M&A - EA Series Trust

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Form Type: DEF 14A

Filing Date: 2025-03-11

Corporate Action: Acquisition

Type: New

Accession Number: 000159290025000619

Filing Summary: EA Series Trust is seeking shareholder approval for two significant proposals at a Special Meeting scheduled for March 31, 2025. The first proposal involves a new investment sub-advisory agreement with Sequoia Financial Group, following an agreement where Sequoia will acquire substantially all assets of CCM Investment Group, the current sub-adviser. This acquisition is not expected to lead to any fee increases or changes in the Fund's management or investment policies. The second proposal aims to approve a 'manager of managers' structure that allows the Adviser to hire and replace unaffiliated sub-advisers without requiring shareholder approval. Shareholders of record as of February 19, 2025, are entitled to vote on these proposals.

Document Link: View Document

Additional details:

Record Date: 2025-02-19


Meeting Date: 2025-03-31


Proposal 1: Approve New Investment Sub-Advisory Agreement with Sequoia Financial Group


Proposal 2: Approve 'manager of managers' structure


Special Meeting Time: 10:00 a.m. Central time


Proxy Solictor: Sodali & Co.


Cost Of Services: $23,300


Adviser Management Fee: 0.33%


Form Type: PRE 14A

Filing Date: 2025-02-28

Corporate Action: Merger

Type: New

Accession Number: 000159290025000582

Filing Summary: EA Series Trust has filed a preliminary proxy statement regarding a special meeting of shareholders scheduled for March 31, 2025. The meeting will seek shareholder approval of two key proposals: 1) To approve a new investment sub-advisory agreement with Sequoia Financial Group which will be activated following Sequoia's acquisition of CCM Investment Group's assets, and 2) To authorize a 'manager of managers' structure allowing the investment adviser to hire and replace sub-advisers without further shareholder approval. Shareholders of record as of February 19, 2025, are entitled to vote. The proposals are framed within the context of an impending acquisition, which is anticipated to be finalized by the end of March 2025. The Board of Trustees unanimously supports the proposals, asserting they are in the shareholders' best interests and do not impact the current management or expense structure of the Fund.

Document Link: View Document

Additional details:

Proposal 1: Approve a new investment sub-advisory agreement with Sequoia Financial Group.


Proposal 2: Use of a 'manager of managers' structure.


Record Date: 2025-02-19


Special Meeting Date: 2025-03-31


Proxy Sollicitor: Sodali & Co.


Cost Of Proxy Services: $23,300


Form Type: 497

Filing Date: 2025-02-12

Corporate Action: Merger

Type: New

Accession Number: 000159290025000325

Filing Summary: A Special Meeting of Shareholders for the AXS Change Finance ESG ETF (the Target Fund) is scheduled for April 2, 2025, to vote on a proposal for reorganization into the Stance Sustainable Beta ETF (the Acquiring Fund), part of EA Series Trust. This reorganization would involve transferring all assets of the Target Fund to the Acquiring Fund, which will take on its liabilities, effectively dissolving the Target Fund. Shareholders will receive shares of the Acquiring Fund and cash for any fractional shares they hold. The proposing plan outlines that if not approved, alternative actions will be considered, including possible liquidation or reorganization into another fund complex. The Target Fund and the Acquiring Fund aim to track the same investment index, maintaining similar investment objectives and strategies, and the Board has expressed that the reorganization will not result in tax liabilities for shareholders, except for cash received for fractional shares. Shareholders who held shares as of February 10, 2025, are eligible to vote, and the Board recommends approval of this reorganization plan, viewing it as beneficial for existing shareholders.

Document Link: View Document

Additional details:

Record Date: 2025-02-10


Special Meeting Date: 2025-04-02


Acquiring Fund Name: Stance Sustainable Beta ETF


Target Fund Name: AXS Change Finance ESG ETF


Investment Adviser Acquiring Fund: Empowered Funds LLC, dba EA Advisers


Sub Adviser Acquiring Fund: Stance Capital, LLC


Index Tracked: Change Finance Diversified Impact U.S. Large Cap Fossil Fuel Free Index


Tax Implications: generally not expected to result in the recognition of gain or loss for federal income tax purposes except for cash payments in lieu of fractional shares


Form Type: N-14

Filing Date: 2025-01-13

Corporate Action: Merger

Type: New

Accession Number: 000159290025000039

Filing Summary: The document outlines a proposal for a reorganization involving the AXS Change Finance ESG ETF (the Target Fund) into the Stance Sustainable Beta ETF (the Acquiring Fund), part of EA Series Trust. It details that upon shareholder approval, the Target Fund will transfer all its assets to the Acquiring Fund, which will assume all liabilities. Shareholders are expected to receive shares of the Acquiring Fund equivalent in value to their Target Fund shares, and cash for fractional shares. This reorganization is not anticipated to result in tax implications for shareholders, except for gains from cash received for fractional shares. The document emphasizes the similarities in investment objectives and strategies between the two funds. It invites shareholders to vote at the Special Meeting scheduled for a later date determined by the record date.

Document Link: View Document

Additional details:

Shareholder Approval Needed: Yes


Investment Objectives Similar: Yes


Investment Strategies Similar: Yes


Liabilities Assumed By Acquiring Fund: Yes


Shareholders Receive Stance Etf Shares: Yes


Tax Implications Expected: No


Proxy Statement Sent: Yes


Record Date For Vote: [ ], 2025


Meeting Location: 2220 E Route 66 Suite 226 Glendora, CA 91773


Form Type: 497

Filing Date: 2024-12-30

Corporate Action: Merger

Type: New

Accession Number: 000159290024002732

Filing Summary: A Special Meeting of Shareholders for Matrix Advisors Value Fund, Inc. (Target Fund) has been scheduled for January 30, 2025, to vote on a proposed Agreement and Plan of Reorganization with Matrix Advisors Value ETF (Acquiring Fund), a newly created series of EA Series Trust. The Plan entails transferring all assets of the Target Fund to the Acquiring Fund in exchange for shares and cash, alongside the Acquiring Fund assuming all liabilities of the Target Fund. Target Fund shareholders with Qualifying Accounts will receive Acquiring Fund shares, while those in Non-Qualifying Accounts will receive cash equivalent to the NAV of their shares. The Reorganization is designed to lower operating expenses and provide more flexible transaction options for shareholders. The Target Fund Board has approved the Plan after careful consideration and enthusiasm for the benefits offered by the Acquiring Fund structure. In the event the Plan is not approved, the Target Fund would continue operations as is. The Reorganization is not expected to result in taxable gains except for cash received in lieu of fractional shares. The expected effective date for the Reorganization is on or about February 21, 2025.

Document Link: View Document

Additional details:

Special Meeting Date: 2025-01-30


Record Date: 2024-12-17


Shareholder Voting Method: proxy


Investment Adviser: Matrix Advisors


Acquiring Fund Fee: 0.75%


Target Fund Fee: 0.99%


Estimated Effective Date: 2025-02-21


Form Type: 497

Filing Date: 2024-12-27

Corporate Action: Merger

Type: New

Accession Number: 000159290024002730

Filing Summary: A Special Meeting of Shareholders of the Matrix Advisors Value Fund, Inc. (the 'Target Fund') is scheduled for January 30, 2025, to approve an Agreement and Plan of Reorganization (the 'Plan') that proposes transferring all assets of the Target Fund to the Matrix Advisors Value ETF (the 'Acquiring Fund'), a new series of the EA Series Trust. Shareholders holding their Target Fund shares through a brokerage account that allows ETF investments will receive shares of the Acquiring Fund and cash for any fractional shares. Those with Non-Qualifying Accounts will receive cash equal to the net asset value of their Target Fund shares and will not become shareholders of the Acquiring Fund. The Reorganization, expected on or about February 21, 2025, aims to reduce operating expenses, enhance trading flexibility, and may provide favorable tax implications for shareholders. The proposal was unanimously approved by the Target Fund Board on November 1, 2024, and requires shareholder approval to proceed. Details, including voting procedures and proxy information, are provided in the attached Proxy Statement/Prospectus.

Document Link: View Document

Additional details:

Target Fund Name: Matrix Advisors Value Fund, Inc.


Acquiring Fund Name: Matrix Advisors Value ETF


Meeting Date: 2025-01-30


Record Date: 2024-12-17


Expected Effective Date: 2025-02-21


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