FEES AND EXPENSES OF THE FUND
The table below describes the fees and expenses that you may pay if you buy and hold shares of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future,
at least $50,000 in the Fund. More information about these and other discounts is available from your financial professional, under the section How Shares Are Priced on page 59 of the Funds Prospectus and under the section
Purchases and Redemption of Shares on page 34 of the Funds Statement of Additional Information (SAI).
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SHAREHOLDER FEES
(FEES PAID DIRECTLY FROM YOUR INVESTMENT)
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Class A
(KMDVX)
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Class I
(KMDIX)
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Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)
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4.50
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%
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None
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Maximum Deferred Sales Charge (Load)
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None
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None
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Maximum Sales Charge (Load) Imposed on Reinvested Dividends (as a percentage of offering price)
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None
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None
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Redemption Fee (the Funds Transfer Agent may charge a fee of $15 for each wire redemption and $5 for each telephone exchange)
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None
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None
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Exchange Fee
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None
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None
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ANNUAL FUND OPERATING EXPENSES
(EXPENSES THAT YOU PAY EACH YEAR AS A
PERCENTAGE OF THE VALUE OF YOUR INVESTMENT)
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Class A
(KMDVX)
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Class I
(KMDIX)
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Management Fees
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1.00
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%
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1.00
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%
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Distribution (12b-1) Fees
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0.25
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%
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0.00
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%
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Other Expenses
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1.56
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%
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1.56
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%
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Dividend and/or Interest Expenses
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0.02
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%
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0.02
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%
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Total Annual Fund Operating Expenses
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2.83
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%
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2.58
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%
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Fee Waiver and/or Expense Reimbursement
(a)
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(1.42
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)%
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(1.42
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)%
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Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement
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1.41
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%
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1.16
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%
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(a) The Funds adviser, Keeley Asset Management Corp. (the Adviser), has contractually agreed to waive a portion of
its management fee or reimburse the Fund to the extent that total ordinary operating expenses during the current fiscal year as a percentage of average net assets for the Fund exceed 1.39% for Class A Shares and 1.14% for Class I Shares. The
waiver excludes expenses related to taxes, interest charges, litigation and other extraordinary expenses, brokerage commissions and other charges relating to the purchase and sale of the Funds portfolio securities. The waiver is in effect
through January 31, 2014, and neither the Adviser nor the Fund can discontinue the agreement prior to its expiration.
Example.
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The
Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Funds
operating expenses remain the same. Although your actual costs could be higher or lower, based on these assumptions your costs would be:
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1 Year
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3 Years
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5 Years
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10 Years
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Keeley Mid Cap Dividend Value Fund
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Class A
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$
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585
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$
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1,157
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$
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1,755
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$
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3,365
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Class I
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$
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116
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$
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665
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$
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1,241
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$
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2,807
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www.keeleyfunds.com 888-933-5391
KEELEY Mid Cap Dividend Value Fund
Portfolio Turnover.
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or turns over its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may
result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in Annual Fund Operating Expenses or in the Example, affect the Funds performance. For the period from the Funds commencement of
operations (October 3, 2011) through its fiscal year ended September 30, 2012, the Funds portfolio turnover rate was 13.74% of the average value of its portfolio.
PRINCIPAL INVESTMENT STRATEGIES AND POLICIES
The Fund intends to pursue its investment
objective by investing in companies with a mid-size market capitalization, which the Adviser currently defines as between $1.5 billion and $15 billion, and that currently pay or are reasonably expected to pay dividends to shareholders. The
Adviser looks for stocks with sustainable, expected growth in earnings and dividends and attempts to buy them when they are temporarily out-of-favor or undervalued by the market. Under normal market conditions, the Fund will invest no less than 80%
of its net assets plus the amount of any borrowings for investment purposes in dividend-paying common stocks and other equity type securities (including preferred stock) of mid-size market capitalization. Dividend-paying
common stocks have one or more of the following characteristics: (i) attractive dividend yields that are, in the opinion of the Adviser, relatively stable or expected to grow; (ii) that pay a small dividend, but could grow their dividend
over the next few years; and (iii) that pay no dividend, but may initiate a dividend or return cash to shareholders in other ways, such as through a share repurchase program. The Adviser reasonably expects that a company will pay a dividend or
return cash to shareholders in other ways based upon the companys operating history, its growth and profitability opportunities, and its history of sales, profits and dividend payments. As long as an investment continues to meet the
Funds other investment criteria set forth below, the Fund may choose to hold such securities even if the companys capitalization moves outside the $1.5 billion to $15 billion capitalization range. If less than 80% of the
Funds assets (plus the amount of any borrowings for investment purposes) are invested in companies with a mid-size market capitalization, the Fund will not invest in companies other than those with a mid-size market capitalization until the
80% threshold is restored.
Each stock is judged on its potential for above-average capital appreciation. In addition, the Adviser believes that a track
record of dividend increases is an excellent indicator of a companys financial health and growth prospects, and that over the long-term, income can contribute significantly to total return. Dividends also can help reduce the Funds
volatility during periods of market turbulence and help offset losses when stock prices are falling. The Fund intends to pay the dividends it receives at least annually. The Fund will seek to invest in securities of mid-cap, undervalued companies
that meet certain criteria identified by the Adviser from time to time. It is the Advisers intention typically to hold securities for more than two years. However, the Adviser may sell securities when a more attractive opportunity emerges,
when a company becomes overweighted in the portfolio, or when operating difficulties or other circumstances make selling desirable.
The Fund may be
suitable for the more aggressive section of an investors portfolio. The Fund is designed for people who want to grow their capital over the long-term and who are comfortable with possible frequent short-term changes in the value of their
investment. An investment in the Fund should not be considered a complete investment program.
MAIN RISKS
The Fund is subject to the typical risks of equity investing, including loss of money, company-specific risks, the effects of interest rate fluctuations, investor psychology and other factors. The Advisers
method of security selection may not be successful and the Fund may underperform the stock market as a whole. The value of your investment will increase or decrease, so your shares may be worth more or less money than your original investment.
Investing in mid-cap securities presents more risk than investing in more established or large-cap company securities. Mid-cap companies often have more
limited resources and greater variation in operating results, leading to greater price volatility. Trading volumes may be lower, making such securities less liquid.
Class A Shares
KMDVX
Class I Shares
KMDIX
Any repeal
or failure to extend the current federal tax treatment of qualified dividend income could make dividend-paying securities less appealing to investors and could have a negative impact on the performance of the Fund. Also, the companies held by the
Fund may reduce or stop paying dividends, which may affect the Funds ability to generate income. The Advisers approach in selecting dividend-paying securities may go out of favor with investors. This may cause the Fund to underperform
relative to other mutual funds that do not emphasize dividend-paying stocks.
In pursuing its investment strategy, the Fund, at times, may concentrate
its investments in the securities of issuers in a particular industry or sector. By concentrating its investments in an industry or sector, the Fund may face more risks than if it were diversified broadly over numerous industries or sectors. Such
industry-based risks, any of which may adversely affect the companies in which the Fund invests, may include, but are not limited to, general economic conditions or cyclical market patterns that could negatively affect supply and demand in a
particular industry; competition for resources; adverse labor relations; political events; obsolescence of technologies; and increased competition that may affect the profitability or viability of companies in an industry. In addition, at times, an
industry or sector may be out of favor and underperform other industries or the market as a whole.
PERFORMANCE
The following performance information indicates some of the risks of investing in the Fund. The bar chart below shows how the Fund has
performed during its first calendar year of operation. The table compares the Funds performance with that of the Russell
Midcap
®
Value Index, an unmanaged index that measures the performance of the mid-cap value segment of the U.S. equity
universe with lower price-to-book ratios and lower forecasted growth values. While the information shown in the bar chart and the table gives you some idea of the risks involved in investing in the Fund, please remember that past performance (before
and after taxes) does not guarantee future results. Updated performance information is available at www.keeleyfunds.com or toll-free at 1-888-933-5391.
KMDVX
(1)
- Year-by-year total return as of 12/31 each year (%)
(1) The information in the bar chart represents the performance of the Funds Class A Shares. Performance information
for the Funds Class I Shares is not shown and the performance of that class will be different from the Funds Class A Shares because the expenses of each class are different.
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BEST QUARTER
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WORST QUARTER
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1Q 2012
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9.12%
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2Q 2012
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(2.95)%
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The bar chart and best and worst quarters shown above do not reflect the maximum 4.50% sales load. If these items reflected the
sales load, returns would be less than those shown.
www.keeleyfunds.com 888-933-5391
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KEELEY Mid Cap Dividend Value Fund
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Class A Shares
KMDVX
Class I Shares
KMDIX
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AVERAGE ANNUAL TOTAL RETURN
AS OF 12/31/12 FOR THE
KEELEY MID CAP DIVIDEND VALUE FUND*
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1 Year
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Since Inception
(October 3, 2011)
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Return before taxes
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Class A
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9.89
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%
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19.53
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%
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Class I
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15.31
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%
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24.32
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%
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Return after taxes on distributions**
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Class A
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9.61
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%
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19.22
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%
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Return after taxes on distributions and sale of fund shares**
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Class A
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6.78
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%
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16.63
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%
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Russell Midcap
®
Value Index (reflects no deduction for fees, expenses and taxes)
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18.51
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%
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30.96
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%
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* This performance table reflects the payment of the 4.50% sales load on the purchase of Class A Shares.
** 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. Your actual after-tax returns will depend on your 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 only Class A Shares and after-tax returns for Class I Shares will vary.
MANAGEMENT
Investment Adviser
The investment adviser for the Fund is Keeley Asset Management Corp., 111 West Jackson Blvd., Suite 810, Chicago, IL 60604. The Adviser supervises, administers and continuously
reviews the Funds investment program, following policies set by the Funds Board of Directors.
Portfolio Managers
Thomas E.
Browne, Jr. is the Portfolio Manager for the Fund and is primarily responsible for its day-to-day management. Brian P. Leonard is the Assistant Portfolio Manager for the Fund and assists Mr. Browne in the day-to-day management activities
of the Fund. Messrs. Browne and Leonard have managed the Fund since its inception. The SAI provides additional information about the compensation paid to Messrs. Browne and Leonard, other accounts that they manage, and their respective ownership of
securities in the Fund.
PURCHASE AND SALE OF FUND SHARES
You can buy or sell the Funds shares directly from the Keeley Investment Corp., the Funds distributor (the Distributor), or from selected broker/dealers, financial institutions and other
service providers. Please contact U.S. Bancorp Fund Services, LLC, the Funds transfer agent (the Transfer Agent) at 1-888-933-5391 if you need additional assistance when completing your application. There is no minimum holding
requirement nor minimum amount requested to redeem your shares.
The minimum initial investment for the Class A Shares of the Fund is $2,500, and
the minimum for additional investments in the Fund is $50 and is subject to change at any time. The Distributor may waive these minimums to establish certain Class A Share accounts. The minimum initial investment for Class I Shares of the Fund
is $1 million, and the minimum for additional investments is $10,000 and is subject to change at any time. The Distributor may waive these minimums to establish certain Class I Share accounts.
TAX INFORMATION
The Funds
distributions, if any, generally are taxable to you as ordinary income, capital gains, or a combination of the two, unless you are invested through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.
PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES
If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its Distributor and/or Adviser may pay the intermediary for services provided to the Fund
and its shareholders. 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. Read the Funds Prospectus and SAI or ask your
salesperson or visit your financial intermediarys website for more information.
www.keeleyfunds.com 888-933-5391
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