M&A - Manager Directed Portfolios

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Form Type: 497

Filing Date: 2025-02-21

Corporate Action: Merger

Type: New

Accession Number: 000089418925001134

Filing Summary: A supplement dated February 21, 2025, has been filed for the Greenspring Income Opportunities Fund, a series of Manager Directed Portfolios. The supplement discusses an anticipated transaction involving changes in ownership interests at Corbyn Investment Management, Inc., the investment adviser for the Fund. On approximately June 30, 2025, certain equity holders of Corbyn will reduce their ownership by selling interests to existing owners and employees, resulting in Charles vK. Carlson losing his controlling interest. Portfolio managers Michael J. Pulcinella and George A. Truppi will gain controlling interests post-transaction. The existing investment advisory agreement will terminate automatically due to the change in control, but services and fees to the Fund remain unchanged under a newly approved agreement pending shareholder approval. A special meeting for shareholder approval of the new agreement is expected in the second quarter of 2025.

Document Link: View Document

Additional details:

Existing Investment Advisory Agreement: Existing investment advisory agreement with Corbyn formed in December 2021.


New Investment Advisory Agreement: New investment advisory agreement approved unanimously by the Board of Trustees on February 20, 2025.


Anticipated Transaction Date: June 30, 2025


Controlling Interest Change: Charles vK. Carlson will lose controlling interest; Pulcinella and Truppi will gain controlling interests.


Proxy Statement Details: Shareholders will receive a proxy statement for approval of the New Investment Advisory Agreement.


Form Type: 497

Filing Date: 2025-01-30

Corporate Action: Merger

Type: New

Accession Number: 000089418925000730

Filing Summary: On January 30, 2025, the Board of Trustees of ALPS Series Trust approved the reorganization of the Seven Canyons Strategic Global Fund and the Seven Canyons World Innovators Fund, both series of AST, into the Hood River International Opportunity Fund, a series of Manager Directed Portfolios. The Reorganizations are subject to shareholder approval at a joint meeting scheduled for March 6, 2025. Should shareholders approve, their shares will convert to shares of the Acquiring Fund at equal value. The objective of the Reorganizations is to retain investments in a registered mutual fund with similar strategies, avoiding potential liquidation costs. The reorganization is expected to be tax-free for shareholders. Additionally, expense implications for fund shareholders vary; they may increase slightly for some but decrease for others. The proposed Reorganizations will help ensure the viability of the funds, following a strategic review.

Document Link: View Document

Additional details:

Target Fund Name: Seven Canyons Strategic Global Fund


Target Fund Name: Seven Canyons World Innovators Fund


Acquiring Fund Name: Hood River International Opportunity Fund


Shareholder Meeting Date: 2025-03-06


Transaction Closing Date: 2025-03-24


Advisers Names: Seven Canyons Advisors, LLC, Hood River Capital Management LLC


Expense Limitation End Date: 2026-01-31


Proxy Voting Instructions: Mail, Internet, Telephone, In person


Form Type: N-14

Filing Date: 2022-04-08

Corporate Action: Merger

Type: New

Accession Number: 000089418922002564

Filing Summary: On April 8, 2022, Manager Directed Portfolios filed a registration statement (Form N-14) for the proposed reorganization of the Harbor Strategic Growth Fund into the Mar Vista Strategic Growth Fund, which is a newly created series of the Manager Directed Portfolios (MDP Trust). Shareholders of the Existing Fund are invited to vote on a proposal that outlines the acquisition of all property, goodwill, and assets of the Existing Fund in exchange solely for shares of the Acquiring Fund. Each shareholder of the Existing Fund will receive Acquiring Fund shares valued equivalently to their investment in the Existing Fund just prior to the reorganization. The reorganization is aimed at providing better growth opportunities and economies of scale under the management of Mar Vista Investment Partners, LLC, which is recommended by the advisors of the Existing Fund. If approved, the reorganization is expected to be finalized on July 25, 2022, with a shareholder meeting scheduled for July 1, 2022, to discuss and vote on the proposal. The document emphasizes the necessity of shareholder participation to secure the meeting's quorum and stresses that the board recommends a 'FOR' vote on the proposal.

Document Link: View Document

Additional details:

Title Of Securities Being Registered: Retirement Shares, Institutional Shares and Investor Shares


Meeting Date: 2022-07-01


Acquiring Fund Name: Mar Vista Strategic Growth Fund


Existing Fund Name: Harbor Strategic Growth Fund


Proposed Effective Date: 2022-07-25


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