M&A - World Funds Trust
Form Type: N-14
Filing Date: 2025-06-30
Corporate Action: Merger
Type: New
Accession Number: 000199937125008562
Filing Summary: World Funds Trust has filed a registration statement under Form N-14 in relation to the proposed Reorganization of the Altegris/AACA Opportunistic Real Estate Fund (the 'Target Fund') into the LDR Real Estate Value-Opportunity Fund (the 'Acquiring Fund'). The Special Meeting of Shareholders is set for September 10, 2025, to vote on approving the Agreement and Plan of Reorganization. If approved, this will involve the Target Fund transferring all its assets and liabilities to the Acquiring Fund in exchange for shares of equal value. The Reorganization is structured to be a tax-free transaction for shareholders. The document details the management structure changes post-Reorganization, noting LDR Capital Management, LLC will remain the investment adviser for the Acquiring Fund while Altegris Advisors will not continue in that role. The plan states that shareholder approval is crucial for moving forward, and if disapproved, various potential actions, including liquidation, could be considered. The anticipated effective date for the Reorganization is once shareholder approval is obtained, with further details provided in the accompanying Proxy Statement/Prospectus.
Additional details:
Title Of Securities Being Registered: Shares of LDR Real Estate Value-Opportunity Fund
Approximate Date Of Proposed Public Offering: As soon as practicable after this Registration Statement becomes effective
Record Date For Special Meeting: 2025-06-24
Special Meeting Date: 2025-09-10
Location Of Special Meeting: 225 Pictoria Drive, Suite 450, Cincinnati, OH 45246
Solicitation Of Proxies By: Board of Trustees of Northern Lights Fund Trust
Investment Adviser For Acquiring Fund: LDR Capital Management, LLC
Sub Adviser For Acquiring Fund: American Assets Capital Advisers, LLC (pending approval)
Reason For Reorganization: Lower expenses and better performance expected from the Acquiring Fund
Form Type: PRE 14A
Filing Date: 2025-06-30
Corporate Action: Merger
Type: Preliminary
Accession Number: 000199937125008566
Filing Summary: World Funds Trust has filed a preliminary proxy statement in connection with a special meeting of shareholders for the LDR Real Estate Value-Opportunity Fund scheduled for September 10, 2025. The meeting will address three proposals: Proposal 1 seeks approval of a new investment sub-advisory agreement between LDR Capital Management, LLC and American Assets Capital Advisers, LLC, where the latter will serve as the Fund's sub-adviser. Proposal 2 proposes a 'manager of managers' structure allowing the Adviser to hire and replace unaffiliated sub-advisers without shareholder approval. Proposal 3 pertains to transacting any other business that may properly come before the meeting. Notably, Proposal 1 involves the reorganization of assets from the Altegris/AACA Opportunistic Real Estate Fund into the LDR Real Estate Value-Opportunity Fund, contingent upon the approval of the Target Fund's shareholders. Approval of these proposals is deemed essential for maintaining the Fund's operational efficacy and governance. All shareholders of record as of June 24, 2025, are encouraged to participate in the voting process, with details on proxy submissions provided. The Board has unanimously endorsed the proposals, emphasizing their alignment with shareholder interests.
Additional details:
Record Date: 2025-06-24
Special Meeting Date: 2025-09-10
Proposal 1: Approval of new investment sub-advisory agreement between LDR Capital Management, LLC and American Assets Capital Advisers, LLC.
Proposal 2: Approval of the use of a 'manager of managers' structure.
Proposal 3: Authority to transact any other business that may properly come before the meeting.
Target Fund: Altegris/AACA Opportunistic Real Estate Fund
Expense Cap: 1.55%
Expense Capping Duration: until April 30, 2027
Form Type: 497
Filing Date: 2025-06-06
Corporate Action: Merger
Type: New
Accession Number: 000199937125007390
Filing Summary: The document outlines a definitive material supplement to the Prospectus and Statement of Additional Information for the LDR Real Estate Value-Opportunity Fund. It discusses the proposal for the reorganization of the Altegris/AACA Opportunistic Real Estate Fund into the LDR Fund, which was approved by the Board of Trustees on April 11, 2025, and is pending shareholder approval. If approved, the reorganization will close on August 22, 2025. The reorganization is expected to significantly increase the net assets of the Fund and reduce the expense ratio due to the larger asset base. The appointment of American Asset Capital Advisers, LLC as a sub-adviser has also been approved, contingent on the reorganization's approval. The document mentions the establishment of an expense limitation agreement to limit the Fund's expenses to 1.55%, excluding specific fees. Additionally, there is a proposal for an exemptive order to allow flexible appointment and replacement of sub-advisers without needing shareholder approval. A proxy statement will be mailed to shareholders for further information around June 30, 2025.
Additional details:
Board Meeting Date: 2025-04-11
Target Fund: Altegris/AACA Opportunistic Real Estate Fund
Closing Date: 2025-08-22
Expected Expense Ratio: 1.55%
Proxy Statement Mail Date: 2025-06-30
Sub Adviser: American Asset Capital Advisers, LLC
Form Type: 497
Filing Date: 2025-04-10
Corporate Action: Merger
Type: New
Accession Number: 000199937125004109
Filing Summary: The document is a supplement dated April 10, 2025, providing additional information regarding the OTG Latin America Fund. It outlines the approval of an Agreement and Plan of Reorganization between the Fund and OTG Latin America ETF, an exchange-traded fund. The Fund's assets will be transferred to the Acquiring ETF in exchange for its shares while the Acquiring ETF assumes the Fund's liabilities. This reorganization will convert the mutual fund into an ETF, and shareholders will exchange their shares for those of the Acquiring ETF. The transaction is expected to be tax-free for federal income tax purposes, although cash payments for fractional shares may be taxable. Following the reorganization, the existing investment adviser will continue in that capacity for the Acquiring ETF, which is expected to offer a lower expense ratio and enhanced features. A Proxy Statement/Prospectus will be sent to shareholders detailing the terms and encouraging them to approve the agreement, with a shareholder meeting planned for June 12, 2025, for voting.
Additional details:
Agreement: Agreement and Plan of Reorganization
Acquiring Etf: OTG Latin America ETF
Reorganization Date: 2025-06-20
Shareholder Meeting Date: 2025-06-12
Expected Total Expense Ratio: 0.95%
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