du fonds reste de quatre à huit ans; la durée du fonds
peut être étendu ou raccourci en fonction des conditions du marché. La durée est une mesure de la durée de vie attendue d'un certificat de dette.
est utilisé pour déterminer la sensibilité du prix du titre aux variations de taux d’intérêt. En général: plus le fonds est long
plus le fonds sera sensible aux variations de taux d’intérêt.

principal
Risques d'investissement

Le risque
est inhérent à tous les investissements et vous pouvez perdre de l'argent en investissant dans le Fonds. Une brève description de certains risques importants
d’investissement dans le Fonds est présenté ci-dessous par ordre alphabétique. Avant de décider si vous souhaitez investir dans le Fonds, prenez soin de
Tenez compte des facteurs de risque associés à un placement dans le Fonds, ce qui pourrait entraîner une perte d’argent pour les investisseurs. Aucune assurance ne peut être donnée
que le Fonds atteindra son objectif d’investissement.

décapotable
Risque sur titres.
Les titres convertibles sont soumis au risque de marché et de taux d’intérêt ainsi qu’au risque de crédit. Quand le prix du marché
effet de fonds propres sous-jacent à un titre convertible, le titre convertible diminue la tendance à la négociation sur la base des
rendements et autres caractéristiques des titres à revenu fixe, et est plus sensible aux risques de crédit et de taux d’intérêt. Quand le prix du marché
effet convertible tend à agir en fonction de ses fonctions de conversion d’actions et à être plus efficace.
exposés au risque de marché. Les titres convertibles sont généralement émis par des sociétés à faible capitalisation dont les cours des actions peuvent
plus volatiles que celles d’autres sociétés.

Crédit
Risque
En tant qu’émetteur ou garant d’un titre de créance détenu par le Fonds ou d’une contrepartie à un contrat financier avec le Fonds
défaut ou est relégué ou considéré comme étant moins solvable, ou si la valeur des actifs sous-jacents tombe,
la valeur du portefeuille du Fonds diminuera généralement.

La monnaie
Risque
La valeur des placements en titres libellés en monnaies étrangères augmente ou diminue en fonction des taux de change
entre ces monnaies et l’évolution du dollar américain. Les coûts de conversion des devises et les fluctuations des devises peuvent supprimer les investissements
gains ou augmentation des pertes sur investissements. Les taux de change peuvent être volatils et sont influencés par des facteurs tels que la conjoncture économique générale
les actions des États-Unis et des gouvernements étrangers ou des banques centrales, l’imposition de contrôles de la monnaie et
spéculation.

Cybersécurité
Risque
Les incidents de cybersécurité peuvent donner à une partie non autorisée un accès aux actifs du fonds, aux données client (y compris privées).
informations sur les actionnaires), ou des informations confidentielles, ou sont la cause du Fonds, du conseiller et / ou d'autres prestataires de services (y compris
dépositaires, sous-dépositaires, agents de transfert et intermédiaires financiers) afin de prévenir les atteintes à la confidentialité, la corruption ou la perte de données.
fonctionnalité opérationnelle. Dans les cas les plus extrêmes, la capacité d'un actionnaire à échanger ou à racheter des actions du Fonds peut être affectée.

dérivés
Risque
Les dérivés comprennent les instruments et les contrats basés sur et évalués par rapport à un ou plusieurs titres sous-jacents,
repères financiers, indices ou autres obligations de référence ou mesures de valeur. Les types importants de dérivés sont les futures,
options, swaps et contrats à terme. L'utilisation de produits dérivés peut avoir un effet de levier et augmenter la volatilité du fonds. dérivés
les transactions peuvent être très illiquides et difficiles à développer ou à évaluer, et les variations de la valeur d'un dérivé détenu par le Fonds
peuvent ne pas être corrélés à la valeur de l’instrument sous-jacent ou des autres investissements du Fonds. De nombreux risques applicables
pour les instruments financiers, les dérivés sous-jacents s’appliquent également aux instruments dérivés. Cependant, il y a des risques supplémentaires associés à cela
avec des produits dérivés pouvant dépasser les risques associés aux investissements directs dans les instruments sous-jacents.
Ces risques supplémentaires incluent, sans toutefois s'y limiter, le risque d'illiquidité et le risque de crédit de contrepartie. Pour les dérivés qui sont
doit être compensée par une chambre de compensation réglementée, la relation entre le Fonds et une maison de courtage peut entraîner d'autres risques
société par laquelle elle négocie des dérivés pour la compensation, y compris, dans certains cas, la compensation par courtage
entreprise.

émergent
Risque de marché.
De nombreux risques liés aux investissements étrangers sont plus prononcés pour les investissements dans des émetteurs en développement
ou des pays émergents. Les pays des marchés émergents ont généralement plus de contrôle sur les taux de change des gouvernements et d’intérêts plus volatils
et des taux de change, une moindre régulation du marché et des systèmes économiques, politiques et juridiques moins développés que ceux des pays plus développés.
pays développés. En outre, les pays émergents peuvent connaître une inflation élevée et éventuellement des effets moins liquides
marchés et systèmes de commerce et de règlement moins efficaces.

ETF
Risque
Un placement dans un FNB exposera le Fonds aux titres qui constituent l’indice sur lequel le FNB est basé.
et exposera le Fonds à des risques similaires à ceux d’un investissement direct dans ces titres. Les actions de FNB sont généralement négociées
marchés boursiers et peuvent parfois être négociés à prime ou à escompte sur leur valeur nette d'inventaire. En outre, un FNB ne peut pas se répliquer
précisément la performance de l'indice de référence qu'il cherche à suivre pour un certain nombre de raisons, y compris les coûts de transaction supportés
par l’ETF, l’indisponibilité temporaire de certains effets d’indice sur le marché secondaire ou des divergences entre l’ETF
et l'indice en ce qui concerne la pondération des titres ou le nombre de titres détenus. Investir dans les FNB sont des investissements
entreprises, entraîne des coûts de conseil doubles et certains autres coûts. Le Fonds paiera les frais de courtage liés à cette opération.
lors de l’achat et de la vente d’actions d’ETF.

Fait
Risque lié aux titres à revenu.
Les prix des titres à revenu fixe répondent aux évolutions économiques, en particulier aux taux d’intérêt
des changements, ainsi que des changements dans la solvabilité d'un émetteur ou des perceptions du marché concernant la solvabilité d'un émetteur.
En général, la valeur des titres à revenu fixe diminue à mesure que les taux d’intérêt augmentent et la valeur augmente lorsque les taux
les titres ayant une duration plus longue et une notation inférieure sont plus volatils que les titres ayant une duration plus courte et une notation supérieure.

étrangère
Risque d'investissement.
Les prix des titres étrangers peuvent être plus volatils que ceux des émetteurs américains parce que
des conditions économiques et sociales à l’étranger, de l’évolution de la situation politique et de l’environnement réglementaire d’autres pays.
En outre, les fluctuations des taux de change et des taux d’intérêt peuvent avoir une incidence défavorable sur la valeur des investissements étrangers du Fonds.
Les sociétés étrangères sont généralement soumises à des normes juridiques et comptables différentes de celles des sociétés américaines et des institutions financières étrangères.
les intermédiaires peuvent être soumis à moins de supervision et de réglementation que les sociétés financières américaines. Les titres étrangers sont américains
Certificats ("ADR"), certificats européens ("EDR") et certificats globaux ("DDR").
Les ADR, EDR et DDR non sponsorisés sont organisés de manière indépendante et sans la coopération de l'émetteur étranger du sous-jacent.
et comporte des risques supplémentaires du fait que les exigences de déclaration américaines ne s'appliquent pas. En outre, la banque émettrice peut déduire
distribution des actionnaires, garde, change et autres paiements pour le paiement de dividendes.

étrangère
Risque souverain.
Les gouvernements étrangers dépendent d'impôts et d'autres sources de revenus pour payer les intérêts et le principal de leurs dettes.
Le paiement du capital et des intérêts sur ces obligations peut être affecté négativement par divers facteurs, notamment économiques.
résultats à l’étranger, variations des taux d’intérêt et des taux de change, modification des notations de la dette, évolution des sentiments politiques,
législation, changements de politique, assiette fiscale limitée ou sources de revenu limitées, catastrophes naturelles ou autres problèmes économiques ou de crédit.

avenir
Risque
L’utilisation de contrats à terme standardisés (et d’options connexes) par le Fonds expose celui-ci à un effet de levier et à un suivi du risque car
un petit investissement dans des contrats à terme standardisés peut entraîner des pertes importantes et les contrats à terme standardisés peuvent ne pas remplacer parfaitement les valeurs mobilières.

haute
Rendement ("Junk") risque lié aux obligations.
Les obligations à rendement élevé sont des titres de créance assortis d'une notation de la qualité de l'investissement (souvent appelés "junk").
reliures "). Les junk bonds sont spéculatives, entraînent des risques plus élevés de défaut, de dégradation ou de baisse des prix et sont plus volatiles
et sont généralement moins liquides que les titres investment grade. Les entreprises qui émettent des obligations à rendement élevé sont moins solides financièrement
sont plus susceptibles de faire face à des difficultés financières et sont plus sensibles aux événements défavorables des marchés et aux sentiments négatifs
entreprises avec des notes plus élevées.

Intéressé
Taux de risque.
En général, la valeur des titres à revenu fixe diminue à mesure que les taux d’intérêt augmentent et la valeur augmente à mesure que les taux
chute, où les effets à long terme sont plus sensibles que les effets à court terme. Par exemple, le prix d’une valeur avec
une échéance de trois ans devrait baisser d’environ 3% en raison d’une hausse de 1% des taux d’intérêt. Généralement
plus la durée d'une obligation ou d'un emprunt à taux fixe est longue, plus il est sensible à ce risque. Baisse des taux d'intérêt
créent également un potentiel de diminution du revenu du Fonds. Changements dans la politique gouvernementale, hausse de l'inflation et
L’évolution économique générale, entre autres choses, peut entraîner une hausse des taux d’intérêt et être substantielle et immédiate.
effet sur la valeur des investissements du Fonds. De plus, une éventuelle hausse des taux d’intérêt peut entraîner des périodes de
hausse des remboursements pouvant obliger le Fonds à liquider les titres en portefeuille à des prix et des conditions défavorables.
fois.

Liquidité
Risque
Le Fonds peut ne pas être en mesure de vendre tout ou partie des placements qu’il détient en raison de la faiblesse de la demande du marché.
ou d’autres facteurs tels que les turbulences sur les marchés ou si le Fonds est obligé de vendre un actif illiquide pour les demandes de remboursement ou pour toute autre raison.
en espèces, il ne pourra peut-être vendre ces investissements qu’à perte. En outre, la réduction de la capacité des concessionnaires à rendre les marchés
la liquidité du Fonds peut être réduite sur les marchés des titres à revenu fixe qui se sont produits ces dernières années
investissements. Les actifs non liquides peuvent également être difficiles à évaluer.

La gestion
et risque de stratégie.
La valeur de votre investissement dépend de l’opinion du sous-conseiller du Fonds sur la qualité,
le rendement relatif, la valeur ou les tendances du marché qui affectent une sécurité, un secteur, un secteur ou une région en particulier, qui peuvent se révéler inexactes.

Marché
Risque
Le prix du marché d'un titre ou d'un instrument peut baisser, parfois rapidement ou de manière imprévisible, en raison du marché général
conditions qui ne sont pas spécifiquement liées à une entreprise donnée, telles que des conséquences économiques ou politiques négatives réelles ou perçues comme négatives.
conditions générales dans le monde, modifications des perspectives générales pour les résultats des entreprises, des taux d’intérêt ou des taux de change
ou sentiment défavorable des investisseurs en général. La valeur marchande d’un titre ou d’un instrument peut également diminuer en raison de facteurs
affecter un ou des secteurs particuliers, tels que des pénuries de main-d'œuvre ou une augmentation des coûts de production et des conditions de concurrence qui y règnent
une industrie.

MLP
Unités de risque.
Un investissement dans des unités MLP comporte des risques, ainsi que des risques associés à un investissement similaire.
en actions, telles que des actions ordinaires, d'une société. Par rapport aux actionnaires ordinaires d’une société, sont titulaires de
Les parts de MLP ont un contrôle plus limité et des droits de vote limités sur les questions qui affectent le partenariat. Risques supplémentaires inhérents
les investissements dans des parts de MLP incluent le risque de flux de trésorerie, le risque fiscal, le risque associé à un conflit d'intérêts potentiel entre les parts
actionnaires et le commandité de la MLP et du risque de marché. En outre, la valeur de la participation du Fonds dans MLP
Cela dépend en grande partie du fait que les MLP soient traitées comme des coentreprises aux fins de l’impôt sur le revenu fédéral américain. Si un MLP ne rencontre pas le courant
les exigences légales pour maintenir le statut de la société de personnes ou, si cela n’est pas possible en raison de modifications de la législation fiscale, elle serait imposée si:
une entreprise et il pourrait y avoir une baisse importante de la valeur de ses titres.

UNE
la plupart des MLP appartiennent au secteur de l’énergie. Ces investissements impliquent le risque que les prix de l'énergie et l'approvisionnement en énergie puissent fluctuer
significatif sur une période de temps en raison de nombreux facteurs, y compris les développements politiques internationaux; production et distribution
les politiques de l'Organisation des pays exportateurs de pétrole (OPEP) et d'autres pays producteurs de pétrole; relations entre l'OPEP
membres et d’autres pays producteurs de pétrole, ainsi qu’entre ces pays et les pays importateurs de pétrole; conservation de l'énergie; étranger,
environnements réglementaires fédéraux et nationaux; politique fiscale; et la croissance économique et la stabilité politique des principaux pays consommateurs d'énergie
et les pays producteurs d’énergie.

MLP
Risque fiscal.
Une modification de la législation fiscale en vigueur ou une modification des activités d’une MLP peut avoir pour conséquence qu’une MLP soit traitée comme une entreprise.
ou une autre forme d’entité imposable aux fins de l’impôt sur le revenu fédéral américain, obligeant la MLP à payer les
impôt fédéral sur le revenu, droit d'accise ou autre forme d'impôt sur le revenu imposable. La classification d'une MLP en tant qu'entreprise ou
une autre forme d’entité imposable aux fins de l’impôt sur le revenu fédéral américain pourrait réduire le montant des liquidités disponibles pour distribution par
la MLP et pourrait faire en sorte que les distributions reçues par le Fonds soient traitées comme un revenu de dividendes, un rendement du capital ou
recevoir. Par conséquent, si les MLP appartenant au Fonds sont traitées comme des sociétés fédérales américaines ou d’autres formes d’entités imposables
aux fins de l’impôt sur le revenu, le remboursement après impôt au Fonds à l’égard de son investissement dans de telles SCP pourrait être considérablement réduit,
ce qui peut entraîner une baisse substantielle de la valeur nette d'inventaire par action ("VNI") des actions du Fonds.

Hypothécaire
et le risque lié aux titres adossés à des actifs.
Les titres adossés à des créances hypothécaires et à des actifs représentent des intérêts dans des "pools" de
hypothèques ou autres actifs, y compris les prêts à la consommation ou les créances qui sont détenus en fiducie. Les titres garantis par une hypothèque sont soumis au «remboursement anticipé».
le risque (le risque que les emprunteurs remboursent leur emprunt plus rapidement en période de baisse des taux d’intérêt) et extension
risque (risque que les emprunteurs remboursent leurs emprunts plus lentement en période de hausse des taux d’intérêt). Si le fonds investit dans
le Fonds ne peut recevoir que des titres adossés à des créances hypothécaires ou à des actifs subordonnés à d'autres intérêts dans le même pool
paiements après que les obligations du pool envers les autres investisseurs ont été remplies. Un nombre inattendu de valeurs par défaut sur le
les actifs détenus par un pool peuvent limiter considérablement la capacité du pool à payer le capital ou les intérêts au Fonds,
réduire la valeur de ces titres ou les rendre inutilisables dans certains cas. Investissements du Fonds dans d'autres actifs adossés à des actifs
Les titres sont soumis à des risques comparables à ceux associés aux titres adossés à des créances hypothécaires, ainsi qu'à des risques supplémentaires.
la nature des actifs et l'entretien de ces actifs.

options
Le risque
. L'achat et la vente d'options d'achat et de vente sont des activités hautement spécialisées qui impliquent des investissements plus importants que la normale.
les risques. Le Fonds peut ne pas tirer pleinement profit d'une option ou perdre de l'argent sur une option si les ajustements de valeur ne correspondent pas comme prévu
les variations de la valeur des titres sous-jacents. Si le Fonds ne pouvait pas vendre une option de son portefeuille, ce serait le cas
devrait exercer l'option de réaliser un profit et engager des coûts de transaction lors de l'achat ou de la vente de l'actif sous-jacent
titres. La propriété des options comprend le paiement des primes, qui peut avoir une influence négative
la performance du fonds.
Dans la mesure où le Fonds investit dans des options sans ordonnance, il peut être exposé
risque de contrepartie.

Portefeuille
Risque de rotation.
La négociation active et fréquente des titres du Fonds peut entraîner des coûts de transaction plus élevés et
pourrait entraîner un plus grand nombre d'opérations imposables que ce ne serait autrement le cas, ce qui pourrait avoir une incidence défavorable sur celle du Fonds
réalisation. Un pourcentage élevé du chiffre d'affaires du portefeuille est de 100% ou plus.

Préféré
Risque de stock.
Les actions privilégiées représentent une participation dans une société qui donne généralement à son titulaire le droit de recevoir une préférence.
aan de houders van andere aandelen zoals gewone aandelen, dividenden en een vast aandeel in de opbrengst van een liquidatie
van het bedrijf. De marktwaarde van preferente aandelen is onderworpen aan bedrijfsspecifieke en marktrisico's die in het algemeen van toepassing zijn op aandelen
effecten en is ook gevoelig voor veranderingen in de kredietwaardigheid van het bedrijf, het vermogen van het bedrijf om betalingen te verrichten
op de preferente aandelen, en veranderingen in rentetarieven, meestal daalt in waarde als de rentetarieven stijgen.

REIT
Risico.
De belegging van het Fonds in REIT's zal het Fonds blootstellen aan risico's vergelijkbaar met die verbonden aan direct eigendom
van onroerend goed, inclusief verliezen door een slachtoffer of veroordeling, en veranderingen in lokale en algemene economische omstandigheden, aanbod en
vraag, rentetarieven, bestemmingswetten, wettelijke beperkingen op huurprijzen, onroerendgoedbelasting en bedrijfskosten.

Sector
Focusrisico.
Het Fonds kan een groter deel van zijn activa beleggen in een of meer sectoren dan vele andere beleggingsfondsen, en dus
zullen gevoeliger zijn voor negatieve gebeurtenissen in die sectoren.

swaps
Risico.
Swaps kunnen grotere risico's met zich meebrengen dan directe beleggingen in effecten, omdat swaps mogelijk een hefboomeffect hebben
het risico dat de tegenpartij de verplichting niet nakomt en moeilijk te waarderen is. Swaps kunnen ook als illiquide worden beschouwd.

Naar
Worden aangekondigd (TBA) effectenrisico.
TBA-effecten omvatten uitgegeven en vertraagde leveringseffecten en termijnverplichtingen.
TBA-effecten houden het risico in dat het effect dat het Fonds koopt waarde verliest voordat het wordt geleverd. Er is ook de
risico dat het effect niet wordt uitgegeven of dat de andere partij bij de transactie niet aan zijn verplichting zal voldoen. Als dit
optreedt, verliest het Fonds zowel de beleggingsmogelijkheid voor de activa die het heeft gereserveerd om het effect te betalen als de eventuele winst in het
beveiligingsprijs.

warrants
en rechtenrisico.
Warrants en rechten missen mogelijk een liquide secundaire markt voor wederverkoop. De prijzen van warrants en rechten kunnen
fluctueren als gevolg van speculatie of andere factoren. Warrants en rechten kunnen een groter potentieel voor winst of verlies bieden
dan een vergelijkbare investering in het onderliggende effect. Prijzen van warrants en rechten hoeven niet noodzakelijkerwijs mee te bewegen
de prijzen van hun onderliggende effecten en zijn zeer volatiele en speculatieve beleggingen. Als een bevel of recht vervalt zonder
bij uitoefening verliest het Fonds elk bedrag dat voor de warrant of het recht is betaald.

La performance

Le
staafdiagram en onderstaande tabel geven een indicatie van de risico's van beleggen in het Fonds door veranderingen in de fondsen van het Fonds te tonen
prestaties van jaar tot jaar voor Klasse I-aandelen en door te laten zien hoe het gemiddelde jaarlijkse totale rendement van elke klasse van het Fonds
vergelijken met het gemiddelde jaarlijkse totale rendement van een brede marktindex. Prestaties voor andere klassen dan die getoond mogen
variëren van de getoonde prestaties voor zover de kosten voor die klassen verschillen. Bijgewerkte prestatie-informatie is beschikbaar
op de website van het Fonds, www.aamlive.com/publicsite/mutual-funds, of door het Fonds te bellen op 1-888-966-9661. Van het fonds
in het verleden behaalde resultaten, voor en na belastingen, zijn niet noodzakelijk een indicatie van hoe het Fonds in de toekomst zal presteren.

Kalenderjaar
Totaal rendement (vóór belastingen) voor Klasse I-aandelen

Devant
elk kalenderjaar bij NAV

Le
year-to-date rendement per 30 september 2019 was 13,48%.

Klasse
    Ik deel
hoogst
    Kalender kwartierretour bij NAV
3,76% Kwartaal
    Afgesloten op 30/06/2016
laagste
    Calendar Quarter Return at NAV
-2.51% Quarter
    Ended 12/31/2016

Moyenne
    Annual Total Returns

(for periods ended December 31, 2018)
1
année
5
    Years
Depuis

Inception
Inception

Date

Class
                                         I Shares
— Return Before Taxes

(3.02)% 3,50% 2.63% Avril
    19, 2013

Class
                                         I Shares
— Return After Taxes on Distributions*

(4.47)% 2.05% 1.17% Avril
    19, 2013

Class
                                         I Shares
— Return After Taxes on Distributions and Sale of Fund Shares*

(1.78)% 2,04% 1.35% Avril
    19, 2013

Class
                                         A Shares
— Return Before Taxes

(6.05)% 2.61% 1.84% Avril
    19, 2013

Class
                                         C Shares
— Return Before Taxes

(4.93)% 2.47% 1,62% Avril
    19, 2013

Class
                                         Y Shares
— Return Before Taxes**

(3.08)% N/A 2.62% oktober
    31, 2017

Bloomberg
                                         Barclays Credit Bond Index (reflects no deduction for fees, expenses or taxes)

(2.11)% 3.22% 2.21% Avril
    19, 2013

Bloomberg
                                         Barclays Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)

0.01% 2.52% 1.72% Avril
    19, 2013

* 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 Fund shares through tax-deferred
                                         arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns
                                         are shown for Class I Shares only and after-tax returns for classes other than Class
                                         I will vary from returns shown for Class I.
** Class
                                         Y Shares were first offered on October 31, 2017. The performance figures for Class Y
                                         will include the performance for the Class I for the periods prior to the start date
                                         of Class Y. Class I imposes higher expenses than Class Y.

Investment
Advisor and Sub-Advisor

Advisors
Asset Management, Inc. (the “Advisor” or “AAM”) is the Fund’s investment advisor. Insight North
America LLC (the “Sub-Advisor” or “Insight”) is the Fund’s sub-advisor.

Portfolio
Managers

Naam
    and Title (Insight Investment)
Managed
    the Fund Since:
E.
    Gerard Berrigan – Head of Insurance and Intermediate
Avril
    19, 2013
Gautam
    Khanna, CFA, CPA – Senior Portfolio Manager
Avril
    19, 2013
Jason
    Celente, CFA – Senior Portfolio Manager
mei
    2, 2016
James
    DiChiaro – Senior Portfolio Manager
juni
    30, 2019

Achat
and Sale of Fund Shares

To
purchase shares of the Fund, you must invest at least the minimum amount.

Minimum
    Investments

To
                                         Open Your

Account

To
                                         Add to Your

Account

Class
    A and C Shares
Direct
    Regular Accounts
2500 $ $ 500
Direct
    Retirement Accounts
2500 $ $ 500
Automatic
    Investment Plan
2500 $ $100
Gift
    Account For Minors
2500 $ $ 500
Class
    I Shares
All
    Accounts
25 000 $ 5000 $
Class
    Y Shares
All
    Accounts
$1,000,000 100 000 $

Fund
shares are redeemable on any business day the New York Stock Exchange (the “NYSE”) is open for business, by written
request or by telephone.

Tax
Information

Le
Fund’s distributions are generally taxable, and will ordinarily be taxed as ordinary income, qualified dividend income or
capital gains, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement
account. Shareholders investing through such tax-advantaged arrangements may be taxed later upon withdrawal of monies from those
arrangements.

paiements
to Broker-Dealers and Other Financial Intermediaries

Si
you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related
companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest
by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask
your salesperson or visit your financial intermediary’s website for more information.

MORE
ABOUT THE FUND’S INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RISKS

Investment
Objective

Le
Fund’s investment objective is to seek current income. There is no assurance that the Fund will achieve its investment objective.
The Fund’s investment objective is not fundamental and may be changed by the Board of Trustees without shareholder approval,
upon at least 60 days’ prior written notice to shareholders. The Fund’s investment strategies and policies may be
changed from time to time without shareholder approval or prior written notice, unless specifically stated otherwise in this Prospectus
or the Statement of Additional Information (“SAI”).

Principal
Investment Strategies

Le
Fund invests in a diversified basket of debt securities designed to generate a high rate of current income. The Fund invests at
least 80% of its net assets, plus the amount of any borrowings for investment purposes, in bonds such as:

États-Unis
                                         corporate debt obligations,
Non-U.S.
                                         corporate and sovereign debt obligations (including emerging markets),
Residential
                                         and commercial mortgage-backed securities,
Asset-backed
                                         securities,
États-Unis
                                         Government securities (securities issued or guaranteed by the U.S. Government or its
                                         agencies or instrumentalities), and

Le
Fund primarily invests in bonds rated investment grade (that is, securities rated in the “Baa”/“BBB” categories
or above by NRSRO or, if unrated, determined to be of comparable credit quality by the Fund’s advisor or sub-advisor) at
the time of purchase. However, the Fund may invest up to 25% of its total assets in lower rated fixed-income securities (also
called “high yield bonds” or “junk bonds”) or, if unrated, determined to be of comparable credit quality
by the Fund’s advisor or sub-advisor.

Le
Fund may invest in domestic MLPs and REITs. MLPs are publicly traded companies organized as limited partnerships or limited liability
companies and treated as partnerships for federal income tax purposes. REITs are pooled investment vehicles that invest primarily
in income producing real estate or real estate related loans or interests. For the purposes of achieving the Fund’s investment
objective and hedging risk, the Fund may also invest in ETFs and in derivative instruments, including futures and options on futures
(including those relating to securities, foreign currencies, indices and interest rates), swaps (including total return, equity,
currency, interest rate and credit default swaps), forward contracts (including foreign currency forward contracts) and to be
announced (“TBA”) securities.

Le
Fund may invest in preferred stocks which may be convertible or may be accompanied by warrants or other equity securities. Any
securities may be of lower quality and may not be rated by any NRSRO. All warrants remaining after sale of the securities to which
they were attached and common stocks acquired on conversion or exercise of warrants are considered to comprise in this part of
the Fund’s portfolio. Any such warrants or common stocks may be held until a long-term holding period has been established
for tax purposes, after which they ordinarily will be sold.

Le
Sub-Advisor focuses on a relative value strategy. The Sub-Advisor seeks to identify opportunities to purchase securities with
high risk-adjusted yields across various fixed income sectors in order to maintain and increase income, and therefore the Fund’s
dividend payment to its investors.

Le
Sub-Advisor expects that the Fund’s duration will remain between four and eight years; however, the Fund’s duration
may be lengthened or shortened depending on market conditions. Duration is a measure of the expected life of a debt security that
is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s
duration, the more sensitive the Fund will be to changes in interest rates.

Le
Sub-Advisor’s sell discipline is based on its internal assessment of the creditworthiness of an issuer and a security’s
yield premium. If the risk/reward tradeoff shifts substantially, the Sub-Advisor will evaluate selling the security. This tradeoff
can result from an increase in valuation or an increase in risk, either of which may make the security less attractive prospectively.

Le
Fund may purchase securities selling at a premium over, or at a discount, from their face amount.

Quand
the Sub-Advisor believes that current market, economic, political or other conditions are unsuitable and would impair the pursuit
of the Fund’s investment objective, the Fund may invest some or all of its assets in cash or cash equivalents, including
but not limited to obligations of the U.S. government, money market fund shares, commercial paper, certificates of deposit and/or
bankers’ acceptances, as well as other interest bearing or discount obligations or debt instruments that carry an investment
grade rating by a national rating agency. When the Fund makes investments for defensive purposes, it may not achieve its investment
objective.

Principal
Risks of Investing

Le
Fund’s principal risks are set forth below in alphabetical order. Before you decide whether to invest in the Fund, carefully
consider these risk factors and special considerations associated with investing in the Fund, which may cause you to lose money.

Convertible
                                         Securities Risk.
Convertible securities are securities that are convertible into
                                         or exchangeable for common or preferred stock. The values of convertible securities may
                                         be affected by changes in interest rates, the creditworthiness of their issuer, and the
                                         ability of the issuer to repay principal and to make interest payments. A convertible
                                         security tends to perform more like a stock when the underlying stock price is high and
                                         more like a debt security when the underlying stock price is low. A convertible security
                                         is not as sensitive to interest rate changes as a similar non-convertible debt security,
                                         and generally has less potential for gain or loss than the underlying stock.

Credit
                                         Risk.
If an obligor (such as the issuer itself or a party offering credit enhancement)
                                         for a security held by the Fund fails to pay amounts due when required by the terms of
                                         the security, otherwise defaults, is perceived to be less creditworthy, becomes insolvent
                                         or files for bankruptcy, a security’s credit rating is downgraded or the credit
                                         quality or value of any underlying assets declines, the value of the Fund’s investment
                                         could decline. If the Fund enters into financial contracts (such as certain derivatives,
                                         repurchase agreements, reverse repurchase agreements, and when-issued, delayed delivery
                                         and forward commitment transactions), the Fund will be subject to the credit risk presented
                                         by the counterparties.

Currency
                                         Risk.
The values of investments in securities denominated in foreign currencies increase
                                         or decrease as the rates of exchange between those currencies and the U.S. Dollar change.
                                         Currency conversion costs and currency fluctuations could erase investment gains or add
                                         to investment losses. Currency exchange rates can be volatile and are affected by factors
                                         such as general economic conditions, the actions of the United States and foreign governments
                                         or central banks, the imposition of currency controls, and speculation.

Cybersecurity
                                         Risk.
Cybersecurity incidents may allow an unauthorized party to gain access to Fund
                                         assets, customer data (including private shareholder information), or proprietary information,
                                         or cause the Fund, the Advisor, and/or other service providers (including custodians,
                                         sub-custodians, transfer agents and financial intermediaries) to suffer data breaches,
                                         data corruption or loss of operational functionality. A cybersecurity incident may disrupt
                                         the processing of shareholder transactions, impact the Fund’s ability to calculate
                                         its net asset values, and prevent shareholders from redeeming their shares.

Derivatives
                                         Risk.
Derivatives include instruments and contracts that are based on and valued
                                         in relation to one or more underlying securities, financial benchmarks, indices, or other
                                         reference obligations or measures of value. Major types of derivatives include futures,
                                         options, swaps and forward contracts. Depending on how the Fund uses derivatives and
                                         the relationship between the market value of the derivative and the underlying instrument,
                                         the use of derivatives could increase or decrease the Fund’s exposure to the risks
                                         of the underlying instrument. Using derivatives can have a leveraging effect and increase
                                         fund volatility. A small investment in derivatives could have a potentially large impact
                                         on the Fund’s performance. Derivatives transactions can be highly illiquid and
                                         difficult to unwind or value, and changes in the value of a derivative held by the Fund
                                         may not correlate with the value of the underlying instrument or the Fund’s other
                                         investments. Many of the risks applicable to trading the instruments underlying derivatives
                                         are also applicable to derivatives trading. However, additional risks are associated
                                         with derivatives trading that are possibly greater than the risks associated with investing
                                         directly in the underlying instruments. These additional risks include, but are not limited
                                         to, illiquidity risk, operational leverage risk and counterparty credit risk. For derivatives
                                         that are required to be cleared by a regulated clearinghouse, other risks may arise from
                                         the Fund’s relationship with a brokerage firm through which it submits derivatives
                                         trades for clearing, including in some cases from other clearing customers of the brokerage
                                         firm. The Fund would also be exposed to counterparty risk with respect to the clearinghouse.
                                         Financial reform laws have changed many aspects of financial regulation applicable to
                                         derivatives. Once implemented, new regulations, including margin, clearing, and trade
                                         execution requirements, may make derivatives more costly, may limit their availability,
                                         may present different risks or may otherwise adversely affect the value or performance
                                         of these instruments. The extent and impact of these regulations are not yet fully known
                                         and may not be known for some time. Certain risks relating to various types of derivatives
                                         in which the Fund may invest are described below.

Hedging
Transactions
. The Fund may employ hedging techniques that involve a variety of derivative transactions, including futures
contracts, swaps, exchange-listed and over-the-counter put and call options on securities or on financial indices, and various
interest rate and foreign-exchange transactions (collectively, “Hedging Instruments”). Hedging techniques involve
risks different than those of underlying investments. In particular, the variable degree of correlation between price movements
of Hedging Instruments and price movements in the position being hedged means that losses on the hedge may be greater than gains
in the value of the Fund’s positions, or that there may be losses on both parts of a transaction. In addition, certain Hedging
Instruments and markets may not be liquid in all circumstances. As a result, in volatile markets, the Fund may not be able to
close out a transaction in certain of these instruments without incurring losses. The Sub-Advisor may use Hedging Instruments
to minimize the risk of total loss to the Fund by offsetting an investment in one security with a comparable investment in a contrasting
security. However, such use may limit any potential gain that might result from an increase in the value of the hedged position.
Whether the Fund hedges successfully will depend on the Sub-Advisor’s ability to predict pertinent market movements. Dans
addition, it is not possible to hedge fully or perfectly against currency fluctuations affecting the value of securities denominated
in foreign currencies, because the value of those securities is likely to fluctuate as a result of independent factors not related
to currency fluctuations. The daily variation margin requirements in futures contracts might create greater financial risk than
would options transactions, where the exposure is limited to the cost of the initial premium and transaction costs paid by the
Fund.

Forward
Contracts
. The Fund may enter into forward contracts that are not traded on exchanges and may not be regulated. There are
no limitations on daily price moves of forward contracts. Banks and other dealers with which the Fund maintains accounts may require
that the Fund deposit margin with respect to such trading. The Fund’s counterparties are not required to continue making
markets in such contracts. There have been periods during which certain counterparties have refused to continue to quote prices
for forward contracts or have quoted prices with an unusually wide spread (the difference between the price at which the counterparty
is prepared to buy and that at which it is prepared to sell). Arrangements to trade forward contracts may be made with only one
or a few counterparties, and liquidity problems therefore might be greater than if such arrangements were made with numerous counterparties.
The imposition of credit controls by governmental authorities might limit such forward trading to less than the amount that the
Sub-Advisor would otherwise recommend, to the possible detriment of the Fund.

Futures
Contracts
. The Fund may invest in futures that trade on either an exchange or over-the-counter. A futures contract obligates
the seller to deliver (and the purchaser to take delivery of) the specified security, commodity or currency underlying the contract
on the expiration date of the contract at an agreed upon price. An index futures contract obligates the seller to deliver (and
the purchaser to take) an amount of cash equal to a specific dollar amount multiplied by the difference between the value of a
specific index at the close of the last trading day of the contract and the price at which the agreement is made. No physical
delivery of the underlying securities in the index is made. Generally, these futures contracts are closed out prior to the expiration
date of the contracts. The value of a futures contract tends to increase and decrease in correlation with the value of the underlying
instrument. Risks of futures contracts may arise from an imperfect correlation between movements in the price of the instruments
and the price of the underlying securities. The Fund’s use of futures contracts (and related options) exposes the Fund to
leverage risk because of the small margin requirements relative to the value of the futures contract. A relatively small market
movement will have a proportionately larger impact on the funds that the Fund has deposited or will have to deposit with a broker
to maintain its futures position. Leverage can lead to large losses as well as gains. While futures contracts are generally liquid
instruments, under certain market conditions they may become illiquid. Futures exchanges may impose daily or intraday price change
limits and/or limit the volume of trading. Additionally, government regulation may further reduce liquidity through similar trading
restrictions. As a result, the Fund may be unable to close out its futures contracts at a time that is advantageous. The price
of futures can be highly volatile; using them could lower total return, and the potential loss from futures can exceed the Fund’s
initial investment in such contracts.

Foreign
Futures Transactions
. Foreign futures transactions involve the execution and clearing of trades on a foreign exchange. Deze
is the case even if the foreign exchange is formally “linked” to a domestic exchange, whereby a trade executed on
one exchange liquidates or establishes a position on the other exchange. No domestic organization regulates the activities of
a foreign exchange, including the execution, delivery, and clearing of transactions on such an exchange, and no domestic regulator
has the power to compel enforcement of the rules of the foreign exchange or the laws of the foreign country. Moreover, such laws
or regulations will vary depending on the foreign country in which the transaction occurs. For these reasons, the Fund may not
be afforded certain of the protections that apply to domestic transactions, provided that with respect to transactions on a foreign
exchange that is formally linked to a domestic exchange, certain domestic disclosure and anti-fraud provisions may apply. Daarnaast,
the price of any foreign futures or option contract may be affected by any fluctuation in the foreign exchange rate between the
time the order is placed and the foreign futures contract is liquidated or the foreign option contract is liquidated or exercised.

Liquidité
of Futures Contracts
. In connection with the Fund’s use of futures, the Sub-Advisor will determine and pursue all steps
that are necessary and advisable to ensure compliance with the Commodity Exchange Act and the rules and regulations promulgated
thereunder. Under certain market conditions, the Fund may find it difficult or impossible to liquidate a position. Futures positions
may be illiquid because certain commodity exchanges limit fluctuations in certain futures contract prices during a single day
(each a "daily limit”). 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 entered into nor liquidated unless traders 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.
Over-the-counter instruments generally are not as liquid as instruments traded on recognized exchanges. These constraints could
prevent the Fund from promptly liquidating unfavorable positions, thereby subjecting the Fund to substantial losses. Daarnaast,
the Commodity Futures Trading Commission and various exchanges limit the number of positions that the Fund may indirectly hold
or control in particular commodities.

Swap
Transactions
. The Fund may enter into swap transactions. A swap contract is a commitment between two parties to make or receive
payments based on agreed upon terms, and whose value and payments are derived by changes in the value of an underlying financial
instrument. Swap transactions can take many different forms and are known by a variety of names. Depending on their structure,
swap transactions may increase or decrease the Fund’s exposure to long-term or short-term interest rates, foreign currency
values, corporate borrowing rates, or other factors such as security prices, values of baskets of securities, or inflation rates.
Interest rate swaps are contracts involving the exchange between two contracting parties of their respective commitments to pay
or receive interest (e.g., an exchange of floating rate payments for fixed rate payments). Credit default swaps are contracts
whereby one party makes periodic payments to a counterparty in exchange for the right to receive from the counterparty a payment
equal to the par (or other agreed-upon) value of an underlying debt obligation in the event of default by the issuer of the debt
security. Total return swaps are contracts in which one party agrees to make periodic payments based on the change in market value
of the underlying assets, which may include a specified security, basket of securities or security indexes during the specified
period, in return for periodic payments based on a fixed or variable interest rate of the total return from other underlying assets.
Depending on how they are used, swap transactions may increase or decrease the overall volatility of the Fund’s portfolio.
The most significant factor in the performance of a swap transaction is the change in the specific interest rate, currency, individual
equity values or other factors that determine the amounts of payments due to and from the Fund.

appel téléphonique
Options
. The seller (writer) of a call option which is covered (e.g., for which the writer holds the underlying security)
assumes the risk of a decline in the market price of the underlying security below the purchase price of the underlying security
less the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option.
The seller of an uncovered call option assumes the risk of a theoretically unlimited increase in the market price of the underlying
security above the exercise price of the option. The buyer of a call option assumes the risk of losing its entire investment in
the call option. However, if the buyer of the call sells short the underlying security, the loss on the call will be offset in
whole or in part by gain on the short sale of the underlying security.

Put
Options
. The seller (writer) of a put option which is covered (e.g., the writer holds or has a short position in the underlying
security) assumes the risk of an increase in the market price of the underlying security above the exercise price of the option
plus the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option.
The seller of an uncovered put option assumes the risk of an increase in the market price of the underlying security above the
exercise price of the option plus the premium received. The buyer of a put option assumes the risk of losing its entire investment
in the put option.

Illiquidity.
Derivatives, especially when traded in large amounts, may not always be liquid. In such cases, in volatile markets the Fund may
not be able to close out a position without incurring a loss. Daily limits on price fluctuations and speculative position limits
on exchanges on which the Fund may conduct its transactions in derivatives may prevent profitable liquidation of positions, subjecting
the Fund to potentially greater losses.

Counterparty
Credit Risk
. Many purchases, sales, financing arrangements, and derivative transactions in which the Fund may engage involve
instruments that are not traded on an exchange. Rather, these instruments are traded between counterparties based on contractual
relationships. As a result, the Fund is subject to the risk that a counterparty will not perform its obligations under the related
contract. Although the Fund expects to enter into transactions only with counterparties believed by the Sub-Advisor to be creditworthy,
there can be no assurance that a counterparty will not default and that the Fund will not sustain a loss on a transaction as a
result.

Dans
situations where the 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, the Fund's collateral may be subject to the conflicting claims of the counterparty's creditors and the
Fund may be exposed to the risk of being treated as a general unsecured creditor of the counterparty, rather than as the owner
of the collateral.

Le
Fund is subject to the risk that issuers of the instruments in which it invests and trades may default on their obligations, and
that certain events may occur that have an immediate and significant adverse effect on the value of those instruments. There can
be no assurance that an issuer 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.

Emerging
                                         Market Risk.
Many of the risks with respect to foreign investments are more pronounced
                                         for investments in issuers in developing or emerging market countries. Emerging market
                                         countries tend to have more government exchange controls, more volatile interest and
                                         currency exchange rates, less market regulation, and less developed economic, political
                                         and legal systems than those of more developed countries. In addition, emerging market
                                         countries may experience high levels of inflation and may have less liquid securities
                                         markets and less efficient trading and settlement systems. Their economies also depend
                                         heavily upon international trade and may be adversely affected by protective trade barriers
                                         and the economic conditions of their trading partners. Emerging market countries may
                                         have fixed or managed currencies that are not free-floating against the U.S. Dollar and
                                         may not be traded internationally. Some countries with emerging securities markets have
                                         experienced high rates of inflation for many years. Inflation and rapid fluctuations
                                         in inflation rates have had and may continue to have negative effects on the economies
                                         and securities markets of certain countries. Emerging securities markets typically have
                                         substantially less volume than U.S. markets, securities in these markets are less liquid,
                                         and their prices often are more volatile than those of comparable U.S. companies. Delays
                                         may occur in settling securities transactions in emerging market countries, which could
                                         adversely affect the Fund’s ability to make or liquidate investments in those markets
                                         in a timely fashion. In addition, it may not be possible for the Fund to find satisfactory
                                         custodial services in an emerging market country, which could increase the Fund’s
                                         costs and cause delays in the transportation and custody of its investments.

ETF
                                         Risk.
Investing in an ETF will provide the Fund
                                         with exposure to the securities comprising the index on which the ETF is based and will
                                         expose the Fund to risks similar to those of investing directly in those securities.
                                         Shares of ETFs typically trade on securities exchanges and may at times trade at a premium
                                         or discount to their net asset values. In addition, an ETF may not replicate exactly
                                         the performance of the benchmark index it seeks to track for a number of reasons, including
                                         transaction costs incurred by the ETF, 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 the number of securities held. Investing in
                                         ETFs, which are investment companies, involves duplication of advisory fees and certain
                                         other expenses. The Fund will pay brokerage commissions in connection with the purchase
                                         and sale of shares of ETFs.

Fait
                                         Income Securities Risk.
The prices of fixed income securities respond to economic
                                         developments, particularly interest rate changes, as well as to changes in an issuer’s
                                         credit rating or market perceptions about the creditworthiness of an issuer. Prices of
                                         fixed income securities tend to move inversely with changes in interest rates. Generally,
                                         fixed income securities decrease in value if interest rates rise and increase in value
                                         if interest rates fall, with lower rated securities more volatile than higher rated securities.
                                         The longer the effective maturity and duration of the Fund’s portfolio, the more
                                         the Fund’s share price is likely to react to changes in interest rates. (Duration
                                         is a weighted measure of the length of time required to receive the present value of
                                         future payments, both interest and principal, from a fixed income security.) Some fixed
                                         income securities give the issuer the option to call, or redeem, the securities before
                                         their maturity dates. If an issuer calls its security during a time of declining interest
                                         rates, the Fund might have to reinvest the proceeds in an investment offering a lower
                                         yield, and therefore might not benefit from any increase in value of the security as
                                         a result of declining interest rates. During periods of market illiquidity or rising
                                         interest rates, prices of callable issues are subject to increased price fluctuation.
                                         In addition, the Fund may be subject to extension risk, which occurs during a rising
                                         interest rate environment because certain obligations may be paid off by an issuer more
                                         slowly than anticipated, causing the value of those securities held by the Fund to fall.

Foreign
                                         Investment Risk.
Investments in foreign securities are affected by risk factors generally
                                         not thought to be present in the United States. The prices of foreign securities may
                                         be more volatile than the prices of securities of U.S. issuers because of economic and
                                         social conditions abroad, political developments, and changes in the regulatory environments
                                         of foreign countries. Special risks associated with investments in foreign markets include
                                         less liquidity, less developed or less efficient trading markets, lack of comprehensive
                                         company information, less government supervision of exchanges, brokers and issuers, greater
                                         risks associated with counterparties and settlement, and difficulty in enforcing contractual
                                         obligations. In addition, changes in exchange rates and interest rates, and imposition
                                         of foreign taxes, may adversely affect the value of the Fund’s foreign investments.
                                         Foreign companies are generally subject to different legal and accounting standards than
États-Unis companies, and foreign financial intermediaries may be subject to less supervision
                                         and regulation than U.S. financial firms. The Fund’s investments in depository
                                         receipts (including ADRs) are subject to these risks, even if denominated in U.S. Dollars,
                                         because changes in currency and exchange rates affect the values of the issuers of depository
                                         receipts. In addition, the underlying issuers of certain depository receipts, particularly
                                         unsponsored or unregistered depository receipts, are under no obligation to distribute
                                         shareholder communications to the holders of such receipts, or to pass through to them
                                         any voting rights with respect to the deposited securities.

Foreign
                                         Sovereign Risk.
Foreign governments rely on taxes and other revenue sources to pay
                                         interest and principal on their debt obligations. The payment of principal and interest
                                         on these obligations may be adversely affected by a variety of factors, including economic
                                         results within the foreign country, changes in interest and exchange rates, changes in
                                         debt ratings, changing political sentiments, legislation, policy changes, a limited tax
                                         base or limited revenue sources, natural disasters, or other economic or credit problems.
                                         It is possible that a foreign sovereign may default on its debt obligations.

High
                                         Yield (“Junk”) Bond Risk.
High yield bonds (often called “junk
                                         bonds”) are speculative, involve greater risks of default or downgrade and are
                                         more volatile and tend to be less liquid than investment-grade securities. High yield
                                         bonds involve a greater risk of price declines than investment-grade securities due to
                                         actual or perceived changes in an issuer’s creditworthiness. Companies issuing
                                         high yield fixed-income securities are less financially strong, are more likely to encounter
                                         financial difficulties, and are more vulnerable to adverse market events and negative
                                         sentiments than companies with higher credit ratings. These factors could affect such
                                         companies’ abilities to make interest and principal payments and ultimately could
                                         cause such companies to stop making interest and/or principal payments. In such cases,
                                         payments on the securities may never resume, which would result in the securities owned
                                         by the Fund becoming worthless. The market prices of junk bonds are generally less sensitive
                                         to interest rate changes than higher rated investments, but more sensitive to adverse
                                         economic or political changes, or individual developments specific to the issuer.

Intéressé
                                         Rate Risk.
Prices of fixed income securities tend to move inversely with changes
                                         in interest rates. Generally fixed income securities decrease in value if interest rates
                                         rise and increase in value if interest rates fall, with longer-term securities being
                                         more sensitive than shorter-term securities. For example, the price of a security with
                                         a three-year duration would be expected to drop by approximately 3% in response to a
                                         1% increase in interest rates. Duration is a weighted measure of the length of time required
                                         to receive the present value of future payments, both interest and principal, from a
                                         fixed income security. Generally, the longer the maturity and duration of a bond or fixed
                                         rate loan, the more sensitive it is to this risk. Falling interest rates also create
                                         the potential for a decline in the Fund’s income. Changes in governmental policy,
                                         rising inflation rates, and general economic developments, among other factors, could
                                         cause interest rates to increase and could have a substantial and immediate effect on
                                         the values of the Fund’s investments. These risks are greater during periods of
                                         rising inflation. In addition, a potential rise in interest rates may result in periods
                                         of volatility and increased redemptions that might require the Fund to liquidate portfolio
                                         securities at disadvantageous prices and times.

Liquidité
                                         Risk.
Due to a lack of demand in the marketplace or other factors such as market
                                         turmoil, the Fund may not be able to sell some or all of the investments that it holds,
                                         or if the Fund is forced to sell an illiquid asset to meet redemption requests or other
                                         cash needs, it may only be able to sell those investments at a loss. Liquidity risk arises,
                                         for example, from small average trading volumes, trading restrictions, or temporary suspensions
                                         of trading. In addition, when the market for certain investments is illiquid, the Fund
                                         may be unable to achieve its desired level of exposure to a certain sector. Moreover,
                                         the reduction in dealer market-making capacity in the fixed income markets that has occurred
                                         in recent years has the potential to decrease the liquidity of the Fund’s investments.
                                         Liquidity risk may be more pronounced for the Fund’s investments in developing
                                         countries.

Management
                                         and Strategy Risk.
The value of your investment depends on the judgment of the Sub-Advisor
                                         about the quality, relative yield, value or market trends affecting a particular security,
                                         industry, sector or region, which may prove to be incorrect. Investment strategies employed
                                         by the Sub-Advisor in selecting investments for the Fund may not result in an increase
                                         in the value of your investment or in overall performance equal to other investments.

Marché
                                         Risk.
The market price of a security or instrument may decline, sometimes rapidly
                                         or unpredictably, due to general market conditions that are not specifically related
                                         to a particular company, such as real or perceived adverse economic or political conditions
                                         throughout the world, changes in the general outlook for corporate earnings, changes
                                         in interest or currency rates or adverse investor sentiment generally. The market value
                                         of a security or instrument also may decline because of factors that affect a particular
                                         industry or industries, such as labor shortages or increased production costs and competitive
                                         conditions within an industry. For example, the financial crisis that began in 2008 caused
                                         a significant decline in the value and liquidity of many securities; in particular, the
                                         values of some sovereign debt and of securities of issuers that invest in sovereign debt
                                         and related investments fell, credit became more scarce worldwide and there was significant
                                         uncertainty in the markets. Such environments could make identifying investment risks
                                         and opportunities especially difficult for the Sub-Advisor. In response to the crisis,
the United States and other governments took steps to support financial markets. Le
                                         withdrawal of support or failure of efforts in response to a crisis could negatively
                                         affect financial markets generally as well as the value and liquidity of certain securities.
                                         In addition, policy and legislative changes in the United States and in other countries
                                         are changing many aspects of financial regulation. The impact of these changes on the
                                         markets, and the practical implications for market participants, may not be fully known
                                         for some time.

MLP
                                         Tax Risk.
A change in current tax law, or a change in the business of an MLP, could
                                         result in an MLP being treated as a corporation or other form of taxable entity for U.S.
                                         federal income tax purposes, which would result in the MLP being required to pay U.S.
                                         federal income tax, excise tax or another form of tax on its taxable income. The classification
                                         of an MLP as a corporation or other form of taxable entity for U.S. federal income tax
                                         purposes could reduce the amount of cash available for distribution by the MLP and could
                                         cause any such distributions received by the Fund to be treated as dividend income, return
                                         of capital, or capital gain. Therefore, if any MLPs owned by the Fund were treated as
                                         corporations or other forms of taxable entities for U.S. federal income tax purposes,
                                         the after-tax return to the Fund with respect to its investment in such MLPs could be
                                         materially reduced, which could cause a material decrease in the net asset value per
                                         share (“NAV”) of the Fund’s shares.

MLP
                                         Units Risk.
An investment in MLP units involves risks in addition to the risks associated
                                         with a similar investment in equity securities, such as common stock, of a corporation.
                                         As compared to common shareholders of a corporation, holders of MLP units have more limited
                                         control and limited rights to vote on matters affecting the partnership. MLPs are subject
                                         to regulatory and tax risk. If an MLP does not meet current legal requirements to maintain
                                         partnership status, or if it is unable to do so because of tax law changes, it would
                                         be taxed as a corporation and there could be a material decrease in the value of its
                                         securities. In that case, the MLP would be subject to U.S. federal income taxation, and
                                         distributions received by the Fund generally would be treated as dividend income. Thus,
                                         if any of the MLPs owned by the Fund were treated as corporations for U.S. federal income
                                         tax purposes, the after-tax return to the Fund with respect to its investment in such
                                         MLPs would be materially reduced, which could cause a substantial decline in the value
                                         of the Fund’s shares. Additional risks inherent to investments in MLP units include
                                         cash flow risk, tax risk, risk associated with a potential conflict of interest between
                                         unit holders and the MLP’s general partner, and capital markets risk.

UNE
majority of MLPs are in the energy sector. These investments involve the risk that energy prices and supplies of energy may fluctuate
significantly over any time period due to many factors, including international political developments; production and distribution
policies of the Organization of Petroleum Exporting Countries (OPEC) and other oil-producing countries; relationships among OPEC
members and other oil-producing countries and between these countries and oil-importing nations; energy conservation; foreign,
federal and state regulatory environments; tax policies; and the economic growth and political stability of the key energy-consuming
and energy-producing countries.

Mortgage-Backed
                                         and Other Asset-Backed Risk
. Mortgage-related and other asset-backed securities are
                                         subject to certain additional risks. Generally, rising interest rates tend to extend
                                         the duration of fixed rate mortgage-backed securities, making them more sensitive to
                                         changes in interest rates. As a result, in a period of rising interest rates, if the
                                         Fund holds mortgage-backed securities, it may exhibit additional volatility. This is
                                         known as “extension risk.” In addition, adjustable and fixed rate mortgage-backed
                                         securities are subject to “prepayment risk.” When interest rates decline,
                                         borrowers may pay off their mortgages sooner than expected. This can reduce the returns
                                         of the Fund because the Fund may have to reinvest that money at lower prevailing interest
Tarifs. The Fund’s investments in other asset-backed securities are subject to risks
                                         similar to those associated with mortgage-backed securities, as well as additional risks
                                         associated with the nature of the assets and the servicing of those assets.

Le
Fund may invest in mortgage-backed securities issued by the U.S. government or by non-governmental issuers. To the extent that
the Fund invests in mortgage-backed securities offered by non-governmental issuers, such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers and other secondary market issuers, the Fund may be subject
to additional risks. Timely payment of interest and principal of non-governmental issuers are supported by various forms of private
insurance or guarantees, including individual loan, title, pool and hazard insurance purchased by the issuer. There can be no
assurance that the private insurers can meet their obligations under the policies. An unexpectedly high rate of defaults on the
mortgages held by a mortgage pool may adversely affect the value of a mortgage-backed security and could result in losses to the
Fund. The risk of such defaults is generally higher in the case of mortgage pools that include subprime mortgages. Subprime mortgages
refer to loans made to borrowers with weakened credit histories or with a lower capacity to make timely payments on their mortgages.

Portfolio
                                         Turnover Risk.
Active and frequent trading of the Fund’s securities may lead
                                         to higher transaction costs and may result in a greater number of taxable transactions,
                                         which could negatively affect the Fund’s performance. A high rate of portfolio
                                         turnover is 100% or more.

Preferred
                                         Stock Risk.
Preferred stock represents an equity interest in a company that generally
                                         entitles the holder to receive, in preference to the holders of other stocks such as
                                         common stocks, dividends and a fixed share of the proceeds resulting from a liquidation
                                         of the company. Preferred stocks may pay fixed or adjustable rates of return. The market
                                         value of preferred stock is subject to issuer-specific and market risks applicable generally
                                         to equity securities and is sensitive to changes in the issuer’s creditworthiness,
                                         the ability of the issuer to make payments on the preferred stock and changes in interest
                                         rates, typically declining in value if interest rates rise. In addition, a company’s
                                         preferred stock generally pays dividends only after the company makes required payments
                                         to holders of its bonds and other debt. Therefore, the value of preferred stock will
                                         usually react more strongly than bonds and other debt to actual or perceived changes
                                         in the company’s financial condition or prospects.

REIT
                                         Risk.
The Fund’s investments in REITs will subject the Fund to risks similar
                                         to those associated with direct ownership of real estate, including losses from casualty
                                         or condemnation, and changes in local and general economic conditions, supply and demand,
                                         interest rates, zoning laws, regulatory limitations on rents, property taxes and operating
les dépenses. Investments in REITs are subject to additional risks, such as poor performance
                                         by the manager of the REIT, adverse changes to the tax laws or failure by the REIT to
                                         qualify for the U.S. federal income tax treatment generally available to REITs under
                                         the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”).
                                         In addition, some REITs have limited diversification because they invest in a limited
                                         number of properties, a narrow geographic area, or a single type of property.

Sector
                                         Focus Risk.
The Fund may invest a larger portion of its assets in one or more sectors
                                         than many other mutual funds, and thus will be more susceptible to negative events affecting
                                         those sectors At times the performance of the Fund’s investments may lag the performance
                                         of other sectors or the broader market as a whole. Such underperformance may continue
                                         for extended periods of time.

TBA
                                         Securities Risk.
TBA securities include when-issued and delayed delivery securities
                                         and forward commitments. TBA securities involve the risk that the security the Fund buys
                                         will lose value prior to its delivery.  There is also the risk that the security
                                         will not be issued or that the other party to the transaction will not meet its obligation. 
                                         If this occurs, the Fund loses both the investment opportunity for the assets it set
                                         aside to pay for the security and any gain in the security’s price.

Warrants
                                         and Rights Risk.
A warrant gives the holder a right to purchase, at any time during
                                         a specified period, a predetermined number of shares of common stock at a fixed price.
                                         Rights are similar to warrants but typically have a shorter duration and are issued by
                                         a company to existing stockholders to provide those holders the right to purchase additional
                                         shares of stock at a later date. Unlike a convertible debt security or preferred stock
                                         a warrant or right does not pay fixed dividends. A warrant or right may lack a liquid
                                         secondary market for resale. The price of a warrant or right may fluctuate as a result
                                         of speculation or other factors. In addition, the price of the underlying security may
                                         not reach, or have reasonable prospects of reaching, a level at which the warrant or
                                         right can be exercised prudently (in which case the warrant or right may expire without
                                         being exercised, resulting in a loss of the Fund’s entire investment in the warrant
                                         or right). If the Fund owns common stock of a company, failing to exercise rights to
                                         purchase common stock would dilute the Fund’s interest in the issuing company.
                                         The market for rights is not well developed and the Fund may not always realize full
                                         value on the sale of rights.

Portfolio
Holdings Information

UNE
description of the Fund’s policies and procedures with respect to the disclosure of the Fund’s portfolio securities
is available in the Fund’s SAI. Currently, disclosure of the Fund’s holdings is required to be made quarterly within
60 days of the end of each fiscal quarter, in the Fund’s Annual Report and Semi-Annual Report to Fund shareholders, and
in its quarterly holdings report on Form N-Q.

MANAGEMENT
OF THE FUND

Investment
Advisor and Sub-Advisor

Le
Advisor, Advisors Asset Management, Inc., 18925 Base Camp Road, Suite 203, Monument, Colorado 80132, is registered as an investment
advisor with the SEC. AAM provides investment advisory services to the Fund, including: (i) the selection, oversight, termination
and replacement of sub-advisors; (ii) ensuring quality control of the sub-advisors’ investment process; and (iii) monitoring
and measuring the Fund’s risk and return against appropriate benchmarks and peers. As of September 30, 2019, the Advisor
had approximately $2.4 billion in assets under management and provides investment advice to high-net-worth and retail investors.

Pursuant
to an advisory agreement between the Trust and the Advisor (the “Advisory Agreement”), the Fund pays the Advisor an
annual advisory fee of 0.38% of the Fund’s average daily net assets for the services and facilities it provides, payable
on a monthly basis. For the fiscal year ended June 30, 2019, the Advisor received advisory fees of 0.05% of the Fund’s average
daily net assets, after waiving fees pursuant to its expense limitation agreement with the Trust on behalf of the Fund. The Advisor
pays a portion of its advisory fees to the Sub-Advisors.

Le
Fund’s SAI provides additional information about the fees paid to the Advisor and Sub-Advisors.

Le
Sub-Advisor, Insight North America LLC, 200 Park Avenue, 7th Floor, New York, New York 10166, is registered as an investment
advisor with the SEC, and is responsible for the day-to-day management of the Fund’s portfolio, selection of the Fund’s
portfolio investments and supervision of its portfolio transactions subject to the general oversight of the Board and the Advisor.
Insight North America LLC, (“INA”), a registered investment adviser under the Investment Advisers Act of 1940 and
regulated by the US Securities and Exchange Commission. INA is part of 'Insight' or 'Insight Investment', the corporate brand
for certain asset management companies operated by Insight Investment Management Limited including, among others, Insight Investment
Management (Global) Limited and Insight Investment International Limited. As of September 30, 2019, Insight had approximately
$30.6 billion in assets under management.

UNE
discussion summarizing the basis of the Board’s approval of the Advisory Agreement between the Trust and the Advisor and
the sub-advisory agreement between the Advisor and the Sub-Advisor is included in the Fund’s Annual Report for the period
ended June 30, 2019.

Portfolio
Managers

E.
Gerard Berrigan, Gautam Khanna, Jason Celente and James DiChiaro are jointly and primarily responsible for the day-to-day management
of the Fund. Each portfolio manager has authority over all aspects of the Fund’s investment portfolio, including but not
limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment and the
management of daily cash flows. The portfolio managers work as a team in considering securities for selection and implementing
portfolio strategies.

E.
Gerard Berrigan

Head
of Insurance and Intermediate

Gerard
joined Insight in June 1994 via predecessor company, Cutwater Asset Management) and has worked in the financial services industry
since 1984. Gerard’s responsibilities include overseeing all aspects of portfolio management for insurance and Public Sector
Group clients in North America. Previously, he worked at the Federal National Mortgage Association as a member of the Portfolio
Management and Treasury Groups, where he developed and applied expertise in ABS, MBS and portfolio hedging. Gerard also worked
at First Boston Corp. developing and implementing investment strategies for the firm's public finance clients. He has a BS degree
from Bucknell University and an MBA from Columbia University. Gerard holds Series 7 and 63 licenses from the Financial Industry
Regulatory Authority, Inc. (“FINRA”).

Gautam
Khanna, CFA, CPA

Senior
Portfolio Manager

Gautam
joined Insight’s Fixed Income Group as a senior portfolio manager in January 2013 (via predecessor company, Cutwater Asset
Management). Gautam leads the management of Insight's flagship US core, core plus, select income and high yield strategies. Prior
to Cutwater, Gautam was a member of the high yield team at Times Square Capital Management, where he focused on credit management
for CBOs as well as high yield total return accounts. Gautam is a member of the New York Society of Security Analysts. He holds
a BS (Hons) from the Rochester Institute of Technology and an MBA degree (with distinction) from Cornell University. He is also
a CFA charterholder and is a Certified Public Accountant (CPA).

Jason
Celente, CFA

Senior
Portfolio Manager

Jason
joined Insight in 1997 (via predecessor company, Cutwater Asset Management). He is a senior portfolio manager overseeing short
duration  and customized investment strategies for Insight’s public sector group. Prior to this, Jason was an investment
accountant for Cutwater’s asset-liability portfolios and short-term mutual funds. He has a BS degree from Colgate University
and an MBA from the Stern School of Business at New York University. Jason holds Series 7 and 63 licenses from the FINRA and is
a CFA charterholder.

James
DiChiaro

Senior
Portfolio Manager

James
joined Insight's Fixed Income Group in 1999 (via predecessor company, Cutwater Asset Management) and has worked in the financial
services industry since 1998. As a senior portfolio manager, James’s responsibilities include managing the firm’s
core, core plus, select income, and high yield strategies.  James also has an extensive history in managing long duration
taxable and tax-exempt strategies as well as money market portfolios.  James holds a BS degree from Fordham University and
an MBA from Pace University.

Le
SAI provides additional information about each portfolio manager’s method of compensation, other accounts managed by the
portfolio manager and the portfolio manager’s ownership of securities in the Fund.

Other
Service Providers

IMST
Distributors, LLC (the “Distributor”) is the Trust’s principal underwriter and acts as the Trust’s distributor
in connection with the offering of Fund shares. The Distributor may enter into agreements with banks, broker-dealers, or other
financial intermediaries through which investors may purchase or redeem shares. The Distributor is not affiliated with the Trust,
the Advisor, the Sub-Advisor or any other service provider for the Fund.

Fund
Expenses

Le
Fund is responsible for its own operating expenses (all of which will be borne directly or indirectly by the Fund’s shareholders),
including among others, legal fees and expenses of counsel to the Fund and the Fund’s independent trustees; insurance (including
trustees’ and officers’ errors and omissions insurance); auditing and accounting expenses; taxes and governmental
fees; listing fees; fees and expenses of the Fund’s custodians, administrators, transfer agents, registrars and other service
providers; expenses for portfolio pricing services by a pricing agent, if any; expenses in connection with the issuance and offering
of shares; brokerage commissions and other costs of acquiring or disposing of any portfolio holding of the Fund; and any litigation
les dépenses.

Le
Advisor has contractually agreed to waive its fees and/or pay for operating expenses of the Fund to ensure that the total annual
fund operating expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short
sales, acquired fund fees and expenses (as determined in accordance with Form N-1A), expenses incurred in connection with any
merger or reorganization, and extraordinary expenses such as litigation expenses) do not exceed the percentage stated below:

Fund Expense
    Limit as a Percentage of Average Daily Net Assets
Class
UNE
Class
C.
Class
    I
Class
    Y
AAM/Insight
    Select Income Fund
0.85% 1.60% 0.60% 0.50%

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agreement is in effect until October 31, 2029, and it may be terminated before that date only by the Trust’s Board of Trustees.

Any
reduction in advisory fees or payment of the Fund’s expenses made by the Advisor in a fiscal year may be reimbursed by the
Fund for a period ending three full fiscal years after the date of reduction or payment if the Advisor so requests. This reimbursement
may be requested from the Fund if the reimbursement will not cause the Fund’s annual expense ratio to exceed the lesser
of (a) the expense limitation in effect at the time such fees were waived or payments made or (b) the expense limitation in effect
at the time of the reimbursement. However, the reimbursement amount may not exceed the total amount of fees waived and/or Fund
expenses paid by the Advisor with respect to the class and will not include any amounts previously reimbursed to the Advisor by
the Fund with respect to the class. Any such reimbursement is contingent upon the Board’s subsequent review of the reimbursed
amounts. The Fund must pay current ordinary operating expenses with respect to a class before the Advisor is entitled to any reimbursement
of fees and/or Fund expenses.

DISTRIBUTION
AND SHAREHOLDER SERVICE PLAN

Distribution
and Service (Rule 12b-1) Fees

Le
Trust, on behalf of the Fund, has adopted a Rule 12b-1 plan (the “12b-1 Plan”) with respect to the Fund’s Class
A shares and Class C Shares. Under the 12b-1 Plan, the Fund pays to the Distributor distribution fees in connection with the sale
and distribution of the Fund’s Class A and Class C Shares and/or shareholder liaison service fees in connection with the
provision of personal services to shareholders of each such Class and the maintenance of their shareholder accounts.

For
Class A Shares, the maximum annual fee payable to the Distributor for such distribution and/or shareholder liaison services is
0.25% of the average daily net assets of such shares. For Class C Shares, the maximum annual fees payable to the Distributor for
distribution services and shareholder liaison services are 0.75% and 0.25%, respectively, of the average daily net assets attributable
to such shares. The Distributor may pay any or all amounts received under the 12b-1 Plan to other persons for any distribution
or shareholder liaison services provided by such persons to the Fund. Payments under the 12b-1 Plan are not tied exclusively to
distribution expenses actually incurred by the Distributor or others and the payments may exceed or be less than the amount of
expenses actually incurred.

To
promote the sale of the Fund’s Class C Shares and to pay for certain shareholder liaison services, the Distributor may pay
broker-dealers up to 1.00% of the amount invested by their clients in the Class C Shares of the Fund at the time the shares are
purchased (which includes prepayment of the first year's 0.25% shareholder liaison service fee). These up-front payments to broker-dealers
are financed solely by the Advisor. However, the Distributor receives and can pay as reimbursement to the Advisor all of the 12b-1
fees with respect to such shares. During the first 12 months, the Advisor may retain the full 1.00% 12b-1 fee to recoup the up-front
payment advanced at the time of purchase. After the Distributor has reimbursed the Advisor for the amounts that the Advisor has
financed, the broker-dealers will receive the ongoing 12b-1 fees associated with their clients’ investments.

Parce que
the Fund pays distribution fees on an ongoing basis, your investment cost over time will increase and may be higher than paying
other types of sales charges.

Class
I Shares and Class Y Shares are not subject to any distribution or service fees under the 12b-1 Plans.

Shareholder
Service Fee

Le
Fund may pay a fee at an annual rate of up to 0.10% of its average daily net assets attributable to Class A Shares, Class C Shares,
and Class I Shares to shareholder servicing agents. Shareholder servicing agents provide non-distribution administrative and support
services to their customers, which may include establishing and maintaining accounts and records relating to shareholders, processing
dividend and distribution payments from the Fund on behalf of shareholders, forwarding communications from the Fund, providing
sub-accounting with respect to Fund shares, and other similar services.

Additional
Payments to Broker-Dealers and Other Financial Intermediaries

UNE
Fund or the Advisor may pay service fees to intermediaries such as banks, broker-dealers, financial advisors or other financial
institutions, some of which may be affiliates, for sub-administration, sub-transfer agency and other shareholder services associated
with shareholders whose shares are held of record in omnibus accounts, other group accounts or accounts traded through registered
securities clearing agents.

Le
Advisor, out of its own resources, and without additional cost to the Fund or its shareholders, may provide additional cash payments
or non-cash compensation to broker-dealers or intermediaries that sell shares of the Fund. These additional cash payments are
generally made to intermediaries that provide shareholder servicing, marketing support and/or access to sales meetings, sales
representatives and management representatives of the intermediary. The Advisor may pay cash compensation for inclusion of the
Fund on a sales list, including a preferred or select sales list, or in other sales programs, or may pay an expense reimbursement
in cases where the intermediary provides shareholder services to the Fund’s shareholders. The Advisor may also pay cash
compensation in the form of finder’s fees that vary depending on the dollar amount of the shares sold.

These
additional payments may give your financial intermediary an incentive to sell and recommend the Fund over other products for which
it may receive less compensation. You may contact your financial intermediary if you want information regarding the payments it
receives.

YOUR
ACCOUNT WITH THE FUND

Partager
Prix

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offering price of each class of the Fund’s shares is the net asset value per share (“NAV”) of that class (plus
any sales charges, as applicable). The difference among the classes’ NAVs reflects the daily expense accruals of the distribution
fees applicable to Class A Shares and Class C Shares. The Fund’s NAVs are calculated as of 4:00 p.m. Eastern Time, the normal
close of regular trading on the New York Stock Exchange (“NYSE”), on each day the NYSE is open for trading. If for
example, the NYSE closes at 1:00 p.m. New York time, the Fund’s NAVs would still be determined as of 4:00 p.m. New York
tijd. In this example, portfolio securities traded on the NYSE would be valued at their closing prices unless the Trust’s
Valuation Committee determines that a “fair value” adjustment is appropriate due to subsequent events. The NAV for
each class is determined by dividing the value of the Fund’s portfolio securities, cash and other assets (including accrued
interest) allocable to such class, less all liabilities (including accrued expenses) allocable to such class, by the total number
of outstanding shares of such class. The Fund’s NAVs may be calculated earlier if permitted by the SEC. The NYSE is closed
on weekends and most U.S. national holidays. However, foreign securities listed primarily on non-U.S. markets may trade on weekends
or other days on which the Fund does not value its shares, which may significantly affect the Fund’s NAVs on days when you
are not able to buy or sell Fund shares.

Le
Fund’s securities generally are valued at market price. Securities are valued at fair value when market quotations are not
readily available. The Board has adopted procedures to be followed when the Fund must utilize fair value pricing, including when
reliable market quotations are not readily available, when the Fund’s pricing service does not provide a valuation (or provides
a valuation that, in the judgment of the Advisor, does not represent the security’s fair value), or when, in the judgment
of the Advisor, events have rendered the market value unreliable (see, for example, the discussion of fair value pricing of foreign
securities in the paragraph below). Valuing securities at fair value involves reliance on the judgment of the Advisor and the
Board (or a committee thereof), and may result in a different price being used in the calculation of the Funds’ NAVs from
quoted or published prices for the same securities. Fair value determinations are made in good faith in accordance with procedures
adopted by the Board. There can be no assurance that the Fund will obtain the fair value assigned to a security if it sells the
security.

Dans
certain circumstances, the Fund employs fair value pricing to ensure greater accuracy in determining daily NAVs and to prevent
dilution by frequent traders or market timers who seek to exploit temporary market anomalies. Fair value pricing may be applied
to foreign securities held by the Fund upon the occurrence of an event after the close of trading on non-U.S. markets but before
the close of trading on the NYSE when the Fund’s NAVs are determined. If the event may result in a material adjustment to
the price of the Fund’s foreign securities once non-U.S. markets open on the following business day (such as, for example,
a significant surge or decline in the U.S. market), the Fund may value such foreign securities at fair value, taking into account
the effect of such event, in order to calculate the Fund’s NAVs.

Other
types of portfolio securities that the Fund may fair value include, but are not limited to: (1) investments that are illiquid
or traded infrequently, including “restricted” securities and private placements for which there is no public market;
(2) investments for which, in the judgment of the Advisor, the market price is stale; (3) securities of an issuer that has entered
into a restructuring; (4) securities for which trading has been halted or suspended; and (5) fixed income securities for which
there is no current market value quotation.

pricing
services generally value debt securities assuming orderly transactions of an institutional round lot size, but such securities
may be held or transactions may be conducted in such securities in smaller, odd lot sizes. Odd lots often trade at lower prices
than institutional round lots.

Achat
of Shares

Deze
Prospectus offers four classes of shares of the Fund, designated as Class A Shares, Class C Shares, Class I Shares and Class Y
Shares.

Class
                                         A Shares generally incur sales loads at the time of purchase and are subject to annual
                                         distribution and shareholder service fees. Class A Shares also incur a contingent deferred
                                         sales charge on any shares sold within 18 months of purchase to the extent a finder’s
                                         fee was paid.

Class
                                         C Shares incur CDSC on any shares sold within 12 months of purchase and are subject to
                                         annual distribution and shareholder service fees.

Class
                                         I Shares are not subject to any sales loads or distribution fees, but are subject to
                                         shareholder service fees.

Class
                                         Y Shares are not subject to any sales loads, distribution fees or shareholder service
                                         fees.

Par
offering multiple classes of shares, the Fund permits each investor to choose the class of shares that is most beneficial given
the type of investor, the amount to be invested and the length of time the investor expects to hold the shares.

Avant
you invest, you should compare the features of each share class, so that you can choose the class that is right for you. Quand
selecting a share class, you should consider the following:

which
                                         shares classes are available to you;
how
                                         long you expect to own your shares;
how
                                         much you intend to invest;
totaal
costs and expenses associated with a particular share class; et
whether
                                         you qualify for any reduction or waiver of sales charges.

Class
A and Class C Shares are generally available to all investors; however, share class availability depends upon your financial intermediary’s
policies and procedures. Class I and Class Y Shares are subject to different eligibility requirements, fees and expenses, and
may have different minimum investment requirements. For eligible investors, Class I Shares or Class Y Shares may be more suitable
than Class A or Class C Shares. You should consult with your financial advisor for more information to determine which share class
is most appropriate for your situation.

Each
class of shares generally has the same rights, except for the differing sales loads, distribution fees, and related expenses associated
with each class of shares, and the exclusive voting rights by each class with respect to any distribution plan or service plan
for such class of shares. Please see the specific features available to each class of shares as discussed below.

To
purchase shares of the Fund, you must invest at least the minimum amount indicated in the following table.

Minimum
    Investments
To
    Open

Your Account
To
    Add to

Your Account
Class
    A and C Shares
Direct
    Regular Accounts
2500 $ $ 500
Direct
    Retirement Accounts
2500 $ $ 500
Automatic
    Investment Plan
2500 $ $100
Gift
    Account For Minors
2500 $ $ 500
Class
    I Shares
All
    Accounts
25 000 $ 5000 $
Class
    Y Shares
All
    Accounts
$1,000,000 100 000 $

Shares
of the Fund may be purchased by check, by wire transfer of funds via a bank or through an approved financial intermediary (i.e.,
a supermarket, investment advisor, financial planner or consultant, broker, dealer or other investment professional and their
agents) authorized by the Fund to receive purchase orders. Financial intermediaries may provide varying arrangements for their
clients to purchase and redeem shares, which may include different sales charges as described in this Prospectus, additional fees
and different investment minimums. In addition, from time to time, a financial intermediary may modify or waive the initial and
subsequent investment minimums. Your financial intermediary may receive different compensation for selling Class A and Class C
shares due to different sales charges among the share classes. Please see “Class A Shares – Sales Charge Schedule”
on page 25 “Class C Shares – Class C Shares Purchase Programs” on page 28 and “Appendix
A – Waivers and Discounts Available from Intermediaries.”

Le
share classes your financial intermediary sells may depend on, among other things, the type of investor account and the policies,
procedures and practices adopted by your financial intermediary. You should review these arrangements with your financial intermediary.

U
may make an initial investment in an amount greater than the minimum amounts shown in the preceding table and the Fund may, from
time to time, reduce or waive the minimum initial investment amounts. The minimum initial investment amount is automatically waived
for Fund shares purchased by Trustees of the Trust and current or retired directors and employees of the Advisor and its affiliates.

To
the extent allowed by applicable law, the Fund reserves the right to discontinue offering shares at any time or to cease operating
entirely.

Class
A Shares

Class
A Shares of the Fund are sold at the offering price, which is the NAV plus an initial maximum sales charge that varies with the
amount you invest as shown in the following chart. This means that part of your investment in the Fund will be used to pay the
sales charge.

Class
    A Shares—Sales Charge Schedule
Your
    Investment

Front-End
                                         Sales

Charge
                                         as a % of

Offering
                                         Price*

Front-End
                                         Sales

Charge
                                         as a % of

Net
                                         Investment

Dealer
                                         Reallowance

comme
                                         a % of

Offering
Prix

Up
    to $99,999
3,00% 3.09% 3,00%
$100,000-$499,999 2,50% 2.56% 2,50%
$500,000-$999,999 1.25% 1.25% 1.25%
$1
    million or more
À voir
    below**
À voir
    below**
À voir
    below**

* Le
                                         offering price includes the sales charge.
** Daar
                                         is no initial sales charge on purchases of Class A Shares in an account or accounts with
                                         an accumulated value of $1 million or more, but a CDSC of 1.00% will be imposed to the
                                         extent a finder’s fee was paid in the event of certain redemptions within 18 months
                                         of the date of purchase. See the “Large Order Net Asset Value Purchase Privilege”
                                         section on page 27.

Parce que
of rounding in the calculation of front-end sales charges, the actual front-end sales charge paid by an investor may be higher
or lower than the percentages noted above. No sales charge is imposed on Class A Shares received from reinvestment of dividends
or capital gain distributions.

Class
A Shares Purchase Programs

Eligible
purchasers of Class A Shares also may be entitled to reduced sales charges through the Quantity Discount programs
offered by the Fund as discussed below. Eligible purchasers of Class A Shares also may be entitled to waived sales charges as
discussed below under "Net Asset Value Purchases” et "Large Order Net Asset Value Purchase
Privilege”
. The availability of certain sales charge waivers and discounts will depend on whether you purchase your
shares directly from the Fund or through a financial intermediary. As described in Appendix A to this Prospectus, financial intermediaries
may have different policies and procedures regarding the availability of front-end sales load waivers or CDSC waivers. In all
instances, it is the purchaser’s responsibility to notify the Fund or the purchaser’s financial intermediary at the
time of purchase of any relationship or other facts qualifying the purchaser for sales charge waivers or discounts. For waivers
and discounts not available through a particular intermediary, shareholders will have to purchase Fund shares directly from the
Fund or through another intermediary to receive these waivers or discounts. Please see “Appendix A – Waivers and Discounts
Available from Intermediaries” of the Prospectus for a description of waivers or discounts available through certain intermediaries.

Quantity
Discounts

Quand
purchasing Class A Shares, if the dollar amount of your purchase reaches a specified level, known as a breakpoint,
you are entitled to pay a discounted initial sales charge. For example, a purchase of up to $99,999 of Class A Shares of the Fund
would pay an initial charge of 3.00%, while a purchase of $100,000 would pay an initial charge of 2.50%. There are several breakpoints
for the Fund, as shown in the “Class A Shares – Sales Charge Schedule” table above. The greater the investment,
the greater the sales charge discount. Investments above $1,000,000 have no front-end sales charge but may be subject to a CDSC
(please see Large Order Net Asset Value Purchase Privilege below for more information).

U
may be able to lower your Class A sales charges if:

vous
                                         assure the Fund in writing that you intend to invest at least $100,000 in Class A Shares
                                         of the Fund over the next 13 months in exchange for a reduced sales charge (“Letter
of Intent”) (see below); ou

le
                                         amount of Class A Shares you already own in the Fund plus the amount you intend to invest
                                         in Class A Shares is at least $100,000 in the Fund (“Cumulative Discount”).

Par
signing a Letter of Intent you can purchase shares of the Fund at a lower sales charge level. Your individual purchases will be
made at the applicable sales charge based on the amount you intend to invest over a 13-month period as stated in the Letter of
Intent. Purchases resulting from the reinvestment of dividends and capital gains do not apply toward fulfillment of the Letter
of Intent. Shares equal to 3.00% of the amount stated in the Letter of Intent will be held in escrow during the 13-month period.
If, at the end of the period, the total net amount invested is less than the amount stated in the Letter of Intent, you will be
required to pay the difference between the reduced sales charge and the sales charge applicable to the individual net amounts
invested had the Letter of Intent not been in effect. This amount will be obtained from redemption of the escrowed shares. Any
remaining escrowed shares after payment to the Fund of the difference in applicable sales charges will be released to you. Si
you establish a Letter of Intent with the Fund, you can aggregate your accounts as well as the accounts of your immediate family
members. You will need to provide written instructions with respect to the other accounts whose purchases should be considered
in fulfillment of the Letter of Intent.

Le
Letter of Intent and Cumulative Discount are intended to let you combine investments made at other times for purposes of calculating
your present sales charge. Any time you can use any of these quantity discounts to "move" your investment into a lower
sales charge level, it is generally beneficial for you to do so.

For
purposes of determining whether you are eligible for a reduced Class A sales charge, you and your immediate family members (i.e.,
your spouse or domestic partner, your children or stepchildren age 21 or younger and your siblings) may aggregate your investments
in the Fund. This includes, for example, investments held in a retirement account, an employee benefit plan, or through a financial
advisor other than the one handling your current purchase. These combined investments will be valued at their current offering
price to determine whether your current investment amount qualifies for a reduced sales charge.

U
must notify the Fund or an approved financial intermediary at the time of purchase whenever a quantity discount is applicable
to purchases and you may be required to provide the Fund, or an approved financial intermediary, with certain information or records
to verify your eligibility for a quantity discount. Such information or records may include account statements or other records
regarding the shares of the Fund held in all accounts (e.g., retirement accounts) by you and other eligible persons which
may include accounts held at the Fund or at other approved financial intermediaries. Upon such notification, you will pay the
sales charge at the lowest applicable sales charge level. You should retain any records necessary to substantiate the purchase
price of the Fund’s shares, as the Fund and approved financial intermediary may not retain this information.

Information
about sales charges can be found on the Fund’s website www.aamlive.com/publicsite/mutual-funds, obtained by calling
the Fund at 1-888-966-9661 or you can consult with your financial representative.

Net
Asset Value Purchases
. Class A Shares are available for purchase without a sales charge if you are:

reinvesting
                                         dividends or distributions;

participating
                                         in a fee-based program (such as a wrap account) under which you pay advisory fees to
                                         a broker-dealer or other financial institution;

une
                                         broker-dealer or other financial institution that has entered into an agreement with
                                         the Funds’ Distributor to offer Fund shares in self-directed investment brokerage
                                         accounts (please see Appendix A for a list of financial institutions that have these
                                         arrangements);

une
                                         financial intermediary purchasing on behalf of its clients that: (i) is compensated by
                                         clients on a fee-only basis, including but not limited to investment advisors, financial
                                         planners, and bank trust departments; or (ii) has entered into an agreement with the
                                         Fund to offer Class A Shares through a no-load network or platform (please see Appendix
                                         A for a list of financial intermediaries that have these arrangements);

une
current Trustee of the Trust; ou

an
                                         employee (including the employee's spouse, domestic partner, children, grandchildren,
                                         parents, grandparents, siblings and any dependent of the employee, as defined in Section
                                         152 of the Internal Revenue Code) of the Advisor, the Sub-Advisor and their affiliates
                                         or of a broker-dealer authorized to sell shares of the Funds.

Your
financial advisor or the Fund’s transfer agent (the “Transfer Agent”) can answer your questions and help you
determine if you are eligible.

Large
Order Net Asset Value Purchase Privilege

Daar
is no initial sales charge on purchases of Class A Shares in an account or accounts with an accumulated value of $1 million or
more, but a CDSC of 1.00% will be imposed to the extent a finder’s fee was paid in the event of certain redemptions within
18 months of the date of purchase. From its own profits and resources, the Advisor may pay a finder's fee to authorized dealers
that initiate or are responsible for purchases of $1 million or more of Class A Shares of the Fund, in accordance with the following
fee schedule: 1.00% on amounts less than $3 million, 0.50% of the next $2 million, and 0.25% thereafter. Please see Appendix A
for a list of authorized dealers that have these arrangements. If a dealer is not listed in Appendix A, such dealer has agreed
to waive its receipt of the finder’s fee described above, and the CDSC on Class A shares generally will be waived.

UNE
CDSC will be waived in the following circumstances:

comme
you are a current Trustee of the Trust; ou

comme
                                         you are an employee (including the employee's spouse, domestic partner, children, grandchildren,
                                         parents, grandparents, siblings and any dependent of the employee, as defined in Section
                                         152 of the Internal Revenue Code) of the Advisor, the Sub-Advisor and their affiliates
                                         or of a broker-dealer authorized to sell shares of the Fund.

Your
financial advisor or the Transfer Agent can answer your questions and help you determine if you are eligible.

Class
C Shares

Class
C Shares are designed for retail investors and are available for purchase only through an approved broker-dealer or financial
intermediary. Under the 12b-1 Plan, a distribution fee at an annual rate of 0.75% of average daily net assets and an administrative
services fee at an annual rate of 0.25% of average daily net assets are deducted from the assets of the Fund’s Class C Shares.

Class
C Shares of the Fund are sold at NAV and are subject to a CDSC of 1.00% on any shares you sell within 12 months of purchasing
hen.

Le
CDSC is assessed on an amount equal to the lesser of the then current market value of the shares or the historical cost of the
shares (which is the amount actually paid for the shares at the time of purchase) being redeemed. Accordingly, no CDSC is imposed
on increases in the NAV above the initial purchase price. You should retain any records necessary to substantiate the historical
cost of your shares, as the Fund and authorized dealers may not retain this information. In addition, no CDSC is assessed on shares
received from reinvestment of dividends or capital gain distributions. The Fund will not accept a purchase order for Class C Shares
in the amount of $1 million or more.

Dans
determining whether a CDSC applies to a redemption, the Fund assumes that the shares being redeemed first are any shares in your
account that are not subject to a CDSC, followed by shares held the longest in your account.

Information
on sales charges can also be found on the Fund’s website at www.aamlive.com/publicsite/mutual-funds, or obtained
by calling the Fund at 1-888-966-9661, or consulting with your financial advisor.

Class
C Shares Purchase Programs

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availability of certain sales charge waivers and discounts will depend on whether you purchase your shares directly from the Fund
or through a financial intermediary. As described in Appendix A to this Prospectus, financial intermediaries may have different
policies and procedures regarding the availability of CDSC waivers. In all instances, it is the purchaser’s responsibility
to notify the Fund or the purchaser’s financial intermediary at the time of purchase of any relationship or other facts
qualifying the purchaser for sales charge waivers or discounts. For waivers and discounts not available through a particular intermediary,
shareholders will have to purchase Fund shares directly from the Fund or through another intermediary to receive these waivers
or discounts. Please see “Appendix A – Waivers and Discounts Available from Intermediaries” of the Prospectus
for a description of waivers or discounts available through certain intermediaries.

As
described below, eligible purchasers of Class C Shares may be entitled to the elimination of CDSC. You may be required to provide
the Fund, or its authorized dealer, with certain information or records to verify your eligibility.

UNE
CDSC will not be applied in the following cases:

upon
                                         the conversion of Class A Shares into another Class of Shares of the Fund;

upon
                                         distributions from an account of a redemption resulting from the death or disability
                                         (as defined in Section 72(t)(2)(A) of the Internal Revenue Code) of a registered owner
                                         or a registered joint owner occurring after the purchase of the shares being redeemed.
                                         In the case of accounts established under the Uniform Gifts to Minors Act or Uniform
                                         Transfers to Minors Act or trust accounts, the waiver applies upon the death of all beneficial
                                         owners;

upon
returns of excess contributions; ou

upon
                                         the following types of transactions, provided such withdrawals do not exceed 12% of the
                                         account annually:

redemptions
                                         due to receiving required minimum distributions upon reaching age 70 ½ (required
                                         minimum distributions that continue to be taken by the beneficiary(ies) after the account
owner is deceased also qualify for the waiver); et

redemptions
                                         through an automatic withdrawal plan (including any dividends and/or capital gain distributions
                                         taken in cash).

Your
financial advisor or the Transfer Agent can answer questions and help determine if you are eligible.

Information
on sales charges can also be found on the Fund’s website at www.aamlive.com/publicsite/mutual-funds, obtenu par
calling the Fund at 1-888-966-9661, or consulting with your financial advisor

Class
I Shares

To
purchase Class I Shares of the Fund, you generally must invest at least $25,000. Class I Shares are not subject to any initial
sales charge. No CDSC is imposed on redemptions of Class I Shares, and you do not pay any ongoing distribution/service fees.

Class
I Shares are available for purchase by clients of financial intermediaries who charge such clients an ongoing fee for advisory,
investment, consulting or similar services. Such clients may include individuals, corporations, endowments and foundations.

Class
Y Shares

To
purchase Class Y Shares of the Fund, you generally must invest at least $1,000,000. Class Y Shares are not subject to any initial
sales charge. No CDSC is imposed on redemptions of Class Y Shares, and you do not pay any ongoing distribution/service fees or
shareholder service fees.

Class
Y Shares are available for purchase by clients of financial intermediaries who charge such clients an ongoing fee for advisory,
investment, consulting or similar services. Such clients may include individuals, corporations, endowments and foundations.

Additional
Share Purchase Programs

Listed
below are some of the shareholder services the Fund offer to investors. For a more complete description of the Fund’s shareholder
services, such as investment accounts, retirement plans, automated clearing house deposits, dividend diversification and the systematic
withdrawal plan, please contact your authorized dealer.

Purchases
by Telephone
. Investors may purchase additional shares from the Fund by calling 1-888-966-9661. If elected on your account
application, telephone orders will be accepted via electronic funds transfer from your bank account through the Automated Clearing
House (“ACH”) network. You must have banking information established on your account prior to making a purchase. Your
shares will be purchased at the public offering price (the NAV next calculated after receipt of your purchase order plus any applicable
sales charge).

Dividend
Reinvestment
. You may reinvest dividends and capital gains distributions in shares of the Fund. Such shares are acquired
at NAV (without a sales charge) on the applicable payable date of the dividend or capital gain distribution. Unless you instruct
otherwise, dividends and distributions on Fund shares are automatically reinvested in shares of the same class of the Fund paying
the dividend or distribution. This instruction may be made by writing to the Transfer Agent or by telephone by calling 1-888-966-9661.
You may, on the account application form or prior to any declaration, instruct that dividends and/or capital gain distributions
be paid in cash or be reinvested in the Fund at the next determined NAV. If you elect to receive dividends and/or capital gain
distributions in cash and the U.S. Postal Service cannot deliver the check, or if a check remains outstanding for six months or
more, the Fund reserves the right to reinvest the distribution check in your account at the Fund’s current NAV and to reinvest
all subsequent distributions.

In-Kind
Purchases and Redemptions

Le
Fund reserves the right to accept payment for shares in the form of securities that are permissible investments for the Fund.
The Fund also reserves the right to pay redemptions by an “in-kind” distribution of portfolio securities (instead
of cash) from the Fund. In-kind purchases and redemptions are taxable events and may result in the recognition of gain or loss
for federal income tax purposes. See the SAI for further information about the terms of these purchases and redemptions.

Additional
Investments

Additional
subscriptions in the Fund generally may be made by investing at least the minimum amount shown in the table above. Exceptions
may be made at the Fund’s discretion. You may purchase additional shares of the Fund by sending a check together with the
investment stub from your most recent account statement to the Fund at the applicable address listed in the table below. Please
ensure that you include your account number on the check. If you do not have the investment stub from your account statement,
list your name, address and account number on a separate sheet of paper and include it with your check. You may also make additional
investments in the Fund by wire transfer of funds or through an approved financial intermediary. The minimum additional investment
amount is automatically waived for shares purchased by Trustees of the Trust and current or retired directors and employees of
the Advisor, the Sub-Advisor and their affiliates. Please follow the procedures described in this Prospectus.

Availability
of Information

Information
regarding sales charges of the Fund and the applicability and availability of discounts from sales charges is available free of
charge by calling 1-888-966-9661 or through your authorized dealer. The Prospectus and SAI are also available on the website.

Prospectus
and Shareholder Report Mailings

Dans
order to reduce the amount of mail you receive and to help reduce expenses, we generally send a single copy of any shareholder
report and Prospectus to each household. If you do not want the mailing of these documents to be combined with those of other
members of your household, please contact your authorized dealer or the Transfer Agent.

Customer
Identification Information

To
help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions
to obtain, verify and record information that identifies each person who opens an account. When you open an account, you will
be asked for your name, date of birth (for a natural person), your residential address or principal place of business, and mailing
address, if different, as well as your Social Security Number or Taxpayer Identification Number. Additional information is required
for corporations, partnerships and other entities, including the name, residential address, date of birth and Social Security
Number of the underlying beneficial owners and authorized control persons of entity owners. Applications without such information
will not be considered in good order. The Fund reserves the right to deny any application if the application is not in good order.

Deze
Prospectus should not be considered a solicitation to purchase or as an offer to sell shares of the Fund in any jurisdiction where
it would be unlawful to do so under the laws of that jurisdiction. Please note that the value of your account may be transferred
to the appropriate state if no activity occurs in the account within the time period specified by state law.

Automatic
Investment Plan

Si
you intend to use the Automatic Investment Plan (“AIP”), you may open your account with the initial minimum investment
amount. Once an account has been opened, you may make additional investments in the Fund at regular intervals through the AIP.
If elected on your account application, funds can be automatically transferred from your checking or savings account on the 5th,
10th, 15th, 20th or 25th of each month. In order to participate in the AIP, each additional
subscription must be at least $100, and your financial institution must be a member of the Automated Clearing House (“ACH”)
network. The first AIP purchase will be made 15 days after the Transfer Agent receives your request in good order. The Transfer
Agent will charge a $25 fee for any ACH payment that is rejected by your bank. Your AIP will be terminated if two successive mailings
we send to you are returned by the U.S. Postal Service as undeliverable. You may terminate your participation in the AIP at any
time by notifying the Transfer Agent at 1-888-966-9661, at least five days prior to the date of the next AIP transfer. The Fund
may modify or terminate the AIP at any time without notice.

Timing
and Nature of Requests

Le
purchase price you will pay for the Fund’s shares will be the next NAV (plus any sales charge, as applicable) calculated
after the Transfer Agent or your authorized financial intermediary receives your request in good order. “Good order”
means that your purchase request includes: (1) the name of the Fund, (2) the dollar amount of shares to be purchased, (3) your
purchase application or investment stub, and (4) a check payable to AAM Funds. All requests received in good order before
4:00 p.m. (Eastern Time) on any business day will be processed on that same day. Requests received at or after 4:00 p.m. (Eastern
Time) will be transacted at the next business day’s NAV. All purchases must be made in U.S. Dollars and drawn on U.S. financial
institutions.

Methods
of Buying

Par
                                         a broker-

dealer
        or other

financial

intermediary

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Fund is offered through certain approved financial intermediaries (and their agents). The Fund is also offered directly. UNE
    purchase order placed with a financial intermediary or its authorized agent is treated as if such order were placed directly
    with the Fund, and will be deemed to have been received by the Fund when the financial intermediary or its authorized agent
    receives the order and executed at the next NAV (plus any sales charge, as applicable) calculated by the Fund. Your financial
    intermediary will hold your shares in a pooled account in its (or its agent’s) name. The Fund may pay your financial
    intermediary (or its agent) to maintain your individual ownership information, maintain required records, and provide other
    shareholder services. A financial intermediary which offers shares may charge its individual clients transaction fees which
    may be in addition to those described in this Prospectus. If you invest through your financial intermediary, its policies
    and fees may be different than those described in this Prospectus. For example, the financial intermediary may charge transaction
    fees or set different minimum investments. Your financial intermediary is responsible for processing your order correctly
    and promptly, keeping you advised of the status of your account, confirming your transactions and ensuring that you receive
    copies of the Fund’s Prospectus. Please contact your financial intermediary to determine whether it is an approved financial
    intermediary of the Fund or for additional information.
By mail Le
    Fund will not accept payment in cash, including cashier’s checks. Also, to prevent check fraud, the Fund will not accept
    third party checks, Treasury checks, credit card checks, traveler’s checks, money orders or starter checks for the purchase
    of shares. All checks must be made in U.S. Dollars and drawn on U.S. financial institutions.
To
    buy shares directly from the Fund by mail, complete an account application and send it together with your check for the amount
    you wish to invest to the Fund at the address indicated below. To make additional investments once you have opened your account,
    write your account number on the check and send it to the Fund together with the most recent confirmation statement received
    from the Transfer Agent. If your check is returned for insufficient funds, your purchase will be canceled and a $25 fee will
    be assessed against your account by the Transfer Agent.
Regular
Mail

AAM Funds
Postwissel Box 2175
Milwaukee, Wisconsin 53201
Overnight
    Delivery

AAM Funds
235 West Galena Street
Milwaukee, Wisconsin 53212
Le
    Fund does not consider the U.S. Postal Service or other independent delivery services to be its agents.
Par
    telephone
To
    make additional investments by telephone, you must authorize telephone purchases on your account application. If you have
    given authorization for telephone transactions and your account has been open for at least 15 days, call the Transfer Agent
    toll-free at 1-888-966-9661 and you will be allowed to move money in amounts of at least $500 from your bank account to the
    Fund account upon request. Only bank accounts held at U.S. institutions that are ACH members may be used for telephone transactions.
    If your order is placed before 4:00 p.m. (Eastern Time) shares will be purchased in your account at the NAV (plus any sales
    charge, applicable) calculated on that day. Orders received at or after 4:00 p.m. (Eastern Time) will be transacted at the
    next business day’s NAV. For security reasons, requests by telephone will be recorded.

Par
    wire
To
    open an account by wire, a completed account application form must be received by the Fund before your wire can be accepted.
    You may mail or send by overnight delivery your account application form to the Transfer Agent. Upon receipt of your completed
    account application form, an account will be established for you. The account number assigned to you will be required as part
    of the wiring instruction that should be provided to your bank to send the wire. Your bank must include the name of the Fund,
    the account number, and your name so that monies can be correctly applied. Your bank should transmit monies by wire to:

UMB
                                         Bank, n.a.

ABA
        Number 101000695

For
        credit to AAM
Funds

A/C
        # 987 201 3735

For
        further credit to:

Your
        account number

(Fund
        Name)

Name(s)
        of investor(s)

Social
        Security Number or Taxpayer Identification Number

Avant
    sending your wire, please contact the Transfer Agent at 1-888-966-9661 to notify it of your intention to wire funds. Deze
    will ensure prompt and accurate credit upon receipt of your wire. Your bank may charge a fee for its wiring service.
Wired
    funds must be received prior to 4:00 p.m. (Eastern Time) on a business day to be eligible for same day pricing. The Fund
    and UMB Bank, n.a. are not responsible for the consequences of delays resulting from the banking or Federal Reserve wire system,
    or from incomplete wiring instructions.

Selling
(Redeeming) Fund Shares

Par
                                         a broker-

dealer
        or other

financial

intermediary

Si
    you purchased your shares through an approved financial intermediary, your redemption order must be placed through the same
    financial intermediary. The Fund will be deemed to have received a redemption order when a financial intermediary (or its
    authorized agent) receives the order. The financial intermediary must receive your redemption order prior to 4:00 p.m. (Eastern
    Time) on a business day for the redemption to be processed at the current day’s NAV. Orders received at or after 4:00
    p.m. (Eastern Time) on a business day or on a day when the Fund does not value its shares will be transacted at the next business
    day’s NAV. Please keep in mind that your financial intermediary may charge additional fees for its services. In the
    event your approved financial intermediary is no longer available or in operation, you may place your redemption order directly
    with the Fund as described below.
Par
    mail
U
    may redeem shares purchased directly from the Fund by mail. Send your written redemption request to AAM Funds at the address
    indicated below. Your request must be in good order and contain the Fund name, the name(s) on the account, your account number
    and the dollar amount or the number of shares to be redeemed. The redemption request must be signed by all shareholders listed
    on the account. Additional documents are required for certain types of shareholders, such as corporations, partnerships, executors,
    trustees, administrators, or guardians (i.e., corporate resolutions dated within 60 days, or trust documents indicating proper
    authorization).

Regular
Mail

AAM
        Funds

Postwissel
        Box 2175

Milwaukee,
        Wisconsin 53201

Overnight
                                         Delivery

AAM
        Funds

235
        West Galena Street

Milwaukee,
        Wisconsin 53212

UNE
    Medallion signature guarantee must be included if any of the following situations apply:


                                         You wish to redeem more than $50,000 worth of shares;


        When redemption proceeds are sent to any person, address or bank account not on record;


        If a change of address was received by the Transfer Agent within the last 15 days;


If ownership is changed on your account; ou


        When establishing or modifying certain services on your account.

Par
    telephone
To
    redeem shares by telephone, call the Fund at 1-888-966-9661 and specify the amount of money you wish to redeem. You may have
    a check sent to the address of record, or, if previously established on your account, you may have proceeds sent by wire or
    electronic funds transfer through the ACH network directly to your bank account. Wire transfers are subject to a $20 fee paid
    by the shareholder and your bank may charge a fee to receive wired funds. Checks sent via overnight delivery are subject to
    a $25 charge. You do not incur any charge when proceeds are sent via the ACH network; however, credit may not be available
    for two to three business days.
Si
    you are authorized to perform telephone transactions (either through your account application form or by subsequent arrangement
    in writing with the Fund), you may redeem shares worth up to $50,000, by instructing the Fund by phone at 1-888-966-9661.
    Unless noted on the initial account application, a Medallion signature guarantee is required of all shareholders in order
    to qualify for or to change telephone redemption privileges.
Note:
    The Fund and all of their service providers will not be liable for any loss or expense in acting upon instructions that are
    reasonably believed to be genuine. To confirm that all telephone instructions are genuine, the caller must verify the following:

● The
                                         Fund account number;


        The name in which his or her account is registered;


The Social Security Number or Taxpayer Identification Number under which the account is registered; et


        The address of the account holder, as stated in the account application form.

Medallion
Signature Guarantee

Dans
addition to the situations described above, the Fund reserves the right to require a Medallion signature guarantee in other instances
based on the circumstances relative to the particular situation.

Shareholders
redeeming more than $50,000 worth of shares by mail should submit written instructions with a Medallion signature guarantee from
an eligible institution acceptable to the Transfer Agent, such as a domestic bank or trust company, broker, dealer, clearing agency
or savings association, or from any participant in a Medallion program recognized by the Securities Transfer Association. Le
three currently recognized Medallion programs are Securities Transfer Agents Medallion Program, Stock Exchanges Medallion Program
and New York Stock Exchange, Inc. Medallion Signature Program. Signature guarantees that are not part of these programs will not
be accepted. Participants in Medallion programs are subject to dollar limitations which must be considered when requesting their
guarantee. The Transfer Agent may reject any signature guarantee if it believes the transaction would otherwise be improper. UNE
notary public cannot provide a signature guarantee.

Systematic
Withdrawal Plan

U
may request that a predetermined dollar amount be sent to you on a monthly or quarterly basis. Your account must maintain a value
of at least $2,500 for you to be eligible to participate in the Systematic Withdrawal Plan (“SWP”). The minimum withdrawal
amount is $1,000. If you elect to receive redemptions through the SWP, the Fund will send a check to your address of record, or
will send the payment via electronic funds transfer through the ACH network, directly to your bank account on record. You may
request an application for the SWP by calling the Transfer Agent toll-free at 1-888-966-9661. The Fund may modify or terminate
the SWP at any time. You may terminate your participation in the SWP by calling the Transfer Agent at least five business days
before the next withdrawal.

Paiement
of Redemption Proceeds

U
may redeem shares of the Fund at a price equal to the NAV next determined after the Transfer Agent and/or authorized agent receives
your redemption request in good order. Generally, your redemption request cannot be processed on days the NYSE is closed. Redemption
proceeds for requests received in good order by the Transfer Agent and/or authorized agent before the close of the regular trading
session of the NYSE (generally, 4:00 p.m. Eastern Time) will usually be sent to the address of record or the bank you indicate
or wired using the wire instructions on record on the following business day. Payment of redemption proceeds may take longer than
typically expected, but will be sent within seven calendar days after the Fund receives your redemption request, except as specified
below.

Si
you purchase shares using a check and request a redemption before the check has cleared, the Fund may postpone payment of your
redemption proceeds up to 15 calendar days while the Fund waits for the check to clear. Furthermore, the Fund may suspend the
right to redeem shares or postpone the date of payment upon redemption for more than seven calendar days: (1) for any period during
which the NYSE is closed (other than customary weekend or holiday closings) or trading on the NYSE is restricted; (2) for any
period during which an emergency exists affecting the sale of the Fund’s securities or making such sale or the fair determination
of the value of the Fund’s net assets not reasonably practicable; or (3) for such other periods as the SEC may permit for
the protection of the Fund’s shareholders.

Other
Redemption Information

IRA
and retirement plan redemptions from accounts for which UMB Bank, n.a. is the custodian must be completed on an IRA Distribution
Form or other acceptable form approved by UMB Bank, n.a. Shareholders who hold shares of the Fund through an IRA or other retirement
plan must indicate on their redemption requests whether to withhold federal income tax. Such redemption requests will generally
be subject to a 10% federal income tax withholding unless a shareholder elects not to have taxes withheld. An IRA owner with a
foreign residential address may not elect to forgo the 10% withholding. In addition, if you are a resident of certain states,
state income tax also applies to non-Roth IRA distributions when federal withholding applies. Please consult with your tax professional.

Le
Fund generally pays sale (redemption) proceeds in cash. The Fund typically expects to satisfy redemption requests by selling portfolio
assets or by using holdings of cash or cash equivalents. On a less regular basis, the Fund may utilize a temporary overdraft facility
offered through its custodian, UMB Bank, n.a., to meet redemption requests. The Fund uses these methods during both normal and
stressed market conditions. During conditions that make the payment of cash unwise and/or in order to protect the interests of
the Fund’s remaining shareholders, the Fund may pay all or part of a shareholder’s redemption proceeds in portfolio
securities with a market value equal to the redemption price (redemption-in-kind) in lieu of cash. The Fund may redeem shares
in-kind during both normal and stressed market conditions. Generally, in-kind redemptions will be effected through a pro rata
distribution of the Fund’s portfolio securities. If the Fund redeems your shares in-kind, you will bear any market risks
associated with investment in these securities, and you will be responsible for the costs (including brokerage charges) of converting
the securities to cash.

Le
Fund may redeem all of the shares held in your account if your balance falls below the Fund’s minimum initial investment
amount due to your redemption activity. In these circumstances, the Fund will notify you in writing and request that you increase
your balance above the minimum initial investment amount within 30 days of the date of the notice. If, within 30 days of the Fund’s
written request, you have not increased your account balance, your shares will be automatically redeemed at the current NAV. Le
Fund will not require that your shares be redeemed if the value of your account drops below the investment minimum due to fluctuations
of the Fund’s NAV.

Cost
Basis Information

Federal
tax law requires that regulated investment companies such as the Fund, report their shareholders' cost basis, gain /loss, and
holding period to the IRS on the shareholders’ Consolidated Form 1099s when “covered” shares of the regulated
investment companies are sold. Covered shares are any shares acquired (including pursuant to a dividend reinvestment plan on or
after January 1, 2012.

Le
Fund has chosen “first-in, first-out” (“FIFO”) as its standing (default) tax lot identification method
for all shareholders, which means this is the method the Fund will use to determine which specific shares are deemed to be sold
when there are multiple purchases on different dates at differing net asset values, and the entire position is not sold at one
tijd. The Fund’s standing tax lot identification method is the method it will use to report the sale of covered shares on
your Consolidated Form 1099 if you do not select a specific tax lot identification method. Redemptions are taxable and you may
realize a gain or a loss upon the sale of your shares. Certain shareholders may be subject to backup withholding.

Subject
to certain limitations, you may choose a method other than the Fund’s standing method at the time of your purchase or upon
the sale of covered shares. Please refer to the appropriate Treasury regulations or consult your tax advisor with regard to your
personal circumstances.

Tools
to Combat Frequent Transactions

Le
Trust’s Board of Trustees has adopted policies and procedures with respect to frequent purchases and redemptions of Fund
shares by Fund shareholders. The Trust discourages excessive, short-term trading and other abusive trading practices that may
disrupt portfolio management strategies and harm the Fund’s performance. The Trust takes steps to reduce the frequency and
effect of these activities on the Fund. These steps may include monitoring trading activity and using fair value pricing. Daarnaast,
the Trust may take action, which may include using its best efforts to restrict a shareholder from making additional purchases
in the Fund, if that shareholder has engaged in four or more “round trips” in the Fund during a 12-month period. Although
these efforts (which are described in more detail below) are designed to discourage abusive trading practices, these tools cannot
eliminate the possibility that such activity may occur. Further, while the Trust makes efforts to identify and restrict frequent
trading, the Trust receives purchase and sale orders through financial intermediaries and cannot always know or detect frequent
trading that may be facilitated by the use of intermediaries or the use of group or omnibus accounts by those intermediaries.
The Trust seeks to exercise its judgment in implementing these tools to the best of its ability in a manner that the Trust believes
is consistent with the interests of Fund shareholders.

Redemption
frais
U
    will be charged a redemption fee of 2.00% of the value of the shares being redeemed if you redeem your shares of the Fund
    within 90 days of purchase. The FIFO method is used to determine the holding period; this means that if you bought shares
    on different days, the shares purchased first will be redeemed first for the purpose of determining whether the redemption
    fee applies. The redemption fee is deducted from the sale proceeds and is retained by the Fund for the benefit of its remaining
    shareholders. The fee will not apply to redemptions (i) due to a shareholder’s death or disability, (ii) from certain
    omnibus accounts with systematic or contractual limitations, (iii) of shares acquired through reinvestments of dividends or
    capital gains distributions, (iv) through certain employer-sponsored retirement plans or employee benefit plans or, with respect
    to any such plan, to comply with minimum distribution requirements, (v) effected pursuant to an automatic non-discretionary
    rebalancing program, (vi) effected pursuant to the SWP, (vii) effected pursuant to asset allocation programs, wrap fee programs,
    and other investment programs offered by financial institutions where investment decisions are made on a discretionary basis
    by investment professionals, or (viii) by the Fund with respect to accounts falling below the minimum initial investment amount.
    The Trust reserves the right to waive this fee in other circumstances if the Advisor determines that doing so is in the best
    interests of the Fund.
Monitoring
    Trading Practices
Le
    Trust may monitor trades in Fund shares in an effort to detect short-term trading activities. If, as a result of this monitoring,
    the Trust believes that a shareholder has engaged in excessive short-term trading, it may, in its discretion, ask the shareholder
    to stop such activities or refuse to process purchases in the shareholder’s accounts. In making such judgments, the
    Trust seeks to act in a manner that it believes is consistent with the best interest of Fund shareholders. Due to the complexity
    and subjectivity involved in identifying abusive trading activity, there can be no assurance that the Trust’s efforts
    will identify all trades or trading practices that may be considered abusive.

Algemeen
Transaction Policies

Some
of the following policies are mentioned above. In general, the Fund reserves the right to:

vary
                                         or waive any minimum investment requirement;
refuse,
                                         change, discontinue, or temporarily suspend account services, including purchase or telephone
                                         redemption privileges (if redemption by telephone is not available, you may send your
                                         redemption order to the Fund via regular or overnight delivery), for any reason;
reject
                                         any purchase request for any reason (generally, the Fund does this if the purchase is
                                         disruptive to the efficient management of the Fund due to the timing of the investment
                                         or an investor’s history of excessive trading);
delay
                                         paying redemption proceeds for up to seven calendar days after receiving a request, if
                                         an earlier payment could adversely affect the Fund;
reject
                                         any purchase or redemption request that does not contain all required documentation;
et
subject
                                         to applicable law and with prior notice, adopt other policies from time to time requiring
                                         mandatory redemption of shares in certain circumstances.

Si
you elect telephone privileges on the account application or in a letter to the Fund, you may be responsible for any fraudulent
telephone orders as long as the Fund and/or its service providers have taken reasonable precautions to verify your identity. Dans
addition, once you place a telephone transaction request, it cannot be canceled or modified.

During
periods of significant economic or market change, telephone transactions may be difficult to complete. If you are unable to contact
the Fund by telephone, you may also mail your request to the Fund at the address listed under “Methods of Buying.”

Your
broker or other financial intermediary may establish policies that differ from those of the Fund. For example, the organization
may charge transaction fees, set higher minimum investments, or impose certain limitations on buying or selling shares in addition
to those identified in this Prospectus. Contact your broker or other financial intermediary for details.

Please
note that the value of your account may be transferred to the appropriate state if no activity occurs in the account within the
time period specified by state law.

Exchange
Privilege

U
may exchange Class A, Class C, Class I and Class Y Shares of the Fund for the same class of shares of the other Funds managed
by the Advisor, including funds which are offered in separate prospectuses (Please contact the Fund at 1-888-966-9661 to receive
the prospectus for the other funds). The amount of the exchange must be equal to or greater than the required minimum initial
investment of the other Fund, as stated in that Fund’s prospectus. You may realize either a gain or loss on those shares
and will be responsible for paying the appropriate taxes. If you exchange shares through a broker, the broker may charge you a
transaction fee. You may exchange shares by sending a written request to the Fund or by telephone. Be sure that your written request
includes the dollar amount or number of shares to be exchanged, the name(s) on the account, the account number(s), and signed
by all shareholders on the account. In order to limit expenses, the Fund reserves the right to limit the total number of exchanges
you can make in any year. Daar are no sales charges for exchanges of Class A, Class
C, Class I and Class Y Shares.

conversion
of Shares

UNE
share conversion is a transaction in which shares of one class of the Fund are exchanged for shares of another class of the Fund.
Share conversions can occur between Class A, Class C, Class I and Class Y Shares of the Fund. Generally, share conversions occur
when a shareholder becomes eligible for another share class of the Fund or no longer meets the eligibility criteria of the share
class owned by the shareholder (and another class exists for which the shareholder would be eligible). Please note that a share
conversion is generally a non-taxable event, but you should consult with your personal tax advisor on your particular circumstances.
Please also note, all share conversion requests must be approved by the Advisor.

UNE
request for a share conversion will not be processed until it is received in “good order” (as defined above) by the
Fund or your financial intermediary. To receive the NAV of the new class calculated that day, conversion requests must be received
in good order by the Fund or your financial intermediary before 4:00 p.m., Eastern Time or the financial intermediary’s
earlier applicable deadline. Please note that, because the NAV of each class of the Fund will generally vary from the NAVs of
the other classes due to differences in expenses, you will receive a number of shares of the new class that is different from
the number of shares that you held of the old class, but the total value of your holdings will remain the same.

Le
Fund’s frequent trading policies will not be applicable to share conversions. If you hold your shares through a financial
intermediary, please contact the financial intermediary for more information on share conversions. Please note that certain financial
intermediaries may not permit all types of share conversions. The Fund reserves the right to terminate, suspend or modify the
share conversion privilege for any shareholder or group of shareholders.

Le
Fund reserves the right to automatically convert shareholders from one class to another if they either no longer qualify as eligible
for their existing class or if they become eligible for another class. Such mandatory conversions may be as a result of a change
in value of an account due to market movements, exchanges or redemptions. The Fund will notify affected shareholders in writing
prior to any mandatory conversion.

Additional
Information

Le
Fund enters into contractual arrangements with various parties, including among others the Advisor, that provide services to the
Fund. Shareholders are not parties to, or intended (or “third party”) beneficiaries of, those contractual arrangements.

Le
Prospectus and the SAI provide information concerning the Fund that you should consider in determining whether to purchase shares
of the Fund. The Fund may make changes to this information from time to time. Neither this prospectus nor the SAI is intended
to give rise to any contract rights or other rights in any shareholder, other than any rights conferred by federal or state securities
laws that may not be waived.

DIVIDENDS
AND DISTRIBUTIONS

Le
Fund will make distributions of net investment income monthly and net capital gains, if any, at least annually, typically in December.
The Fund may make additional payments of dividends or distributions if it deems it desirable at any other time during the year.

All
dividends and distributions will be reinvested in Fund shares unless you choose one of the following options: (1) to receive net
investment income dividends in cash, while reinvesting capital gain distributions in additional Fund shares; or (2) to receive
all dividends and distributions in cash. If you wish to change your distribution option, please write to the Transfer Agent before
the payment date of the distribution.

Si
you elect to receive distributions in cash and the U.S. Postal Service cannot deliver your check, or if your distribution check
has not been cashed for six months, the Fund reserves the right to reinvest the distribution check in your account at the Fund’s
then current NAV and to reinvest all subsequent distributions.

FEDERAL
INCOME TAX CONSEQUENCES

Le
following discussion is very general and does not address investors subject to special rules, such as investors who hold Fund
shares through an IRA, 401(k) plan or other tax-advantaged account. The SAI contains further information about taxes. Parce que
each shareholder’s circumstances are different and special tax rules may apply, you should consult your tax advisor about
your investment in the Fund.

U
will generally have to pay federal income taxes, as well as any state or local taxes, on distributions received from the Fund,
whether paid in cash or reinvested in additional shares. If you sell Fund shares, it is generally considered a taxable event.
If you exchange shares of the Fund for shares of another fund, the exchange will be treated as a sale of the Fund’s shares
and any gain on the transaction may be subject to federal income tax.

Distributions
of net investment income, other than “qualified dividend income,” and distributions of net short-term capital gains,
are taxable for federal income tax purposes at ordinary income tax rates. Distributions from the Fund’s net capital gain
(i.e., the excess of its net long-term capital gain over its net short-term capital loss) are taxable for federal income
tax purposes as long-term capital gain, regardless of how long the shareholder has held Fund shares.

Dividends
paid by the Fund (but none of the Fund’s capital gain distributions) may qualify in part for the dividends-received deduction
available to corporate shareholders, provided certain holding period and other requirements are satisfied. Distributions of investment
income that the Fund reports as “qualified dividend income” may be eligible to be taxed to non-corporate shareholders
at the reduced rates applicable to long-term capital gain if derived from the Fund’s qualified dividend income and if certain
other requirements are satisfied. “Qualified dividend income” generally is income derived from dividends paid by U.S.
corporations or certain foreign corporations that are either incorporated in a U.S. possession or eligible for tax benefits under
certain U.S. income tax treaties. In addition, dividends that the Fund receives in respect of stock of certain foreign corporations
may be qualified dividend income if that stock is readily tradable on an established U.S. securities market.

U
may want to avoid buying shares of the Fund just before it declares a distribution (on or before the record date), because such
a distribution will be taxable to you even though it may effectively be a return of a portion of your investment.

Although
distributions are generally taxable when received, dividends declared in October, November or December to shareholders of record
as of a date in such month and paid during the following January are treated as if received on December 31 of the calendar year
when the dividends were declared.

Information
on the federal income tax status of dividends and distributions is provided annually.

Dividends
and distributions from the Fund and net gain from redemptions of Fund shares will generally be taken into account in determining
a shareholder’s “net investment income” for purposes of the Medicare contribution tax applicable to certain
individuals, estates and trusts.

Si
you do not provide the Fund with your correct taxpayer identification number and any required certifications, you will be subject
to backup withholding on your redemption proceeds, dividends and other distributions. The backup withholding rate is currently
24%.

Dividends
and certain other payments made by the Fund to a non-U.S. shareholder are subject to such withholding of federal income tax at
the rate of 30% (or such lower rate as may be determined in accordance with any applicable treaty). Dividends that are reported
by the Fund as “interest-related dividends” or “short-term capital gain dividends” are generally exempt
from such withholding. In general, the Fund may report interest-related dividends to the extent of its net income derived from
U.S.-source interest and the Fund may report short-term capital gain dividends to the extent its net short-term capital gain for
the taxable year exceeds its net long-term capital loss. Backup withholding will not be applied to payments that have been subject
to the 30% withholding tax described in this paragraph.

Under
legislation commonly referred to as “FATCA,” unless certain non-U.S. entities that hold shares comply with IRS requirements
that will generally require them to report information regarding U.S. persons investing in, or holding accounts with, such entities,
a 30% withholding tax may apply to dividends payable to such entities. A non-U.S. shareholder may be exempt from the withholding
described in this paragraph under an applicable intergovernmental agreement between the United States and a foreign government,
provided that the shareholder and the applicable foreign government comply with the terms of the agreement.

Some
of the Fund’s investment income may be subject to foreign income taxes that are withheld at the country of origin. Tax treaties
between certain countries and the United States may reduce or eliminate such taxes, but there can be no assurance that the Fund
will qualify for treaty benefits.

FINANCIAL
HIGHLIGHTS

Le
following tables are intended to help you understand the Fund’s financial performance. Certain information reflects financial
results for a single Fund share. The total return figures represent the percentage that an investor in the Fund would have earned
(or lost) on an investment in the Fund class (assuming reinvestment of all dividends and distributions). The financial information
for the periods shown have been audited by Tait, Weller & Baker LLP, an independent registered public accounting firm, whose
report, along with the Fund’s financial statements, is included in the Fund’s annual report, which is available upon
request (see back cover).

AAM/Insight
Select Income Fund

Class A

Par
share operating performance.

For
a capital share outstanding throughout each period.

For
    the Year Ended June 30,
2019 2018 2017 2016 2015
Net
    asset value, beginning of period
$ 9.78 $ 10.16 $ 10.10 $ 9.80 $ 10.03
Le revenu
    from Investment Operations:
Net
    investment income1
0.34 0.31 0.29 0.30 0.29
Net
    realized and unrealized gain (loss)
0.57 (0.38 ) 0.04 0.28 (0.19 )
Total
    from investment operations
0.91 (0.07 ) 0.33 0.58 0.10
Less
    Distributions:
From
    net investment income
(0.34 ) (0.31 ) (0.28 ) (0.28 ) (0.33 )
Redemption
    fee proceeds1
0.01 2 0.01
Net
    asset value, end of period
$ 10.36 $ 9.78 $ 10.16 $ 10.10 $ 9.80
Total
    return3
9.65 % (0.78 )% 3.45 % 6.10 % 0.96 %
Ratios
    and Supplemental Data:
Net
    assets, end of period
$ 8,059,594 $ 11,354,169 $ 10,892,130 $ 2,074,780 $ 1,003,028
Ratio
    of expenses to average net assets:
Avant
    fees waived and expenses absorbed
1.17 % 1.37 % 1,51 % 1.70 % 1.94 %
After
    fees waived and expenses absorbed
0.84 % 0.87 %4 0.99 % 0.99 % 0.99 %
Ratio
    of net investment income to average net assets:
Avant
    fees waived and expenses absorbed
3.09 % 2.62 % 2.35 % 2.41 % 1.97 %
After
    fees waived and expenses absorbed
3,42 % 3.12 % 2,87 % 3.12 % 2.92 %
Portfolio
    turnover rate
155 % 64 % 68 % 45 % 38 %

1 Based
                                         on average shares outstanding for the period.
2 Montant
                                         represents less than $0.01 per share.
3 Total
                                         returns would have been lower had expenses not been waived or absorbed by the Advisor.
                                         Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund
                                         distributions or the redemption of Fund shares. Returns shown do not include payment
                                         of sales load of 3.00% of offering price which is reduced on sales of $100,000 or more.
                                         Returns do not include payment of Contingent Deferred Sales Charge(“CDSC”)of
1.00% on certain redemptions of Class A shares made within 18 months of purchase. Si
                                         the sales charge was included, total returns would be lower.
4 Effective
                                         October 20, 2017, the Fund's advisor has contractually agreed to waive its fees and/or
                                         pay for operating expenses of the Fund to ensure that the total annual fund operating
                                         expenses (excluding, as applicable, any taxes, leverage interest, brokerage commissions,
                                         dividend and interest expenses on short sales, acquired fund fees and expenses as determined
                                         in accordance with SEC Form N-1A, expenses incurred in connection with any merger or
                                         reorganization, and extraordinary expenses such as litigation expenses) do not exceed
                                         0.85% of average daily net assets of Class A shares of the Fund. Prior to October 20,
                                         2017, the annual operating expense limit was 0.99%

AAM/Insight
Select Income Fund

Class
C.

Par
share operating performance.

For
a capital share outstanding throughout each period.

For
    the Year Ended June 30,
2019 2018 2017 2016 2015
Net
    asset value, beginning of period
$ 9.77 $ 10.15 $ 10.10 $ 9.79 $ 10.02
Le revenu
    from Investment Operations:
Net
    investment income1
0.27 0.24 0.21 0,23 0.21
Net
    realized and unrealized gain (loss)
0.58 (0.39 ) 0.04 0.29 (0.18 )
Total
    from investment operations
0.85 (0.15 ) 0.25 0.52 0.03
Less
    Distributions:
From
    net investment income
(0.27 ) (0.23 ) (0.21 ) (0.21 ) (0.26 )
Redemption
    fee proceeds1
2 2 0.01
Net
    asset value, end of period
$ 10.35 $ 9.77 $ 10.15 $ 10.10 $ 9.79
Total
    return3
8.87 % (1.51 )% 2.62 % 5.47 % 0,23 %
Ratios
    and Supplemental Data:
Net
    assets, end of period
$ 3,634,082 $ 3,171,318 $ 2,389,241 $ 676,168 $ 294,068
Ratio
    of expenses to average net assets:
Avant
    fees waived and expenses absorbed
1.89 % 2.10 % 2.26 % 2.45 % 2.69 %
After
    fees waived and expenses absorbed
1.56 % 1.60 %4 1.74 % 1.74 % 1.74 %
Ratio
    of net investment income to average net assets:
Avant
    fees waived and expenses absorbed
2.37 % 1.88 % 1.60 % 1,66 % 1.22 %
After
    fees waived and expenses absorbed
2,70 % 2.38 % 2.12 % 2.37 % 2,17 %
Portfolio
    turnover rate
155 % 64 % 68 % 45 % 38 %

1 Based
                                         on average shares outstanding for the period.
2 Montant
                                         represents less than $0.01 per share.
3 Total
                                         returns would have been lower had expenses not been waived or absorbed by the Advisor.
                                         Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund
                                         distributions or the redemption of Fund shares. Returns do not include payment of Contingent
                                         Deferred Sales Charge (“CDSC”) of 1.00% on certain redemptions of Class C
                                         shares made within 12 months of purchase. If the sales charge was included, total returns
                                         would be lower.
4 Effective
                                         October 20, 2017 the Fund's advisor has contractually agreed to waive its fees and/or
                                         pay for operating expenses of the Fund to ensure that the total annual fund operating
                                         expenses (excluding, as applicable, any taxes, leverage interest, brokerage commissions,
                                         dividend and interest expenses on short sales, acquired fund fees and expenses as determined
                                         in accordance with SEC Form N-1A, expenses incurred in connection with any merger or
                                         reorganization, and extraordinary expenses such as litigation expenses) do not exceed
                                         1.60% of average daily net assets of Class C shares of the Fund. Prior to October 20,
                                         2017, the annual operating expense limit was 1.74%.

AAM/Insight
Select Income Fund

Class I

Par
share operating performance.

For
a capital share outstanding throughout each period.

For
    the Year Ended June 30,
2019 2018 2017 2016 2015
Net
    asset value, beginning of period
$ 9.80 $ 10.17 $ 10.12 $ 9.79 $ 10.02
Le revenu
    from Investment Operations:
Net
    investment income1
0.37 0.34 0.31 0.33 0,32
Net
    realized and unrealized gain (loss)
0.57 (0.39 ) 0.05 0.29 (0.20 )
Total
    from investment operations
0,94 (0.05 ) 0.36 0.62 0.12
Less
    Distributions:
From
    net investment income
(0.37 ) (0.33 ) (0.31 ) (0.30 ) (0.35 )
Redemption
    fee proceeds1
2 0.01 2 0.01 2
Net
    asset value, end of period
$ 10.37 $ 9.80 $ 10.17 $ 10.12 $ 9.79
Total
    return3
9.87 % (0.43 )% 3.59 % 6.65 % 1.22 %
Ratios
    and Supplemental Data:
Net
    assets, end of period
$ 107,166,095 $ 69,812,380 $ 44,349,708 $ 31,674,766 $ 30,587,345
Ratio
    of expenses to average net assets:
Avant
    fees waived and expenses absorbed
0.86 % 1.09 % 1.26 % 1.45 % 1.69 %
After
    fees waived and expenses absorbed
0.53 % 0.59 %4 0.74 % 0.74 % 0.74 %
Ratio
    of net investment income to average net assets:
Avant
    fees waived and expenses absorbed
3.40 % 2,90 % 2.60 % 2.66 % 2.22 %
After
    fees waived and expenses absorbed
3.73 % 3.40 % 3.12 % 3.37 % 3.17 %
Portfolio
    turnover rate
155 % 64 % 68 % 45 % 38 %

1 Based
                                         on average shares outstanding for the period.
2 Montant
                                         represents less than $0.01 per share.
3 Total
                                         returns would have been lower had expenses not been waived or absorbed by the Advisor.
                                         Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund
                                         distributions or the redemption of Fund shares.
4 Effective
                                         October 20, 2017 the Fund's advisor has contractually agreed to waive its fees and/or
                                         pay for operating expenses of the Fund to ensure that the total annual fund operating
                                         expenses (excluding, as applicable, any taxes, leverage interest, brokerage commissions,
                                         dividend and interest expenses on short sales, acquired fund fees and expenses as determined
                                         in accordance with SEC Form N-1A, expenses incurred in connection with any merger or
                                         reorganization, and extraordinary expenses such as litigation expenses) do not exceed
                                         0.60% of average daily net assets of Class I shares of the Fund. Prior to October 20,
                                         2017, the annual operating expense limit was 0.74%.

AAM/Insight
Select Income Fund

Class Y

Par
share operating performance.

For
a capital share outstanding throughout each period.

For
le
Year Ended
30 juin 2019

For
le
Period
October 31, 2017*
through

30 juin
2018

Net
    asset value, beginning of period
$ 9.79 $ 10.23
Le revenu
    from Investment Operations:
Net
    investment income1
0.37 0.24
Net
    realized and unrealized gain (loss)
0.57 (0.48 )
Total
    from investment operations
0,94 (0.24 )
Less
    Distributions:
From
    net investment income
(0.37 ) (0.20 )
Net
    asset value, end of period
$ 10.36 $ 9.79
Total
    return2
9.91 % (2.35 )%3
Ratios
    and Supplemental Data:
Net
    assets, end of period
$ 638 $ 580
Ratio
    of expenses to average net assets:
Avant
    fees waived and expenses absorbed
0.83 % 1,00 %4
After
    fees waived and expenses absorbed
0.50 % 0.50 %4
Ratio
    of net investment income to average net assets:
Avant
    fees waived and expenses absorbed
3.43 % 3.08 %4
After
    fees waived and expenses absorbed
3.76 % 3.58 %4
Portfolio
    turnover rate
155 % 64 %3

* Commencement
                                         of operations.
1 Based
                                         on average shares outstanding for the period.
2 Total
                                         returns would have been lower had expenses not been waived or absorbed by the Advisor.
                                         Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund
                                         distributions or the redemption of Fund shares.

APPENDIX
A – WAIVERS AND DISCOUNTS AVAILABLE FROM INTERMEDIARIES

Le
availability of certain sales charge waivers and discounts will depend on whether you purchase your shares directly from the Funds
or through a financial intermediary. Intermediaries may have different policies and procedures regarding the availability of front-end
sales load waivers or CDSC waivers, which are discussed below. In all instances, it is the purchaser’s responsibility to
notify the Funds or the purchaser’s financial intermediary at the time of purchase of any relationship or other facts qualifying
the purchaser for sales charge waivers or discounts. For waivers and discounts not available through a particular intermediary,
shareholders will have to purchase Fund shares directly from the Fund or through another intermediary to receive these waivers
or discounts.

Raymond
James & Associates, Inc., Raymond James Financial Services & Raymond James affiliates (“Raymond James”):

Effective
March 1, 2019, shareholders purchasing fund shares through a Raymond James platform or account will be eligible only for the following
load waivers (front-end sales charge waivers and contingent deferred, or back-ended, sales charge waivers) and discounts, which
may differ from those disclosed elsewhere in this Fund’s Prospectus or SAI.

Front-end
Sales Load Waivers on Class A Shares Available at Raymond James

Shares
                                         purchased in an investment advisory program.
Shares
                                         purchased through reinvestment of capital gains distributions and dividend reinvestment
                                         when purchasing shares of the same fund (but not any other fund within the fund family).
Employees
                                         and registered representatives of Raymond James or its affiliates and their family members
                                         as designated by Raymond James.
Shares
                                         purchased from the proceeds of redemptions within the same fund family, provided (1)
                                         the repurchase occurs within 90 days following the redemption, (2) the redemption and
                                         purchase occur in the same account, and (3) redeemed shares were subject to a front-end
                                         or deferred sales load (known as Rights of Reinstatement).
UNE
                                         shareholder in the Fund’s Class C Shares will have their shares converted at net
                                         asset value to Class A Shares (or shares of the appropriate share class) of the Fund
                                         if the shares are no longer subject to a CDSC and the conversion is in line with the
                                         policies and procedures of Raymond James.

CDSC
Waivers on Classes A and C Shares Available at Raymond James

Death
                                         or disability of the shareholder.
Shares
                                         sold as part of a systematic withdrawal plan as described in the fund’s prospectus.
Return
                                         of excess contributions from an IRA Account.
Shares
                                         sold as part of a required minimum distribution for IRA and retirement accounts due to
                                         the shareholder reaching age 70 ½ as described in the fund’s prospectus.
Shares
                                         sold to pay Raymond James fees but only if the transaction is initiated by Raymond James.
Shares
                                         acquired through a Right of Reinstatement.

Front-end
Load Discounts Available at Raymond James: Breakpoints and/or Rights of Accumulation

Breakpoint
                                         as described in this prospectus.
Rights
                                         of accumulation which entitle shareholders to breakpoint discounts will be automatically
                                         calculated based on the aggregated holding of fund family assets held by accounts within
                                         the purchaser’s household at Raymond James. Eligible fund family assets not held
                                         at Raymond James may be included in the rights of accumulation calculation only of the
                                         shareholder notifies his or her financial advisor about such assets.

Morgan
Stanley Wealth Management:

Effective
July 1, 2018, shareholders purchasing Fund shares through a Morgan Stanley Wealth Management transactional brokerage account will
be eligible only for the following front-end sales charge waivers with respect to Class A Shares, which may differ from and may
be more limited than those disclosed elsewhere in this Fund’s Prospectus or SAI.

Front-end
Sales Charge Waivers on Class A Shares available at Morgan Stanley Wealth Management

Employer-sponsored
                                         retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit
                                         sharing and money purchase pension plans and defined benefit plans). For purposes of
                                         this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs,
                                         SAR-SEPs or Keogh plans.
Morgan
                                         Stanley employee and employee-related accounts according to Morgan Stanley’s account
                                         linking rules.
Shares
                                         purchased through reinvestment of dividends and capital gains distributions when purchasing
                                         shares of the same fund.
Shares
                                         purchased through a Morgan Stanley self-directed brokerage account.
Class
                                         C (i.e., level-load) Shares that are no longer subject to a contingent deferred sales
                                         charge and are converted to Class A Shares of the same fund pursuant to Morgan Stanley
                                         Wealth Management’s share class conversion program.
Shares
                                         purchased from the proceeds of redemptions within the same fund family, provided (i)
                                         the repurchase occurs within 90 days following the redemption, (ii) the redemption and
                                         purchase occur in the same account, and (iii) redeemed shares were subject to a front-end
                                         or deferred sales charge.

Merrill
Lynch:

Shareholders
purchasing Fund shares through a Merrill Lynch platform or account will be eligible only for the following sales charge waivers
(front-end sales charge waivers and CDSC waivers) and discounts, which may differ from those disclosed elsewhere in the Prospectus
or SAI.

Front-End
Sales Charge Waivers for Class A Shares Available at Merrill Lynch

Employer-sponsored
                                         retirement, deferred compensation and employee benefit plans (including health savings
                                         accounts) and trusts used to fund those plans, provided that the shares are not held
                                         in a commission-based brokerage account and shares are held for the benefit of the plan
Shares
                                         purchased by or through a 529 Plan
Shares
                                         purchased through a Merrill Lynch affiliated investment advisory program
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 in the month of
                                         or following the 10-year anniversary of the purchase date
Employees
                                         and registered representatives of Merrill Lynch or its affiliates and their family members
Trustees
                                         of the Trust, and employees of the Advisor or any of its affiliates, as described in
                                         the this Prospectus
Shares
                                         purchased from the proceeds of redemptions within the 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)

CDSC
Waivers on Class A and C Shares Available at Merrill Lynch

Death
                                         or disability of the shareholder

Shares
                                         sold as part of a systematic withdrawal plan as described in the Funds’ Prospectus
Return
                                         of excess contributions from an IRA Account
Shares
                                         sold as part of a required minimum distribution for IRA and retirement accounts due to
                                         the shareholder reaching age 70½
Shares
                                         sold to pay Merrill Lynch fees but only if the transaction is initiated by Merrill Lynch
Shares
                                         acquired through a right of reinstatement
Shares
                                         held in retirement brokerage accounts, that are exchanged for a lower cost share class
                                         due to transfer to certain fee based accounts or platforms (applicable to Class A
                                         and C Shares only)

Front-End
Sales Charge Discounts For Class A Shares Available at Merrill Lynch: Breakpoints, Rights of Accumulation & Letters of
Intent

Breakpoints
                                         as described in this Prospectus.
Rights
                                         of Accumulation (ROA) which entitle shareholders to breakpoint discounts will be automatically
                                         calculated based on the aggregated holding of Fund family assets held by accounts 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.
Letters
                                         of Intent (LOI) which allow for breakpoint discounts based on anticipated purchases within
                                         the Fund family through Merrill Lynch over a 13-month period of time (if applicable).

Janney Montgomery Scott LLC:

Effective
May 1, 2020, shareholders purchasing fund shares through a Janney Montgomery Scott LLC (“Janney”) account will be
eligible only for the following load waivers (front-end sales charge waivers and contingent deferred, or back-end, sales charge
waivers) and discounts, which may differ from those disclosed elsewhere in this fund’s Prospectus or SAI.

Front-end
sales charge waivers on Class A shares available at Janney

Shares purchased through
reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any other
fund within the fund family).
Shares purchased by employees
and registered representatives of Janney or its affiliates and their family members as designated by Janney.
Shares purchased from
the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within ninety (90) days following the
redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred
sales load (i.e., right of reinstatement).
Class C shares that are
no longer subject to a contingent deferred sales charge and are converted to Class A shares of the same fund pursuant to Janney’s
policies and procedures.

Sales
charge waivers on Class A and C shares available at Janney

Shares
sold upon the death or disability of the shareholder.

Shares sold as part of
a systematic withdrawal plan as described in the fund’s Prospectus.
Shares purchased in connection
with a return of excess contributions from an IRA account.
Shares sold as part of
a required minimum distribution for IRA and other retirement accounts due to the shareholder reaching age 70½ as described
in the fund’s Prospectus.
Shares sold to pay Janney
fees but only if the transaction is initiated by Janney.
Shares acquired through
a right of reinstatement.

Front-end
load discounts available at Janney: breakpoints, and/or rights of accumulation

Breakpoints as described
in the fund’s Prospectus.
Rights of accumulation
(“ROA”), which entitle shareholders to breakpoint discounts, will be automatically calculated based on the aggregated
holding of fund family assets held by accounts within the purchaser’s household at Janney. Eligible fund family assets not
held at Janney may be included in the ROA calculation only if the shareholder notifies his or her financial advisor about such
assets.

Waiver
of Initial Sales Charge on Purchases of Class A Shares by Certain Financial Institutions:

non
initial sales charge is imposed on purchases of Class A Shares by the following financial institutions that (i) offer Fund shares
in self-directed investment brokerage accounts, (ii) are compensated by clients on a fee-only basis, or (iii) have entered into
an agreement with the Fund to offer Class A Shares through no-load network or platforms as described in “Net Asset Value
Purchases” beginning on page 26 of this Prospectus:

Charles
Schwab & Co.

Morgan
Stanley Smith Barney

National
Financial Services Corporation

Pershing
LLC

TD
Ameritrade Clearing Inc.

Large
Order Net Asset Value Purchase Privilege – Authorized Dealers

From
its own profits and resources, the Advisor may pay a finder’s fee to following authorized dealers that initiate or are responsible
for purchases of $1 million or more of Class A shares of the Fund:

Charles
Schwab & Co

Merrill
Lynch, Pierce, Fenner, & Smith

Morgan
Stanley Smith Barney

Pershing
LLC

Sigma
Planning Corp (NFS)

TD
Ameritrade Clearing, Inc.

UBS
Financial Services, Inc.

Stifel
Nicolaus

Investment
Advisor

Advisors
Asset Management, Inc.

18925
Base Camp Road, Suite 203

Monument,
Colorado 80132

Sub-advisor

Insight
North America LLC

200
Park Avenue, 7th Floor

Nouveau
York, New York 10166

Fund
Co-Administrator

Mutual
Fund Administration, LLC

2220
E. Route 66, Suite 226

Glendora,
California 91740

Fund
Co-Administrator, Transfer Agent and Fund Accountant

UMB
Fund Services, Inc.

235
West Galena Street

Milwaukee,
Wisconsin 53212

Custodian

UMB
Bank, n.a.

928
Grand Boulevard, 5th Floor

Kansas
City, Missouri 64106

Distributor

IMST
Distributors, LLC

Three
Canal Plaza, Suite 100

Portland,
Maine 04101

www.foreside.com

Counsel
to the Trust

Morgan,
Lewis & Bockius LLP

600
Anton Boulevard, Suite 1800

Costa
Mesa, California 92626

Independent
Registered Public Accounting Firm

Tait,
Weller & Baker LLP

Twee
Liberty Place, 50 S. 16th Street, Suite 2900

Philadelphia,
Pennsylvania 19102-2529

AAM/Insight
Select Income Fund

UNE
series of Investment Managers Series Trust

FOR
MORE INFORMATION

Statement
of Additional Information (SAI)

Le
SAI provides additional details about the investments and techniques of the Fund and certain other additional information. A current
SAI is on file with the SEC and is incorporated into this Prospectus by reference. This means that the SAI is legally considered
a part of this Prospectus even though it is not physically within this Prospectus.

Shareholder
Reports

Additional
information about the Fund’s investments is available in the Fund’s annual and semi-annual reports to shareholders.
In the Fund’s annual report, you will find a discussion of the market conditions and investment strategies that significantly
affected the Fund’s performance during its most recent fiscal year.

Le
Fund’s SAI and annual and semi-annual reports are available, free of charge, on the Fund’s website at www.aamlive.com/publicsite/mutual-funds.
You can also obtain a free copy of the Fund’s SAI or annual and semi-annual reports, request other information, or inquire
about the Fund by contacting a broker that sells shares of the Fund or by calling the Fund (toll-free) at 1-888-966-9661 or by
writing to:

AAM
Funds

Postwissel
Box 2175

Milwaukee,
Wisconsin 53201

Reports
and other information about the Fund are also available:

Libre
                                         of charge on the SEC’s EDGAR Database on the SEC’s Internet site at http://www.sec.gov;
ou
For
                                         a duplication fee, by electronic request at the following e-mail address: publicinfo@sec.gov.

(Investment
Company Act file no. 811- 21719.)

Statement
of Additional Information

November
1, 2019

AAM/Insight
Select Income Fund

Class
A (Ticker Symbol: CPUAX)

Class
C (Ticker Symbol: CPUCX)

Class
I (Ticker Symbol: CPUIX)

Class
Y (Ticker Symbol: CPUYX)

UNE
series of Investment Managers Series Trust

Deze
Statement of Additional Information (“SAI”) is not a prospectus, and it should be read in conjunction with the prospectus
dated November 1, 2019, as may be amended from time to time, of the AAM/Insight Select Income Fund (the “Fund”), a
series of the Investment Mangers Series Trust (the “Trust”). Advisors Asset Management, Inc. (the “Advisor”)
is the investment advisor to the Fund. Insight North America LLC doing business as Insight Investment (the “Sub-Advisor”)
is the sub-advisor to the Fund. A copy of the Prospectus may be obtained by contacting the Fund at the address or telephone number
specified below. The Annual Report to shareholders for the fiscal year ending June 30, 2019 is incorporated by reference herein.
A copy of the Annual Report can be obtained by contacting the Fund at the address or telephone number specified below.

AAM
Funds

Postwissel
Box 2175

Milwaukee,
Wisconsin 53201

1-888-966-9661

TAFEL
OF CONTENTS

THE TRUST
    AND THE FUND
B-2
INVESTMENT STRATEGIES,
    POLICIES AND RISKS
B-2
MANAGEMENT OF THE FUND B-29
PORTFOLIO TRANSACTIONS
    AND BROKERAGE
B-43
PORTFOLIO TURNOVER B-45
PROXY VOTING POLICY B-45
ANTI-MONEY LAUNDERING
    PROGRAM
B-46
PORTFOLIO HOLDINGS
    INFORMATION
B-46
DETERMINATION OF NET
    ASSET VALUE
B-47
PURCHASE AND REDEMPTION
    OF FUND SHARES
B-49
FEDERAL INCOME TAX
    MATTERS
B-49
DIVIDENDS AND DISTRIBUTIONS B-56
GENERAL INFORMATION B-57
FINANCIAL STATEMENTS B-59
APPENDIX “A”
    DESCRIPTION OF SECURITIES RATINGS
B-60
APPENDIX “B”
    PROXY VOTING POLICIES AND GUIDELINES FOR THE TRUST, ADVISOR AND SUB-ADVISOR
B-66

THE
TRUST AND THE FUND

Le
Trust is an open-end management investment company organized as a Delaware statutory trust under the laws of the State of Delaware
on February 15, 2005. The Trust currently consists of several other series of shares of beneficial interest. This SAI relates
only to the Funds and not to the other series of the Trust. The Trust is registered with the Securities and Exchange Commission
(“SEC”) as an open-end management investment company. Such a registration does not involve supervision of the management
or policies of the Fund. The Prospectus of the Fund and this SAI omit certain of the information contained in the Registration
Statement filed with the SEC. Copies of such information may be obtained from the SEC upon payment of the prescribed fee.

Le
Fund is classified as a diversified fund, which means the Fund is subject to the diversification requirements under the Investment
Company Act of 1940, as amended (the “1940 Act”). Under the 1940 Act, a diversified fund may not, with respect to
75% of its total assets, invest more than 5% of its total assets in the securities of one issuer (and in not more than 10% of
the outstanding voting securities of an issuer), excluding cash, Government securities, and securities of other investment companies.

Le
Fund offers four classes of shares: Class A, Class C, Class I and Class Y. Other classes may be established from time to time
in accordance with the provisions of the Trust’s Agreement and Declaration of Trust (the “Declaration of Trust”).
Each class of shares of Fund generally is identical in all respects except that each class of shares is subject to its own distribution
expenses and minimum investments. Each class of shares also has exclusive voting rights with respect to its distribution fees.

INVESTMENT
STRATEGIES, POLICIES AND RISKS

Le
discussion below supplements information contained in the Fund’s Prospectus pertaining to the investment policies of the
Fund.

PRINCIPAL
INVESTMENT STRATEGIES, POLICIES AND RISKS

DEBT
SECURITIES

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Fund may invest in debt securities. Debt securities are used by issuers to borrow money. Generally, issuers pay investors periodic
interest and repay the amount borrowed either periodically during the life of the security and/or at maturity. Some debt securities,
such as zero coupon bonds, do not pay current interest, but are purchased at a discount from their face values and accrue interest
at the applicable coupon rate over a specified time period. Some debt securities pay a periodic coupon that is not fixed; instead
payments “float” relative to a reference rate, such as LIBOR. This “floating rate” debt may pay interest
at levels above or below the previous interest payment. The market prices of debt securities fluctuate depending on such factors
as interest rates, credit quality and maturity. In general, market prices of debt securities decline when interest rates rise
and increase when interest rates fall.

Lower
rated debt securities, those rated Ba or below by Moody’s Investors Service, Inc. (“Moody’s”) and/or BB
or below by Standard & Poor’s Ratings Group (“S&P”), or similarly rated by another nationally recognized statistical rating organization, or unrated but determined by the Sub-Advisor to
be of comparable quality, are described by the rating agencies as speculative and involve greater risk of default or price changes
than higher rated debt securities due to changes in the issuer’s creditworthiness or the fact that the issuer may already
be in default. The market prices of these securities may fluctuate more than higher quality securities and may decline significantly
in periods of general economic difficulty. It may be more difficult to sell or to determine the value of lower rated debt securities.

Certain
additional risk factors related to debt securities are discussed below:

Sensitivity
to interest rate and economic changes.
Debt securities may be sensitive to economic changes, political and corporate developments,
and interest rate changes. In addition, during an economic downturn or periods of rising interest rates, issuers that are highly
leveraged may experience increased financial stress that could adversely affect their ability to meet projected business goals,
obtain additional financing, and service their principal and interest payment obligations. Furthermore, periods of economic change
and uncertainty can be expected to result in increased volatility of market prices and yields of certain debt securities. For
example, prices of these securities can be affected by financial contracts held by the issuer or third parties (such as derivatives)
related to the security or other assets or indices.

Paiement
expectations.
Debt securities may contain redemption or call provisions. If an issuer exercises these provisions in a lower
interest rate environment, the Fund would have to replace the security with a lower yielding security, resulting in decreased
income to investors. If the issuer of a debt security defaults on its obligations to pay interest or principal or is the subject
of bankruptcy proceedings, the Fund may incur losses or expenses in seeking recovery of amounts owed to it.

Liquidity.
Liquidity risk may result from the lack of an active market, or reduced number and capacity of traditional market participants
to make a market in fixed income securities, and may be magnified in a rising interest rate environment or other circumstances
where investor redemptions from fixed income mutual funds may be higher than normal, causing increased supply in the market due
to selling activity. In such cases, the Fund, due to limitations on investments in illiquid securities and the difficulty in purchasing
and selling such securities or instruments, may be unable to achieve its desired level of exposure to a certain sector. To the
extent that the Fund’s principal investment strategies involve investments in securities of companies with smaller market
capitalizations, foreign non-U.S. securities, Rule 144A securities, illiquid sectors of fixed income securities, derivatives or
securities with substantial market and/or credit risk, the Fund will tend to have the greatest exposure to liquidity risk. Further,
fixed income securities with longer durations until maturity face heightened levels of liquidity risk as compared to fixed income
securities with shorter durations until maturity. Finally, liquidity risk also refers to the risk of unusually high redemption
requests or other unusual market conditions that may make it difficult for the Fund to fully honor redemption requests within
the allowable time period. Meeting such redemption requests could require the Fund to sell securities at reduced prices or under
unfavorable conditions, which would reduce the value of the Fund. It may also be the case that other market participants may be
attempting to liquidate fixed income holdings at the same time as the Fund, causing increased supply in the market and contributing
to liquidity risk and downward pricing pressure.

Le
Sub-Advisor attempts to reduce the risks described above through diversification of the Fund’s portfolio, credit analysis
of each issuer, and by monitoring broad economic trends as well as corporate and legislative developments, but there can be no
assurance that it will be successful in doing so. Credit ratings of debt securities provided by rating agencies indicate a measure
of the safety of principal and interest payments, not market value risk. The rating of an issuer is a rating agency’s view
of past and future potential developments related to the issuer and may not necessarily reflect actual outcomes. There can be
a lag between corporate developments and the time a rating is assigned and updated.

Changing
Fixed Income Market Conditions.
Following the financial crisis that began in 2007, the U.S. government and the Board of Governors
of the Federal Reserve System (the “Federal Reserve”), as well as certain foreign governments and central banks, took
steps to support financial markets, including by keeping interest rates at historically low levels. This and other government
interventions may not work as intended, particularly if the efforts are perceived by investors as being unlikely to achieve the
desired results. The Federal Reserve has reduced its market support activities and has raised interest rates. These policy changes
may expose fixed-income and related markets to heightened volatility and may reduce liquidity for certain Fund investments, which
could cause the value of the Fund’s investments and share price to decline. If the Fund invests in derivatives tied to fixed
income markets it may be more substantially exposed to these risks than a fund that does not invest in derivatives. To the extent
the Fund experiences high redemptions because of these policy changes, the Fund may experience increased portfolio turnover, which
will increase the costs that the Fund incurs and may lower the Fund’s performance. The liquidity levels of the Fund’s
portfolio may also be affected.

Bond
markets have consistently grown over the past three decades while the capacity for traditional dealer counterparties to engage
in fixed income trading has not kept pace and in some cases has decreased. As a result, dealer inventories of corporate bonds,
which provide a core indication of the ability of financial intermediaries to “make markets,” are at or near historic
lows in relation to market size. Because market makers provide stability to a market through their intermediary services, the
significant reduction in dealer inventories could potentially lead to decreased liquidity and increased volatility in the fixed
income markets. Such issues may be exacerbated during periods of economic uncertainty.

Bond
Ratings.
Bond rating agencies may assign modifiers (such as +/–) to ratings categories to signify the relative position
of a credit within the rating category. Investment policies that are based on ratings categories should be read to include any
security within that category, without considering the modifier. Please refer to Appendix A for more information about credit
ratings.

Lower-Rated
Debt Securities

Le
Fund may invest in lower-rated fixed-income securities (commonly known as “junk bonds”). The lower ratings reflect
a greater possibility that adverse changes in the financial condition of the issuer or in general economic conditions, or both,
or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. Le
inability (or perceived inability) of issuers to make timely payment of interest and principal would likely make the values of
securities held by the Fund more volatile and could limit the Fund’s ability to sell its securities at prices approximating
the values the Fund had placed on such securities. In the absence of a liquid trading market for securities held by it, the Fund
at times may be unable to establish the fair value of such securities. Securities ratings are based largely on the issuer’s
historical financial condition and the rating agencies’ analysis at the time of rating. Consequently, the rating assigned
to any particular security is not necessarily a reflection of the issuer’s current financial condition, which may be better
or worse than the rating would indicate. In addition, the rating assigned to a security by Moody’s or S&P (or by any
other nationally recognized securities rating agency) does not reflect an assessment of the volatility of the security’s
market value or the liquidity of an investment in the security.

Like
those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates.
A decrease in interest rates will generally result in an increase in the value of the Fund’s fixed-income assets. Conversely,
during periods of rising interest rates, the value of the Fund’s fixed-income assets will generally decline. The values
of lower-rated securities may often be affected to a greater extent by changes in general economic conditions and business conditions
affecting the issuers of such securities and their industries. Negative publicity or investor perceptions may also adversely affect
the values of lower-rated securities. Changes by nationally recognized securities rating agencies in their ratings of any fixed-income
security and changes in the ability of an issuer to make payments of interest and principal may also affect the value of these
investments. Changes in the value of portfolio securities generally will not affect income derived from these securities, but
will affect the Fund’s net asset value. The Fund will not necessarily dispose of a security when its rating is reduced below
its rating at the time of purchase. However, the Sub-Advisor will monitor the investment to determine whether its retention will
assist in meeting the Fund’s investment objectives. Issuers of lower-rated securities are often highly leveraged, so that
their ability to service their debt obligations during an economic downturn or during sustained periods of rising interest rates
may be impaired. Such issuers may not have more traditional methods of financing available to them and may be unable to repay
outstanding obligations at maturity by refinancing.

Le
risk of loss due to default in payment of interest or repayment of principal by such issuers is significantly greater because
such securities frequently are unsecured and subordinated to the prior payment of senior indebtedness. It is possible that, under
adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, the Fund could
find it more difficult to sell these securities when the Sub-Advisor believes it advisable to do so or may be able to sell the
securities only at prices lower than if they were more widely held. Under these circumstances, it may also be more difficult to
determine the fair value of such securities for purposes of computing the Fund’s net asset value. In order to enforce its
rights in the event of a default, the Fund may be required to participate in various legal proceedings or take possession of and
manage assets securing the issuer’s obligations on such securities. This could increase the Fund’s operating expenses
and adversely affect the Fund’s net asset value. The ability of a holder of a tax-exempt security to enforce the terms of
that security in a bankruptcy proceeding may be more limited than would be the case with respect to securities of private issuers.
In addition, the Fund’s intention to qualify as a “regulated investment company” under the Internal Revenue
Code of 1986, as amended (the “Code”) may limit the extent to which the Fund may exercise its rights by taking possession
of such assets. To the extent the Fund invests in securities in the lower rating categories, the achievement of the Fund’s
investment objective is more dependent on the Sub-Advisor’s investment analysis than would be the case if the Fund were
investing in securities in the higher rating categories.

Sovereign
Debt Obligations

Le
Fund may invest in sovereign debt obligations, which are securities issued or guaranteed by foreign governments, governmental
agencies or instrumentalities and political sub-divisions, including debt of developing countries. Sovereign debt may be in the
form of conventional securities or other types of debt instruments such as loans or loan participations. Sovereign debt of developing
countries may involve a high degree of risk, and may be in default or present the risk of default. Governmental entities responsible
for repayment of the debt may be unable or unwilling to repay principal and pay interest when due, and may require renegotiation
or rescheduling of debt payments. In addition, prospects for repayment of principal and payment of interest may depend on political
as well as economic factors. Although some sovereign debt, such as Brady Bonds, is collateralized by U.S. government securities,
repayment of principal and payment of interest is not guaranteed by the U.S. government. There is no bankruptcy proceeding by
which sovereign debt on which governmental entities have defaulted may be collected in whole or in part.

EQUITY
SECURITIES

Preferred
Stock

Le
Fund may invest in preferred stock. Preferred stock is a class of stock having a preference over common stock as to the payment
of dividends and a share of the proceeds resulting from the issuer’s liquidation although preferred stock is usually subordinate
to the debt securities of the issuer. Some preferred stocks also entitle their holders to receive additional liquidation proceeds
on the same basis as the holders of the issuer’s common stock. Preferred stock typically does not possess voting rights
and its market value may change based on changes in interest rates. If interest rates rise, the fixed dividend on preferred stocks
may be less attractive, causing the price of preferred stocks to decline. Preferred stock may have mandatory sinking fund provisions,
as well as call/redemption provisions prior to maturity, a negative feature when interest rates decline. In addition, the Fund
may receive stocks or warrants as a result of an exchange or tender of fixed income securities. Preference stock, which is more
common in emerging markets than in developed markets, is a special type of common stock that shares in the earnings of an issuer,
has limited voting rights, may have a dividend preference, and may also have a liquidation preference. Depending on the features
of the particular security, holders of preferred and preference stock may bear the risks regarding common stock or fixed income
securities.

Convertible
Securities

Le
Fund may invest in convertible securities. A convertible security is a preferred stock, warrant or other security that may be
converted or exchanged for a prescribed amount of common stock or other security of the same or a different issuer or into cash
within a particular period of time at a specified price or formula. A convertible security generally entitles the holder to receive
the dividend or interest until the convertible security matures or is redeemed, converted or exchanged. Before conversion, convertible
securities generally have characteristics similar to both fixed income and equity securities. Although to a lesser extent than
with fixed income securities generally, the market value of convertible securities tends to decline as interest rates increase
and, conversely, tends to increase as interest rates decline. In addition, because of the conversion feature, the market value
of convertible securities tends to vary with fluctuations in the market value of the underlying common stocks and, therefore,
also will react to variations in the general market for equity securities. A significant feature of convertible securities is
that as the market price of the underlying common stock declines, convertible securities tend to trade increasingly on a yield
basis, and so they may not experience market value declines to the same extent as the underlying common stock. When the market
price of the underlying common stock increases, the prices of the convertible securities tend to rise as a reflection of the value
of the underlying common stock. While no securities investments are without risk, investments in convertible securities generally
entail less risk than investments in common stock of the same issuer.

Warrants
and Rights

Le
Fund may invest in warrants or rights (including those acquired in units or attached to other securities) that entitle (but do
not obligate) the holder to buy equity securities at a specific price for a specific period of time but will do so only if such
equity securities are deemed appropriate by the Advisor or the Sub-Advisor. Rights are similar to warrants but typically have
a shorter duration and are issued by a company to existing stockholders to provide those holders the right to purchase additional
shares of stock at a later date. Warrants and rights do not have voting rights, do not earn dividends, and do not entitle the
holder to any rights with respect to the assets of the company that has issued them. They do not represent ownership of the underlying
companies but only the right to purchase shares of those companies at a specified price on or before a specified exercise date.
Warrants and rights tend to be more volatile than the underlying stock, and if at a warrant’s expiration date the stock
is trading at a price below the price set in the warrant, the warrant will expire worthless. Conversely, if at the expiration
date the stock is trading at a price higher than the price set in the warrant or right, the Fund can acquire the stock at a price
below its market value. The prices of warrants and rights do not necessarily parallel the prices of the underlying securities.
An investment in warrants or right may be considered speculative.

MORTGAGE-BACKED
SECURITIES

Le
Fund may invest in mortgage-backed securities and derivative mortgage-backed securities, and may also invest in “principal
only” and “interest only” components. Mortgage-backed securities are securities that directly or indirectly
represent a participation in, or are secured by and payable from, mortgage loans on real property. As with other debt securities,
mortgage-backed securities are subject to credit risk and interest rate risk. However, the yield and maturity characteristics
of mortgage-backed securities differ from traditional debt securities. A major difference is that the principal amount of the
obligations may normally be prepaid at any time because the underlying assets (i.e., loans) generally may be prepaid at any time.
The relationship between prepayments and interest rates may give some mortgage-backed securities less potential for growth in
value than conventional fixed-income securities with comparable maturities. In addition, in periods of falling interest rates,
the rate of prepayments tends to increase. During such periods, the reinvestment of prepayment proceeds by the Fund will generally
be at lower rates than the rates that were carried by the obligations that have been prepaid. If interest rates rise, borrowers
may prepay mortgages more slowly than originally expected. This may further reduce the market value of mortgage-backed securities
and lengthen their durations. Because of these and other reasons, a mortgage-backed security’s total return, maturity and
duration may be difficult to predict precisely.

Mortgage-backed
securities come in different classes that have different risks. Junior classes of mortgage-backed securities are designed to protect
the senior class investors against losses on the underlying mortgage loans by taking the first loss if there are liquidations
among the underlying loans. Junior classes generally receive principal and interest payments only after all required payments
have been made to more senior classes. If the Fund invests in junior classes of mortgage-related securities, it may not be able
to recover all of its investment in the securities it purchases. In addition, if the underlying mortgage portfolio has been overvalued,
or if mortgage values subsequently decline, the Fund may suffer significant losses. Investments in mortgage-backed securities
involve the risks of interruptions in the payment of interest and principal (delinquency) and the potential for loss of principal
if the property underlying the security is sold as a result of foreclosure on the mortgage (default). These risks include the
risks associated with direct ownership of real estate, such as the effects of general and local economic conditions on real estate
values, the conditions of specific industry segments, the ability of tenants to make lease payments and the ability of a property
to attract and retain tenants, which in turn may be affected by local market conditions such as oversupply of space or a reduction
of available space, the ability of the owner to provide adequate maintenance and insurance, energy costs, government regulations
with respect to environmental, zoning, rent control and other matters, and real estate and other taxes. If the underlying borrowers
cannot pay their mortgage loans, they may default and the lenders may foreclose on the property.

Le
ability of borrowers to repay mortgage loans underlying mortgage-backed securities will typically depend upon the future availability
of financing and the stability of real estate values. For mortgage loans not guaranteed by a government agency or other party,
the only remedy of the lender in the event of a default is to foreclose upon the property. If borrowers are not able or willing
to pay the principal balance on the loans, there is a good chance that payments on the related mortgage-related securities will
not be made. Certain borrowers on underlying mortgages may become subject to bankruptcy proceedings, in which case the value of
the mortgage-backed securities may decline.

& # 39; Asset-backed
SECURITIES

Le
Fund may invest in asset-backed securities that, through the use of trusts and special purpose vehicles, are securitized with
various types of assets, such as automobile receivables, credit card receivables and home-equity loans in pass- through structures
similar to the mortgage-related securities described above. In general, the collateral supporting asset-backed securities is of
shorter maturity than the collateral supporting mortgage loans and is less likely to experience substantial prepayments. Cependant,
asset-backed securities are not backed by any governmental agency. Credit card receivables are generally unsecured, and the debtors
are entitled to the protection of a number of state and federal consumer credit laws, many of which give such debtors the right
to set off certain amounts owed on the credit cards, thereby reducing the balance due. In addition, some issuers of automobile
receivables permit the servicers to retain possession of the underlying obligations. If the servicers were to sell these obligations
to another party, there is a risk that the purchaser would acquire an interest superior to that of the holders of the related
automobile receivables. The impairment of value of collateral or other assets underlying an asset-based security, such as a result
of non-payment of loans or non-performance of other collateral or underlying assets, may reduce the value of such asset-based
security and result in losses to the Fund.

TBA
Transactions

Le
Fund may seek to obtain exposure to mortgage pass-through securities through the use of “to-be-announced” or “TBA
transactions.” “TBA” refers to a commonly used mechanism for the forward settlement of U.S. agency mortgage
pass-through securities, and not to a separate type of mortgage-backed security. TBA transactions generally are conducted in accordance
with widely-accepted guidelines which establish commonly observed terms and conditions for execution, settlement and delivery.
In a TBA transaction, the buyer and seller decide on general trade parameters, such as agency, settlement date, par amount, and
price. The actual pools delivered generally are determined two days prior to settlement date.

MASTER
LIMITED PARTNERSHIPS (“MLPs”)

Le
Fund may invest in MLPs. An MLP is an entity receiving partnership taxation treatment under the Code, the interests or “units”
of which are traded on securities exchanges like shares of corporate stock. A typical MLP consists of a general partner and limited
partners; however, some entities receiving partnership taxation treatment under the Code are established as limited liability
companies. The general partner manages the partnership; has an ownership stake in the partnership, typically a 2% general partner
equity interest and usually additional common units and subordinated units; and is typically eligible to receive an incentive
distribution. The limited partners provide capital to the partnership, have a limited (if any) role in the operation and management
of the partnership, and receive cash distributions. An MLP typically pays an established minimum quarterly distribution to common
unit holders, as provided under the terms of its partnership agreement. Common units have arrearage rights in distributions to
the extent that the MLP fails to make minimum quarterly distributions. Once the MLP distributes the minimum quarterly distribution
to common units, subordinated units then are entitled to receive distributions of up to the minimum quarterly distribution, but
have no arrearage rights. At the discretion of the general partners’ board of directors, any distributable cash that exceeds
the minimum quarterly distribution that the MLP distributed to the common and subordinated units is then distributed to both common
and subordinated units, typically on a pro rata basis. Incentive distributions are often paid to the general partner such that
as the distribution to limited partnership interests increases, the general partner may receive a proportionately larger share
of the total distribution. Incentive distributions are designed to encourage the general partner, who controls and operates the
partnership, to maximize the partnership’s cash flow and increase distributions to the limited partners.

Généralement
speaking, MLP investment returns are enhanced during periods of declining or low interest rates and tend to be negatively influenced
when interest rates are rising. As an income vehicle, the unit price can be influenced by general interest rate trends independent
of specific underlying fundamentals. In addition, most MLPs are leveraged and typically carry a portion of a “floating”
rate debt, and a significant upward swing in interest rates would also drive interest expense higher. Furthermore, most MLPs grow
by acquisitions partly financed by debt, and higher interest rates could make it more difficult to make acquisitions.

DERIVATIVES

Le
Fund may utilize a variety of derivatives contracts, such as futures, options, swaps and forward contracts, both for investment
purposes and for hedging purposes. Hedging involves special risks including the possible default by the other party to the transaction,
illiquidity and, to the extent the Sub-Advisor’s assessment of certain market movements is incorrect, the risk that the
use of hedging could result in losses greater than if hedging had not been used. Nonetheless, with respect to certain investment
positions, the Fund may not be sufficiently hedged against market fluctuations, in which case an investment position could result
in a loss greater than if the Sub-Advisor had been sufficiently hedged with respect to such position.

Le
Sub-Advisor will not, in general, attempt to hedge all market or other risks inherent in the Fund’s positions, and may hedge
certain risks, if at all, only partially. Specifically, the Sub-Advisor may choose not, or may determine that it is economically
unattractive, to hedge certain risks, either in respect of particular positions or in respect of the Fund’s overall portfolio.
Moreover, it should be noted that the Fund’s portfolio always will be exposed to unidentified systematic risk factors and
to certain risks that cannot be completely hedged, such as credit risk (relating both to particular securities and to counterparties).
The Fund’s portfolio composition may result in various directional market risks remaining unhedged, although the Sub-Advisor
may rely on diversification to control such risks to the extent that the Sub-Advisor believes it is desirable to do so.

Recent
legislation calls for new regulation of the derivatives markets. The extent and impact of the regulation is not yet fully known
and may not be for some time. New regulations could adversely affect the value, availability and performance of certain derivative
instruments, may make them more costly, and may limit or restrict their use by the Fund.

Certain
additional risk factors related to derivatives are discussed below:

Derivatives
Risk
. Under recently adopted rules by the Commodity Futures Trading Commission (the “CFTC”), transactions in some
types of interest rate swaps and index credit default swaps on North American and European indices will be required to be cleared.
In a cleared derivatives transaction, the Fund’s counterparty is a clearing house (such as CME Clearing, ICE Clearing or
LCH.Clearnet), rather than a bank or broker. Since the Fund is not a member of clearing houses and only members of a clearing
house can participate directly in the clearing house, the Fund will hold cleared derivatives through accounts at clearing members,
who are futures commission merchants that are members of the clearing houses and who have the appropriate regulatory approvals
to engage in swap transactions. The Fund will make and receive payments owed under cleared derivatives transactions (including
margin payments) through its accounts at clearing members. Clearing members guarantee performance of their clients’ obligations
to the clearing house. In contrast to bilateral derivatives transactions, following a period of advance notice to the Fund, clearing
members generally can require termination of existing cleared derivatives transactions at any time and increases in margin above
the margin that it required at the beginning of a transaction. Clearing houses also have broad rights to increase margin requirements
for existing transactions and to terminate transactions. Any such increase or termination could interfere with the ability of
the Fund to pursue its investment strategy. Also, the Fund is subject to execution risk if it enters into a derivatives transaction
that is required to be cleared (or that the Sub-Advisor 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 Fund and its clearing members generally
provides that the clearing members will accept for clearing all transactions submitted for clearing that are within credit limits
specified by the clearing members in advance, the Fund could be subject to this execution risk if the Fund submits for clearing
transactions that exceed such credit limits, if the clearing house does not accept the transactions for clearing, or if the clearing
members do not comply with their agreement to clear such transactions. 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 transaction.
In addition, new regulations could, among other things, 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 increasing
margin or capital requirements. If the Fund is not able to enter into a particular derivatives transaction, the Fund’s investment
performance and risk profile could be adversely affected as a result.

Counterparty
Risk
. Counterparty risk with respect to over-the-counter (“OTC”) derivatives may be affected by new regulations
promulgated by the CFTC and SEC affecting the derivatives market. As described under “Derivatives Risk” above, some
derivatives transactions will be required to be cleared, and a party to a cleared derivatives transaction is subject to the credit
risk of the clearing house and the clearing member through which it holds its cleared position, rather than the credit risk of
its original counterparty to the derivative transaction. Clearing members are required 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 are generally held by the clearing broker on a commingled basis in an
omnibus account, which may also invest those funds in certain instruments permitted under the applicable regulations. The assets
of the Fund might not be fully protected in the event of the bankruptcy of the 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 transfers to the clearing house the amount of margin required by the clearing
house for cleared derivatives transactions, which amounts are generally held in an omnibus account at the clearing house for all
customers of the clearing member. For commodities futures positions, the clearing house may use all of the collateral held in
the clearing member’s omnibus account to meet a loss in that account, without regard to which customer in fact supplied
that collateral. Accordingly, in addition to bearing the credit risk of its clearing member, each customer to a futures transaction
also bears “fellow customer” risk from other customers of the clearing member. However, with respect to cleared swaps
positions, recent 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 house that is attributable to each customer. Because margin
in respect of cleared swaps must be earmarked for specific clearing member customers, the clearing house may not use the collateral
of one customer to cover the obligations of another customer. However, if the clearing member does not provide accurate reporting,
the Fund is subject to the risk that a clearing house will use the Fund’s assets held in an omnibus account at the clearing
house to satisfy payment obligations of a defaulting customer of the clearing member to the clearing house. In addition, a clearing
member may generally choose to provide to the clearing house the net amount of variation margin required for cleared swaps for
all of the clearing member’s customers in the aggregate, rather than the gross amount of each customer. The Fund is therefore
subject to the risk that a clearing house will not make variation margin payments owed to the Fund if another customer of the
clearing member has suffered a loss and is in default.

Options
on Securities and Securities Indices

Le
Fund may invest in options on securities and stock indices. A call option entitles the purchaser, in return for the premium paid,
to purchase specified securities at a specified price during the option period. A put option entitles the purchaser, in return
for the premium paid, to sell specified securities during the option period. The Fund may invest in both European-style or American-style
options. A European-style option is only exercisable immediately prior to its expiration. American-style options are exercisable
at any time prior to the expiration date of the option.

Writing
Call Options
. The Fund may write covered call options. A call option is “covered” if the Fund owns the security
underlying the call or has an absolute right to acquire the security without additional cash consideration or, if additional cash
consideration is required, cash or cash equivalents in such amounts as held in a segregated account by the Fund’s custodian.
The writer of a call option receives a premium and gives the purchaser the right to buy the security underlying the option at
the exercise price. The writer has the obligation upon exercise of the option to deliver the underlying security against payment
of the exercise price during the option period. If the writer of an exchange-traded option wishes to terminate his obligation,
he may effect a “closing purchase transaction.” This is accomplished by buying an option of the same series as the
option previously written. A writer may not effect a closing purchase transaction after it has been notified of the exercise of
an option.

Effecting
a closing transaction in a written call option will permit the Fund to write another call option on the underlying security with
either a different exercise price, expiration date or both. Also, effecting a closing transaction will permit the cash or proceeds
from the concurrent sale of any securities subject to the option to be used for other investments of the Fund. If the Fund desires
to sell a particular security from its portfolio on which it has written a call option, it will effect a closing transaction prior
to or concurrent with the sale of the security.

Le
Fund will realize a gain from a closing transaction if the cost of the closing transaction is less than the premium received from
writing the option or if the proceeds from the closing transaction are more than the premium paid to purchase the option. Le
Fund will realize a loss from a closing transaction if the cost of the closing transaction is more than the premium received from
writing the option or if the proceeds from the closing transaction are less than the premium paid to purchase the option. Cependant,
because increases in the market price of a call option will generally reflect increases in the market price of the underlying
security, any loss to the Fund resulting from the repurchase of a call option is likely to be offset in whole or in part by appreciation
of the underlying security owned by the Fund.

Si
the Fund were assigned an exercise notice on a call it has written, it would be required to liquidate portfolio securities in
order to satisfy the exercise, unless it has other liquid assets that are sufficient to satisfy the exercise of the call. If the
Fund has written a call, there is also a risk that the market may decline between the time the Fund has a call exercised against
it, at a price which is fixed as of the closing level of the index on the date of exercise, and the time it is able to sell securities
in its portfolio.

Dans
addition to covered call options, the Fund may write uncovered (or “naked”) call options on securities, including
shares of ETFs, and indices; however, SEC rules require that the Fund segregates assets on its books and records with a value
equal to the value of the securities or the index that the holder of the option is entitled to call. Segregated securities cannot
be sold while the option strategy is outstanding, unless they are replaced with other suitable assets. As a result, there is a
possibility that segregation of a large percentage of the Fund’s assets could impede portfolio management or the Fund’s
ability to meet redemption requests or other current obligations.

Writing
Covered Index Call Options
. The Fund may sell index call options. The Fund may also execute a closing purchase transaction
with respect to the option it has sold and then sell another option with either a different exercise price and/or expiration date.
The Fund’s objective in entering into such closing transactions is to increase option premium income, to limit losses or
to protect anticipated gains in the underlying stocks. The cost of a closing transaction, while reducing the premium income realized
from the sale of the option, should be offset, at least in part, by the appreciation in the value of the underlying index, and
by the opportunity to realize additional premium income from selling a new option.

Quand
the Fund sells an index call option, it does not deliver the underlying stocks or cash to the broker through whom the transaction
is effected. In the case of an exchange-traded option, the Fund establishes an escrow account. The Fund’s custodian (or
a securities depository acting for the custodian) acts as the Fund’s escrow agent. 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. The Fund may enter into
similar collateral arrangements with the counterparty when it sells OTC index call options.

Quand
the Fund sells an index call option, it is also required to “cover” the option pursuant to requirements enunciated
by the staff of the SEC. The staff has indicated that a mutual fund may “cover” an index call option by (1) owning
and holding for the term of the option a portfolio of stocks substantially replicating the movement of the index underlying the
call option; (2) purchasing an American-style call option on the same index with an exercise price not greater than the exercise
price of the written option; or (3) establishing and maintaining for the term of the option a segregated account consisting
of cash, U.S. government securities or other high-grade debt securities, equal in value to the aggregate contract price of the
call option (the current index value times the specific multiple). The Fund generally “covers” the index options it
has sold by owning and holding stocks substantially replicating the movement of the applicable index. As an alternative method
of “covering” the option, the Fund may purchase an appropriate offsetting option.

Le
purchaser of an index call option sold by the Fund may exercise the option at a price fixed as of the closing level of the index
on exercise date. Unless the Fund has liquid assets sufficient to satisfy the exercise of the index call option, the Fund would
be required to liquidate portfolio securities to satisfy the exercise. The market value of such securities may decline between
the time the option is exercised and the time the Fund is able to sell the securities. For example, even if an index call which
the Fund has written is “covered” by an index call held by the Fund with the same strike price, it will bear the risk
that the level of the index may decline between the close of trading on the date the exercise notice is filed with the Options
Clearing Corporation and the close of trading on the date the Fund exercises the call it holds or the time it sells the call,
which in either case would occur no earlier than the day following the day the exercise notice was filed. If the Fund fails to
anticipate an exercise, it may have to borrow from a bank (in amounts not exceeding 5% of the Fund’s total assets) pending
settlement of the sale of the portfolio securities and thereby incur interest charges. If trading is interrupted on the index,
the Fund would not be able to close out its option positions.

Risks
of Transactions in Options
. There are several risks associated with transactions in options on securities and indices. Options
may be more volatile than the underlying securities and, therefore, on a percentage basis, an investment in options may be subject
to greater fluctuation in value than an investment in the underlying securities themselves. There are also significant differences
between the securities and options markets that could result in an imperfect correlation between these markets, causing a given
transaction not to achieve its objective. In addition, a liquid secondary market for particular options may be absent for reasons
which include the following: there may be insufficient trading interest in certain options; restrictions may be imposed by an
exchange on opening transactions or closing transactions or both; trading halts, suspensions or other restrictions may be imposed
with respect to particular classes or series of options of underlying securities; unusual or unforeseen circumstances may interrupt
normal operations on an exchange; the facilities of an exchange or clearing corporation may not be adequate to handle current
trading volume at all times; or 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 that had been issued
by a clearing corporation as a result of trades on that exchange would continue to be exercisable in accordance with their terms.

UNE
decision as to whether, when and how to use options involves the exercise of skill and judgment, and even a well-conceived transaction
may be unsuccessful to some degree because of market behavior or unexpected events. The extent to which the Fund may enter into
options transactions may be limited by the requirements of the Code, for qualification of the Fund as a regulated investment company.

OTC
Options
. The Fund may engage in transactions involving OTC as well as exchange-traded options. Certain additional risks are
specific to OTC options. The Fund may engage a clearing corporation to exercise exchange-traded options, but if the Fund purchased
an OTC option, it must then rely on the dealer from which it purchased the option if the option is exercised. Failure by the dealer
to do so would result in the loss of the premium paid by the Fund as well as loss of the expected benefit of the transaction.

Exchange-traded
options generally have a continuous liquid market while OTC options may not. Consequently, the Fund may generally be able to realize
the value of an OTC option it has purchased only by exercising or reselling the option to the dealer who issued it. Similarly,
when the Fund writes an OTC option, the Fund may generally be able to close out the option prior to its expiration only by entering
into a closing purchase transaction with the dealer to whom the Fund originally wrote the option. While the Fund will seek to
enter into OTC options only with dealers who will agree to and are expected to be capable of entering into closing transactions
with the Fund, there can be no assurance that the Fund will at any time be able to liquidate an OTC option at a favorable price
at any time prior to expiration. Unless the Fund, as a covered OTC call option writer, is able to effect a closing purchase transaction,
it will not be able to liquidate securities (or other assets) used as cover until the option expires or is exercised. In the event
of insolvency of the other party, the Fund may be unable to liquidate an OTC option. With respect to options written by the Fund,
the inability to enter into a closing transaction may result in material losses to the Fund. For example, since the Fund must
maintain a secured position with respect to any call option on a security it writes, the Fund may not sell the assets which it
has segregated to secure the position while it is obligated under the option. This requirement may impair the Fund’s ability
to sell portfolio securities at a time when such sale might be advantageous.

Le
SEC has taken the position that purchased OTC options are illiquid securities. The Fund may treat the cover used for written OTC
options as liquid if the dealer agrees that the Fund may repurchase the OTC option it has written for a maximum price to be calculated
by a predetermined formula. In such cases, the OTC option would be considered illiquid only to the extent the maximum purchase
price under the formula exceeds the intrinsic value of the option. Accordingly, the Fund will treat OTC options as subject to
the Fund’s limitation on illiquid securities. If the SEC changes its position on the liquidity of OTC options, the Fund
will change the treatment of such instruments accordingly.

Stock
Index Options
. The Fund may invest in options on indices, including broad-based security indices. Puts and calls on indices
are similar to puts and calls on other investments except that all settlements are in cash and gain or loss depends on changes
in the index in question rather than on price movements in individual securities. When the Fund writes a call on an index, it
receives a premium and agrees that, prior to the expiration date, the purchaser of the call, upon exercise of the call, will receive
from the fund an amount of cash if the closing level of the index upon which the call is based is greater than the exercise price
of the call. The amount of cash is equal to the difference between the closing price of the index and the exercise price of the
call times a specified multiple (“multiplier”), which determines the total dollar value for each point of such difference.
When the Fund buys a call on an index, it pays a premium and has the same rights as to such call as are indicated above. Quand
the Fund buys a put on an index, it pays a premium and has the right, prior to the expiration date, to require the seller of the
put, upon the Fund’s exercise of the put, to deliver to the fund an amount of cash if the closing level of the index upon
which the put is based is less than the exercise price of the put, which amount of cash is determined by the multiplier, as described
above for calls. When the Fund writes a put on an index, 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 closing level
of the index and exercise price times the multiplier if the closing level is less than the exercise price.

Le
risks of investment in options on indices may be greater than options on securities. Because index options are settled in cash,
if the Fund writes a call on an index it cannot provide in advance for its potential settlement obligations by acquiring and holding
the underlying index. The Fund can offset some of the risk of writing a call index option by holding a diversified portfolio of
securities or instruments similar to those on which the underlying index is based. However, the Fund cannot, as a practical matter,
acquire and hold a portfolio containing exactly the same securities or instruments as underlie the index and, as a result, bears
a risk that the value of the securities or instruments held will vary from the value of the index.

Even
if the Fund could assemble a portfolio that exactly reproduced the composition of the underlying index, it still would not be
fully covered from a risk standpoint because of the “timing risk” inherent in writing index options. When an index
option is exercised, the amount of cash that the holder is entitled to receive is determined by the difference between the exercise
price and the closing index level on the date when the option is exercised. As with other kinds of options, the Fund as the call
writer will not learn of the assignment until the next business day at the earliest. The time lag between exercise and notice
of assignment poses no risk for the writer of a covered call on a specific underlying security or instrument, such as common stock,
because there the writer’s obligation is to deliver the underlying security or instrument, not to pay its value as of a
fixed time in the past. So long as the writer already owns the underlying security or instrument, it can satisfy its settlement
obligations by simply delivering it, and the risk that its value may have declined since the exercise date is borne by the exercising
holder. In contrast, even if the writer of an index call holds investments that exactly match the composition of the underlying
index, it will not be able to satisfy its assignment obligations by delivering those investments against payment of the exercise
price. Instead, it will be required to pay cash in an amount based on the closing index value on the exercise date. By the time
it learns that it has been assigned, the index may have declined, with a corresponding decline in the value of its portfolio.
This “timing risk” is an inherent limitation on the ability of index call writers to cover their risk exposure by
holding security or instrument positions.

Si
the Fund has purchased an index option and exercises it before the closing index value for that day is available, it runs the
risk that the level of the underlying index may subsequently change. If such a change causes the exercised option to fall out-of-the-money,
the Fund will be required to pay the difference between the closing index value and the exercise price of the option (times the
applicable multiplier) to the assigned writer.

Futures
and Options on Futures

Le
Fund may use interest rate, foreign currency, index and other futures contracts. The Fund may use options on futures contracts.
A futures contract provides for the future sale by one party and purchase by another party of a specified quantity of the security
or other financial instrument at a specified price and time. A futures contract on an index is an agreement pursuant to which
two parties agree to take or make delivery of an amount of cash equal to the difference between the value of the index at the
close of the last trading day of the contract and the price at which the index contract originally was written. Although the value
of an index might be a function of the value of certain specified securities, physical delivery of these securities is not always
made. A public market exists in futures contracts covering a number of indexes, as well as financial instruments, including, without
limitation: U.S. Treasury bonds; États-Unis Treasury notes; GNMA Certificates; three-month U.S. Treasury bills; 90-day commercial paper;
bank certificates of deposit; Eurodollar certificates of deposit; the Australian Dollar; the Canadian Dollar; the British Pound;
the Japanese Yen; the Swiss Franc; the Mexican Peso; and certain multinational currencies, such as the Euro. It is expected that
other futures contracts will be developed and traded in the future.

Le
Fund may purchase and write (sell) call and put futures options. Futures options possess many of the same characteristics as options
on securities and indexes (discussed above). A futures option gives the holder the right, in return for the premium paid, to assume
a long position (call) or short position (put) in a futures contract at a specified exercise price upon expiration of, or at any
time during the period of, the option. Upon exercise of a call option, the holder acquires a long position in the futures contract
and the writer is assigned the opposite short position. In the case of a put option, the opposite is true. When a purchase or
sale of a futures contract is made by the Fund, the Fund is required to deposit with its futures commission merchant a specified
amount of liquid assets (“initial margin”). The margin required for a futures contract is set by the exchange on which
the contract is traded and may be modified during the term of the contract. The initial margin is in the nature of a performance
bond or good faith deposit on the futures contract that is returned to the Fund upon termination of the contract, assuming all
contractual obligations have been satisfied. The Fund expects to earn taxable interest income on its initial margin deposits.
The Fund, as a writer of an option, may have no control over whether the underlying futures contracts may be sold (call) or purchased
(put) and as a result, bears the market risk of an unfavorable change in the valuation of the futures contracts underlying the
written option. The Fund, as a purchaser of an option, bears the risk that the counterparties to the option may not have the ability
to meet the terms of the option contract.

Futures
and options on futures are regulated by the Commodity Futures Trading Commission (“CFTC”). The Fund invests in futures,
options on futures and other instruments subject to regulation by the CFTC in reliance upon and in accordance with CFTC Regulation
4.5. Under Regulation 4.5, if the Fund uses futures, options on futures, or swaps other than for bona fide hedging purposes (as
defined by the CFTC), the aggregate initial margin and premiums on these positions (after taking into account unrealized profits
and unrealized losses on any such positions and excluding the amount by which options that are “in-the-money” at the
time of purchase of a new position are “in-the-money”) may not exceed 5% of the Fund’s liquidation value, or
alternatively, the aggregate net notional value of those positions at the time may not exceed 100% of the Fund’s liquidation
value (after taking into account unrealized profits and unrealized losses on any such positions). The Trust, on behalf of the
Fund, has filed a notice of eligibility for exclusion from the definition of the term “commodity pool operator” in
accordance with CFTC Regulation 4.5. Therefore, as of the date of this SAI neither the Trust nor the Fund is deemed to be a “commodity
pool” or “commodity pool operator” under the Commodity Exchange Act (“CEA”), and they are not subject
to registration or regulation as such under the CEA.

UNE
futures contract held by the Fund is valued daily at the official settlement price of the exchange on which it is traded. Each
day the Fund pays or receives cash, called “variation margin”, equal to the daily change in value of the futures contract.
This process is known as “marking to market”. Variation margin does not represent a borrowing or loan by the Fund
but is instead a settlement between the Fund and the broker of the amount one would owe the other if the futures contract expired.
In computing daily net asset value, the Fund will mark to market its open futures positions. The Fund also is required to deposit
and to maintain margin with respect to put and call options on futures contracts written by it. Such margin deposits will vary
depending on the nature of the underlying futures contract (and the related initial margin requirements), the current market value
of the option and other futures positions held by the Fund. Although some futures contracts call for making or taking delivery
of the underlying securities, generally these obligations are closed out prior to delivery by offsetting purchases or sales of
matching futures contracts (involving the same exchange, underlying security or index and delivery month). If an offsetting purchase
price is less than the original sale price, the Fund realizes a capital gain, or if it is more, the Fund realizes a capital loss.
Conversely, if an offsetting sale price is more than the original purchase price, the Fund realizes a capital gain, or if it is
less, the Fund realizes a capital loss. The transaction costs also must be included in these calculations.

Le
Fund may write covered straddles consisting of a call and a put written on the same underlying futures contract. A straddle will
be covered when sufficient assets are deposited to meet the Fund’s immediate obligations. The Fund may use the same liquid
assets to cover both the call and put options if the exercise price of the call and put are the same, or if the exercise price
of the call is higher than that of the put. In such cases, the Fund also will segregate liquid assets equivalent to the amount,
if any, by which the put is “in the money.”

Met
respect to options and futures contracts that are cash settled, the Fund is permitted to set aside liquid assets in an amount
equal to the Fund’s daily marked-to-market net obligations under the contracts (less any amounts the Fund has posted as
margin), if any, rather than the full notional value.  In the case of options and futures contracts that are not cash settled,
the Fund will set aside liquid assets equal to the full notional value of the contracts (less any amounts the Fund has posted
as margin), while the positions are open.

Stock
Index Futures

Le
Fund may invest in stock index futures only as a substitute for a comparable market position in the underlying securities. A stock
index future obligates the seller to deliver (and the purchaser to accept), effectively, an amount of cash equal to a specific
dollar amount times the difference between the value of a specific stock index at the close of the last trading day of the contract
and the price at which the agreement is made. No physical delivery of the underlying stocks in the index is made. With respect
to stock indices that are permitted investments, the Fund intends to purchase and sell futures contracts on the stock index for
which it can obtain the best price with consideration also given to liquidity.

États-Unis
Treasury Futures Contracts Hedge Risk

Le
Sub-Advisor, where deemed appropriate may seek to hedge against interest rate risk by shorting U.S. Treasury futures contracts.
Treasury futures contracts are standardized contracts for the purchase and sale of US government notes or bonds for future delivery.
To the extent the Fund holds such short positions, should market conditions cause U.S. Treasury prices to rise, the Fund’s
portfolio could experience a loss. The hedging strategy depends on market conditions and the judgment of the Sub-Advisor, and
there is no guarantee that the hedging strategy will be successful in mitigating interest rate risk or preventing losses to the
Fund’s portfolio.

Swap
Transactions

Le
Fund may enter into interest rate, currency and index swaps and the purchase or sale of related caps, floors and collars. Le
Fund may enter into these transactions to preserve a return or spread on a particular investment or portion of its portfolio,
to protect against currency fluctuations or to protect against any increase in the price of securities it anticipates purchasing
at a later date. Swaps may be used in conjunction with other instruments to offset interest rate, currency or other underlying
les risques. For example, interest rate swaps may be offset with “caps,” “floors” or “collars”.
A “cap” is essentially a call option which places a limit on the amount of floating rate interest that must be paid
on a certain principal amount. A “floor” is essentially a put option which places a limit on the minimum amount that
would be paid on a certain principal amount. A “collar” is essentially a combination of a long cap and a short floor
where the limits are set at different levels.

Le
Fund will usually enter into swaps on a net basis; that is, the two payment streams will be netted out in a cash settlement on
the payment date or dates specified in the instrument, with the Fund receiving or paying, as the case may be, only the net amount
of the two payments. To the extent obligations created thereby may be deemed to constitute senior securities, the Fund will maintain
required collateral in a segregated account consisting of U.S. government securities or cash or cash equivalents.

Total
Return Swaps
. The Fund may enter into total return swap contracts for investment purposes. Total return swaps are contracts
in which one party agrees to make periodic payments based on the change in market value of the underlying assets, which may include
a specified security, basket of securities or security indexes during the specified period, in return for periodic payments based
on a fixed or variable interest rate of the total return from other underlying assets. Total return swaps may be used to obtain
exposure to a security or market without owning or taking physical custody of such security or market, including in cases in which
there may be disadvantages associated with direct ownership of a particular security. In a typical total return equity swap, payments
made by the Fund or the counterparty are based on the total return of a particular reference asset or assets (such as an equity
security, a combination of such securities, or an index). That is, one party agrees to pay another party the return on a stock,
basket of stocks, or stock index in return for a specified interest rate. By entering into an equity index swap, for example,
the index receiver can gain exposure to stocks making up the index of securities without actually purchasing those stocks. Total
return swaps involve not only the risk associated with the investment in the underlying securities, but also the risk of the counterparty
not fulfilling its obligations under the agreement.

Credit
Default Swaps
. The Fund may enter into credit default swap transactions for investment purposes. A credit default swap may
have as reference obligations one or more securities that are not currently held by the Fund. The Fund may be either the buyer
or seller in the transaction. Credit default swaps may also be structured based on the debt of a basket of issuers, rather than
a single issuer, and may be customized with respect to the default event that triggers purchase or other factors. As a seller,
the Fund would generally receive an upfront payment or a fixed rate of income throughout the term of the swap, which typically
is between six months and three years, provided that there is no credit event. If a credit event occurs, generally the seller
must pay the buyer the full face amount of deliverable obligations of the reference obligations that may have little or no value.
The notional value of the credit default swap will be used to segregate liquid assets for selling protection on credit default
swaps. If the Fund were a buyer and no credit event occurs, the Fund would recover nothing if the swap is held through its termination
date. However, if a credit event occurs, the buyer may elect to receive the full notional value of the swap in exchange for an
equal face amount of deliverable obligations of the reference obligation that may have little or no value. When the Fund buys
credit default swaps it will segregate an amount at least equal to the amount of any accrued premium payment obligations including
amounts for early terminations. The use of swap transactions by the Fund entails certain risks, which may be different from, or
possibly greater than, the risks associated with investing directly in the securities and other investments that are the referenced
asset for the swap transaction. Swaps are highly specialized instruments that require investment techniques, risk analyses, and
tax planning different from those associated with stocks, bonds, and other traditional investments. The use of a swap requires
an understanding not only of the referenced asset, reference rate, or index, but also of the swap itself, without the benefit
of observing the performance of the swap under all the possible market conditions. Because some swap transactions have a leverage
component, adverse changes in the value or level of the underlying asset, reference rate, or index can result in a loss substantially
greater than the amount invested in the swap itself. Certain swaps have the potential for unlimited loss, regardless of the size
of the initial investment.

Le
Fund may also purchase credit default swap contracts in order to hedge against the risk of default of the debt of a particular
issuer or basket of issuers, in which case the Fund would function as the counterparty referenced in the preceding paragraph.
This would involve the risk that the investment may expire worthless and would only generate income in the event of an actual
default by the issuer(s) of the underlying obligation(s) (or, as applicable, a credit downgrade or other indication of financial
instability). It would also involve the risk that the seller may fail to satisfy its payment obligations to the Fund in the event
of a default. The purchase of credit default swaps involves costs, which will reduce the Fund’s return.

Currency
Swaps
. The Fund may enter into currency swap transactions for investment purposes. Currency swaps are similar to interest
rate swaps, except that they involve multiple currencies. The Fund may enter into a currency swap when it has exposure to one
currency and desires exposure to a different currency. Typically the interest rates that determine the currency swap payments
are fixed, although occasionally one or both parties may pay a floating rate of interest. Unlike an interest rate swap, however,
the principal amounts are exchanged at the beginning of the contract and returned at the end of the contract. In addition to paying
and receiving amounts at the beginning and termination of the agreements, both sides will also have to pay in full periodically
based upon the currency they have borrowed. Change in foreign exchange rates and changes in interest rates, as described above,
may negatively affect currency swaps.

Intéressé
Rate Swaps
. The Fund may enter into an interest rate swap in an effort to protect against declines in the value of fixed income
securities held by the Fund. In such an instance, the Fund may agree to pay a fixed rate (multiplied by a notional amount) while
a counterparty agrees to pay a floating rate (multiplied by the same notional amount). If interest rates rise, resulting in a
diminution in the value of the Fund’s portfolio, the fund would receive payments under the swap that would offset, in whole
or in part, such diminution in value.

Options
on Swaps
. The Fund may enter into options on swap agreements. An option on a swap agreement, or a “swaption,”
is a contract that gives a counterparty the right (but not the obligation) to enter into a new swap agreement or to shorten, extend,
cancel or otherwise modify an existing swap agreement, at some designated future time on specified terms. In return, the purchaser
pays a “premium” to the seller of the contract. The seller of the contract receives the premium and bears the risk
of unfavorable changes on the underlying swap. The Fund may write (sell) and purchase put and call swaptions. The Fund may also
enter into swaptions on either an asset-based or liability-based basis, depending on whether the Fund is hedging its assets or
its liabilities. The Fund may write (sell) and purchase put and call swaptions to the same extent it may make use of standard
options on securities or other instruments. The Fund may enter into these transactions primarily to preserve a return or spread
on a particular investment or portion of its holdings, as a duration management technique, to protect against an increase in the
price of securities the Fund anticipates purchasing at a later date, or for any other purposes, such as for speculation to increase
returns. Swaptions are generally subject to the same risks involved in the Fund’s use of options.

Depending
on the terms of the particular option agreement, the Fund will generally incur a greater degree of risk when it writes a swaption
than it will incur when it purchases a swaption. When the Fund purchases a swaption, it risks losing only the amount of the premium
it has paid should it decide to let the option expire unexercised. However, when the Fund writes a swaption, upon exercise of
the option the Fund will become obligated according to the terms of the underlying agreement.

OTC
Derivatives Transactions

Le
Fund may enter into OTC derivatives transactions. The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank
Act”), which was signed into law on July 21, 2010, established a new statutory framework that comprehensively regulated
the OTC derivatives markets for the first time. Key Dodd-Frank Act provisions relating to OTC derivatives require rulemaking by
the SEC and the CFTC, not all of which has been proposed or finalized as at the date of this SAI. Prior to the Dodd-Frank Act,
the OTC derivatives markets were traditionally traded on a bilateral basis (so-called “bilateral OTC transactions”).
Now certain OTC derivatives contracts are required to be centrally cleared and traded on exchanges or electronic trading platforms
called swap execution facilities (“SEFs”).

Bilateral
OTC transactions differ from exchange-traded or cleared derivatives transactions in several respects. Bilateral OTC transactions
are transacted directly with dealers and not with a clearing corporation. Without the availability of a clearing corporation,
bilateral OTC transaction pricing is normally done by reference to information from market makers, which information is carefully
monitored by the Advisor and verified in appropriate cases. As bilateral OTC transactions are entered into directly with a dealer,
there is a risk of nonperformance by the dealer as a result of its insolvency or otherwise. Under recently-adopted CFTC regulations,
counterparties of registered swap dealers and major swap participants have the right to elect segregation of initial margin in
respect of uncleared swaps. If a counterparty makes such an election, any initial margin that is posted to the swap dealer or
major swap participant must be segregated in individual customer accounts held at an independent third-party custodian. Daarnaast,
the collateral may only be invested in certain categories of instruments identified in the CFTC’s regulations. Agreements
covering these segregation arrangements must generally provide for consent by both the counterparty and the swap dealer or major
swap participant to withdraw margin from the segregated account. Given these limitations on the use of uncleared swaps collateral,
there is some likelihood that the electing counterparty will experience an increase in the costs associated with trading swaps
with the relevant swap dealer or major swap participant. Certain other protections apply to a counterparty to uncleared swaps
under the CFTC’s regulations even if the counterparty does not elect segregation of its initial margin. These regulations
are newly adopted, and it remains unclear whether they will be effective in protecting initial margin in the manner intended in
the event of significant market stress or the insolvency of a swap dealer or major swap participant.

Furthermore,
a bilateral OTC transaction may only be terminated voluntarily by entering into a closing transaction with the dealer with which
the Fund originally dealt. Any such cancellation may require the Fund to pay a premium to that dealer. In those cases in which
the Fund has entered into a covered transaction and cannot voluntarily terminate the transaction, the Fund will not be able to
sell the underlying security until the transaction expires or is exercised or different cover is substituted. The Fund will seek
to enter into OTC transactions only with dealers which agree to, and which are expected to be capable of, entering into closing
transactions with the Fund. There is also no assurance that the Fund will be able to liquidate an OTC transaction at any time
prior to expiration.

Le
requirement to execute certain OTC derivatives contracts on SEFs may offer certain advantages over traditional bilateral OTC trading,
such as ease of execution, price transparency, increased liquidity and/or favorable pricing. However, SEF trading may make it
more difficult and costly for the Fund to enter into highly tailored or customized transactions and may result in additional costs
and risks. Market participants such as the Fund that execute derivatives contracts through a SEF, whether directly or through
a broker intermediary, are required to submit to the jurisdiction of the SEF and comply with SEF and CFTC rules and regulations
which impose, among other things disclosure and recordkeeping obligations. In addition, the Fund will generally incur SEF or broker
intermediary fees when it trades on a SEF. The Fund may also be required to indemnify the SEF or broker intermediary for any losses
or costs that may result from the Fund’s transactions on the SEF.

INDEXED
SECURITIES

Le
Fund may purchase securities whose prices are indexed to the prices of other securities, securities indices, currencies, precious
metals or other commodities, or other financial indicators. Indexed securities typically, but not always, are debt securities
or deposits whose value at maturity or coupon rate is determined by reference to a specific instrument or statistic. Gold-indexed
securities, for example, typically provide for a maturity value that depends on the price of gold, resulting in a security whose
price tends to rise and fall together with gold prices. Currency-indexed securities typically are short-term to intermediate-term
debt securities whose maturity values or interest rates are determined by reference to the values of one or more specified foreign
currencies, and may offer higher yields than U.S. Dollar-denominated securities of equivalent issuers. Currency-indexed securities
may be positively or negatively indexed; that is, their maturity value may increase when the specified currency value increases,
resulting in a security that performs similarly to a foreign-denominated instrument, or their maturity value may decline when
foreign currencies increase, resulting in a security whose price characteristics are similar to a put on the underlying currency.
Currency-indexed securities may also have prices that depend on the value of a number of different foreign currencies relative
to each other.

Le
performance of indexed securities depends to a great extent on the performance of the security, currency, or other instrument
to which they are indexed, and may also be influenced by interest rate changes in the United States and abroad. At the same time,
indexed securities are subject to the credit risks associated with the issuer of the security, and their values may decline substantially
if the issuer’s creditworthiness deteriorates. Recent issuers of indexed securities have included banks, corporations, and
certain U.S. government agencies. Indexed securities may be more volatile than the underlying instruments.

INVESTMENT
COMPANY SECURITIES

Le
Fund may invest in shares of other investment companies (each, an “Underlying Fund”), including open-end funds, closed-end
funds, unit investment trusts (“UITs”) and exchange-traded funds (“ETFs”), to the extent permitted by
applicable law and subject to certain restrictions set forth in this SAI.

Under
Sections 12(d)(1)(A) and 12(d)(1)(B) of the 1940 Act, the Fund and any companies controlled by the Fund may hold securities of
an Underlying Fund in amounts which (i) do not exceed 3% of the total outstanding voting stock of such Underlying Fund, (ii) do
not exceed 5% of the value of the Fund’s total assets and (iii) when added to all other Underlying Fund securities held
by the Fund, do not exceed 10% of the value of the Fund’s total assets. The Fund may exceed these limits when permitted
by SEC order or other applicable law or regulatory guidance, such as is the case with many ETFs.

Generally,
under Sections 12(d)(1)(F) and 12(d)(1)(G) of the 1940 Act and SEC rules adopted pursuant to the 1940 Act, the Fund may acquire
the securities of affiliated and unaffiliated Underlying Funds subject to the following guidelines and restrictions:

Le
                                         Fund may own an unlimited amount of the securities of any registered open-end fund or
                                         registered UIT that is affiliated with the Fund, so long as any such Underlying Fund
                                         has a policy that prohibits it from acquiring any securities of registered open-end funds
                                         or registered UITs in reliance on certain sections of the 1940 Act.

Le
                                         Fund and its “affiliated persons” may own up to 3% of the outstanding stock
                                         of any fund, subject to the following restrictions:

i. le
                                         Fund and the Underlying Fund, in the aggregate, may not charge a sales load greater than
                                         the limits set forth in Rule 2830(d)(3) of the Conduct Rules of the Financial Industry
                                         Regulatory Authority (“FINRA”) applicable to funds of funds;

ii. each
                                         Underlying Fund is not obligated to redeem more than 1% of its total outstanding securities
during any period less than 30 days; et

iii. le
                                         Fund is obligated either to (i) seek instructions from its shareholders with regard to
                                         the voting of all proxies with respect to the Underlying Fund and to vote in accordance
                                         with such instructions, or (ii) to vote the shares of the Underlying Fund held by the
                                         Fund in the same proportion as the vote of all other shareholders of the Underlying Fund.

Acquired
funds typically incur fees that are separate from those fees incurred directly by the Fund. The Fund’s purchase of such
investment company securities results in the layering of expenses as Fund shareholders would indirectly bear a proportionate share
of the operating expenses of such investment companies, including advisory fees, in addition to paying Fund expenses. Daarnaast,
the securities of other investment companies may also be leveraged and will therefore be subject to certain leverage risks. Le
net asset value and market value of leveraged securities will be more volatile and the yield to shareholders will tend to fluctuate
more than the yield generated by unleveraged securities. Investment companies may have investment policies that differ from those
of the Fund.

Under
certain circumstances an open-end investment company in which the Fund invests may determine to make payment of a redemption by
the Fund wholly or in part by a distribution in kind of securities from its portfolio, instead of in cash. As a result, the Fund
may hold such securities until the Advisor and/or a Sub-Advisor determines it is appropriate to dispose of them. Such disposition
will impose additional costs on the Fund.

Investment
decisions by the investment advisors to the registered investment companies in which the Fund invests are made independently of
the Fund. At any particular time, one Underlying Fund may be purchasing shares of an issuer whose shares are being sold by another
Underlying Fund. As a result, under these circumstances the Fund indirectly would incur certain transactional costs without accomplishing
any investment purpose.

EXCHANGE-TRADED
FUNDS (“ETFS”)

Le
Fund may invest in ETFs. ETFs are pooled investment vehicles that generally seek to track the performance of specific indices.
ETFs may be organized as open-end funds or as UITs. Their shares are listed on stock exchanges and can be traded throughout the
day at market-determined prices.

Een
ETF generally issues index-based investments in aggregations of 50,000 shares known as “Creation Units” in exchange
for a “Portfolio Deposit” consisting of (a) a portfolio of securities substantially similar to the component securities
(“Index Securities”) of the applicable index (the “Index”), (b) a cash payment equal to a pro rata portion
of the dividends accrued on the ETF’s portfolio securities since the last dividend payment by the ETF, net of expenses and
liabilities, and (c) a cash payment or credit (“Balancing Amount”) designed to equalize the net asset value of the
Index and the net asset value of a Portfolio Deposit.

Shares
of ETFs are not individually redeemable, except upon termination of the ETF. To redeem shares of an ETF, an investor must accumulate
enough shares of the ETF to reconstitute a Creation Unit. The liquidity of small holdings of ETF shares, therefore, will depend
upon the existence of a secondary market for such shares. Upon redemption of a Creation Unit, the portfolio will receive Index
Securities and cash identical to the Portfolio Deposit required of an investor wishing to purchase a Creation Unit that day.

Le
price of ETF shares is based upon (but not necessarily identical to) the value of the securities held by the ETF. Accordingly,
the level of risk involved in the purchase or sale of ETF shares is similar to the risk involved in the purchase or sale of traditional
common stock, with the exception that the pricing mechanism for ETF shares is based on a basket of stocks. Disruptions in the
markets for the securities underlying ETF shares purchased or sold by the Fund could result in losses on such shares. There is
no assurance that the requirements of the national securities exchanges necessary to maintain the listing of shares of any ETF
will continue to be met.

FOREIGN
INVESTMENTS

Le
Fund may make foreign investments. Investments in the securities of foreign issuers and other non-U.S. investments may involve
risks in addition to those normally associated with investments in the securities of U.S. issuers or other U.S. investments. All
foreign investments are subject to risks of foreign political and economic instability, adverse movements in foreign exchange
rates, and the imposition or tightening of exchange controls and limitations on the repatriation of foreign capital. Other risks
stem from potential changes in governmental attitude or policy toward private investment, which in turn raises the risk of nationalization,
increased taxation or confiscation of foreign investors’ assets.

Le
financial problems in global economies over the past several years, including the European sovereign debt crisis, may continue
to cause high volatility in global financial markets. In addition, global economies are increasingly interconnected, which increases
the possibilities that conditions in one country or region might adversely impact a different country or region. The severity
or duration of these conditions may also be affected if one or more countries leave the Euro currency or by other policy changes
made by governments or quasi-governmental organizations.

Additional
non-U.S. taxes and expenses may also adversely affect the Fund’s performance, including foreign withholding taxes on foreign
securities’ dividends. Brokerage commissions and other transaction costs on foreign securities exchanges are generally higher
than in the United States. Foreign companies may be subject to different accounting, auditing and financial reporting standards.
To the extent foreign securities held by the Fund are not registered with the SEC, or with any other U.S. regulator, the issuers
thereof will not be subject to the reporting requirements of the SEC or any other U.S. regulator. Accordingly, less information
may be available about foreign companies and other investments than is generally available on issuers of comparable securities
and other investments in the United States. Foreign securities and other investments may also trade less frequently and with lower
volume and may exhibit greater price volatility than U.S. securities and other investments.

Changes
in foreign exchange rates will affect the value in U.S. Dollars of any foreign currency-denominated securities and other investments
held by the Fund. Exchange rates are influenced generally by the forces of supply and demand in the foreign currency markets and
by numerous other political and economic events occurring outside the United States, many of which may be difficult, if not impossible,
to predict.

Le revenu
from any foreign securities and other investments will be received and realized in foreign currencies, and the Fund is required
to compute and distribute income in U.S. Dollars. Accordingly, a decline in the value of a particular foreign currency against
the U.S. Dollar occurring after the Fund’s income has been earned and computed in U.S. Dollars may require the Fund to liquidate
portfolio securities or other investments to acquire sufficient U.S. Dollars to make a distribution. Similarly, if the exchange
rate declines between the time the Fund incurs expenses in U.S. Dollars and the time such expenses are paid, the Fund may be required
to liquidate additional portfolio securities or other investments to purchase the U.S. Dollars required to meet such expenses.

Le
Fund may purchase foreign bank obligations. In addition to the risks described above that are generally applicable to foreign
investments, the investments that the Fund makes in obligations of foreign banks, branches or subsidiaries may involve further
risks, including differences between foreign banks and U.S. banks in applicable accounting, auditing and financial reporting standards,
and the possible establishment of exchange controls or other foreign government laws or restrictions applicable to the payment
of certificates of deposit or time deposits that may affect adversely the payment of principal and interest on the securities
and other investments held by the Fund.

Emerging
Markets

Le
Fund may invest in companies organized or doing substantial business in emerging market countries or developing countries as defined
by the World Bank, International Financial Corporation or the Morgan Stanley Capital International (MSCI) emerging market indices
or other comparable indices. Developing countries may impose restrictions on the Fund’s ability to repatriate investment
income or capital. Even where there is no outright restriction on repatriation of investment income or capital, the mechanics
of repatriation may affect certain aspects of the operations of the Fund.

Some
of the currencies in emerging markets have experienced devaluations relative to the U.S. Dollar, and major adjustments have been
made periodically in certain of such currencies. Certain developing countries face serious exchange constraints.

Governments
of some developing countries exercise substantial influence over many aspects of the private sector. In some countries, the government
owns or controls many companies. Therefore, government actions in the future could have a significant effect on economic conditions
in developing countries, which could affect the private sector companies in which the Fund invests.

Developments
in the China Region

After
nearly 30 years of unprecedented growth, the People's Republic of China now faces a slowing economy. The real estate market, which
many observers believed to be inflated, has begun to decline. Local governments, which had borrowed heavily to bolster growth,
face high debt burdens and limited revenue sources. As a result, demand for Chinese manufactured products exports by the United
States and countries in Europe, and demand from China for imports from such countries, may weaken due to the effects of more limited
economic growth. Additionally, Chinese actions to lay claim to disputed islands have caused relations with China's regional trading
partners to suffer, and could cause further disruption to regional and international trade. In the long run, China's ability to
develop and sustain a credible legal, regulatory, monetary, and socioeconomic system could influence the course of outside investment.

Europe
– Recent Events

UNE
number of countries in Europe have experienced severe economic and financial difficulties. Many non-governmental issuers, and
even certain governments, have defaulted on, or been forced to restructure, their debts; many other issuers have faced difficulties
obtaining credit or refinancing existing obligations; financial institutions have in many cases required government or central
bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit; and financial markets
in Europe and elsewhere have experienced extreme volatility and declines in asset values and liquidity. These difficulties may
continue, worsen or spread within or outside Europe. Responses to the financial problems by European governments, central banks
and others, including austerity measures and reforms, may not work, may result in social unrest and may limit future growth and
economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their
debt could have additional adverse effects on economies, financial markets and asset valuations around the world.

Le
European Union (the “EU”) currently faces major issues involving its membership, structure, procedures and policies,
including the successful political, economic and social integration of new member states, the EU’s resettlement and distribution
of refugees, and resolution of the EU’s problematic fiscal and democratic accountability. In addition, one or more countries
may abandon the Euro, the common currency of the EU, and/or withdraw from the EU. The impact of these actions, especially if they
occur in a disorderly fashion, is not clear but could be significant and far-reaching.

Dans
June 2016, the United Kingdom (the “UK”) voted in a referendum to leave the EU. On March 29, 2017, the UK
delivered a letter invoking Article 50 of the Lisbon Treaty and notifying the European Council of its decision to withdraw
from the EU. The letter triggered the two-year withdrawal negotiation process, and it was anticipated that the UK would leave
the EU on or before March 29, 2019; however, this date has been extended to January 31, 2020, the outcome of negotiations
remains uncertain, and it is possible this date may be extended again. UK businesses are increasingly preparing for a
disorderly Brexit, and the consequences for European and UK businesses could be severe. The Fund will face risks associated
with the potential uncertainty and consequences that may follow Brexit, including with respect to volatility in exchange
rates and interest rates. Brexit could adversely affect European or worldwide political, regulatory, economic or market
conditions and could contribute to instability in global political institution, regulatory agencies and financial markets.
Brexit could also lead to legal uncertainty and politically divergent national laws and regulations as a new relationship
between the UK and EU is defined and the UK determined which EU laws to replace or replicate. It is unclear how withdrawal
negotiations will be conducted and what the potential consequences may be. In addition, it is possible that measures could be
taken to revote on the issue of Brexit, or that portions of the UK could seek to separate and remain a part of the EU. Any of
these effects of Brexit could adversely affect any of the companies to which the Fund has exposure and any other assets in
which the Fund invests.

Whether
or not the 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 due to the interconnected nature
of the global economy and capital markets. The Fund may also be susceptible to these events to the extent that the Fund invests
in municipal obligations with credit support by non-U.S. financial institutions.

REAL
ESTATE INVESTMENT TRUSTS
(“REITs”)

Le
Fund may invest in REITs. REITs are pooled investment vehicles that invest primarily in income producing real estate or real estate
related loans or interests. REITs are generally classified as equity REITs, mortgage REITs, or a combination of equity and mortgage
REITs. Equity REITs invest the majority of their assets directly in real property and derive income primarily from the collection
of rents. Equity REITs can also realize capital gains by selling properties that have appreciated in value. Mortgage REITs invest
the majority of their assets in real estate mortgages and derive income from the collection of principal and interest payments.
Similar to regulated investment companies such as the Fund, REITs are not taxed on income distributed to shareholders provided
they comply with several requirements of the Code. The Fund will indirectly bear its proportionate share of expenses incurred
by REITs in which the Fund invests in addition to the expenses incurred directly by the Fund.

Investing
in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general.
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. REITs are dependent upon management skills, are not diversified, and are subject
to heavy cash flow dependency, default by borrowers and self-liquidation.

Investing
in REITs involves risks similar to those associated with investing in small capitalization companies. 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
larger company securities. Historically, small capitalization stocks, such as REITs, have had more price volatility than larger
capitalization stocks.

REITs
may fail to qualify for the favorable federal income tax treatment generally available to them under the Code and may fail to
maintain their exemptions from registration under the 1940 Act. REITs (especially mortgage REITs) also are subject to interest
rate risks. 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.
In contrast, as interest rates on adjustable rate mortgage loans are reset periodically, yields on a REIT’s investments
in such loans will gradually align themselves to reflect changes in market interest rates, causing the value of such investments
to fluctuate less dramatically in response to interest rate fluctuations than would investments in fixed-rate obligations.

NON-PRINCIPAL
INVESTMENT STRATEGIES, POLICIES AND RISKS

DEBT
SECURITIES

Municipal
Bonds

Le
Fund may invest in municipal bonds. Municipal bonds are debt obligations issued by the states, possessions, or territories of
the United States (including the District of Columbia) or a political subdivision, public instrumentality, agency, public authority
or other governmental unit of such states, possessions, or territories (e.g., counties, cities, towns, villages, districts and
authorities). For example, states, possessions, territories and municipalities may issue municipal bonds to raise funds for various
public purposes such as airports, housing, hospitals, mass transportation, schools, water and sewer works, gas, and electric utilities.
They may also issue municipal bonds to refund outstanding obligations and to meet general operating expenses. Municipal bonds
may be general obligation bonds or revenue bonds. General obligation bonds are secured by the issuer’s pledge of its full
faith, credit and taxing power for the payment of principal and interest. Revenue bonds are payable from revenues derived from
particular facilities, from the proceeds of a special excise tax or from other specific revenue sources. They are not usually
payable from the general taxing power of a municipality. In addition, certain types of “private activity” bonds may
be issued by public authorities to obtain funding for privately operated facilities, such as housing and pollution control facilities,
for industrial facilities and for water supply, gas, electricity and waste disposal facilities. Other types of private activity
bonds are used to finance the construction, repair or improvement of, or to obtain equipment for, privately operated industrial
or commercial facilities. Current federal tax laws place substantial limitations on the size of certain of such issues. In certain
cases, the interest on a private activity bond may not be exempt from federal income tax or the alternative minimum tax.

Zero
Coupon, Step Coupon, and Pay-In-Kind Securities

Within
the parameters of its specific investment policies, the Fund may invest in zero coupon, pay-in-kind, and step coupon securities.
Zero coupon bonds are securities that make no fixed interest payments but instead are issued and traded at a discount from their
face value. They do not entitle the holder to any periodic payment of interest prior to maturity. Step coupon bonds 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. The discount from the face amount or par value depends on the time remaining until cash payments begin,
prevailing interest rates, liquidity of the security, and the perceived credit quality of the issuer. Pay-in-kind bonds normally
give the issuer an option to pay cash at a coupon payment date or give the holder of the security a similar bond with the same
coupon rate and a face value equal to the amount of the coupon payment that would have been made.

For
the purposes of the Fund’s restriction on investing in income-producing securities income-producing securities include securities
that make periodic interest payments as well as those that make interest payments on a deferred basis or pay interest only at
maturity (e.g., Treasury bills or zero coupon bonds).

Generally,
the market prices of zero coupon, step coupon, and pay-in-kind securities are more volatile than the prices of securities that
pay interest periodically and in cash and are likely to respond to changes in interest rates to a greater degree than other types
of debt securities having similar maturities and credit quality.

Collateralized
Loan Obligations

Le
Fund may invest in collateralized loan obligations. Due to the structure of collateralized loan obligations (“CLOs”),
they are subject to asset manager, legal and regulatory, limited recourse, liquidity, redemption, and reinvestment risks. A CLO’s
performance is linked to the expertise of the CLO manager and its ability to manage the CLO portfolio. Changes in the regulation
of CLOs may adversely affect the value of the CLO investments held by the Fund and the ability of the Fund to execute its investment
strategy. CLO debt is payable solely from the proceeds of the CLO’s underlying assets and, therefore, if the income from
the underlying loans is insufficient to make payments on the CLO debt, no other assets will be available for payment. CLO debt
securities may be subject to redemption and the timing of redemptions may adversely affect the returns on CLO debt. The CLO manager
may not find suitable assets in which to invest and the CLO manager’s opportunities to invest may be limited.

Contingent
Convertible Bonds

Le
Fund may invest in contingent convertible bonds. Contingent convertible bonds (“CoCos”) are hybrid debt securities
that are intended to either convert into equity at a predetermined share price or have their principal written down or written
off upon the occurrence of certain triggering events generally linked to regulatory capital thresholds or regulatory actions calling
into question the issuing banking institution’s continued viability as a going concern. CoCos are subject to the risks associated
with bonds and equities and to the risks specific to convertible securities in general. In addition, CoCos are inherently risky
because of the difficulty of predicting triggering events that would require the debt to convert to equity. Since CoCos are typically
issued in the form of subordinated debt instruments in order to provide the appropriate regulatory capital, in the event of liquidation,
dissolution or winding-up of an issuer prior to a conversion, the rights and claims of the holders of the CoCos against the issuer
in respect of or arising under the terms of the CoCos will generally rank junior to the claims of all holders of unsubordinated
obligations of the issuer. Also, the value of CoCos will be influenced by many factors, including: the creditworthiness of the
issuer and/or fluctuations in the issuer’s capital ratios; the supply and demand for the CoCos; general market conditions
and available liquidity; and economic, financial and political events that affect the issuer, the market it operates in or the
financial markets in general. CoCos are a new form of instrument and the market and regulatory environment for these instruments
is still evolving. As a result, it is uncertain how the overall market for CoCos would react to a trigger event or coupon suspension
applicable to one issuer.

Structuré
INVESTMENTS

Le
Fund may invest in structured investments. A structured investment is a security having a return tied to an underlying index or
other security or asset class. Structured investments generally are individually negotiated agreements and may be traded OTC.
Structured investments are organized and operated to restructure the investment characteristics of the underlying security. Deze
restructuring involves the deposit with or purchase by an entity, such as a corporation or trust, on specified instruments (such
as commercial bank loans) and the issuance by that entity or one or more classes of securities (“structured securities”)
backed by, or representing interests in, the underlying instruments. The cash flow on the underlying instruments may be apportioned
among the newly issued structured securities to create securities with different investment characteristics, such as varying maturities,
payment priorities and interest rate provisions, and the extent of such payments made with respect to structured securities is
dependent on the extent of the cash flow on the underlying instruments. Because structured securities typically involve no credit
enhancement, their credit risk generally will be equivalent to that of the underlying instruments. Investments in structured securities
are generally of a class of structured securities that is either subordinated or unsubordinated to the right of payment of another
class. Subordinated structured securities typically have higher yields and present greater risks than unsubordinated structured
securities. Structured securities are typically sold in private placement transactions, and there currently is no active trading
market for structured securities. Investments in government and government-related and restructured debt instruments are subject
to special risks, including the inability or unwillingness to repay principal and interest, requests to reschedule or restructure
outstanding debt and requests to extend additional loan amounts. Certain issuers of structured investments may be deemed to be
“investment companies” as defined in the 1940 Act. As a result, the Fund’s investment in these structured investments
may be limited by the restrictions contained in the 1940 Act. Structured investments are typically sold in private placement transactions,
and there currently is no active trading market for structured investments.

WHEN-ISSUED
OR DELAYED-DELIVERY SECURITIES

Le
Fund may purchase securities on a when-issued or delayed delivery basis. For example, delivery of and payment for these securities
can take place a month or more after the date of the purchase commitment. The purchase price and the interest rate payable, if
any, on the securities are fixed on the purchase commitment date or at the time the settlement date is fixed. The value of such
securities is subject to market fluctuations and, in the case of fixed income securities, no interest accrues to the Fund until
settlement takes place. When purchasing a security on a when-issued or delayed-delivery basis, the Fund assumes the rights and
risks of ownership of the security, including the risk of price and yield fluctuations. Accordingly, at the time the Fund makes
the commitment to purchase securities on a when-issued or delayed delivery basis, it will record the transaction, reflect the
value each day of such securities in determining its net asset value and, if applicable, calculate the maturity for the purposes
of average maturity from that date. At the time of its acquisition, a when-issued security may be valued at less than the purchase
price. The Fund will make commitments for such when-issued transactions only when it has the intention of actually acquiring the
securities. To facilitate such acquisitions, the Fund will maintain with its custodian a segregated account with liquid assets,
consisting of cash, U.S. government securities or other appropriate securities, in an amount at least equal to such commitments.
On delivery dates for such transactions, the Fund will meet its obligations from maturities or sales of the securities held in
the segregated account and/or from cash flow. If, however, the Fund chooses to dispose of the right to acquire a when-issued security
prior to its acquisition, it could, as with the disposition of any other portfolio obligation, recognize taxable capital gain
or loss due to market fluctuation. Also, the Fund may be disadvantaged if the other party to the transaction defaults.

MARKET
CONDITIONS

Evenementen
in certain sectors historically have resulted, and may in the future result, in an unusually high degree of volatility in the
financial markets, both domestic and foreign. These events have included, but are not limited to: bankruptcies, corporate restructurings,
and other events related to the sub-prime mortgage crisis in 2008; governmental efforts to limit short selling and high frequency
trading; measures to address U.S. federal and state budget deficits; social, political, and economic instability in Europe; economic
stimulus by the Japanese central bank; steep declines in oil prices; dramatic changes in currency exchange rates; and China's
economic slowdown. Interconnected global economies and financial markets increase the possibility that conditions in one country
or region might adversely impact issuers in a different country or region. Such events may cause significant declines in the values
and liquidity of many securities and other instruments. It is impossible to predict whether such conditions will recur. Parce que
such situations may be widespread, it may be difficult to identify both risks and opportunities using past models of the interplay
of market forces, or to predict the duration of such events.

REPURCHASE
AGREEMENTS

Le
Fund may enter into repurchase agreements with respect to its portfolio securities. Pursuant to such agreements, the Fund acquires
securities from financial institutions such as banks and broker-dealers deemed to be creditworthy by the Advisor or the Sub-Advisor,
subject to the seller’s agreement to repurchase and the Fund’s agreement to resell such securities at a mutually agreed
upon date and price. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of
current short-term rates (which may be more or less than the rate on the underlying portfolio security). Securities subject to
repurchase agreements will be held by the custodian or in the Federal Reserve/Treasury Book-Entry System or an equivalent foreign
system. The seller under a repurchase agreement will be required to maintain the value of the underlying securities at not less
than 102% of the repurchase price under the agreement. If the seller defaults on its repurchase obligation, the Fund will suffer
a loss to the extent that the proceeds from a sale of the underlying securities are less than the repurchase price under the agreement.
Bankruptcy or insolvency of such a defaulting seller may cause the Fund’s rights with respect to such securities to be delayed
or limited. Repurchase agreements are considered to be loans under the 1940 Act.

REVERSE
REPURCHASE AGREEMENTS


The Fund may enter into “reverse” repurchase agreements to avoid selling securities during unfavorable market conditions
to meet redemptions. The Fund may invest a maximum of 10% of total assets in reverse repurchase agreements. Pursuant to a reverse
repurchase agreement, the Fund will sell portfolio securities and agree to repurchase them from the buyer at a particular date
and price. Whenever the Fund enters into a reverse repurchase agreement, it will establish a segregated account in which it will
maintain liquid assets in an amount at least equal to the repurchase price marked to market daily (including accrued interest),
and will subsequently monitor the account to ensure that such equivalent value is maintained. The Fund pays interest on amounts
obtained pursuant to reverse repurchase agreements. Reverse repurchase agreements are considered to be borrowings by the Fund.

SHORT-TERM
INVESTMENTS

Le
Fund may invest in any of the following securities and instruments:

Bank
Certificates of Deposit, Bankers’ Acceptances and Time Deposits.
The Fund may acquire certificates of deposit, bankers’
acceptances and time deposits in U.S. Dollar or foreign currencies. Certificates of deposit are negotiable certificates issued
against monies deposited in a commercial bank for a definite period of time and earning a specified return. Bankers’ acceptances
are negotiable drafts or bills of exchange, normally drawn by an importer or exporter to pay for specific merchandise, which are
“accepted” by a bank, meaning in effect that the bank unconditionally agrees to pay the face value of the instrument
on maturity. The commercial banks issuing these short-term instruments which the Fund may acquire must, at the time of purchase,
have capital, surplus and undivided profits in excess of $100 million (including assets of both domestic and foreign branches),
based on latest published reports, or less than $100 million if the principal amount of such bank obligations are fully insured
by the U.S. government. If the Fund holds instruments of foreign banks or financial institutions, it may be subject to additional
investment risks that are different in some respects from those incurred if the Fund invests only in debt obligations of U.S.
domestic issuers. See “Foreign Investments” above. Such risks include future political and economic developments,
the possible imposition of withholding taxes by the particular country in which the issuer is located, the possible confiscation
or nationalization of foreign deposits, the possible establishment of exchange controls, or the adoption of other foreign governmental
restrictions which may adversely affect the payment of principal and interest on these securities.

Domestic
banks and foreign banks are subject to different governmental regulations with respect to the amount and types of loans that may
be made and interest rates that may be charged. In addition, the profitability of the banking industry depends largely upon the
availability and cost of funds and the interest income generated from lending operations. General economic conditions and the
quality of loan portfolios affect the banking industry.

As
a result of federal and state laws and regulations, domestic banks are required to maintain specified levels of reserves, limited
in the amount that they can loan to a single borrower, and are subject to regulations designed to promote financial soundness.
However, such laws and regulations may not necessarily apply to foreign banks, thereby affecting the risk involved in bank obligations
that the Fund may acquire.

Dans
addition to purchasing certificates of deposit and bankers’ acceptances, to the extent permitted under its investment strategies
and policies stated above and in the Prospectus, the Fund may invest in interest-bearing time deposits or other interest-bearing
deposits in commercial or savings banks. Time deposits are non-negotiable deposits maintained at a banking institution for a specified
period of time at a specified interest rate.

Savings
Association Obligations.
The Fund may invest in certificates of deposit (interest-bearing time deposits) issued by savings
banks or savings and loan associations that have capital, surplus and undivided profits in excess of $100 million, based on latest
published reports, or less than $100 million if the principal amount of such obligations is fully insured by the U.S. government.

La publicité
Paper, Short-Term Notes and Other Corporate Obligations.
The Fund may invest a portion of its assets in commercial paper and
short-term notes. Commercial paper consists of unsecured promissory notes issued by corporations. Issues of commercial paper and
short-term notes will normally have maturities of less than nine months and fixed rates of return, although such instruments may
have maturities of up to one year.

Le
Fund’s investment in commercial paper and short-term notes will consist of issues rated at the time of purchase “A-2”
or higher by S&P, “Prime-1” or “Prime-2” by Moody’s, or similarly rated by another nationally
recognized statistical rating organization or, if unrated, will be determined by the Advisor or the Sub-Advisor to be of comparable
quality. These rating symbols are described in Appendix A.

Corporate
debt obligations are subject to the risk of an issuer’s inability to meet principal and interest payments on the obligations,
i.e., credit risk. The Advisor or the Sub-Advisor may actively expose the Fund to credit risk. However, there can be no guarantee
that the Advisor or the Sub-Advisor will be successful in making the right selections and thus fully mitigate the impact of credit
risk changes on the Fund.

ILLIQUID
AND RESTRICTED SECURITIES

Le
Fund may invest up to 15% of its net assets in illiquid securities, including (i) securities for which there is no readily available
market; (ii) securities in which the disposition would be subject to legal restrictions (so called “restricted securities”);
(iii) repurchase agreements having more than seven days to maturity; and (iv) securities that the Fund reasonably expects 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 securities. However, the Fund will not acquire illiquid securities if, as a result, such securities
would comprise more than 15% of the value of the Fund’s net assets. The Trust’s Board of Trustees (the “Board”)
or its delegate has the ultimate authority to determine, to the extent permissible under the federal securities laws, which securities
are liquid or illiquid for purposes of this 15% limitation. The Board has delegated to the Advisor and the Sub-Advisor the day-to-day
determination of the illiquidity of any security held by the Fund, although it has retained oversight and ultimate responsibility
for such determinations. Although no definitive liquidity criteria are used, the Board has directed the Advisor and Sub-Advisor
to consider to such factors as (a) frequency of trading and availability of quotations; (b) the number of dealers willing to purchase
or sell the security and the availability of buyers; (c) the willingness of dealers to be market makers in the security; and (d)
the nature of trading activity including (i) the time needed to dispose of a position or part of a position and (ii) offer and
solicitation methods. A considerable period of time may elapse between the Fund’s decision to sell such securities and the
time when the Fund is able to sell them, during which time the value of the securities could decline. Illiquid securities will
usually be priced at fair value as determined in good faith by the Board or its delegate. If, through the appreciation of illiquid
securities or the depreciation of liquid securities, more than 15% of the value of the Fund’s net assets is invested in
illiquid securities, including restricted securities which are not readily marketable, the Fund will take such steps as is deemed
advisable, if any, to protect liquidity.

Le
Fund may invest in restricted securities. Restricted securities may be sold only in privately negotiated transactions or in a
public offering with respect to which a registration statement is in effect under the Securities Act of 1933, as amended (the
“1933 Act”). Where registration is required, the Fund may be obligated to pay all or part of the registration expenses
and a considerable period may elapse between the time of the decision to sell and the time the Fund may be permitted to sell a
security under an effective registration statement. If, during such a period, adverse market conditions were to develop, the Fund
might obtain a less favorable price than that which prevailed when it decided to sell. Restricted securities issued pursuant to
Rule 144A under the 1933 Act that have a readily available market usually are not deemed illiquid for purposes of this limitation
by the Fund. However, investing in Rule 144A securities could result in increasing the level of the Fund’s illiquidity if
qualified institutional buyers become, for a time, uninterested in purchasing these securities.

Le
Fund may purchase commercial paper issued pursuant to Section 4(a)(2) of the 1933 Act. 4(a)(2) commercial paper has substantially
the same price and liquidity characteristics as commercial paper generally, except that the resale of 4(a)(2) commercial paper
is limited to the institutional investor marketplace. Such a restriction on resale makes 4(a)(2) commercial paper technically
a restricted security under the 1933 Act. In practice, however, 4(2) commercial paper can be resold as easily as any other unrestricted
security held by the Fund. Accordingly, 4(a)(2) commercial paper has been determined to be liquid under procedures adopted by
the Fund’s Board of Trustees.

LENDING
PORTFOLIO SECURITIES

Consistent
with applicable regulatory requirements and the Fund’s investment restrictions, the Fund may lend portfolio securities to
securities broker-dealers or financial institutions, provided that such loans are callable at any time by the Fund (subject to
notice provisions described below), and are at all times secured by cash or cash equivalents, which are maintained in a segregated
account pursuant to applicable regulations and that are at least equal to the market value, determined daily, of the loaned securities.
The advantage of such loans is that the Fund continues to receive the income on the loaned securities while at the same time earns
interest on the cash amounts deposited as collateral, which will be invested in short-term obligations. The Fund will not lend
portfolio securities if such loans are not permitted by the laws or regulations of any state in which its shares are qualified
for sale. The Fund’s loans of portfolio securities will be collateralized in accordance with applicable regulatory requirements
and no loan will cause the value of all loaned securities to exceed 33 1/3% of the value of the Fund’s total assets.

UNE
loan may generally be terminated by the borrower on one business day’s notice, or by the Fund on five business days’
notice. If the borrower fails to deliver the loaned securities within five days after receipt of notice or fails to maintain the
requisite amount of collateral, the Fund could use the collateral to replace the securities while holding the borrower liable
for any excess of replacement cost over collateral. As with any extensions of credit, there are risks of delay in recovery and
in some cases even loss of rights in the collateral should the borrower of the securities fail financially. However, these loans
of portfolio securities will only be made to firms deemed by the Fund’s management to be creditworthy and when the income
that can be earned from such loans justifies the attendant risks. Upon termination of the loan, the borrower is required to return
the securities to the Fund. Any gain or loss in the market price during the loan period would inure to the Fund. The risks associated
with loans of portfolio securities are substantially similar to those associated with repurchase agreements. Thus, if the counterparty
to the loan petitions for bankruptcy or becomes subject to the U.S. Bankruptcy Code, the law regarding the rights of the Fund
is unsettled. As a result, under extreme circumstances, there may be a restriction on the Fund’s ability to sell the collateral,
and the Fund would suffer a loss. When voting or consent rights that accompany loaned securities pass to the borrower, the Fund
will follow the policy of calling the loaned securities, to be delivered within one day after notice, to permit the exercise of
such rights if the matters involved would have a material effect on the Fund’s investment in such loaned securities. Le
Fund will pay reasonable finder’s, administrative and custodial fees in connection with a loan of its securities.

BORROWING

Le
Fund may engage in limited borrowing activities. Borrowing creates an opportunity for increased return, but, at the same time,
creates special risks. Furthermore, if the Fund were to engage in borrowing, an increase in interest rates could reduce the value
of the Fund’s shares by increasing the Fund’s interest expense. Subject to the limitations described under “Investment
Limitations” below, the Fund may be permitted to borrow for temporary purposes and/or for investment purposes. Such a practice
will result in leveraging of the Fund’s assets and may cause the Fund to liquidate portfolio positions when it would not
be advantageous to do so. This borrowing may be secured or unsecured. Provisions of the 1940 Act require the Fund to maintain
continuous asset coverage (that is, total assets including borrowings, less liabilities exclusive of borrowings) of 300% of the
amount borrowed, with an exception for borrowings not in excess of 5% of the Fund’s total assets made for temporary administrative
purposes. Any borrowings for temporary administrative purposes in excess of 5% of the Fund’s total assets will count against
this asset coverage requirement. If the 300% asset coverage should decline as a result of market fluctuations or other reasons,
the Fund may be required to sell some of its portfolio holdings within three days to reduce the debt and restore the 300% asset
coverage, even though it may be disadvantageous from an investment standpoint if the Fund sells securities at that time. Borrowing
will tend to exaggerate the effect on net asset value of any increase or decrease in the market value of the Fund’s portfolio.
Money borrowed will be subject to interest charge which may or may not be recovered by appreciation of the securities purchased,
if any. The Fund also may be required to maintain minimum average balances in connection with such borrowings or to pay a commitment
or other fee to maintain a line of credit; either of these requirements would increase the cost of borrowing over the stated interest
rate.

TEMPORARY
INVESTMENTS

Le
Fund may take temporary defensive measures that are inconsistent with the Fund’s normal fundamental or non-fundamental investment
policies and strategies in response to adverse market, economic, political, or other conditions as determined by the Sub-Advisor.
Such measures could include, but are not limited to, investments in (1) highly liquid short-term fixed income securities issued
by or on behalf of municipal or corporate issuers, obligations of the U.S. government and its agencies, commercial paper, and
bank certificates of deposit; (2) repurchase agreements involving any such securities; and (3) other money market instruments.
The Fund also may invest in shares of money market mutual funds to the extent permitted under applicable law. Money market mutual
funds are investment companies, and the investments in those companies by the Fund are in some cases subject to certain fundamental
investment restrictions. As a shareholder in a mutual fund, the Fund will bear its ratable share of its expenses, including management
fees, and will remain subject to payment of the fees to the Sub-Advisor, with respect to assets so invested. The Fund may not
achieve its investment objectives during temporary defensive periods.

CYBER
SECURITY RISK

Investment
companies, such as the Fund, and its service providers may be subject to operational and information security risks resulting
from cyber-attacks. Cyber-attacks include, among other behaviors, stealing or corrupting data maintained online or digitally,
denial of service attacks on websites, the unauthorized release of confidential information or various other forms of cyber security
breaches. Cyber attacks affecting a Fund or the Advisor, its Sub-Advisor, the Fund’s custodian or transfer agent, or intermediaries
or other third-party service providers may adversely impact the Fund. For instance, cyber-attacks may interfere with the processing
of shareholder transactions, impact a Fund’s ability to calculate its net asset value, cause the release of private shareholder
information or confidential company information, impede trading, subject the Fund to regulatory fines or financial losses, and
cause reputational damage. The Fund may also incur additional costs for cyber security risk management purposes. While each Fund
and its service providers have established business continuity plans and risk management systems designed to prevent or reduce
the impact of cyber security attacks, such plans and systems have inherent limitations due in part to the ever-changing nature
of technology and cyber security attack tactics, and there is a possibility that certain risks have not been adequately identified
or prepared for. Furthermore, the Funds cannot control any cyber security plans or systems implemented by its service providers.

Similar
types of cyber security risks are also present for issuers of securities in which the Fund invests, which could result in material
adverse consequences for such issuers, and may cause the Fund’s investment in such portfolio companies to lose value.

INVESTMENT
RESTRICTIONS

Le
Fund has adopted the following restrictions as fundamental policies, which may not be changed without the favorable “vote
of the holders of a majority of the outstanding voting securities” of the Fund, as defined in the 1940 Act. Under the 1940
Act, the “vote of the holders of a majority of the outstanding voting securities” of the Fund means the vote of the
holders of the lesser of (i) 67% of the shares of the Fund represented at a meeting at which the holders of more than 50% of its
outstanding shares are represented or (ii) more than 50% of the outstanding shares of the Fund. The Fund’s investment objective(s)
is a non-fundamental policy and may be changed without shareholder approval.

Le
Fund may not:

1 Issue
                                         senior securities, borrow money or pledge its assets, except that (i) the Fund may borrow
                                         from banks in amounts not exceeding one-third of its net assets (including the amount
                                         borrowed); and (ii) this restriction shall not prohibit the Fund from engaging in options
                                         transactions or short sales and in investing in financial futures and reverse repurchase
                                         agreements;

2 Act
                                         as underwriter, except to the extent the Fund may be deemed to be an underwriter in connection
                                         with the sale of securities in its investment portfolio;

3 Met
                                         respect to 75% of the Fund’s total assets, purchase the securities of any issuer
                                         (other than securities issued or guaranteed by the U.S. government or any of its agencies
                                         or instrumentalities) if, as a result, (a) more than 5% of the Fund’s total assets
                                         would be invested in the securities of that issuer, or (b) the Fund would hold more than
                                         10% of the outstanding voting securities of that issuer;

4. Investir
                                         25% or more of its total assets, calculated at the time of purchase in any one industry
                                         (other than securities issued by the U.S. government, its agencies or instrumentalities);

5. Achat
                                         or sell real estate or interests in real estate or real estate limited partnerships (although
                                         the Fund may purchase and sell securities which are secured by real estate and securities
                                         of companies which invest or deal in real estate such as REITs;

6. Make
                                         loans of money, except (a) for purchases of debt securities consistent with the investment
                                         policies of the Fund, (b) by engaging in repurchase agreements or, (c) through the loan
of portfolio securities in an amount up to 33 1/3% of the Fund’s net assets; ou

7. Achat
                                         or sell commodities or commodity futures contracts (although the Fund may invest in financial
                                         futures and in companies involved in the production, extraction, or processing of agricultural,
                                         energy, base metals, precious metals, and other commodity-related products).

Le
Fund observes the following restriction as a matter of operating but not fundamental policy, pursuant to positions taken by federal
regulatory authorities:

Le
Fund may not invest, in the aggregate, more than 15% of the Fund’s net assets in securities with legal or contractual restrictions
on resale, securities that are not readily marketable, repurchase agreements with more than seven days to maturity, and securities
that the Fund reasonably expects 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 securities.

Except
with respect to borrowing, if a percentage or rating restriction on investment or use of assets set forth herein or in the Prospectus
is adhered to at the time a transaction is effected, later changes in percentage resulting from any cause other than actions by
the Fund will not be considered a violation.

MANAGEMENT
OF THE FUND

Trustees
and Officers

Le
overall management of the business and affairs of the Trust is vested with its Board of Trustees. The Board approves all significant
agreements between the Trust and persons or companies furnishing services to it, including the agreements with the Advisor, Sub-Advisor,
co-administrators, distributor, custodian and transfer agent. The day-to-day operations of the Trust are delegated to its officers,
except that the Advisor and Sub-Advisor are responsible for making day-to-day investment decisions in accordance with the Funds’
investment objectives, strategies, and policies, all of which are subject to general supervision by the Board.

Le
Trustees and officers of the Trust, their years of birth and positions with the Trust, term of office with the Trust and length
of time served, their business addresses and principal occupations during the past five years and other directorships held during
the past five years are listed in the table below. Unless noted otherwise, each person has held the position listed for a minimum
of five years. Charles H. Miller, Ashley Toomey Rabun, William H. Young and John P. Zader are all of the Trustees who are not
“interested persons” of the Trust, as that term is defined in the 1940 Act (collectively, the “Independent Trustees”).

Name,
                                         Address, Year of

Birth
                                         and Position(s)

held
                                         with Trust

Term
de

Bureauc

et

Length
de

Tijd
                                         Served

Principal
                                         Occupation During the

Past
                                         Five Years and Other

Affiliations

Number
de

Portfolios
dans

le
                                         Fund

Complex

Overseen
                                         door

Trustee
d

Other

Directorships

Held
                                         by the

Trustee
                                         During

le
                                         Past Five

Years

“Independent”
    Trustees:

Charles
                                         H. Miller une

(born
        1947)

Trustee

Depuis
                                         November 2007

Retired
    (2013 – present). Executive Vice President, Client Management and Development, Access Data, a Broadridge company, a
    provider of technology and services to asset management firms (1997 – 2012).
5 Investment
    Managers Series Trust, a registered investment company (includes 52 portfolios).

Ashley
                                         Toomey Rabun une

(born
        1952)

Trustee
        and Chairperson of the Board

Depuis
                                         November 2007

Retired
    (2016 – present). President and Founder, InvestorReach, Inc. a financial services consulting firm (1996 – 2015).
5

Investment
                                         Managers Series Trust, a registered investment company (includes 52 portfolios).

Select
        Sector SPDR Trust, a registered investment company (includes 11 portfolios).

Name,
                                         Address, Year of

Birth
                                         and Position(s)

held
                                         with Trust

Term
de

Bureauc

et

Length
de

Tijd
                                         Served

Principal
                                         Occupation During the

Past
                                         Five Years and Other

Affiliations

Number
de

Portfolios
dans

le
                                         Fund

Complex

Overseen
                                         door

Trustee
d

Other

Directorships

Held
                                         by the

Trustee
                                         During

le
                                         Past Five

Years

William
                                         H. Young une

(born
        1950)

Trustee

Depuis
    November 2007
Retired
    (2014 – present). Independent financial services consultant (1996 – 2014). Interim CEO, Unified Fund Services Inc. (now Huntington
    Fund Services), a mutual fund service provider (2003 – 2006). Senior Vice President, Oppenheimer Management Company (1983
    – 1996). Chairman, NICSA, an investment management trade association (1993-1996).
5 Investment
    Managers Series Trust, a registered investment company (includes 52 portfolios).

John
                                         P. Zader une

(born
        1961)

Trustee

Depuis
    November 2007
Retired
    (June 2014 – present). CEO, UMB Fund Services, Inc., a mutual fund and hedge fund service provider, and the transfer agent,
    fund accountant, and co-administrator for the Fund (December 2006 – June 2014). President, Investment Managers Series Trust
    (December 2007 – June 2014).
5

Investment
                                         Managers Series Trust, a registered investment company (includes 52 portfolios).

Investment
        Managers Series Trust II, a registered investment company (includes 7 portfolios).

Interested
    Trustees:

Eric
                                         M. Banhazl b†

(born
        1957)

Trustee

Depuis
    January 2008
Chairman
    (2016 – present), and President (2006-2015), Mutual Fund Administration, LLC, the co-administrator for the Fund. Trustee
    and Vice President, Investment Managers Series Trust (December 2007– March 2016). Chairman (2018 – present), Foothill
    Capital Management, LLC, a registered investment advisor.

Investment
                                         Managers Series Trust, a registered investment company (includes 52 portfolios).

Investment
        Managers Series Trust II, a registered investment company (includes 7 portfolios).

Name,
                                         Address, Year of

Birth
                                         and Position(s)

held
                                         with Trust

Term
de

Bureauc

et

Length
de

Tijd
                                         Served

Principal
                                         Occupation During the

Past
                                         Five Years and Other

Affiliations

Number
de

Portfolios
dans

le
                                         Fund

Complex

Overseen
                                         door

Trustee
d

Other

Directorships

Held
                                         by the

Trustee
                                         During

le
                                         Past Five

Years

Maureen
                                         Quill a*

(born
        1963)

Trustee
        and President

Depuis
                                         June 2019

President,
    Investment Managers Series Trust (June 2014 – present); President, UMB Distribution Services (March 2013 – present),
    EVP/Executive President Registered Funds (January 2018 – present), Chief Operating Officer (June 2014 – January
    2018), and Executive Vice President (January 2007 – June 2014), UMB Fund Services, Inc. Vice President, Investment Managers
    Series Trust (December 2013 – June 2014).
5 Investment
    Managers Series Trust, a registered investment company (includes 52 portfolios).
Officers
    of the Trust:

Rita
                                         Dam b

(born
        1966)

Trésorier
        and Assistant Secretary

Depuis
    December 2007
Co-Chief
    Executive Officer (2016 – present), and Vice President (2006 – 2015), Mutual Fund Administration, LLC. Co-President
    (2018 – present), Foothill Capital Management, LLC, a registered investment advisor.
N/A N/A

Joy
                                         Ausili b

(born
        1966)

Vice
        President, Assistant Secretary and Assistant Treasurer

Depuis
    March 2016
Co-Chief
    Executive Officer (2016 – present), and Vice President (2006 –2015), Mutual Fund Administration, LLC. Secretary
    and Assistant Treasurer, Investment Managers Series Trust (December 2007 – March 2016). Co-President (2018 – present),
    Foothill Capital Management, LLC, a registered investment advisor.
N/A N/A

Diane
                                         Drake b

(born
        1967)

Secretary

Depuis
    March 2016
Senior
    Counsel, Mutual Fund Administration, LLC (October 2015 – present). Chief Compliance Officer (2018 – present),
    Foothill Capital Management, LLC, a registered investment advisor. Managing Director and Senior Counsel, BNY Mellon Investment
    Servicing (US) Inc. (2010 – 2015).
N/A N/A

Martin
                                         Dziura b

(born
        1959)

Chief
        Compliance Officer

Depuis
    June 2014
Principal,
    Dziura Compliance Consulting, LLC (October 2014 – present). Managing Director, Cipperman Compliance Services (2010 –
    September 2014). Chief Compliance Officer, Hanlon Investment Management (2009-2010). Vice President − Compliance, Morgan
    Stanley Investment Management (2000 − 2009).
N/A N/A

une Address
                                         for certain Trustees and certain officers: 235 West Galena Street, Milwaukee, Wisconsin
                                         53212.
b Address
                                         for Mr. Banhazl, Ms. Ausili, Ms. Dam and Ms. Drake: 2220 E. Route 66, Suite 226, Glendora,
                                         California 91740.

Address
for Mr. Dziura: 309 Woodridge Lane, Media, Pennsylvania 19063.

c Trustees
                                         and officers serve until their successors have been duly elected.
d Le
Trust is comprised of numerous series managed by unaffiliated investment advisors. Le
                                         term “Fund Complex” applies only to the series managed by the same investment
                                         advisor. The Advisor also serves as investment advisor to the AAM/Bahl & Gaynor Income
                                         Growth Fund; AAM/HIMCO Global Enhanced Dividend Fund; AAM/HIMCO Short Duration Fund and
                                         AAM/Phocas Real Estate Fund, which are offered in separate prospectuses. The Fund does
                                         not hold itself out as related to any other series within the Trust, for purposes of
                                         investment and investor services.
Monsieur
                                         Banhazl is an “interested person” of the Trust by virtue of his position
                                         with Mutual Fund Administration, LLC.
* Ms.
                                         Quill is an “interested person” of the Trust by virtue of her position with
                                         UMB Fund Services, Inc.

Compensation

Each
Independent Trustee receives from the Trust a quarterly retainer of $30,000. Each Independent Trustee also receives $4,000 for
each special in-person meeting attended and $1,000 for each telephonic meeting attended. In addition, Ms. Rabun receives an additional
annual retainer of $25,000 for serving as Chairperson of the Board; and each of Mr. Young, Mr. Miller and Mr. Zader receives an
additional annual retainer of $10,000 for serving as Audit Committee Chair, Valuation Committee Chair and Nominating, Governance
and Regulatory Review Committee Chair, respectively. The Trust has no pension or retirement plan. No other entity affiliated with
the Trust pays any compensation to the Trustees.

Le
Trustees may elect to defer payment of their compensation from the Fund pursuant to the Trust’s non-qualified Deferred Compensation
Plan for Trustees which permits the Trustees to defer receipt of all or part of their compensation from the Trust. Amounts deferred
are deemed invested in shares of one or more series of the Trust, as selected by the Trustee from time to time. A Trustee’s
deferred compensation account will be paid at such times as elected by the Trustee, subject to certain mandatory payment provisions
in the Deferred Compensation Plan.

Naam
    of Person/Position

AAM/Insight

Select
                                         Income Fund1

Pension
    or Retirement Benefits Accrued as Part of Fund’s Expenses($)3
Estimated
    Annual Benefits Upon Retirement
Total
    Compensation from Fund and Fund Complex Paid to Trustees1,2

Charles
                                         H. Miller, Independent Trustee and Valuation Committee Chair

$2,059 Aucun Aucun $10,878

Ashley
                                         Toomey Rabun, Independent Trustee and Chairperson

$2,297 Aucun Aucun $12,133

William
                                         H. Young, Independent Trustee, Audit Committee Chair

$2,059 Aucun Aucun $10,878

John
                                         P. Zader, Independent Trustee and Nominating, Governance and Regulatory Review Committee
                                         Chair

$2,059 Aucun Aucun $10,878

1 For
                                         fiscal year ended June 30, 2019.

2 Daar
                                         are currently numerous portfolios comprising the Trust. The term “Fund Complex”
                                         applies only to the series managed by the same investment advisor. The Advisor also serves
                                         as investment advisor to the AAM/Bahl & Gaynor Income Growth Fund; AAM/HIMCO Global
                                         Enhanced Dividend Fund, AAM/HIMCO Short Duration Fund and AAM/Phocas Real Estate Fund,
                                         which are offered in separate prospectuses. The Fund does not hold itself out as related
                                         to any other series within the Trust, for purposes of investment and investor services.
                                         For the Fund’s fiscal year ended June 30, 2019, the aggregate Independent Trustees’
                                         fees for the Trust were $533,500.
3 Messrs.
                                         Miller and Mr. Zader elected to defer payment of their compensation from the Fund under
                                         the non-qualified Deferred Compensation Plan for Trustees under which Trustees may defer
                                         receipt of all or part of their compensation from the Fund. Amounts deferred are deemed
                                         invested in shares of one or more series of the Trust, as selected by the Trustee from
                                         time to time. A Trustee’s deferred compensation account will be paid at such times
                                         as elected by the Trustee, subject to certain mandatory payment provisions in the Deferred
                                         Compensation Plan. Deferral and payment elections under the Deferred Compensation Plan
                                         are subject to strict requirements for modification. For the fiscal year ended June 30,
                                         2019, the total amount of deferred compensation payable to Mr. Miller and Mr. Zader was
                                         $596 and $2,242, respectively.

Monsieur
Banhazl and Ms. Quill are not compensated for their service as Trustees because of their affiliation with the Trust. Officers
of the Trust are not compensated by the Fund for their services.

Additional
Information Concerning the Board and the Trustees

Le
current Trustees were selected in November 2007 (January 2008 for Mr. Banhazl and June 2019 for Ms. Quill) with a view towards
establishing a Board that would have the broad experience needed to oversee a registered investment company comprised of multiple
series employing a variety of different investment strategies. As a group, the Board has extensive experience in many different
aspects of the financial services and asset management industries.

Le
Trustees were selected to join the Board based upon the following factors, among others: character and integrity; willingness
to serve and willingness and ability to commit the time necessary to perform the duties of a Trustee; as to each Trustee other
than Mr. Banhazl, Ms. Quill and Mr. Zader (at the time), satisfying the criteria for not being classified as an “interested
person” of the Trust as defined in the 1940 Act; and, as to Mr. Banhazl and Ms. Quill, their respective positions with Mutual
Fund Administration, LLC, and UMB Fund Services, Inc., the Trust’s co-administrators. In addition, the Trustees have the
following specific experience, qualifications, attributes and/or skills relevant to the operations of the Trust:

Ms.
                                         Rabun has substantial senior executive experience in mutual fund marketing and distribution
                                         and serving in senior executive and board positions with mutual funds, including multiple
                                         series trusts similar to the Trust.

Monsieur
                                         Miller has significant senior executive experience with respect to marketing and distribution
                                         of mutual funds, including multiple series trusts similar to the Trust.

Monsieur
                                         Young has broad senior executive experience with respect to the operations and management
                                         of mutual funds and administrative service providers, including multiple series trusts
                                         similar to the Trust.

Monsieur
                                         Banhazl has significant experience serving in senior executive and board positions for
                                         mutual funds and with respect to the organization and operation of mutual funds and multiple
                                         series trusts similar to the Trust.

Monsieur
                                         Zader has substantial experience serving in senior executive positions at mutual fund
                                         administrative service providers.

Ms.
                                         Quill has substantial experience serving in senior executive positions at mutual fund
                                         administrative service providers.

Dans
its periodic self-assessment of the effectiveness of the Board, the Board considers the complementary individual skills and experience
of the individual Trustees primarily in the broader context of the Board’s overall composition so that the Board, as a body,
possesses the appropriate (and appropriately diverse) skills and experience to oversee the business of the Fund. The summaries
set forth above as to the qualifications, attributes and skills of the Trustees are required by the registration form adopted
by the SEC, do not constitute holding out the Board or any Trustee as having any special expertise or experience, and do not impose
any greater responsibility or liability on any such person or on the Board as a whole than would otherwise be the case.

Le
Board of Trustees has three standing committees: the Audit Committee, the Nominating, Governance and Regulatory Review Committee
(the “Nominating Committee”), and the Valuation Committee.

Le
                                         function of the Audit Committee, with respect to each series of the Trust, is to review
                                         the scope and results of the series’ annual audit and any matters bearing on the
                                         audit or the series’ financial statements and to assist the Board’s oversight
                                         of the integrity of the series’ pricing and financial reporting. The Audit Committee
                                         is comprised of Mr. Miller, Ms. Rabun and Mr. Young and is chaired by Mr. Young. It does
                                         not include any Interested Trustees. The Audit Committee is expected to meet at least
                                         twice a year with respect to each series of the Trust. The Audit Committee met twice
                                         with respect to the Fund during the fiscal year ended June 30, 2019.

Le
Audit Committee also serves as the Qualified Legal Compliance Committee for the Trust for the purpose of compliance with Rules
205.2(k) and 205.3(c) of the Code of Federal Regulations regarding alternative reporting procedures for attorneys retained or
employed by an issuer who appear and practice before the SEC on behalf of the issuer.

Le
                                         Nominating Committee is responsible for reviewing matters pertaining to composition,
                                         committees, and operations of the Board, as well as assisting the Board in overseeing
                                         matters related to certain regulatory issues. The Committee meets from time to time as
                                         needed. The Nominating Committee will consider trustee nominees properly recommended
                                         by the Trust’s shareholders. Shareholders who wish to recommend a nominee should
                                         send nominations that include, among other things, biographical data and the qualifications
                                         of the proposed nominee to the Trust’s Secretary. The Independent Trustees comprise
                                         the Nominating Committee, and the Committee is chaired by Mr. Zader. The Nominating Committee
                                         met twice during the fiscal year ended June 30, 2019 with respect to the Fund.

Le
                                         function of the Valuation Committee is to recommend to the Board for its approval methodologies
                                         for valuing securities held by any series of the Trust for which current and reliable
                                         market quotations are not readily available; monitor prices determined by officers of
                                         the Trust pursuant to such methodologies; and approve fair valued security prices that
                                         are not determined pursuant to an approved methodology. The actions of the Valuation
                                         Committee are subsequently reviewed by the Board. The Valuation Committee is comprised
                                         of all the Trustees and is chaired by Mr. Miller, but action may be taken by any one
                                         of the Trustees. The Valuation Committee meets as needed. The Valuation Committee met
                                         once during the fiscal year ended June 30, 2019, with respect to the Fund.

Independent
Trustees comprise 67% of the Board and Ashley Toomey Rabun, an Independent Trustee, serves as Chairperson of the Board. The Chairperson
serves as a key point person for dealings between the Trust’s management and the other Independent Trustees. As noted above,
through the committees of the Board the Independent Trustees consider and address important matters involving each series of the
Trust, including those presenting conflicts or potential conflicts of interest. The Independent Trustees also regularly meet outside
the presence of management and are advised by independent legal counsel. The Board has determined that its organization and leadership
structure are appropriate in light of its fiduciary and oversight obligations, the special obligations of the Independent Trustees,
and the relationship between the Interested Trustees and the Trust’s co-administrators. The Board also believes that its
structure facilitates the orderly and efficient flow of information to the Independent Trustees from management.

Consistent
with its responsibility for oversight of the Fund in the interests of shareholders, the Board among other things oversees risk
management of the Fund’s investment programs and business affairs directly and through the Audit Committee. The Board has
emphasized to the Advisor the importance of maintaining vigorous risk management programs and procedures.

Le
Fund faces a number of risks, such as investment risk, valuation risk, reputational risk, risk of operational failure or lack
of business continuity, and legal, compliance and regulatory risk. Risk management seeks to identify and address risks, i.e.,
events or circumstances that could have material adverse effects on the business, operations, shareholder services, investment
performance or reputation of the Funds. Under the overall supervision of the Board, the Advisor, the Sub-Advisor and other service
providers to the Funds employ a variety of processes, procedures and controls to identify various of those possible events or
circumstances, to lessen the probability of their occurrence and/or to mitigate the effects of such events or circumstances if
they do occur. Different processes, procedures and controls are employed with respect to different types of risks. Various personnel,
including the Trust’s Chief Compliance Officer (the “CCO”), the Advisor’s and Sub-Advisors’ management,
and other service providers (such as the Fund’s independent registered public accounting firm) make periodic reports to
the Board or to the Audit Committee with respect to various aspects of risk management. The Board recognizes that not all risks
that may affect the Fund can be identified, that it may not be practical or cost-effective to eliminate or mitigate certain risks,
that it may be necessary to bear certain risks (such as investment-related risks) to achieve the Fund’s investment objective,
and that the processes, procedures and controls employed to address certain risks may be limited in their effectiveness. Moreover,
reports received by the Trustees as to risk management matters are typically summaries of the relevant information. As a result
of the foregoing and other factors, the Board’s risk management oversight is subject to substantial limitations.

Fund
Shares Beneficially Owned by Trustees.
Certain information regarding ownership by the Trustees of the Fund and other series
of the Trust, as of December 31, 2018, is set forth in the following table.

Naam
    of Trustee
Dollar
    Range of Equity
Securities in the Fund
Aggregate
    Dollar Range of Equity
Securities in all Registered Investment
Companies Overseen by Trustee in
Family of Investment Companies
Charles
    H. Miller, Independent Trustee
Aucun Aucun
Ashley
    Toomey Rabun, Independent Trustee
Aucun Aucun
William
    H. Young, Independent Trustee
Aucun $10,001
    – $50,000
John
    P. Zader, Independent Trustee
Aucun Aucun
Eric
    M. Banhazl, Interested Trustee
Aucun $50,001
    – $100,000
Maureen
    Quill, Interested Trustee
Aucun Aucun

Controle
Persons, Principal Shareholders, and Management Ownership

Le
following table lists the control persons of the Fund as of October 2, 2019. A control person is one who owns beneficially
or through controlled companies more than 25% of the voting securities of the Fund or acknowledges the existence of control. Shareholders
with a controlling interest could affect the outcome of voting or the direction of management of the Fund.

1 Le
                                         Fund has no information regarding the beneficial owners of Fund shares owned through
                                         accounts with financial intermediaries.

Le
following table lists the principal shareholders of the Fund as of October 2, 2019. The principal shareholders are holders of
record of more than 5% of the outstanding shares of the indicated classes of the Fund, including the listed shareholders that
are financial intermediaries.1

Controle
    Persons
Jurisdiction Percentage
    of Total Outstanding Shares of Fund as of October 2, 2019

Morgan
                                         Stanley Smith Barney LLC

FBO

Nouveau
        York, NY 10004

Nouveau
    York
37.27%

UBS
                                         WM USA

Weehawken,
        NJ 07086

Nouveau
    Jersey
28.81%

Principal
    Shareholders

Percentage
                                         of Total Outstanding Shares

de
        the Class as of October 2, 2019

Class
UNE

UBS
                                         WM USA

Weehawken,
        NJ 07086

39.86%

Morgan
                                         Stanley Smith Barney LLC

FBO

Nouveau
        York, NY 10004

15.67%
Class
C.

Morgan
                                         Stanley Smith Barney LLC

FBO

Nouveau
        York, NY 10004

46.25%

UBS
                                         WM USA

Weehawken,
        NJ 07086

35.43%
Class
    I

Morgan
                                         Stanley Smith Barney LLC

FBO

Nouveau
        York, NY 10004

38.55%

UBS
                                         WM USA

Weehawken,
        NJ 07086

28.00%

LPL
                                         Financial

Omnibus
        Account

San
        Diego, CA 92121

17.30%

National
                                         Financial Services LLC

FEBO

Jersey
        City, NJ 07310

7.17%

MBIA
                                         Insurance Corporation

Purchase,
        NY 10577

5,34%
Class
    Y

Advisor
                                         Asset Management Inc.

Monument,
        CO 80132

100.00%

As
of October 2, 2019 the Trustees and officers of the Trust as a group beneficially did not own more than 1% of the outstanding
shares of the Fund. Furthermore, neither the Independent Trustees, nor members of their immediate families, own securities beneficially
or of record in the Advisor, the Sub-Advisors, the Fund’s distributor, IMST Distributors, LLC (the “Distributor”),
or any of their respective affiliates.

Le
Advisor

Advisors
Asset Management, Inc., located at 18925 Base Camp Road, Suite 203, Monument, Colorado 80132, acts as investment advisor to the
Fund pursuant to an investment advisory agreement with the Fund (the “Advisory Agreement”). The Advisor is 100% owned
by AAM Holdings, Inc.

Pursuant
to the terms of the Advisory Agreement, the Advisor provides the Fund with investment advice, makes recommendations with respect
to the selection and continued employment of the Sub-Advisor to manage the Fund’s assets, performs diligence on and monitors
the Sub-Advisor, investment performance and adherence to compliance procedures, and oversees the investments made by the Sub-Advisor.
The Advisor also continuously monitors the Sub-Advisor’s compliance with the Fund’s investment objectives, policies
and restrictions. Subject to such policies as the Board of Trustees may determine, the Advisor is ultimately responsible for investment
decisions for the Fund.

Le
Advisory Agreement will continue in effect with respect to the Fund from year to year only if such continuance is specifically
approved at least annually by the Board or by vote of a majority of the Fund’s outstanding voting securities and by a majority
of the Trustees who are not parties to the Advisory Agreement or interested persons of any such party, at a meeting called for
the purpose of voting on the Advisory Agreement. The Advisory Agreement is terminable without penalty by the Trust on behalf of
the Fund, upon giving the Advisor 60 days’ notice when authorized either by a majority vote of the Fund’s shareholders
or by a vote of a majority of the Board, or by the Advisor on 60 days’ written notice, and will automatically terminate
in the event of its “assignment” (as defined in the 1940 Act). The Advisory Agreement provides that the Advisor shall
not be liable for any error of judgment or for any loss suffered by the Trust in connection with the Advisory Agreement, except
for a loss resulting from a breach of fiduciary duty, or for a loss resulting from willful misfeasance, bad faith or gross negligence
in the performance of its duties, or from reckless disregard by the Advisor of its duties under the Advisory Agreement.

Dans
consideration of the services to be provided by the Advisor pursuant to the Advisory Agreement, the Advisor is entitled to receive
from the Fund an investment advisory fee computed daily and paid monthly based on an annual rate equal to a percentage of the
Fund’s average daily net assets specified in the Prospectus.

Le
Sub-Advisor

Insight
North America LLC, 200 Park Avenue, 7th Floor, New York, New York 10166, is the sub-advisor for the Fund.  Insight
North America LLC (INA), a registered investment adviser under the Investment Advisers Act of 1940 and regulated by the US Securities
and Exchange Commission. INA is part of 'Insight' or 'Insight Investment', the corporate brand for certain asset management companies
operated by Insight Investment Management Limited including, among others, Insight Investment Management (Global) Limited and
Insight Investment International Limited.

Le
Sub-Advisory Agreement for the Fund will continue in effect from year to year only as long as such continuance is specifically
approved at least annually by (i) the Board of Trustees or by the vote of a majority of the outstanding voting shares of the Fund
and (ii) the vote of a majority of the Trustees who are not parties to the Sub-Advisory Agreement or interested persons of the
Advisor or the Sub-Advisor or the Trust. The Sub-Advisory Agreement provides that the Sub-Advisor is not liable for any error
of judgment or mistake of law or for any loss suffered by the Fund’s in the absence of a disqualifying act. The Sub-Advisory
Agreement will automatically terminate in the event of its “assignment” (as defined in the 1940 Act) or termination
of the Advisory Agreement, and is terminable without penalty on 60 days’ written notice by the Sub-Advisor, by the Advisor
by either a majority vote of the Fund’s shareholders or a majority vote of the Board, including a majority of the Independent
Trustees.

Fund
Expenses

Le
Fund is responsible for its own operating expenses (all of which will be borne directly or indirectly by the Fund’s shareholders),
including among others, legal fees and expenses of counsel to the Fund and the Independent Trustees; insurance (including Trustees’
and officers’ errors and omissions insurance); auditing and accounting expenses; taxes and governmental fees; listing fees;
dues and expenses incurred in connection with membership in investment company organizations; fees and expenses of the Fund’s
custodians, administrators, transfer agents, registrars and other service providers; expenses for portfolio pricing services by
a pricing agent, if any; expenses in connection with the issuance and offering of shares; expenses relating to investor and public
relations; expenses of registering or qualifying securities of the Fund for public sale; brokerage commissions and other costs
of acquiring or disposing of any portfolio holding of the Fund; expenses of preparation and distribution of reports, notices and
dividends to shareholders; expenses of the dividend reinvestment plan; compensation and expenses of Trustees; any litigation expenses;
and costs of shareholders’ and other meetings. The Advisor has contractually agreed to waive its fees and/or pay for operating
expenses of the Fund to ensure that the total annual fund operating expenses (excluding, as applicable, any taxes, leverage interest,
brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance
with Form N-1A), expenses incurred in connection with any merger or reorganization, and extraordinary expenses such as litigation
expenses) do not exceed the percentage stated below:

Fund Expense
    Limit as a Percentage of Average Daily Net Assets
Class
UNE
Class
C.
Class
    I
Class
    Y
AAM/Insight
    Select Income Fund
0.85% 1.60% 0.60% 0.50%

Le
agreement is effective until October 31, 2029, and it may be terminated before that date only by the Trust's Board of Trustees.

Any
reduction in advisory fees or payment of a Fund’s expenses made by the Advisor in a fiscal year may be reimbursed by the
Fund for a period ending three full fiscal years after the date of reduction or payment if the Advisor so requests. This reimbursement
may be requested from the Fund if the reimbursement will not cause the Fund’s annual expense ratio to exceed the lesser
of (a) the expense limitation in effect at the time such fees were waived or payments made, or (b) the expense limitation in effect
at the time of the reimbursement. However, the reimbursement amount may not exceed the total amount of fees waived and/or Fund
expenses paid by the Advisor with respect to the class and will not include any amounts previously reimbursed to the Advisor by
the Fund with respect to the class. Any such reimbursement is contingent upon the Board’s subsequent review and ratification
of the reimbursed amounts. The Fund must pay current ordinary operating expenses with respect to a class before the Advisor is
entitled to any reimbursement of fees and/or Fund expenses.

Le
Fund paid the following advisory fees to the Advisor for the periods indicated:

AAM/Insight
    Select Income Fund
Advisory
    Fees Accrued
Advisory
    Fees (Waived)
Advisory
    Fee Retained
For
    the fiscal year ended June 30, 2019
$344,280 ($299,390) $44,890
For
    the fiscal year ended June 30, 2018
$309,808 ($309,808) 0 $
For
    the fiscal year ended June 30, 2017
$257,670 ($257,670) 0 $

Le
Advisor paid the following sub-advisory fees to Insight Investment for the periods indicated:

AAM/Insight
    Select Income Fund
Sub-Advisory
indemnités
For
    the fiscal year ended June 30, 2019
$198,519
For
    the fiscal year ended June 30, 2018
$197,469
For
    the fiscal year ended June 30, 2017
$188,435

Portfolio
Managers

Other
Accounts Managed by the Portfolio Managers
. As of June 30, 2019, certain information on other accounts managed by the Fund’s
portfolio managers is set forth below:

Registered
    Investment Companies
Other
    Pooled Investment Vehicles
Other
    Accounts
Portfolio
    Managers

Number
de

Accounts

Total
                                         Assets

(in
        Million)

Number
de

Accounts

Total
                                         Assets

(in
        Million)

Number
de

Accounts

Total
                                         Assets

(in
        Million)

E.
    Gerard Berrigan
1 $616 0 0 $ 15 $5,592
Gautam
    Khanna, CFA, CPA
2 841 $ 0 0 $ 13 $1,756
Jason
    Celente, CFA
1 $616 0 0 $ 21 $935
James
    DiChiaro
2 $84 0 0 $ 13 $1,756

Number
    of Accounts with Advisory Fee Based on Performance
Registered
    Investment Companies
Other
    Pooled Investment Vehicles
Other
    Accounts
Portfolio
    Managers

Number
de

Accounts

Total
                                         Assets

($
        millions)

Number
de

Accounts

Total
                                         Assets

($
        millions)

Number
de

Accounts

Total
                                         Assets

($
        millions)

E.
    Gerard Berrigan
0 0 $ 0 0 $ 0 0 $
Gautam
    Khanna, CFA, CPA
0 0 $ 0 0 $ 0 0 $
Jason
    Celente, CFA
0 0 $ 0 0 $ 0 0 $
James
    DiChiaro
0 0 $ 0 0 $ 0 0 $

Material
Conflicts of Interest
. Material conflicts of interest identified by the Sub-Advisor may arise in connection with a portfolio
manager’s management of the Fund in addition to other funds and/or accounts managed. These potential conflicts of interest
include material conflicts between the investment strategy of the Fund and the investment strategy of the other accounts managed
by the portfolio manager and conflicts associated with the allocation of investment opportunities between the Fund and other accounts
managed by the portfolio manager. For example, conflicts may arise in cases where multiple Insight and/or affiliate client accounts
are invested in different parts of an issuer’s capital structure. Additionally, a portfolio manager may manage a separate
account or other pooled investment vehicle that may have a materially higher or lower fee arrangement than the Fund or that may
have a performance fee arrangement. The side-by-side management of these accounts may raise potential conflicts of interest relating
to cross trading, the allocation of investment opportunities and the aggregation and allocation of trades. In addition, while
portfolio managers generally only manage accounts with similar investment strategies, it is possible that due to varying investment
restrictions among accounts and for other reasons, certain investments could be made for some accounts and not others, or conflicting
investment positions could be taken among accounts. The Sub-Advisor has a fiduciary responsibility to manage all client accounts
in a fair and equitable manner. The Sub-Advisor seeks to provide best execution of all securities transactions and aggregates
and then allocates securities to client accounts in a fair and timely manner. To this end, the Sub-Advisor has developed policies
and procedures designed to mitigate and manage the potential conflicts of interest that may arise from side-by-side management.

Compensation.
Portfolio managers are compensated with a base salary and bonus. Portfolio managers’ compensation is not based on the performance
of individual accounts. The base salary for a portfolio manager is a fixed amount. The bonus is variable and is made up of two
elements: discretionary annual cash amount, and for key staff, deferred pay into the firm’s Long Term Incentive Plan. Trésorerie
and deferred pay play a significant role in total compensation. The overall value of these payments is based on company performance
while individual payments are made with the dual aims of ensuring that key individuals are incentivized and rewarded for their
contribution and that their total compensation is competitive. The Sub-Advisor has a 401(k) plan and matches funds for employee
contributions up to 5%, in addition to offering a benefits package.

Ownership
of the Fund by the Portfolio Managers
. The following chart sets forth the dollar range of shares owned by each
portfolio manager in the Fund as of June 30, 2019.

Naam
    of Portfolio Manager

Dollar
                                         Range of Fund Shares Owned

(None,
                                         $1-$10,000, $10,001-$50,000,

$50,001-$100,000,
                                         $100,001 – $500,000,

$500,001
                                         – $1,000,000, Over $1,000,000)

E.
    Gerard Berrigan
Aucun
Gautam
    Khanna, CFA, CPA
Aucun
Jason
    Celente, CFA
Aucun
James
    DiChiaro
Aucun

Service
Providers

Pursuant
to a co-administration agreement (the “Co-Administration Agreement”), UMB Fund Services, Inc. (“UMBFS”),
235 West Galena Street, Milwaukee, Wisconsin 53212, and Mutual Fund Administration, LLC (“MFAC”), 2220 E. Route 66,
Suite 226, Glendora, California 91740 (collectively the “Co-Administrators”), act as co-administrators for the Fund.
The Co-Administrators provide certain administrative services to the Fund, including, among other responsibilities, coordinating
the negotiation of contracts and fees with, and the monitoring of performance and billing of, the Fund’s independent contractors
and agents; preparing for signature by an officer of the Trust of all documents required to be filed for compliance with applicable
laws and regulations including those of the securities laws of various states; arranging for the computation of performance data,
including net asset value and yield; arranging for the maintenance of books and records of the Fund; and providing, at their own
expense, office facilities, equipment and personnel necessary to carry out their duties. In this capacity, the Co-Administrators
do not have any responsibility or authority for the management of the Fund, the determination of investment policy, or for any
matter pertaining to the distribution of Fund shares. The Co-Administration Agreement provides that neither Co-Administrator shall
be liable for any error of judgment or mistake of law or for any loss suffered by the Trust or its series, except for losses resulting
from a Co-Administrator’s willful misfeasance, bad faith or negligence in the performance of its duties or from reckless
disregard by it of its obligations and duties under the Agreement.

Pursuant
to the Co-Administration Agreement, the Fund pays the Co-Administrators a fee for administration services. The fee is payable
monthly based on the Fund’s average daily net assets:

Le
Fund paid the following fees for the periods indicated:

AAM/Insight
    Select Income Fund
indemnités
For
    the fiscal year ended June 30, 2019
$122,779*
For
    the fiscal year ended June 30, 2018
$98,522
For
    the fiscal year ended June 30, 2017
$76,309

* Includes
                                         Fund Administration and Accounting fees.

UMBFS
also acts as the Trust’s fund accountant, transfer agent and dividend disbursing agent pursuant to separate agreements.

UMB
Bank, n.a. (the “Custodian”), an affiliate of UMBFS, is the custodian of the assets of the Fund pursuant to a custody
agreement between the Custodian and the Trust, whereby the Custodian provides services for fees on a transactional basis plus
out-of-pocket expenses. The Custodian’s address is 928 Grand Boulevard, Kansas City, Missouri 64106. The Custodian
does not participate in decisions pertaining to the purchase and sale of securities by the Fund.

Tait,
Weller & Baker LLP, (“Tait Weller”), Two Liberty Place, 50 S. 16th Street, Suite 2900, Philadelphia,
Pennsylvania 19102-2529, is the independent registered public accounting firm for the Fund. Its services include auditing the
Fund’s financial statements and the performance of related tax services.

Morgan,
Lewis & Bockius LLP (“Morgan Lewis”), 600 Anton Boulevard, Suite 1800, Costa Mesa, California 92626, serves as
legal counsel to the Trust.

Paul
Hastings LLP (“Paul Hastings”), 101 California Street, 48th Floor, San Francisco, California 94111, serves
as legal counsel to the Independent Trustees.

Distributor
and the Distribution Agreement

IMST
Distributors, LLC is the distributor (also known as the principal underwriter) of the shares of each Fund, and is located at Three
Canal Plaza, Suite 100, Portland, Maine 04101. The Distributor is a registered broker-dealer and is a member of FINRA. The Distributor
is not affiliated with the Trust, the Advisor, the Sub-Advisors or any other service provider for the Fund.

Under
a Distribution Agreement with the Trust dated May 31, 2017 (the “Distribution Agreement”), the Distributor acts as
the agent of the Trust in connection with the continuous offering of shares of the Fund. The Distributor continually distributes
shares of the Fund on a best efforts basis. The Distributor has no obligation to sell any specific quantity of Fund shares. Le
Distributor and its officers have no role in determining the investment policies or which securities are to be purchased or sold
by the Trust.

Le
Distributor may enter into agreements with selected broker-dealers, banks or other financial intermediaries for distribution of
shares of the Fund. With respect to certain financial intermediaries and related fund “supermarket” platform arrangements,
the Fund and/or the Advisor, rather than the Distributor, typically enter into such agreements. These financial intermediaries
may charge a fee for their services and may receive shareholder service or other fees from parties other than the Distributor.
These financial intermediaries may otherwise act as processing agents and are responsible for promptly transmitting purchase,
redemption and other requests to the Fund.

Investors
who purchase shares through financial intermediaries will be subject to the procedures of those intermediaries through which they
purchase shares, which may include charges, investment minimums, cutoff times and other restrictions in addition to, or different
from, those listed herein. Information concerning any charges or services will be provided to customers by the financial intermediary
through which they purchase shares. Investors purchasing shares of the Fund through financial intermediaries should acquaint themselves
with their financial intermediary’s procedures and should read the Prospectus in conjunction with any materials and information
provided by their financial intermediary. The financial intermediary, and not its customers, will be the shareholder of record,
although customers may have the right to vote shares depending upon their arrangement with the financial intermediary. The Distributor
does not receive compensation from the Fund for its distribution services except the distribution/service fees with respect to
the shares of those classes for which a Rule 12b-1 distribution plan is effective. The Advisor pays the Distributor a fee for
certain distribution-related services.

Le
Distribution Agreement will continue in effect only if such continuance is specifically approved at least annually by the Board
or by vote of a majority of the Fund’s outstanding voting securities in accordance with the 1940 Act. The Distribution Agreement
is terminable without penalty by the Trust on behalf of a Fund on no less than 60 days’ written notice when authorized either
by a vote of a majority of the outstanding voting securities of the Fund or by vote of a majority of the members of the Board
who are not “interested persons” (as defined in the 1940 Act) of the Trust and have no direct or indirect financial
interest in the operation of the Distribution Agreement, or by the Distributor, and will automatically terminate in the event
of its “assignment” (as defined in the 1940 Act). The Distribution Agreement provides that the Distributor shall not
be liable for any error of judgment or mistake of law or for any loss suffered by the Trust in connection with the performance
of the Distributor’s obligations and duties under the Distribution Agreement, except a loss resulting from the Distributor’s
willful misfeasance, bad faith or gross negligence in the performance of such duties and obligations, or by reason of its reckless
disregard thereof.

Le
following tables show the aggregate amount of commissions and amount received by the Distributor with respect to Class A shares
of the Fund for the periods indicated:

Montant
de

Commissions

Montant

Received

For
    the fiscal year ended June 30, 2019
$31,719 0 $
For
    the fiscal year ended June 30, 2018
$43,668 $121
For
    the fiscal year ended June 30, 2017
$48,424 0 $

Le
Distributor does not retain sales charges for the sale of the Fund’s Class A shares. Pursuant to the Distribution Agreement,
should any amounts be retained by the Distributor, such amounts would not be held for profit by the Distributor, but instead would
be used solely for distribution-related expenditures.

Rule
12b-1 Plan

Le
Trust has adopted a plan pursuant to Rule 12b-1 under the 1940 Act (the “12b-1 Plan”) that provides for Fund assets
to be used for the payment for distribution services for Class A shares and Class C shares. The 12b-1 Plan provides alternative
methods for paying sales charges and may help the Fund grow or maintain asset levels to provide operational efficiencies and economies
of scale. The 12b-1 Plan also provides for the payment of service fees in connection with the provision of post-sales shareholder
liaison services to holders of Class A and Class C, as defined in FINRA regulations, including personal services such as responding
to customer inquiries, and services related to the maintenance of shareholder accounts. Because 12b-1 fees are paid out of the
Fund’s assets attributable to Class A and Class C shares on an ongoing basis, they will, over time, increase the cost of
an investment and may cost more than other types of sales charges.

Le
12b-1 Plan provides that the distribution fees paid by Class A and Class C shares of the Fund may be used to pay for any expenses
primarily intended to result in the sale of shares of such Class, including, but not limited to: (a) costs of payments, including
incentive compensation, made to agents for and consultants to the Distributor or the Trust, including pension administration firms
that provide distribution services and broker–dealers that engage in the distribution of the shares of such Class of the
Fund; (b) payments made to, and expenses of, persons who provide support services in connection with the distribution of shares
of such Class of the Fund; (c) payments made pursuant to any dealer agreements between the Distributor and certain broker-dealers,
financial institutions and other service providers with respect to such Class of the Fund; (d) costs relating to the formulation
and implementation of marketing and promotional activities; (e) costs of printing and distributing prospectuses, statements of
additional information and reports of the Fund to prospective shareholders of such Class of the Fund; (f) costs involved in preparing,
printing and distributing sales literature pertaining to such Class of the Fund; (g) costs involved in obtaining such information,
analyses and reports with respect to marketing and promotional activities that the Trust may deem advisable with respect to such
Class of the Fund; and (h) reimbursement to the Advisor for expenses advanced on behalf of the Fund or Class with respect to such
activities. The 12b-1 Plan is a compensation plan, which means that the Distributor is compensated regardless of its expenses,
as opposed to a reimbursement plan which reimburses only for expenses incurred. The Distributor does not retain any 12b-1 fees
for profit. All 12b-1 fees are held in a retention account by the Distributor to pay for and/or reimburse the Advisor for distribution-related
expenditures.

Le
12b-1 Plan may not be amended to materially increase the amount to be paid by the Fund’s Class A shares and Class C shares
for distribution services without the vote of a majority of the outstanding voting securities of such shares. The 12b-1 Plan shall
continue in effect indefinitely with respect to a class, provided that such continuance is approved at least annually by a vote
of a majority of the Trustees, including the Independent Trustees, cast in person at a meeting called for such purpose or by vote
of at least a majority of the outstanding voting securities of such Class. The 12b-1 Plan may be terminated with respect to the
Fund’s Class A shares or Class C shares at any time without penalty by vote of a majority of the Independent Trustees or
by vote of the majority of the outstanding voting securities of the Fund’s Class A shares or Class C shares, respectively.

Si
the 12b-1 Plan is terminated for the Fund’s Class A shares and Class C shares in accordance with its terms, the obligation
of the Fund to make payments pursuant to the 12b-1 Plan will cease and the Fund will not be required to make any payments past
the termination date. Thus, there is no legal obligation for the Fund to pay any expenses incurred by the Distributor other than
fees already payable under the 12b-1 Plan, if the 12b-1 Plan is terminated in accordance with its terms for any reason.

Le
Fund paid the Distributor the following amounts in 12b-1 fees for the fiscal year ended June 30, 2019:

Total
                                         Dollars Allocated

Advertising/Marketing $ 0
Printing/Postage $ 0
Payment to distributor $ 46,761
Payment to dealers $ 0
Compensation to sales personnel $ 0
Interest, carrying, or other financing charges $ 0
Other $ 0
Total $ 46,761

Shareholder
Service Plan

Le
Board has adopted, on behalf of the Fund, a Shareholder Service Plan (the “Service Plan”) under which the Advisor
will provide, or arrange for others (such as banks, trust companies, broker-dealers and other financial intermediaries (each,
a “Service Organization”) to provide, certain specified non-distribution shareholder servicing functions for Fund
shares owned by its respective customers, including but not limited to (a) establishing and maintaining accounts and records relating
to customers who invest in the Fund; (b) aggregating and processing orders involving Fund shares; (c) processing dividend and
other distribution payments from the Fund on behalf of customers; (d) preparing tax reports or forms on behalf of customers; (e)
forwarding communications from the Fund; (f) providing sub-accounting with respect to Fund shares; (g) providing customers with
a service that invests the assets of their accounts in Fund shares pursuant to specific or pre-authorized instructions; and (h)
providing such other similar services as the Advisor may reasonably request to the extent it or a Service Organization is permitted
to do so under applicable statutes, rules or regulations. The AAM/Insight Select Income Fund pays the Advisor or Service Organizations,
as applicable, at an annual rate of up to 0.10% of the Fund’s average daily net assets, attributable to Class A shares,
Class C shares, and Class I shares, payable monthly. The amount paid by the Fund to any Service Organization may be expressed
in terms of a dollar amount per shareholder account in the Fund held by clients of the Service Organization agent, and/or in terms
of percentage of the net assets of such accounts. For the fiscal year ended June 30, 2019, the Fund paid $31,917 in shareholder
servicing fees.

Dealer
Reallowances

Le
Fund’s shares are subject to a sales charge that includes a dealer reallowance, which varies depending on how much the shareholder
invests. The Distributor pays the appropriate dealer reallowance to dealers who have entered into an agreement with the Distributor
to sell shares of the Fund. The Advisor, a registered broker-dealer, may receive sales charges from the Fund's Distributor for
activities relating to the marketing of the Fund’s shares pursuant to an agreement with the Fund's Distributor. More detailed
information on the sales charge and its application is contained in the Prospectus.

les ventes
and Support Payments

Le
Advisor, out of its own resources and without additional cost to the Fund or its shareholders, may provide cash payments or other
compensation to certain financial intermediaries who sell shares of the Fund. These payments are in addition to other fees described
in the Fund’s Prospectus and this SAI, and are generally provided for shareholder services or marketing support. paiements
for marketing support are typically for inclusion of the Fund on sales lists, including electronic sales platforms. Investors
may wish to take these payments into account when considering and evaluating recommendations to purchase shares of the Fund.

PORTFOLIO
TRANSACTIONS AND BROKERAGE

Pursuant
to the Advisory Agreement and Sub-Advisory Agreement, the Advisor and the relevant Sub-Advisor determine which securities are
to be purchased and sold by the Fund and which broker-dealers are eligible to execute the Fund’s portfolio transactions.
The purchases and sales of securities in the OTC market will generally be executed by using a broker for the transaction.

Purchases
of portfolio securities for the Fund also may be made directly from issuers or from underwriters. Where possible, purchase and
sale transactions will be effected through dealers (including banks) that specialize in the types of securities which the Fund
will be holding unless better executions are available elsewhere. Dealers and underwriters usually act as principals for their
own accounts. Purchases from underwriters will include a concession paid by the issuer to the underwriter and purchases from dealers
will include the spread between the bid and the asked price. If the execution and price offered by more than one dealer or underwriter
are comparable, the order may be allocated to a dealer or underwriter that has provided research or other services as discussed
below.

Dans
placing portfolio transactions, the Advisor and Sub-Advisor will use reasonable efforts to choose broker-dealers capable of providing
the services necessary to obtain the most favorable price and execution available. The full range and quality of services available
will be considered in making these determinations, such as the size of the order, the difficulty of execution, the operational
facilities of the broker-dealer involved, the risk in positioning the block of securities, and other factors. In those instances
where it is reasonably determined that more than one broker-dealer can offer the services needed to obtain the most favorable
price and execution available, consideration may be given to those broker-dealers which furnish or supply research and statistical
information to the Advisor and Sub-advisor that they may lawfully and appropriately use in their investment advisory capacities,
as well as provide other services in addition to execution services. The Advisor and the Sub-advisor consider such information,
which is in addition to and not in lieu of the services required to be performed by it under its Advisory Agreement and Sub-advisory
Agreement with the Fund, to be useful in varying degrees, but of indeterminable value.

Tandis que
it is the Fund’s general policy to seek to obtain the most favorable price and execution available in selecting a broker-dealer
to execute portfolio transactions for the Fund, weight is also given to the ability of a broker-dealer to furnish brokerage and
research services as defined in Section 28(e) of the Securities Exchange Act of 1934, as amended, to the Fund or to the Sub-advisor,
even if the specific services are not directly useful to the Fund and may be useful to the Sub-Advisor in advising other clients.
In negotiating commissions with a broker or evaluating the spread to be paid to a dealer, the Fund may therefore pay a higher
commission or spread than would be the case if no weight were given to the furnishing of these supplemental services, provided
that the amount of such commission or spread has been determined in good faith by the Sub-advisor to be reasonable in relation
to the value of the brokerage and/or research services provided by such broker-dealer. The standard of reasonableness is to be
measured in light of the Sub-advisor’s overall responsibilities to the Fund.

Investment
decisions for the Fund are made independently from those of other client accounts that may be managed or advised by the Advisor
or the Sub-advisor. Nevertheless, it is possible that at times, identical securities will be acceptable for both the Fund and
one or more of such client accounts. In such event, the position of the Fund and such client accounts in the same issuer may vary
and the holding period may likewise vary. However, to the extent any of these client accounts seek to acquire the same security
as the Fund at the same time, the Fund may not be able to acquire as large a position in such security as it desires, or it may
have to pay a higher price or obtain a lower yield for such security. Similarly, the Fund may not be able to obtain as high a
price for, or as large an execution of, an order to sell any particular security at the same time as the Advisor’s or the
Sub-advisor’s other client accounts.

Le
Fund does not effect securities transactions through brokers in accordance with any formula, nor do the Fund effect securities
transactions through brokers for selling shares of the Fund. However, broker-dealers who execute brokerage transactions may affect
the purchase of the Fund’s shares for their customers.

Le
Fund paid $17 in brokerage commissions for the fiscal year ended June 30, 2019. No brokerage commissions were paid by the Fund
on portfolio transactions for the fiscal years ended June 30, 2018 and 2017. Fixed-income securities are generally traded on a
net basis and usually neither brokerage commissions nor transfer taxes are involved.  Transaction costs are usually reflected
in the spread between the bid and asked price.

Holdings
of Securities of the Fund’s Regular Brokers or Dealers

From
time to time, the Fund may acquire and hold securities issued by its “regular brokers or dealers” or the parents of
those brokers or dealers. “Regular brokers or dealers” (as such term is defined in the 1940 Act) of the Fund are the
ten brokers or dealers that, during the most recent fiscal year, (i) received the greatest dollar amounts of brokerage commissions
from the Fund’s portfolio transactions, (ii) engaged as principal in the largest dollar amounts of the portfolio transactions
of the Fund, or (iii) sold the largest dollar amounts of the Fund’s shares.

Le
following table indicates the Fund’s aggregate holdings, in thousands, of the securities of its regular brokers or dealers
for the fiscal year ended June 30, 2019.

Regular
    Brokers or Dealers
Marché
    Value (000s)
Goldman
    Sachs Group
$1,378

PORTFOLIO
TURNOVER

Although
the Fund generally will not invest for short-term trading purposes, portfolio securities may be sold without regard to the length
of time they have been held when, in the opinion of the Sub-Advisor, investment considerations warrant such action. Portfolio
turnover rate is calculated by dividing (1) the lesser of purchases or sales of portfolio securities for the fiscal year by (2)
the monthly average of the value of portfolio securities owned during the fiscal year. A 100% turnover rate would occur if all
the securities in a Fund’s portfolio, with the exception of securities whose maturities at the time of acquisition were
one year or less, were sold and either repurchased or replaced within one year. A high rate of portfolio turnover (100% or more)
generally leads to higher transaction costs and may result in a greater number of taxable transactions. To the extent net short-term
capital gains are realized, any distributions resulting from such gains will generally be taxed at ordinary income tax rates for
federal income tax purposes.

Le
Fund’s portfolio turnover rate for the fiscal years ended June 30, 2019 and June 30, 2018 were 155% and 64%, respectively.
The increase in the portfolio turnover was largely due to cash inflows/outflows first being duration hedged with US Treasury instruments
prior to being invested/liquidated in corporate credit instruments.

PROXY
VOTING POLICY

Le
Board has adopted Proxy Voting Policies and Procedures (the “Trust Policies”) on behalf of the Trust, which delegates
the responsibility for voting the Fund’s proxies to the Advisor and/or Sub-Advisor, as applicable, subject to the Board’s
continuing oversight. The Trust Policies require that the Advisor and Sub-Advisor vote proxies received in a manner consistent
with the best interests of the Fund. The Trust Policies also require the Advisor and Sub-Advisor to present to the Board, at least
annually, the Advisor’s Proxy Voting Policies and Procedures (the “Advisor Policies”), the Sub-Advisor’s
Proxy Voting Policies and Procedures (“Sub-Advisor Policies”) and a record of each proxy voted by the Advisor and
the Sub-Advisor on behalf of the Fund, including a report on the resolution of all proxies identified by the Advisor and Sub-Advisor
as involving a conflict of interest. See Appendix B for the Trust Policies and Advisor Policies, the Sub-Advisor Policies. Le
Trust Policies and the Advisor Policies are intended to serve as guidelines and to further the economic value of each security
held by the Fund. The Trust’s CCO will review the Trust Policies and Advisor Policies annually. Each proxy will be considered
individually, taking into account the relevant circumstances at the time of each vote.

Si
a proxy proposal raises a material conflict between the Advisor’s interests, the Sub-Advisor’s interests and the Fund’s
interests, the Advisor and Sub-Advisor will resolve the conflict by following the Advisor’s or Sub-Advisor’s policy
guidelines or the recommendation of an independent third party.

Le
Fund is required to annually file Form N-PX, which lists the Fund’s complete proxy voting record for the 12-month period
ended June 30 of each year. Once filed, the Fund’s proxy voting record will be available without charge, upon request, by
calling toll-free 1-888-966-9661 and on the SEC’s web site at www.sec.gov.

ANTI-MONEY
LAUNDERING PROGRAM

Le
Trust has established an Anti-Money Laundering Compliance Program (the “Program”) as required by the Uniting and Strengthening
America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”).
In order to ensure compliance with this law, the Program provides for the development and implementation of internal practices,
procedures and controls, designation of anti-money laundering compliance officers, an ongoing training program and an independent
audit function to determine the effectiveness of the Program.

Procedures
to implement the Program include, but are not limited to, determining that the Distributor and the Fund’s transfer agent
have established proper anti-money laundering procedures, reporting suspicious and/or fraudulent activity, checking shareholder
names against designated government lists, including Office of Foreign Assets Control (“OFAC”), and a complete and
thorough review of all new opening account applications. The Trust will not transact business with any person or entity whose
identity cannot be adequately verified under the provisions of the USA PATRIOT Act.

PORTFOLIO
HOLDINGS INFORMATION

Le
Trust has adopted policies and procedures regarding disclosure of portfolio holdings information (the “Disclosure
Policy”). The Board of Trustees determined that the adoption of the Disclosure Policy, including the disclosure
permitted therein, was in the best interests of the Trust. The Disclosure Policy applies to the Fund, the Advisor, the
Sub-Advisor, and other internal parties involved in the administration, operation or custody of the Fund, including, but not
limited to UMBFS, MFAC, the Board of Trustees, counsel to the Trust, Morgan Lewis, counsel to the Independent Trustees, Paul
Hastings, and the Funds’ independent registered public accounting firm, Tait Weller (collectively, the “Service Providers”). Pursuant to the Disclosure
Policy, non-public information concerning the Fund’s portfolio holdings may be disclosed to its Service Providers only
if such disclosure is consistent with the antifraud provisions of the federal securities laws and the fiduciary duties owed
by the Fund and the Advisor to the Fund’s shareholders. The Fund and the Service Providers may not receive compensation
or any other consideration (which includes any agreement to maintain assets in the Fund or in other investment companies or
accounts managed by the Advisor, Sub-Advisor or any affiliated person of the Advisor or Sub-Advisor) in connection with the
disclosure of portfolio holdings information of the Fund. The Fund’s Disclosure Policy is implemented and overseen by
the CCO of the Trust, subject to the oversight of the Board of Trustees. Periodic reports regarding these procedures will be
provided to the Trust’s Board.

Portfolio
holdings information will be deemed public when it has been (1) posted to the Fund’s public website (www.aamlive.com/publicsite/mutual-funds)
or (2) disclosed in periodic regulatory filings on the SEC’s website (www.sec.gov). Management of the Fund may make publicly
available the Fund’s top ten portfolio holdings as of the most recent calendar quarter end on the Fund’s public website
no earlier than five days after the date of such information (e.g., information as of January 31 may be made available no earlier
than February 5).

Non-Public
Portfolio Holdings Information Policy
. All portfolio holdings information that has not been disseminated in a manner making
it available to investors generally as described above is considered non-public portfolio holdings information for the purposes
of the Disclosure Policy. Pursuant to the Disclosure Policy, the Fund or its Service Providers may disclose non-public portfolio
holdings information to certain third parties who fall within pre-authorized categories on a daily basis, with no lag time unless
otherwise specified below. These third parties include: (i) the Fund’s Service Providers and others who need access to such
information in the performance of their contractual or other duties and responsibilities to the Fund (e.g., custodians, accountants,
the Advisor, Sub-Advisor, administrators, attorneys, officers and Trustees) and who are subject to duties of confidentiality imposed
by law or contract, (ii) brokers who execute trades for the Fund, (iii) evaluation service providers (as described below) and
(iv) shareholders receiving in-kind redemptions (as described below).

Evaluation
Service Providers
. These third parties include mutual fund evaluation services, such as Morningstar, Inc. and Lipper,
Inc., if the Fund have a legitimate business purpose for disclosing the information, provided that the third party expressly agrees
to maintain the non-public portfolio holdings information in confidence and not to trade portfolio securities based on the non-public
portfolio holdings information. Subject to the terms and conditions of any agreement between the Fund or their authorized Service
Providers and the third party, if these conditions for disclosure are satisfied, there shall be no restriction on the frequency
with which the Fund’s non-public portfolio holdings information is released, and no lag period shall apply. Daarnaast,
persons who owe a duty of trust or confidence to the Fund or their Service Providers (such as legal counsel) may receive non-public
portfolio holdings information without entering into a non-disclosure agreement.

Shareholder
In-Kind Distributions
. The Fund may, in certain circumstances, pay redemption proceeds to a shareholder by an in-kind
distribution of portfolio securities (instead of cash). In such circumstances, pursuant to the Disclosure Policy, Fund shareholders
may receive a complete listing of the portfolio holdings of the Fund up to seven (7) calendar days prior to making the redemption
request provided that they represent orally or in writing that they agree to maintain the confidentiality of the portfolio holdings
information and not to trade portfolio securities based on the non-public holdings information.

Other
Entities
. Pursuant to the Disclosure Policy, the Fund or the Advisor may disclose non-public portfolio holdings information
to a third party who does not fall within the pre-approved categories, and who are not executing broker-dealers; however, prior
to the receipt of any non-public portfolio holdings information by such third party, the recipient must have entered into a non-disclosure
agreement and the disclosure arrangement must have been approved by the CCO of the Trust. The CCO will report to the Board of
Trustees on a quarterly basis regarding any recipients of non-public portfolio holdings information approved pursuant to this
paragraph. There are no other ongoing arrangements as of the date of this SAI.

Le
Advisor, Sub-Advisor, and their affiliates may provide investment advice to clients other than the Fund that have investment objectives
that may be substantially similar to those of the Fund. These clients also may have portfolios consisting of holdings substantially
similar to those of the Fund and generally have access to current portfolio holdings information for their accounts. These clients
do not owe the Advisor, Sub-Advisor, or the Fund a duty of confidentiality with respect to disclosure of their portfolio holdings.

Current
Arrangements Regarding Disclosure of Portfolio Holdings.
As of the date of this SAI, the Trust or the Fund has
ongoing business arrangements with the following entities which involve making portfolio holdings information available to
such entities as an incidental part of the services they provide to the Trust: (i) the Advisor, the Sub-Advisor, the
Co-Administrators and the Custodian pursuant to investment management, administration and custody agreements, respectively,
under which the Trust’s portfolio holdings information is provided daily on a real-time basis (i.e., with no time lag);
(ii) Tait Weller (independent registered public accounting firm), Morgan Lewis and Paul Hastings (attorneys), to whom the
Trust provides portfolio holdings information on a regular basis with varying lag times after the date of the information;
(iii)
Practical Computer Application pursuant to an agreement with MFAC under which the Trust’s portfolio holdings
information is provided daily on a real-time basis; (iv) Donnelley Financial Solutions to whom the Trust provides portfolio
holdings information on a monthly basis in connection with the filings of Form N-PORT; (v) ICE Data Services de
which assists the Fund with classifying its holdings pursuant to its liquidity risk management program and the Fund’s
portfolio holdings information is provided monthly on a one- to ten-day time lag; and (vi) Morningstar, Inc., Lipper Inc.,
Thomson Financial, Vickers Stock Research Corporation, and Bloomberg L.P., to which the Fund’s portfolio holdings
information is provided quarterly after the end of the previous fiscal quarter, with a 60-day time lag and no earlier than
the date such information is filed on the SEC’s EDGAR system on Form N-Q (for the first and third fiscal quarters) or
the Annual or Semi-Annual Report is mailed to shareholders (for the second and fourth fiscal quarters), as
applicable.

Portfolio
holdings are disclosed on a daily basis to BlackRock Solutions, TerraNua/MyComplianceOffice, FactSet Research Systems Inc., Glass
Lewis & Co., Markit Group (Quantitative Services Group LLC). Portfolio holdings are disclosed to J.P. Morgan Securities on
a monthly basis, with a lag time of five calendar days. Portfolio holdings are disclosed to Barclays Capital Inc. (POINT software),
CADIS Software Limited, Citigroup (Yield Book software) and TATA Consulting periodically, as needed, with no delay. Cognizant
Technology Solutions and SS&C Technologies are information technology consultants that may access daily holdings information
as needed.

DETERMINATION
OF NET ASSET VALUE

Le
net asset values per share (the “NAVs”) of the Fund’s shares will fluctuate and are determined as of 4:00 p.m.
Eastern Time, the normal close of regular trading on the New York Stock Exchange (the “NYSE”), on each day the NYSE
is open for trading. If, for example, the NYSE closes at 1:00 p.m. Eastern Time, the Fund’s NAVs would still be determined
as of 4:00 p.m. Eastern Time. In this example, portfolio securities traded on the NYSE would be valued at their closing prices
unless the Trust’s Valuation Committee determines that a “fair value” adjustment is appropriate due to subsequent
events. The NAVs may be calculated earlier if permitted by the SEC. The NYSE annually announces the days on which it will not
be open for trading. The most recent announcement indicates that the NYSE will not be open for the following holidays: New Year’s
Day, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving
Day and Christmas Day. However, the NYSE may close on days not included in that announcement.

Le
NAV of each class of the Fund is computed by dividing (a) the difference between the value of the Fund’s securities, cash
and other assets and the amount of the Fund’s expenses and liabilities attributable to the class by (b) the number of shares
outstanding in that class (assets – liabilities / # of shares = NAV). Each NAV takes into account all of the expenses and
fees of that class of the Fund, including management fees and administration fees, which are accrued daily.

Net
    Assets
= NAV
Shares Outstanding

Generally,
the Fund’s investments are valued at market value or, in the absence of a market value, at fair value as determined in good
faith by the Sub-Advisor and the Trust’s Valuation Committee pursuant to procedures approved by or under the direction of
the Board. Pursuant to those procedures, the Board considers, among other things: 1) the last sale price on the securities exchange,
if any, on which a security is primarily traded; 2) the mean between the bid and ask prices; 3) price quotations from an approved
pricing service (which use information provided by market makers or estimates of market value based on similar securities), and
4) other factors as necessary to determine a fair value under certain circumstances.

Le
Fund’s securities which are traded on securities exchanges are valued at the last sale price on the exchange on which such
securities are traded, as of the close of business on the day the securities are being valued or, lacking any reported sales,
at the mean between the last available bid and ask prices.

pricing
services generally value debt securities assuming orderly transactions of an institutional round lot size, but such securities
may be held or transactions may be conducted in such securities in smaller, odd lot sizes. Odd lots often trade at lower prices
than institutional round lots.

Securities
that are traded on more than one exchange are valued on the exchange determined by the Advisor to be the primary market. Securities
primarily traded in the National Association of Securities Dealers Automated Quotation (“NASDAQ”), National Market
System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price (“NOCP”).
If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has
not been any sale on such day, at the mean between the bid and ask prices. OTC securities which are not traded in the NASDAQ National
Market System are valued at the most recent trade price.

Stocks
that are “thinly traded” or events occurring when a foreign market is closed but the NYSE is open (for example, the
value of a security held by the Fund has been materially affected by events occurring after the close of the exchange or market
on which the security is principally traded) may create a situation where a market quote would not be readily available. Quand
a market quote is not readily available, the security’s value is based on “fair value” as determined by procedures
adopted by the Board. The Board will periodically review the reliability of the Fund’s fair value methodology. The Fund
may hold portfolio securities, such as those traded on foreign securities exchanges that trade on weekends or other days when
the Fund’s shares are not priced. Therefore, the value of the Fund’s shares may change on days when shareholders will
not be able to purchase or redeem shares.

Short-term
debt obligations with remaining maturities in excess of 60 days are valued at current market prices, as discussed above. Short-term
securities with 60 days or less remaining to maturity are, unless conditions indicate otherwise, amortized to maturity based on
their cost to the Fund if acquired within 60 days of maturity or, if already held by the Fund on the 60th day, based
on the value determined on the 61st day.

All
other assets of the Fund are valued in such manner as the Board in good faith deems appropriate to reflect as their fair value.

PURCHASE
AND REDEMPTION OF FUND SHARES

Detailed
information on the purchase and redemption of shares is included in the Fund’s Prospectus. Shares of the Fund are sold at
the next offering price calculated after receipt of an order for purchase. In order to purchase shares of the Fund, you must invest
the initial minimum investment for the relevant class of shares. However, the Fund reserves the right, in its sole discretion,
to waive the minimum initial investment amount for certain investors, or to waive or reduce the minimum initial investment for
401(k) plans or other tax-deferred retirement plans. You may purchase shares on any day that the NYSE is open for business by
placing orders with the Fund.

Le
Fund reserves the right to refuse any purchase requests, particularly those that would not be in the best interests of the Fund
or its shareholders and could adversely affect the Fund or its operations. This includes those from any individual or group who,
in the Fund’s view, is likely to engage in or has a history of excessive trading (usually defined as more than four round-trip
transactions out of the Fund within a calendar year). Furthermore, the Fund may suspend the right to redeem its shares or postpone
the date of payment upon redemption for more than seven calendar days (i) for any period during which the NYSE is closed (other
than customary weekend or holiday closings) or trading on the NYSE is restricted; (ii) for any period during which an emergency
exists affecting the sale of the Fund’s securities or making such sale or the fair determination of the value of the Fund’s
net assets not reasonably practicable; or (iii) for such other periods as the SEC may permit for the protection of the Fund’s
shareholders. In addition, if shares are purchased using a check and a redemption is requested before the check has cleared, the
Fund may postpone payment of the redemption proceeds up to 15 days while the Fund waits for the check to clear.

Redemptions
In Kind

Le
Trust has filed an election under SEC Rule 18f-1 committing to pay in cash all redemptions by a shareholder of record up to amounts
specified by the rule (the lesser of (i) $250,000 or (ii) 1% of the Fund’s assets). The Fund has reserved the right to pay
the redemption price of its shares in excess of the amounts specified by the rule, either totally or partially, by an in-kind
distribution of portfolio securities (instead of cash). The securities so distributed would be valued at the same amounts as those
assigned to them in calculating the NAV for the Fund shares being redeemed. If a shareholder receives an in-kind distribution,
the shareholder could incur brokerage or other charges in converting the securities to cash.

Le
Fund does not intend to hold any significant percentage of its portfolio in illiquid securities, although the Fund, like virtually
all mutual funds, may from time to time hold a small percentage of securities that are illiquid. In the unlikely event the Fund
were to elect to make an in-kind redemption, the Fund expects that it would follow the normal protocol of making such distribution
by way of a pro rata distribution based on its entire portfolio. If the Fund held illiquid securities, such distribution may contain
a pro rata portion of such illiquid securities or the Fund may determine, based on a materiality assessment, not to include illiquid
securities in the in-kind redemption. No Fund anticipates that it would ever selectively distribute a greater than pro rata portion
of any illiquid securities to satisfy a redemption request. If such securities are included in the distribution, shareholders
may not be able to liquidate such securities and may be required to hold such securities indefinitely. Shareholders’ ability
to liquidate such securities distributed in-kind may be restricted by resale limitations or substantial restrictions on transfer
imposed by the issuers of the securities or by law. Shareholders may only be able to liquidate such securities distributed in-kind
at a substantial discount from their value, and there may be higher brokerage costs associated with any subsequent disposition
of these securities by the recipient.

FEDERAL
INCOME TAX MATTERS

Le
following is a summary of certain material U.S. federal (and, where noted, state and local) income tax considerations affecting
the Fund and its shareholders. The discussion is very general. Current and prospective shareholders are therefore urged to consult
their own tax advisors with respect to the specific federal, state, local and foreign tax consequences of investing in the Fund.
The summary is based on the laws in effect on the date of this SAI and existing judicial and administrative interpretations thereof,
all of which are subject to change, possibly with retroactive effect.

Le
Fund is treated as a separate entity from other series of the Trust for federal income tax purposes. The Fund has elected to be,
and intends to qualify each year for treatment as, a “regulated investment company” under Subchapter M of the Code
by complying with all applicable requirements of the Code, including, among other things, requirements as to the sources of the
Fund’s income, diversification of the Fund’s assets and timing of Fund distributions. To so qualify, the Fund must,
among other things: (a) derive at least 90% of its gross income in each taxable year from dividends, interest, payments with respect
to certain securities loans, and gains from the sale or other disposition of stock or 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 net income derived from interests in “qualified publicly traded
partnerships” (i.e., partnerships that are traded on an established securities market or tradable on a secondary market,
other than partnerships that derive 90% of their income from interest, dividends, capital gains, and other traditionally permitted
mutual fund income); (b) diversify its holdings so that, at the end of each quarter of the Fund’s taxable year, (i) at least
50% of the market value of the Fund’s assets is represented by cash, securities of other regulated investment companies,
États-Unis government securities and other securities, with such other securities limited, in respect of any one issuer, to an amount
not greater than 5% of the Fund’s assets and not greater than 10% of the outstanding voting securities of such issuer and
(ii) not more than 25% of the value of its assets is invested in the securities (other than U.S. government securities or securities
of other regulated investment companies) of any one issuer, in the securities (other than the securities of other regulated investment
companies) of any two or more issuers that the Fund controls and that are determined to be engaged in the same or similar trades
or businesses or related trades or businesses, or in the securities of one or more “qualified publicly traded partnerships;”
and (c) distribute an amount equal to the sum of at least 90% of its investment company taxable income (computed without regard
to the dividends-paid deduction) and 90% of its net tax-exempt income, if any, for the tax year (including, for purposes of satisfying
this distribution requirement, certain distributions made by the Fund after the close of its taxable year that are treated as
made during such taxable year).

As
a regulated investment company, the Fund will not be subject to U.S. federal income tax on the portion of its taxable investment
income and capital gains that it distributes to its shareholders provided that it satisfies a minimum distribution requirement.
In order to also avoid liability for a non-deductible federal excise tax, the Fund must distribute (or be deemed to have distributed)
by December 31 of each calendar year at least the sum of (i) 98% of its ordinary income for such year, (ii) 98.2% of the excess
of its realized capital gains over its realized capital losses for the 12-month period generally ending on October 31 during such
year and (iii) any amounts from the prior calendar year that were not distributed and on which the Fund paid no federal income
tax. The Fund will be subject to income tax at regular corporate tax rates on any taxable income or gains that it does not distribute
to its shareholders. The Fund’s policy is to distribute to their shareholders all investment company taxable income (determined
without regard to the deduction for dividends paid) and any net capital gain (the excess of net long-term capital gain over net
short-term capital loss) for each fiscal year in a manner that complies with the distribution requirements of the Code, so that
the Fund will not be subject to any federal income or excise taxes.

If,
for any taxable year, the Fund were to fail to qualify as a regulated investment company or were to fail to meet certain minimum
distribution requirements under the Code, it would be taxed in the same manner as an ordinary corporation and distributions to
its shareholders would not be deductible by the Fund in computing its taxable income. In addition, in the event of a failure to
qualify, the Fund’s distributions, to the extent derived from the Fund’s current or accumulated earnings and profits,
including any distributions of net capital gain, would be taxable to shareholders as ordinary dividend income for federal income
tax purposes. However, such dividends would be eligible, subject to any generally applicable limitations, (i) to be treated as
qualified dividend income in the case of shareholders taxed as individuals and (ii) for the dividends received deduction in the
case of corporate shareholders. Moreover, if the Fund were to fail to qualify as a regulated investment company in any year, it
would be required to pay out its earnings and profits accumulated in that year in order to qualify again as a regulated investment
company. Under certain circumstances, the Fund may be able to cure a failure to qualify as a regulated investment company, but
in order to do so the Fund might incur significant Fund-level taxes and might be forced to dispose of certain assets. If the Fund
failed to qualify as a regulated investment company for a period greater than two taxable years, the Fund would generally be required
to recognize any net built-in gains with respect to certain of its assets upon a disposition of such assets within five years
of qualifying as a regulated investment company in a subsequent year.

Shareholders
generally will be subject to federal income taxes on distributions made by the Fund whether paid in cash or additional shares.
Distributions of net investment income (including interest, dividend income and net short-term capital gain in excess of any net
long-term capital loss, less certain expenses), other than qualified dividend income, will be taxable to shareholders as ordinary
income. Distributions of qualified dividend income generally will be taxed to non-corporate shareholders at the federal income
tax rates applicable to net capital gain, provided the Fund reports the amount distributed as qualified dividend income.

Dans
general, dividends may be reported by the Fund as qualified dividend income if they are attributable to qualified dividend income
received by the Fund. Qualified dividend income generally means dividend income received from the Fund’s investments in
common and preferred stock of U.S. companies and stock of certain qualified foreign corporations, provided that certain holding
period and other requirements are met by both the Fund and its shareholders. If 95% or more of the Fund’s gross income (calculated
without taking into account net capital gain derived from sales or other dispositions of stock or securities) consists of qualified
dividend income, the Fund may report all distributions of such income as qualified dividend income.

UNE
foreign corporation is treated as a qualified foreign corporation for this purpose if it is incorporated in a possession of the
United States or it is eligible for the benefits of certain income tax treaties with the United States and meets certain additional
requirements. Certain foreign corporations that are not otherwise qualified foreign corporations will be treated as qualified
foreign corporations with respect to dividends paid by them if the stock with respect to which the dividends are paid is readily
tradable on an established securities market in the United States. Passive foreign investment companies are not qualified foreign
corporations for this purpose. Dividends received by the Fund from REITs generally do not qualify for treatment as qualified dividend
income.

Dividends
paid by the Fund may qualify in part for the dividends-received deduction available to corporate shareholders, provided the Fund
reports the amount distributed as a qualifying dividend and certain holding period and other requirements under the Code are satisfied.
The reported amount, however, cannot exceed the aggregate amount of qualifying dividends received by the Fund for its taxable
year. Eligibility for qualified dividend income treatment and the dividends-received deduction may be reduced or eliminated if,
among other things, (i) the shareholder 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 or (ii) certain holding period requirements are
not satisfied at both the Fund and shareholder levels. In addition, qualified dividend income treatment is not available if a
shareholder elects to have the dividend income treated as investment income for purposes of the limitation on deductibility of
investment interest.

Si
the Fund receives a dividend (other than a capital gain dividend) in respect of any share of REIT stock with a tax holding period
of at least 46 days during the 91-day period beginning on the date that is 45 days before the date on which the stock becomes
ex-dividend as to that dividend, then Fund dividends attributable to that REIT dividend income (as reduced by certain fund expenses)
may be reported by the Fund as eligible for the 20% deduction for “qualified REIT dividends” generally available to
noncorporate shareholders under the Code. In order to qualify for this deduction, noncorporate shareholders must meet minimum
holding period requirements with respect to their Fund shares.

Distributions
of net capital gain, if any, that the Fund reports as capital gain dividends will be taxable to non-corporate shareholders as
long-term capital gain without regard to how long a shareholder has held shares of the Fund. The Fund may retain certain amounts
of capital gains and designate them as undistributed net capital gain in a notice to its shareholders, who (i) will be required
to include in income for U.S. federal income tax purposes, as long-term capital gain, their proportionate shares of the undistributed
amounts so designated, (ii) will be entitled to credit their proportionate shares of the income tax paid by the Fund on those
undistributed amounts against their federal income tax liabilities and to claim refunds to the extent such credits exceed their
liabilities and (iii) will be entitled to increase their federal income tax basis in their shares by an amount equal to the excess
of the amounts of undistributed net capital gain included in their respective income over their respective income tax credits.

Distributions
in excess of earnings and profits will, as to each shareholder, be treated as a tax-free return of capital to the extent of the
shareholder’s basis in his or her Fund shares. A distribution treated as a return of capital will reduce the shareholder’s
basis in his or her shares, which will result in an increase in the amount of gain (or a decrease in the amount of loss) that
will be recognized by the shareholder for tax purposes on a later sale of such shares. After the shareholder’s basis is
reduced to zero, any distributions in excess of earnings and profits will be treated as a capital gain, assuming the shareholder
holds his or her shares as capital assets.

UNE
3.8% Medicare contribution tax generally applies to all or a portion of the net investment income of a shareholder who is an individual
and not a nonresident alien for federal income tax purposes and who has adjusted gross income (subject to certain adjustments)
that exceeds a threshold amount ($250,000 if married filing jointly or if considered a “surviving spouse” for federal
income tax purposes, $125,000 if married filing separately, and $200,000 in other cases). This 3.8% tax also applies to all or
a portion of the undistributed net investment income of certain shareholders that are estates and trusts. For these purposes,
interest, dividends and certain capital gains (among other categories of income) are generally taken into account in computing
a shareholder’s net investment income.

Certain
tax-exempt educational institutions are subject to a 1.4% tax on net investment income. For these purposes, certain dividends
and capital gain distributions, and certain gains from the disposition of Fund shares (among other categories of income), are
generally taken into account in computing a shareholder’s net investment income.

Distributions
are generally taxable when received. However, distributions declared in October, November or December to shareholders of record
on a date in such a month and paid the following January are taxable for federal income tax purposes as if received on December
31 of the calendar year in which declared. Distributions are includable in alternative minimum taxable income in computing a shareholder's
liability for the federal alternative minimum tax, which is imposed on individual taxpayers under the Code. In addition, certain
distributions made after the close of a taxable year of the Fund may be “spilled back” and treated for certain purposes
as paid by the Fund during such taxable year. In such case, shareholders generally will be treated as having received such dividends
in the taxable year in which the distributions were actually made. For purposes of calculating the amount of a regulated investment
company’s undistributed income and gain subject to the 4% excise tax described above, such “spilled back” dividends
are treated as paid by the regulated investment company when they are actually paid.

UNE
redemption of Fund shares may result in recognition of a taxable gain or loss. The gain or loss will generally be treated as a
long-term capital gain or loss if the shares are held for more than one year, and as a short-term capital gain or loss if the
shares are held for one year or less. Any loss realized upon redemption or exchange of shares held for six months or less will
be treated as a long-term capital loss to the extent of any amounts treated as distributions of long-term capital gains
during such six-month period. Any loss realized upon a redemption may be disallowed under certain wash sale rules to the extent
shares of the Fund or substantially identical stock or securities are purchased (through reinvestment of distributions or otherwise)
within 30 days before or after the redemption.

Si
a shareholder recognizes a loss with respect to the Fund’s shares of $2 million or more for an individual shareholder or
$10 million or more for a corporate shareholder, (or certain greater amounts over a combination of years), the shareholder must
file with the Internal Revenue Service the (the “IRS”) a disclosure statement on IRS Form 8886. Direct shareholders
of portfolio securities are in many cases exempted from this reporting requirement, but under current guidance, shareholders of
a regulated investment company are not exempted. The fact that a loss is so reportable does not affect the legal determination
of whether the taxpayer’s treatment of the loss is proper.

Le
Fund's transactions in options and other similar transactions, such as futures, may be subject to special provisions of the Code
that, among other things, affect the character of any income realized by the Fund from such investments, accelerate recognition
of income to the Fund, defer Fund losses, affect the holding period of the Fund's securities, affect whether distributions will
be eligible for the dividends received deduction or be treated as qualified dividend income and affect the determination of whether
capital gain and loss is characterized as long-term or short-term capital gain or loss. These rules could therefore affect the
character, amount and timing of distributions to shareholders. These provisions may also require the Fund to "mark-to-market"
certain types of the positions in its portfolio (i.e., treat them as if they were closed out), which may cause the Fund to recognize
income without receiving cash with which to make distributions in amounts necessary to satisfy the distribution requirements for
avoiding U.S. federal income and excise taxes. The Fund will monitor these transactions and will make the appropriate entries
in its books and records, and if the Fund deems it advisable, will make appropriate elections if available in order to mitigate
the effect of these rules, prevent disqualification of the Fund as a regulated investment company and minimize the imposition
of U.S. federal income and excise taxes.

Le
Fund's transactions in broad based equity index futures contracts, exchange-traded options on such indices and certain other futures
contracts are generally considered "Section 1256 contracts" for federal income tax purposes. Any unrealized gains or
losses on such Section 1256 contracts are treated as though they were realized at the end of each taxable year. The resulting
gain or loss is treated as 60% long-term capital gain or loss and 40% short-term capital gain or loss. Gain or loss recognized
on actual sales of Section 1256 contracts is treated in the same manner. As noted above, distributions of net short-term capital
gain are taxable to shareholders as ordinary income while distributions of net long-term capital gain are taxable to shareholders
as long-term capital gain, regardless of how long the shareholder has held shares of the Fund.

Le
Fund's entry into a short sale transaction, an option or certain other contracts, such as futures, could be treated as the constructive
sale of an appreciated financial position, causing the Fund to realize gain, but not loss, on the position.

Si
the Fund invests in certain pay-in-kind securities, zero coupon securities, deferred interest securities or, in general, any other
securities with original issue discount (or with market discount if the Fund elects to include market discount in income currently),
the Fund must accrue income on such investments for each taxable year, which generally will be prior to the receipt of the corresponding
cash payments. However, the Fund must distribute, at least annually, all or substantially all of its investment company taxable
income (determined without regard to the deduction for dividends paid), including such accrued income to shareholders to avoid
federal income and excise taxes. Therefore, the Fund may have to sell portfolio securities (potentially under disadvantageous
circumstances) to generate cash, or may have to undertake leverage by borrowing cash, to satisfy these distribution requirements.
Dispositions of portfolio securities may result in additional gains and additional distribution requirements.

Si
the Fund invests in a market discount bond, it will be required to treat any gain recognized on the disposition of such market
discount bond as ordinary income (instead of capital gain) to the extent of the accrued market discount, unless the Fund elects
to include the market discount in income as it accrues as discussed above. A market discount bond is a security acquired in the
secondary market at a price below its redemption value (or its adjusted issue price if it is also an original issue discount bond).

Le
Fund may be subject to withholding and other taxes imposed by foreign countries, including taxes on interest, dividends and capital
gains with respect to their investments in those countries, which would, if imposed, reduce the yield on or return from those
investments. Tax treaties between certain countries and the United States may reduce or eliminate such taxes in some cases. Zo
long as the Fund qualifies for treatment as a regulated investment company and incurs “qualified foreign taxes,” if
more than 50% of its net assets at the close of its taxable year consist of stock or securities of foreign corporations, which
for this purpose may include obligations of foreign governmental issuers, the Fund may elect to "pass through" to its
shareholders the amount of such foreign taxes paid. If this election is made, information with respect to the amount of the foreign
income taxes that are allocated to the Fund's shareholders will be provided to them and any shareholder subject to tax on dividends
will be required (i) to include in ordinary gross income (in addition to the amount of the taxable dividends actually received)
his/her proportionate share of the foreign taxes paid that are attributable to such dividends; and (ii) either to deduct his/her
proportionate share of such foreign taxes in computing his/her taxable income or to claim that amount as a foreign tax credit
(subject to applicable limitations) against U.S. income taxes.

Shareholders
who do not itemize deductions for U.S. federal income tax purposes will not be able to deduct their pro rata portion of qualified
foreign taxes paid by the Fund, although such shareholders will be required to include their shares of such taxes in gross income
if the Fund makes the election described above. Qualified foreign taxes generally include taxes that would be treated as income
taxes under U.S. tax regulations but do not include most other taxes, such as stamp taxes, securities transaction taxes, and similar
taxes. No deduction for such taxes will be permitted to individuals in computing their alternative minimum tax liability.

Si
the Fund makes this election to pass through qualified foreign taxes and a shareholder chooses to take a credit for the foreign
taxes deemed paid by such shareholder, the amount of the credit that may be claimed in any year may not exceed the same proportion
of the U.S. tax against which such credit is taken that the shareholder’s taxable income from foreign sources (but not in
excess of the shareholder’s entire taxable income) bears to his entire taxable income. For this purpose, long-term and short-term
capital gains a Fund realizes and distributes to shareholders will generally not be treated as income from foreign sources in
their hands, nor will distributions of certain foreign currency gains subject to Section 988 of the Code or of any other income
realized by the Fund that is deemed, under the Code, to be U.S.-source income in the hands of the Fund. This foreign tax credit
limitation may also be applied separately to certain specific categories of foreign-source income and the related foreign taxes.
As a result of these rules, which may have different effects depending upon each shareholder’s particular tax situation,
certain shareholders may not be able to claim a credit for the full amount of their proportionate share of the foreign taxes paid
by the Fund. Shareholders who are not liable for U.S. federal income taxes, including tax-exempt shareholders, will ordinarily
not benefit from this election. If the Fund does make the election, it will provide required tax information to shareholders.
The Fund generally may deduct any foreign taxes that are not passed through to its shareholders in computing its income available
for distribution to shareholders to satisfy applicable tax distribution requirements. Under certain circumstances, if the Fund
receives a refund of foreign taxes paid in respect of a prior year, the value of the Fund’s shares could be affected, or
any foreign tax credits or deductions passed through to shareholders in respect of the Fund’s foreign taxes for the current
year could be reduced.

Foreign
exchange gains or losses realized by the Fund in connection with certain transactions involving foreign currency-denominated debt
securities, certain options and futures contracts relating to foreign currency, foreign currency forward contracts, foreign currencies,
or payables or receivables denominated in a foreign currency are subject to Section 988 of the Code, which generally causes such
gains or losses to be treated as ordinary gain or loss and may affect the amount, timing and character of distributions to shareholders.

Le
Fund may purchase the securities of certain foreign companies treated as passive foreign investment companies for federal income
tax purposes (“PFICs”). PFICs may be the only or primary means by which the Fund may invest in some countries. Si
the Fund invests in equity securities of PFICs, it may be subject to U.S. federal income tax on a portion of any "excess
distribution" or gain from the disposition of such securities even if such income is distributed as a taxable dividend to
shareholders. Additional charges in the nature of interest may be imposed on either the Fund or shareholders with respect to deferred
taxes arising from such distributions or gains. Capital gains on the sale of such holdings will be deemed to be ordinary income
regardless of how long such PFICs are held. A “qualified electing fund” election or a “mark to market”
election may generally be available that would ameliorate these adverse tax consequences, but such elections could require the
Fund to recognize taxable income or gain (subject to the distribution requirements applicable to regulated investment companies,
as described above) without the concurrent receipt of cash. In order to satisfy the distribution requirements and avoid a tax
on the Fund, the Fund may be required to liquidate portfolio securities that they might otherwise have continued to hold, potentially
resulting in additional taxable gain or loss to the Fund. In order for the Fund to make a qualified electing fund election with
respect to a PFIC, the PFIC would have to agree to provide certain tax information to the Fund on an annual basis, which it might
not agree to do. The Fund may limit and/or manage its holdings in PFICs to limit its tax liability or maximize its return from
these investments. Under proposed Treasury Regulations, certain income derived by the Fund for a taxable year from a PFIC with
respect to which the Fund has made a qualified electing fund election would generally constitute qualifying income for purposes
of the 90% test described above, only to the extent the PFIC makes distributions in respect of that income to the Fund for that
taxable year. The Fund may limit and/or manage its holdings in PFICs to limit its tax liability or maximize its return from these
investments.

Si
a sufficient percentage of the interests in a foreign issuer are held by the Fund, independently or together with certain other
États-Unis persons, that issuer may be treated as a “controlled foreign corporation” (a “CFC”) with respect
to the Fund, in which case the Fund will be required to take into account each year, as ordinary income, its share of certain
portions of that issuer’s income, whether or not such amounts are distributed. The Fund may have to dispose of its portfolio
securities (potentially resulting in the recognition of taxable gain or loss, and potentially under disadvantageous circumstances)
to generate cash, or may have to borrow the cash, to meet its distribution requirements and avoid Fund-level taxes. Under proposed
Treasury Regulations, certain income derived by the Fund from a CFC for a taxable year would generally constitute qualifying income
only to the extent the CFC makes distributions in respect of that income to the Fund for that taxable year. In addition, some
Fund gains on the disposition of interests in such an issuer may be treated as ordinary income. The Fund may limit and/or manage
its holdings in issuers that could be treated as CFCs in order to limit its tax liability or maximize its after-tax return from
these investments.

Le
law with respect to the taxation of non-U.S. entities treated as corporations for U.S. federal income tax purposes and the individuals
and entities treated as their shareholders changed under legislation enacted in late 2017. If the Fund owned 10% or more the voting
power of a foreign entity treated as a corporation for U.S. federal income tax purposes for the last tax year of the foreign entity
beginning before January 1, 2018, the Fund may be required to include in its income its share of certain deferred foreign income
of that foreign entity. Under those circumstances, the Fund may be able to make an election for such amounts to be included in
income over eight years. Any income included under this rule may have to be distributed to satisfy the distribution requirements
referred to above even though the Fund may receive no corresponding cash amounts, and even though shareholders derived no economic
benefit from the foreign entity’s deferred income.

Depreciation
or other cost recovery deductions passed through to the Fund from investments in MLPs in a given year will generally reduce the
Fund’s taxable income, but those deductions may be recaptured in the Fund’s income in one or more subsequent years.
When recognized and distributed, recapture income will generally be taxable to shareholders of the Fund at the time of the distribution
at ordinary income tax rates, even though those shareholders might not have held shares in the Fund at the time the deductions
were taken by the Fund, and even though those shareholders will not have corresponding economic gain on their shares at the time
of the recapture. In order to distribute recapture income or to fund redemption requests, the Fund may need to liquidate investments,
which may lead to additional recapture income.

Noncorporate
taxpayers are generally eligible for a deduction of up to 20% of “qualified publicly traded partnership income.” The
Fund will not be able to claim such a deduction in respect of income allocated to it by any MLPs or other publicly traded partnerships
in which it invests, and absent any additional guidance, the law does not allow noncorporate shareholders to be able to claim
a deduction in respect of Fund dividends attributable to any such income.

Non-U.S.
persons are subject to U.S. tax on disposition of a “United States real property interest” (a “USRPI”).
Gain on such a disposition is sometimes referred to as “FIRPTA gain.” The Code provides a look-through rule for distributions
of “FIRPTA gain” if certain requirements are met. If the look-through rule applies, certain distributions attributable
to income received by the Fund, e.g., from REITs, may be treated as gain from the disposition of a USRPI, causing distributions
to be subject to U.S. withholding tax at rates of up to 21%, and require non-U.S. shareholders to file nonresident U.S. income
tax returns.

Le
Fund is required to withhold (as “backup withholding”) a portion of reportable payments, including dividends, capital
gain distributions and the proceeds of redemptions and exchanges or repurchases of Fund shares, paid to shareholders who have
not complied with certain IRS regulations. The backup withholding rate is currently 24%. In order to avoid this withholding requirement,
shareholders, other than certain exempt entities, must certify on IRS Forms W-9 or on certain other documents, that the Social
Security Numbers or other Taxpayer Identification Numbers they provide are their correct numbers and that they are not currently
subject to backup withholding, or that they are exempt from backup withholding. The Fund may nevertheless be required to backup
withhold if it receives notice from the IRS or a broker that a number provided is incorrect or that backup withholding is applicable
as a result of previous underreporting of interest or dividend income.

Ordinary
dividends and certain other payments made by the Fund to non-U.S. shareholders are generally subject to withholding tax at a 30%
rate (or a lower rate as may be determined in accordance with any applicable treaty). In order to obtain a reduced rate of withholding,
a non-U.S. shareholder will be required to provide an IRS Form W-8BEN or similar form certifying its entitlement to benefits under
a treaty. The withholding tax does not apply to regular dividends paid to a non-U.S. shareholder who provides an IRS Form W-8ECI,
certifying that the dividends are effectively connected with the non-U.S. shareholder’s conduct of a trade or business within
the United States. Instead, the effectively connected dividends will be subject to regular U.S. income tax as if the non-U.S.
shareholder were a U.S. shareholder. A non-U.S. corporation receiving effectively connected dividends may also be subject to additional
“branch profits tax” imposed at a rate of 30% (or a lower treaty rate).

Le
30% withholding tax described in the preceding paragraph generally will not apply to distributions of net capital gain, to redemption
proceeds, or to dividends that the Fund reports as (a) interest-related dividends, to the extent such dividends are derived from
the Fund’s “qualified net interest income,” or (b) short-term capital gain dividends, to the extent such dividends
are derived from the Fund’s “qualified short-term gain.” “Qualified net interest income” is the
Fund’s net income derived from U.S.-source interest and original issue discount, subject to certain exceptions and limitations.
“Qualified short-term gain” generally means the excess of the net short-term capital gain of the Fund for the taxable
year over its net long-term capital loss, if any. In order to qualify for an exemption from withholding, a non-U.S. shareholder
will need to comply with applicable certification requirements relating to its non-U.S. status (including, in general, furnishing
an IRS Form W-8BEN or other applicable form). Backup withholding will not be applied to payments that are subject to this 30%
withholding tax.

Unless
certain non-U.S. entities that hold Fund shares comply with IRS requirements that will generally require them to report information
regarding U.S. persons investing in, or holding accounts with, such entities, a 30% withholding tax may apply to the Fund’s
dividends payable to such entities. A non-U.S. shareholder may be exempt from the withholding described in this paragraph under
an applicable intergovernmental agreement between the United States and a foreign government, provided that the shareholder and
the applicable foreign government comply with the terms of such agreement.

Deze
discussion and the related discussion in the Prospectus have been prepared by management of the Fund, and counsel to the Trust
has expressed no opinion in respect thereof.

Shareholders
and prospective shareholders of the Fund should consult their own tax advisors concerning the effect of owning shares of the Fund
in light of their particular tax situations.

DIVIDENDS
AND DISTRIBUTIONS

Le
Fund will receive income in the form of dividends and interest earned on its investments in securities. This income, less the
expenses incurred in its operations, is the Fund’s net investment income, substantially all of which will be declared as
dividends to the Fund’s shareholders.

Le
amount of income dividend payments by the Fund is dependent upon the amount of net investment income received by the Fund from
its portfolio holdings, is not guaranteed and is subject to the discretion of the Board. The Fund does not pay “interest”
or guarantee any fixed rate of return on an investment in its shares.

Le
Fund also may derive capital gains or losses in connection with sales or other dispositions of its portfolio securities. Any net
gain the Fund may realize from transactions involving investments held for less than the period required for long-term capital
gain or loss recognition or otherwise producing short-term capital gains and losses (taking into account any available carryover
of capital losses), although a distribution from capital gains, will be distributed to shareholders with and as a part of the
income dividends paid by the Fund and will be taxable to shareholders as ordinary income for federal income tax purposes. If during
any year the Fund realizes a net gain on transactions involving investments held for more than the period required for long-term
capital gain or loss recognition or otherwise producing long-term capital gains and losses, the Fund will have a net long-term
capital gain. After deduction of the amount of any net short-term capital loss, the balance (to the extent not offset by any
capital losses available to be carried over) generally will be distributed and treated as long-term capital gains in the hands
of the shareholders regardless of the length of time the Fund’s shares may have been held by the shareholders. For more
information concerning applicable capital gains tax rates, see your tax advisor.

Any
dividend or distribution paid by the Fund reduces the Fund’s NAVs on the date paid by the amount of the dividend or distribution
per share. Accordingly, a dividend or distribution paid shortly after a purchase of shares by a shareholder will generally be
taxable, even if it effectively represents a partial return of the shareholder’s capital.

Dividends
and other distributions will be made in the form of additional shares of the Fund unless the shareholder has otherwise indicated.
Investors have the right to change their elections with respect to the reinvestment of dividends and distributions by notifying
the transfer agent in writing, but any such change will be effective only as to dividends and other distributions for which the
record date is seven or more business days after the transfer agent has received the written request.

Le
Fund’s investments in partnerships, if any, including in qualified publicly traded partnerships, may result in that Fund
being subject to state, local or foreign income, franchise or withholding tax liabilities.

GENERAL
INFORMATION

Investment
Managers Series Trust is an open-end management investment company organized as a Delaware statutory trust under the laws of the
State of Delaware on February 15, 2005. The Trust has a number of outstanding series of shares of beneficial interest, each of
which represents interests in a separate portfolio of securities.

Le
Trust’s Declaration of Trust permits the Trustees to create additional series of shares, to issue an unlimited number of
full and fractional shares of beneficial interest of each series, including the Fund, and to divide or combine the shares of any
series into a greater or lesser number of shares without thereby changing the proportionate beneficial interest in the series.
The assets belonging to a series are charged with the liabilities in respect of that series and all expenses, costs, charges and
reserves attributable to that series only. Therefore, any creditor of any series may look only to the assets belonging to that
series to satisfy the creditor’s debt. Any general liabilities, expenses, costs, charges or reserves of the Trust which
are not readily identifiable as pertaining to any particular series are allocated and charged by the Trustees to and among the
existing series in the sole discretion of the Trustees. Each share of the Fund represents an interest in the Fund proportionately
equal to the interest of each other share. Upon the Fund’s liquidation, all shareholders would share pro rata in the net
assets of the Fund available for distribution to shareholders.

Le
Trust may offer more than one class of shares of any series. Each share of a series or class represents an equal proportionate
interest in that series or class with each other share of that series or class. With respect to the Fund, the Trust currently
offers four classes of shares: Class A, Class C, Class I and Class Y. The Trust has reserved the right to create and issue additional
series or classes. Each share of a series or class represents an equal proportionate interest in that series or class with each
other share of that series or class.

Le
shares of each series or class participate equally in the earnings, dividends and assets of the particular series or class. Expenses
of the Trust which are not attributable to a specific series or class, are allocated among all the series in a manner believed
by management of the Trust to be fair and equitable. Shares issued do not have pre-emptive or conversion rights. Shares when
issued are fully paid and non-assessable, except as set forth below. Shareholders are entitled to one vote for each share
held. Shares of each series or class generally vote together, except when required under federal securities laws to vote separately
on matters that only affect a particular series or class, such as the approval of distribution plans for a particular class.

Le
Trust is not required to hold annual meetings of shareholders but will hold special meetings of shareholders of a series or class
when, in the judgment of the Board, it is necessary or desirable to submit matters for a shareholder vote. Shareholders have,
under certain circumstances, the right to communicate with other shareholders in connection with requesting a meeting of shareholders
for the purpose of removing one or more Trustees. Shareholders also have, in certain circumstances, the right to remove one or
more Trustees without a meeting. No material amendment may be made to the Trust’s Declaration of Trust without the affirmative
vote of the holders of a majority of the outstanding shares of each portfolio affected by the amendment.

Le
Trust’s Declaration of Trust provides that, at any meeting of shareholders of the Trust or of any series or class, a shareholder
servicing agent may vote any shares as to which such shareholder servicing agent is the agent of record for shareholders who are
not represented in person or by proxy at the meeting, proportionately in accordance with the votes cast by holders of all shares
of that portfolio otherwise represented at the meeting in person or by proxy as to which such shareholder servicing agent is the
agent of record.

Any
shares so voted by a shareholder servicing agent will be deemed represented at the meeting for purposes of quorum requirements.
Any series or class may be terminated (i) upon the merger or consolidation with, or the sale or disposition of all or substantially
all of its assets to, another entity, if approved by the vote of the holders of two-thirds of its outstanding shares, except
that if the Board recommends such merger, consolidation or sale or disposition of assets, the approval by vote of the holders
of a majority of the series’ or class’ outstanding shares will be sufficient, or (ii) by the vote of the holders of
a majority of its outstanding shares, or (iii) by the Board by written notice to the series’ or class’ shareholders.
Unless each series and class is so terminated, the Trust will continue indefinitely.

Shareholders
may send communications to the Board. Shareholders should send communications intended for the Board by addressing the communications
to the Board, in care of the Secretary of the Trust and sending the communication to 2220 E. Route 66, Suite 226, Glendora, California
91740. A shareholder communication must (i) be in writing and be signed by the shareholder, (ii) provide contact information for
the shareholder, (iii) identify the Fund to which it relates, and (iv) identify the class and number of shares held by the shareholder.
The Secretary of the Trust may, in good faith, determine that a shareholder communication should not be provided to the Board
because it does not reasonably relate to the Trust or its operations, management, activities, policies, Service Providers, Board,
officers, shareholders or other matters relating to an investment in the Fund or is otherwise immaterial in nature. Other shareholder
communications received by the Fund not directly addressed and sent to the Board will be reviewed and generally responded to by
management, and will be forwarded to the Board only at management's discretion based on the matters contained therein.

Le
Declaration of Trust provides that no Trustee or officer of the Trust shall be subject to any personal liability in connection
with the assets or affairs of the Trust or any of its series except for losses in connection with his or her willful misfeasance,
bad faith, gross negligence or reckless disregard of his or her duties. The Trust has also entered into an indemnification agreement
with each Trustee which provides that the Trust shall advance expenses and indemnify and hold harmless the Trustee in certain
circumstances against any expenses incurred by the Trustee in any proceeding arising out of or in connection with the Trustee's
service to the Trust, to the maximum extent permitted by the Delaware Statutory Trust Act, the 1933 Act and the 1940 Act, and
which provides for certain procedures in connection with such advancement of expenses and indemnification

Le
Trust’s Declaration of Trust also provides that the Trust shall maintain appropriate insurance (for example, fidelity bonding
and errors and omissions insurance) for the protection of the Trust, its shareholders, Trustees, officers, employees and agents
covering possible tort and other liabilities.

Le
Declaration of Trust does not require the issuance of stock certificates. If stock certificates are issued, they must be returned
by the registered owners prior to the transfer or redemption of shares represented by such certificates.

Rule
18f-2 under the 1940 Act provides that as to any investment company which has two or more series outstanding and as to any
matter required to be submitted to shareholder vote, such matter is not deemed to have been effectively acted upon unless approved
by the holders of a “majority” (as defined in the rule) of the voting securities of each series affected by the matter.
Such separate voting requirements do not apply to the election of Trustees or the ratification of the selection of accountants.
The Rule contains special provisions for cases in which an advisory contract is approved by one or more, but not all, series.
A change in investment policy may go into effect as to one or more series whose holders so approve the change even though the
required vote is not obtained as to the holders of other affected series.

Le
Trust, the Advisor and the Sub-Advisor have adopted Codes of Ethics under Rule 17j-1 of the 1940 Act. These codes of ethics
permit, subject to certain conditions, personnel of each of those entities to invest in securities that may be purchased or held
by the Fund.

FINANCIAL
STATEMENTS

Incorporated
by reference herein is the Fund’s Annual Report to shareholders for the fiscal year ended June 30, 2019 which includes the
“Report of Independent Registered Public Accounting Firm,” “Schedule of Investments,” “Statement
of Assets and Liabilities,” “Statement of Operations,” “Statements of Changes in Net Assets,” “Financial
Highlights” and “Notes to Financial Statements.” A copy of the Fund’s Annual Report and Semi-Annual Report
can be obtained at no charge by calling 1-888-966-9661 or writing the Fund.

APPENDIX
“A”
DESCRIPTION OF SECURITIES RATINGS

Standard
& Poor’s Corporation

UNE
brief description of the applicable Standard & Poor’s Corporation (“S&P”) rating symbols and their meanings
(as published by S&P) follows:

Long-Term
Debt

Een
S&P corporate or municipal debt rating is a current assessment of the creditworthiness of an obligor with respect to a specific
obligation. This assessment may take into consideration obligors such as guarantors, insurers or lessees. The debt rating is not
a recommendation to purchase, sell or hold a security, inasmuch as it does not comment as to market price or suitability for a
particular investor. The ratings are based on current information furnished by the issuer or obtained by S&P from other sources
it considers reliable. S&P does not perform an audit in connection with any rating and may, on occasion, rely on unaudited
financial information. The ratings may be changed, suspended or withdrawn as a result of changes in, or unavailability of, such
information, or based on other circumstances. The ratings are based, in varying degrees, on the following considerations:

1 Likelihood
                                         of default-capacity and willingness of the obligor as to the timely payment of interest
                                         and repayment of principal in accordance with the terms of the obligation;

2 Nature
of and provisions of the obligation; et

3 Protection
                                         afforded by, and relative position of, the obligation in the event of bankruptcy, reorganization,
                                         or other arrangement under the laws of bankruptcy and other laws affecting creditors’
                                         rights.

Investment
Grade

AAA Debt
                                         rated “AAA” has the highest rating assigned by S&P. Capacity to pay interest
                                         and repay principal is extremely strong.

AA Debt
                                         rated “AA” has a very strong capacity to pay interest and repay principal
                                         and differs from the highest rated issues only in small degree.

UNE Debt
                                         rated “A” has a strong capacity to pay interest and repay principal although
                                         it is somewhat more susceptible to the adverse effects of changes in circumstances and
                                         economic conditions than debt in higher rated categories.

BBB Debt
                                         rated “BBB” is regarded as having an adequate capacity to pay interest and
                                         repay principal. Whereas it normally exhibits adequate protection parameters, adverse
                                         economic conditions or changing circumstances are more likely to lead to a weakened capacity
                                         to pay interest and repay principal for debt in this category than in higher rated categories.

Speculative
Grade Rating

Debt
rated “BB”, “B”, “CCC”, “CC” and “C” is regarded as having predominantly
speculative characteristics with respect to capacity to pay interest and repay principal. “BB” indicates the least
degree of speculation and “C” the highest. While such debt will likely have some quality and protective characteristics
these are outweighed by major uncertainties or major exposures to adverse conditions.

BB Debt
                                         rated “BB” has less near-term vulnerability to default than other speculative
                                         issues. However, it faces major ongoing uncertainties or exposure to adverse business,
                                         financial, or economic conditions which could lead to inadequate capacity to meet timely
                                         interest and principal payments. The “BB” rating category is also used for
                                         debt subordinated to senior debt that is assigned an actual or implied “BBB”
                                         rating.

B Debt
                                         rated “B” has a greater vulnerability to default but currently has the capacity
                                         to meet interest payments and principal repayments. Adverse business, financial, or economic
                                         conditions will likely impair capacity or willingness to pay interest and repay principal.
                                         The “B” rating category is also used for debt subordinated to senior debt
                                         that is assigned an actual or implied “BB” or “BB” rating.

CCC Debt
                                         rated “CCC” has a currently identifiable vulnerability to default, and is
                                         dependent upon favorable business, financial, and economic conditions to meet timely
                                         payment of interest and repayment of principal. In the event of adverse business, financial,
                                         or economic conditions, it is not likely to have the capacity to pay interest and repay
                                         principal. The “CCC” rating category is also used for debt subordinated to
                                         senior debt that is assigned an actual or implied “B” or “B”
                                         rating.

CC Le
                                         rating “CC” typically is applied to debt subordinated to senior debt that
                                         is assigned an actual or implied “CCC” debt rating.

C. Le
                                         rating “C” typically is applied to debt subordinated to senior debt which
                                         is assigned an actual or implied “CCC” debt rating. The “C” rating
                                         may be used to cover a situation where a bankruptcy petition has been filed, but debt
                                         service payments are continued.

CI Le
                                         rating “CI” is reserved for income bonds on which no interest is being paid.

D Debt
                                         rated “D” is in payment default. The “D” rating category is used
                                         when interest payments or principal payments are not made on the date due even if the
                                         applicable grace period has not expired, unless S&P believes that such payments will
                                         be made during such grace period. The “D” rating also will be used upon the
                                         filing of a bankruptcy petition if debt service payments are jeopardized.

Plus
(+) or Minus (-): The ratings from “AA” to “CCC” may be modified by the addition of a plus or minus sign
to show relative standing within the major rating categories.

Provisional
Ratings: The letter “p” indicates that the rating is provisional. A provisional rating assumes the successful completion
of the project financed by the debt being rated and indicates that payment of debt service requirements is largely or entirely
dependent upon the successful and timely completion of the project. This rating, however, while addressing credit quality subsequent
to completion of the project, makes no comment on the likelihood of, or the risk of default upon failure of, such completion.
The investor should exercise judgment with respect to such likelihood and risk.

r Le
                                         letter “r” is attached to highlight derivative, hybrid, and certain other
                                         obligations that S&P believes may experience high volatility or high variability
                                         in expected returns due to non-credit risks. Examples of such obligations are: securities
                                         whose principal or interest return is indexed to equities, commodities, or currencies;
                                         certain swaps and options; and interest only and principal only mortgage securities.
                                         The absence of an “r” symbol should not be taken as an indication that an
                                         obligation will exhibit no volatility or variability in total return.

L Le
                                         letter “L” indicates that the rating pertains to the principal amount of
                                         those bonds to the extent that the underlying deposit collateral is Federally insured
                                         by the Federal Savings & Loan Insurance Corporation or the Federal Deposit Insurance
                                         Corporation* In the case of certificates of deposit the letter “L” indicates
                                         that the deposit, combined with other deposits being held in the same right and capacity
                                         will be honored for principal and accrued pre-default interest up to the Federal insurance
                                         limits within 30 days after closing of the insured institution or, in the event that
                                         the deposit is assumed by a successor insured institution, upon maturity.

NR Indicates
                                         no rating has been requested, that there is insufficient information on which to base
                                         a rating, or that S&P does not rate a particular type of obligation as a matter of
                                         policy.

La publicité
Paper

Een
S&P commercial paper rating is a current assessment of the likelihood of timely payment of debt having an original maturity
of no more than 365 days. Ratings are graded into several categories, ranging from “A-1” for the highest quality obligations
to “D” for the lowest. These categories are as follows:

A-1 Deze
                                         highest category indicates that the degree of safety regarding timely payment is strong.
                                         Those issues determined to possess extremely strong safety characteristics are denoted
                                         with a plus sign (+) designation.

A-2 Capacity
                                         for timely payment on issues with this designation is satisfactory. However, the relative
                                         degree of safety is not as high as for issues designated “A-1.”

* Continuance
                                         of the rating is contingent upon S&P’s receipt of an executed copy of the escrow
                                         agreement or closing documentation confirming investments and cash flow.

A-3 Issues
                                         carrying this designation have adequate capacity for timely payment. They are, however,
                                         somewhat more vulnerable to the adverse effects of changes in circumstances than obligations
                                         carrying the higher designations.

B Issues
                                         rated “B” are regarded as having only speculative capacity for timely payment.

C. Deze
                                         rating is assigned to short-term debt obligations with a doubtful capacity for payment.

D Debt
                                         rated “D” is in payment default. The “D” rating category is used
                                         when interest payments or principal Payments are not made on the date due, even if the
                                         applicable grace period has not expired, unless S&P believes that such payments will
                                         be made during such grace period.

UNE
commercial rating is not a recommendation to purchase, sell or hold a security inasmuch as it does not comment as to market price
or suitability for a particular investor. The ratings are based on current information furnished to S&P by the issuer or obtained
by S&P from other sources it considers reliable.

S&P
does not perform an audit in connection with any rating and may, on occasion, rely on unaudited financial information. The ratings
may be changed, suspended or withdrawn as a result of changes in or unavailability of such information or based on other circumstances.

Preferred
Securities

AAA Deze
                                         is the highest rating that may be assigned to a preferred stock issue and indicates an
                                         extremely strong capacity to pay the preferred stock obligations.

AA Preferred
                                         stock issue rated AA also qualifies as a high quality fixed income security. The capacity
                                         to pay preferred stock obligations is very strong, although not as overwhelming as for
                                         issues rated AAA.

UNE Een
                                         issue rated A is backed by a sound capacity to pay the preferred stock obligations, although
                                         it is somewhat more susceptible to the adverse effects of changes in circumstances and
                                         economic conditions.

BBB Een
                                         issue rated BBB is regarded as backed by an adequate capacity to pay preferred stock
                                         obligations. Although it normally exhibits adequate protection parameters, adverse economic
                                         conditions or changing circumstances are more likely to lead to a weakened capacity to
                                         make payments for preferred stock in this category for issues in the A category.

BB Een
                                         issue rated BB is regarded, on balance, as predominantly speculative with respect to
                                         the issuer’s capacity to pay the preferred stock obligation. While such issues
                                         will likely have some quality and protective characteristics, they are outweighed by
                                         large uncertainties or major risk exposures to adverse conditions.

Moody’s
Investors Service, Inc.

UNE
brief description of the applicable Moody’s Investors Service, Inc. (“Moody’s”) rating symbols and their
meanings (as published by Moody’s) follows:

Long-Term
Debt

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following summarizes the ratings used by Moody’s for corporate and municipal long-term debt:

Aaa Bonds
                                         are judged to be of the best quality. They carry the smallest degree of investment risk
                                         and are generally referred to as “gilt edged.” Interest payments are protected
                                         by a large or by an exceptionally stable margin and principal is secure. While the various
                                         protective elements are likely to change, such changes as can be visualized are most
                                         unlikely to impair the Fundamentally strong position of such issuer.

Aa Bonds
                                         are judged to be of high quality by all standards. Together with the “Aaa”
                                         group they comprise what are generally known as high-grade bonds. They are rated lower
                                         than the best bonds because margins of protection may not be as large as in “Aaa”
                                         securities or fluctuation of protective elements may be of greater amplitude or there
                                         may be other elements present which make the long-term risks appear somewhat larger than
                                         in “Aaa” securities.

UNE Bonds
                                         possess many favorable investment attributes and are to be considered as upper medium-grade
                                         obligations. Factors giving security to principal and interest are considered adequate
                                         but elements may be present which suggest a susceptibility to impairment sometime in
                                         the future.

Baa Bonds
                                         considered medium-grade obligations, i.e., they are neither highly protected nor poorly
                                         secured. Interest payments and principal security appear adequate for the present but
                                         certain protective elements may be lacking or may be characteristically unreliable over
                                         any great length of time. Such bonds lack outstanding investment characteristics and
                                         in fact have speculative characteristics as well.

Ba,B,
                          Caa, Ca, and C
Bonds
                                         that possess one of these ratings provide questionable protection of interest and principal
                                         (“Ba” indicates some speculative elements; “B” indicates a general
                                         lack of characteristics of desirable investment; “Caa” represents a poor
                                         standing; “Ca” represents obligations which are speculative in a high degree;
                                         and “C” represents the lowest rated class of bonds). “Caa,” “Ca”
                                         and “C” bonds may be in default.

Bonds
for which the security depends upon the completion of some act or the fulfillment of some condition are rated conditionally. These
are bonds secured by (a) earnings of projects under construction, (b) earnings of projects unseasoned in operation experience,
(c) rentals which begin when facilities are completed, or (d) payments to which some other limiting condition attaches. Parenthetical
rating denotes probable credit stature upon completion of construction or elimination of basis of condition.

(P) Quand
                                         applied to forward delivery bonds, indicates that the rating is provisional pending delivery
                                         of the bonds. The rating may be revised prior to delivery if changes occur in the legal
                                         documents or the underlying credit quality of the bonds.

Note:
Those bonds in the Aa, A