M&A - Horizon Funds
Form Type: N-14/A
Filing Date: 2025-02-07
Corporate Action: Merger
Type: New
Accession Number: 000139834425002210
Filing Summary: Horizon Funds has filed a registration statement under the Securities Act of 1933 for the proposed merger of Centre American Select Equity Fund and Centre Global Infrastructure Fund, both series of Centre Funds, into corresponding newly created series (Acquiring Funds) of Horizon Funds. This action is part of a larger transaction where Horizon Investments, LLC will acquire certain assets from Centre Asset Management, LLC, subject to shareholder approval at a Special Meeting scheduled for March 27, 2025. The Reorganizations will involve transferring all assets and liabilities of the Acquired Funds to the Acquiring Funds, followed by a distribution of the Acquiring Fund shares to the Acquired Fund’s shareholders. The merger will not result in material gains or losses for tax purposes, and no sales charges or redemption fees will be applied. The management of the Acquiring Funds will remain similar to that of the Acquired Funds, and assurances are made regarding operating expenses, which are expected to be the same or lower post-merger. Shareholders are strongly encouraged to vote ‘FOR’ the proposal to approve the Reorganization Agreement as determined by the Board of Trustees.
Additional details:
Title Of Securities Being Registered: Centre American Select Equity Fund - Advisor Class and Investor Class Shares, Centre Global Infrastructure Fund - Advisor Class and Investor Class Shares
Special Meeting Date: 2025-03-27
Record Date: 2025-01-31
Proxy Card Submission Due Date: 2025-03-27
No Sales Charges Or Redemption Fees: true
Investment Adviser Post Reorganization: Horizon Investments, LLC
Portfolio Manager Post Reorganization: James A. Abate
Form Type: N-14
Filing Date: 2025-02-06
Corporate Action: Merger
Type: New
Accession Number: 000139834425002109
Filing Summary: Horizon Funds has filed a registration statement for a merger involving their Centre American Select Equity Fund and Centre Global Infrastructure Fund, referred to as the Acquired Funds. Shareholders will vote on March 27, 2025, to approve a Reorganization Agreement that will transfer all assets of each Acquired Fund to newly created corresponding series (Acquiring Funds) of Horizon Funds. This includes the assumption of all liabilities by the Acquiring Funds and involves a complete liquidation of the Acquired Funds with shares distributed to shareholders in exchange for their holdings. The proposed transaction is part of a broader acquisition agreement executed on October 17, 2024, under which Horizon Investments will acquire specific assets related to the management of the Acquired Funds. Following the Reorganization, shareholders will hold shares in the Acquiring Funds with similar investment objectives and strategies. The Board of Trustees has unanimously approved the Reorganizations, affirming that they will not adversely affect the interests of the shareholders. Important details regarding fees, expenses, and contact information for questions are included in the proxy materials sent to shareholders, encouraging them to vote promptly by various means. The deadline for votes is set for the Special Meeting date.
Additional details:
Title Of Securities Being Registered: Centre American Select Equity Fund - Advisor Class and Investor Class Shares
Title Of Securities Being Registered: Centre Global Infrastructure Fund - Advisor Class and Investor Class Shares
Date Of Special Meeting: 2025-03-27
Location Of Special Meeting: 48 Wall Street, New York, NY
Time Of Special Meeting: 10:30 AM ET
Record Date: 2025-01-31
Asset Acquisition Date: 2024-10-17
Proxy Contact Number: 800-659-6590
Form Type: N-14
Filing Date: 2025-01-07
Corporate Action: Merger
Type: New
Accession Number: 000139834425000377
Filing Summary: Horizon Funds has filed a Registration Statement for a proposed merger involving the Centre American Select Equity Fund and Centre Global Infrastructure Fund, collectively referred to as the Acquired Funds. A Special Meeting of Shareholders for each Acquired Fund has been scheduled to consider approving an Agreement and Plan of Reorganization wherein the assets and liabilities of the Acquired Funds will be transferred to corresponding newly created funds (Acquiring Funds) under Horizon Funds. The Reorganization will ensure shareholders receive shares of the Acquiring Funds equal in value to their current holdings in the Acquired Funds. The transition aims to maintain the same investment objectives, strategies, and risks, while changing the investment adviser from Centre to Horizon. All necessary approvals are pending, including that of the shareholders. The Outcomes of the meeting will determine the feasibility of the reorganization, indicating potential changes to management and oversight as the Acquiring Funds commence operations. Detailed information is provided for shareholders through a Combined Proxy Statement and Prospectus, which discusses the implications of the merger, expected fee structure adjustments, and overall management continuity.
Additional details:
Title Of Securities Registered: Centre American Select Equity Fund - Advisor Class and Investor Class Shares
Title Of Securities Registered: Centre Global Infrastructure Fund - Advisor Class and Investor Class Shares
Board Of Trustees Approval: The Board of Trustees of Centre Funds has unanimously approved the Reorganizations and recommends that shareholders vote 'FOR' the Reorganizations.
Shareholder Notification: Shareholders are entitled to vote on the proposals applicable to their respective Acquired Fund at the Special Meeting.
Expected Closing Conditions: The closing of the Transaction is contingent upon each Acquired Fund receiving shareholder approval.
Portfolio Manager Info: Mr. James A. Abate will continue as Portfolio Manager of each Acquiring Fund.
Expense Limitation Agreement: Horizon has contractually agreed to waive its fees and reimburse expenses to ensure total annual fund operating expenses for each Acquiring Fund do not exceed designated levels.
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