SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 /X/
Pre-Effective Amendment No. 1 / /
Post-Effective Amendment No. / /
and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 /x/
Amendment No. 1 / /
(Check appropriate box or boxes)
PEREGRINE FUNDS
(Exact name of registrant as specified in charter)
99 Park Avenue
New York, New York 10016
(Address of principal executive offices)
Registrant's telephone number: (800) 910-5255
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Copy to:
Frank E. Morgan, Esq. Thaddeus Leszczynski, Esq.
Mayer, Brown & Platt Van Eck Associates
1675 Broadway 99 Park Avenue
New York, NY 10019 New York, NY 10016
Telephone: (212) 293-2031
(Name and address of agent for service)
Approximate date of proposed public offering January 1, 1966
It is proposed that this filing will become effective (check appropriate box):
/ / Immediately upon filing pursuant to / / on (date) pursuant to paragraph (b)
paragraph (b)
/ / 60 days after filing pursuant to / / on (date) pursuant to paragraph (a)(1)
paragraph (a)(1)
75 days after filing pursuant to / / on (date pursuant to paragraph (a)(2) of
/ / paragraph (a)(2) rule 485
THE PROPOSED PUBLIC OFFERING WILL OCCUR AS SOON AS PRACTICABLE AFTER THE
EFFECTIVE DATE OF THIS REGISTRATION STATEMENT. THE REGISTRANT HEREBY
AMENDS THIS AMENDMENT TO ITS REGISTRATION STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL
FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION
8(A) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT
SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO
SECTION 8(A), MAY DETERMINE.
CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933
--------------------- -------------------- --------------------- --------------------- ---------------------
Title of Securities Amount being Proposed maximum Proposed maximum Amount of
being registered registered offering price per aggregate offering registration fee
unit price
--------------------- -------------------- --------------------- --------------------- ---------------------
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the
Registrant elects to register an indefinite number of shares of beneficial
interest.
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SUBJECT TO COMPLETION
NOVEMBER 28, 1995
INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A REGISTRATION STATEMENT RELATING TO THESE
SECURITIES HAS BEEN FILED WITH THE SECURITIES EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS
TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOME EFFECTIVE. THIS PROSPECTUS SHALL NOT
CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE SECURITIES
IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION
UNDER THE SECURITIES LAWS OF ANY SUCH STATE.
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Prospectus
___, 1995
Peregrine Funds/Asia Growth Fund
99 Park Avenue, New York, New York 10016
Account Assistance: (800) 910-5255
The Asia Growth Fund (the "Fund") seeks long-term capital appreciation by
investing in the securities of companies that are expected to benefit from the
development and growth of the economies of Asia. Peregrine Asset Management
(Hong Kong) Limited ("Peregrine") serves as investment adviser to the Fund.
SHARES IN THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, A BANK. THE SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENTAL
AGENCY, AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING POSSIBLE LOSS OF
PRINCIPAL.
This Prospectus sets forth concisely information about the Fund that you should
know before investing. It should be read and retained for future reference.
A Statement of Additional Information ("SAI") dated ___ 1995, about the Fund has
been filed with the United States Securities and Exchange Commission ("SEC") and
is incorporated herein by reference. For a free copy of the SAI, write to the
above address or call the telephone number listed above.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
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SUBJECT TO COMPLETION
NOVEMBER 28, 1995
INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A REGISTRATION STATEMENT RELATING TO THESE
SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY ANY
OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE. THIS STATEMENT OF
ADDITIONAL INFORMATION DOES NOT CONSTITUTE A PROSPECTUS.
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PEREGRINE FUNDS
(THE "TRUST")
99 PARK AVENUE, NEW YORK, N.Y. 10016
SHAREHOLDER SERVICES: TOLL FREE (800) 910-5255
ASIA GROWTH FUND
Peregrine Funds is a Delaware business trust. Asia Growth Fund is a mutual fund
that is the only series of the Trust.
TABLE OF CONTENTS Page
General Information ............................................................
Investment Objective and Policies of the Fund ..................................
Risk Factors - Foreign Securities ..............................................
Emerging Market ................................................................
Securities .....................................................................
Foreign Currency Transactions ..................................................
Futures and Options Contracts and Complex Securities............................
Options, Futures and Forward Contracts .........................................
Hedging and Other Investment Techniques ........................................
Indexed Securities and Structured Notes .......................................
Swap Agreements ................................................................
Loans of Portfolio Securities ..................................................
Borrowing ......................................................................
Partly Paid Securities ........................................................
Direct Investments .............................................................
Repurchase Agreements ..........................................................
Debt ...........................................................................
Securities .....................................................................
Rule 144A Securities and Section 4(2) Commercial Paper .........................
Investment Restrictions ........................................................
Investment Advisory Services ...................................................
The Distributor ................................................................
Portfolio Transactions and Brokerage ...........................................
Trustees and Officers ..........................................................
Valuation of Shares ............................................................
Tax-Sheltered Retirement Plans .................................................
Investment Programs ............................................................
Taxes ..........................................................................
Redemptions in Kind ............................................................
Performance ....................................................................
Additional Information .........................................................
Financial Statements ...........................................................
Appendix .......................................................................
Performance Charts .............................................................
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D--Debt rated D is in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due, even if
the applicable grace period has not expired, unless S&P believes that such
payments will be made during such grace period.
PART B
The publications and services from which the Funds will quote performance are:
Micropal, Ltd. (an international investment fund information service), Fortune,
Changing Times, Money, U.S. News & World Report, Money Fund Scorecard,
Morningstar, Inc., Business Week, Institutional Investor, The Wall Street
Journal, Wall Street Transcripts, New York Post, Investment Company Institute
publications, The New York Times, Barron's, Forbes magazine, Research magazine,
Donaghues Money Fund Report, Donaghue's Money Letter, The Economist, FACS, FACS
of the Week, Financial Planning, Investment Daily, Johnson's Charts, Mutual Fund
Profiles (S&P), Powell Monetary Analysis, Sales & Marketing Management Magazine,
Life magazine, Black Enterprise, Fund Action, Speculators Magazine, Time,
NewsWeek, U.S.A Today, Wiesenberger Investment Service, Mining Journal
Quarterly, Mining Journal Weekly, Northern Miner, Gold Gazette, George Cross
Newsletter, Engineering and Mining Journal, Weekly Stock Charts-Canadian
Resources, Jeweler's Circular Keystone, Financial Times, Journal of Commerce,
Mikuni's Credit Ratings, Money Market Directory of Pension Funds, Oil and Gas
Journal, Pension Funds and Their Advisers, Investment Company Data, Inc., Mutual
Funds Almanac, Callan Associates, Inc., Media General Financial Services,
Financial World, Pensions & Investment Age, Registered Investment Advisors, Aden
Analysis, Baxter Weekly, Congressional Yellow Book, Crain's New York Business,
Survey of Current Business, Treasury Bulletin, U.S. Industrial Outlook, Value
Line Survey, Bank Credit Analyst, S&P Corporation Records, Euromoney, Moody's,
Investment Dealer's Digest, Financial Mail, Financial Post, Futures, Grant's
Interest Rate Observer, Institutional Investor, International Currency Review,
International Bank Credit Analyst, Investor's Daily, German Business Weekly,
GATT Trade Annual Report, and Dimensional Fund Advisers, Inc.
INTERNATIONAL FINANCIAL STATISTICS
PERFORMANCE CHARTS
Best Performing World Bond Markets*
1984 through December, 1994
1984 U.S. Governments 14.3%
1985 French Franc Governments 50.5%
1986 Japanese Yen Governments 40.1%
1987 U.K. Governments 46.6%
1988 Australian Governments 28.8%
1989 Canadian Governments 16.2%
1990 U.K. Governments 30.9%
1991 Australian Governments 23.5%
1992 Japanese Yen Governments 10.8%
1993 Japanese Yen Governments 29.1%**
1994 Belgian Governments 12.22
*in U.S. dollar terms **(Year-to-date through November)
Source: 1984: Salomon Brothers World Bond Index (Government sectors only), a
sample weighted, total return index (Salomon Brothers World Government Bond
Index unavailable until 1985) of developed world bond markets with remaining
maturities of five years or more.
1985-1994: Salomon Brothers World Government Bond Index, a market capitalization
weighted total return index of developed world government bonds with remaining
maturities of one year or more.
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Annual Real (Inflation-Adjusted) GDP Growth
(in local currency terms)
1988 1989 1990 1991 1992 1993
---- ---- ---- ---- ---- ----
Hong Kong 7.5% 2.5% 2.3% 4.0% 5.2% N/A
Singapore 11.0% 9.2% 8.3% 6.5% 5.4% 12.55%
Thailand 11.0% 11.0% 12.2% 7.5% 7.5% N/A
Malaysia 8.1% 8.5% 8.5% 8.9% 7.7% 12.23%
Indonesia 5.7% 6.2% 6.5% 6.4% 5.8% 14.28%
Philippines 6.4% 5.8% 5.7% -1.0% -.04% 8.49%
Taiwan 7.1% 7.3% 5.2% 7.2% 6.1% N/A
South Korea 12.2% 6.5% 8.6% 8.3% 5.1% 12.8%*
30.64%
of China
Source: International Financial Statistics (International Monetary Fund) - 3/95
Gross Domestic Product: The market value of all final goods and services
produced by labor and property supplied by residents of the applicable country
in a given period of time, usually one year. Gross Domestic Product comprises
(1) purchases of persons (2) purchases of governments (Federal, State & Local)
(3) gross private domestic investment (includes change in business
inventories) and (4) international trade balance from exports.
*AIG Investment Corporation
(GNP figure)
Asian Stock Market Total Returns***
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The chart below provides returns for the key developing Asian stock markets for
the given periods. While these markets can be volatile, the long-term returns
may be greater than those achieved by more mature equity markets.
5 yr. compounded 7 yr. compounded
avg. annual return avg. annual return
1988 1989 1990 1991 1992 1993 1994 12/31/92 12/31/94
---- ---- ---- ---- ---- ---- ---- -- -- -- -- -- --
Hong Kong 22.7% 3.4% 3.7% 42.8% 27.4% 109.9% -31.0% 22.3% 19.4%
Indonesia 227.8% 77.1% 5.2% -46.4% -2.1% 102.2% -27.0% -4.0% 24.9%
Malaysia 23.9% 52.6% -9.9% 3.1% 15.7% 107.3% -20.7% 12.1% 18.8%
Philippines 0.0% 62.9% -47.7% 83.5% 37.1% 121.4% -8.3% 21.7% 29.5%
Singapore 30.8% 36.1% -14.3% 33.8% -0.8% 71.4% -4.7% 15.4% 20.2%
So. Korea 94.0% 0.4% -28.5% -17.1% 0.0% 29.1% 22.1% -1.3% 9.0%
Taiwan 117.3% 83.5% -55.4% 11.8% -24.6% 82.3% 19.7% -3.9% 18.4%
Thailand 41.6% 106.1% -29.7% 18.1% 30.4% 97.8% -11.1% 13.7% 27.7%
Source: Morgan Stanley & Co. Incorporated
Performance provided in U.S. dollar terms and does not include reinvestment of dividends. Past
performance is not necessarily indicative of future results.
***These are unmanaged indices and are not the investment results of the Fund nor are they the
results the Fund would have obtained, which may vary from returns of these markets. Value of shares
of the Fund will fluctuate so that an investor's shares, when redeemed, may be
worth more or less than their original cost.
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Morgan Stanley Capital International Stock Market Information
(in US currency with net dividends reinvested)
as of December 31, 1994
1994 1993 1992 1991 1990 1989 1988 1987 1986 1985
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
Australia 5.4% 35.2% -10.82% 33.64% -17.54% 9.30% 36.40% 9.25% 42.28% 19.56%
Austria -6.3% 28.1% -10.65% -12.63% 6.33% 103.91% 0.57% 2.23% 34.74% 176.26%
Belgium 8.2% 23.5% -1.47% 13.77% -10.98% 17.29% 53.63% 7.88% 78.37% 76.61%
Canada -3.0% 17.6% -12.15% 13.08% -13.00% 24.30% 17.07% 13.91% 9.94% 15.05%
Denmark 3.8% 32.8% -28.25% 16.56% -0.91% 43.94% 52.67% 13.23% 1.24% 60.29%
Finland 52.2% 82.7% -12.96% -18.07% -31.66% -9.63% 13.72% N/A N/A N/A
France -5.2% 20.9% 2.81% 17.83% -13.83% 36.15% 37.87% -13.81% 78.35% 82.01%
Germany 4.7% 35.6% -10.27% 8.16% -9.36% 46.26% 20.60% -24.75% 35.29% 135.19%
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Hong Kong -28.9% 116.7% 32.29% 49.52% 9.17% 8.39% 28.12% -4.11% 56.11% 51.69%
Ireland 14.5% 42.4% 12.18% -16.73% 41.16% 25.09% N/A N/A N/A N/A
Italy 11.6% 28.5% -22.22% -1.82% -19.19% 19.42% 11.46% -21.30% 108.28% 131.74%
Japan 21.4% 25.5% -21.45% 8.92% -36.10% 1.71% 35.39% 43.03% 99.41% 43.07%
Malaysia -19.9% 110.0% 17.76% 4.95% -7.91% 55.76% 26.54% N/A N/A N/A
Netherlands 11.7% 35.3% 2.30% 17.80% -3.19% 35.79% 14.19% 7.07% 40.74% 59.62%
1994 1993 1992 1991 1990 1989 1988 1987 1986 1985
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
New Zealand 8.9% 67.7% -1.43% 18.26% -37.67% 11.44% -13.75% N/A N/A N/A
Norway 23.6% 42.0% -22.69% -15.50% 0.65% 45.53% 42.40% 5.67% -2.52% 68.60%
Singapore 6.7% 68.0% 6.28% 24.96% -11.66% 42.26% 33.32% 2.28% 45.17% -22.19%
Spain -4.8% 29.8% -21.87% 15.63% -13.65% 9.76% 13.53% 36.91% 121.24% 54.75%
Sweden 18.3% 37.0% -14.41% 14.42% -20.99% 31.79% 48.33% 1.99% 65.59% 56.96%
Switzerland 3.5% 45.8% 17.23% 15.77% -6.23% 26.21% 6.18% -9.45% 33.37% 105.72%
United Kingdom -1.6% 24.4% -3.65% 16.02% 10.29% 21.87% 5.95% 35.09% 26.95% 53.02%
USA 1.1% 9.1% 6.39% 30.07% -3.15% 30.01% 14.61% 2.91% 16.28% 31.08%
Morgan Stanley Capital International Index
(in US currency with net dividends reinvested)
as of December 31, 1994
10 year annual total return
Australia 13.9%
Austria 23.6%
Belgium 22.4%
Canada 7.7%
Denmark 16.1%
Finland N/A
France 20.08%
Germany 17.6%
Hong Kong 31.0%
Ireland N/A
Italy 14.9%
Japan 14.5%
Malaysia N/A
Netherlands 19.4%
New Zealand N/A
Norway 12.9%
Singapore 15.8%
Spain 19.5%
Sweden 18.6%
Switzerland 20.0%
United Kingdom 17.9%
USA 13.1%
MARKET INDEX DESCRIPTIONS
MORGAN STANLEY CAPITAL INTERNATIONAL EUROPE, AUSTRALIA, FAR EAST INDEX (US$
TERMS): An arithmetic, market value-weighted average of the performance of over
1,079 companies listed on the stock exchanges of Europe, Australia, New Zealand
and the Far East. The index is calculated on a total return basis, which
includes reinvestment of gross dividends before deduction of withholding taxes.
MORGAN STANLEY CAPITAL INTERNATIONAL WORLD INDEX (US$ TERMS): An arithmetic,
market value-weighted average of the performance of over 1,515 companies listed
on the stock exchanges of the following countries: Australia, Austria, Belgium,
Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Italy, Japan,
Malaysia, the Netherlands, New Zealand, Norway, Singapore, Spain, Sweden,
Switzerland, the United Kingdom and the United States. The index is calculated
on a total return basis, which includes reinvestment of gross dividends before
deduction of withholding taxes. The combined market capitalization of these
countries represents approximately 60% of the aggregate market value of the
stock exchanges of the above 22 countries.
MORGAN STANLEY CAPITAL INTERNATIONAL COMBINED FAR EAST EX-JAPAN FREE INDEX: An
arithmetic, market value-weighted average of the performance of companies listed
on the stock exchanges of the following countries: Hong Kong, Indonesia, Korea
(Korea is included at 20% of its market capitalization in the Combined Free
Index), Malaysia, Philippines Free, Singapore Free and Thailand. The combined
market capitalization of these countries represents approximately 60% of the
aggregate market value of the stock exchanges of the above seven countries.
SALOMON BROTHERS WORLD BOND INDEX (US$ TERMS): Measures the total return
performance of high quality securities in major sectors of the international
bond market. The index covers approximately 600 bonds from 10 currencies:
Australian Dollars, Canadian Dollars, European Currency Units, French Francs,
Japanese Yen, Netherlands Guilder, Swiss Francs, UK pounds Sterling, US Dollars
and German Deutsche Marks. Only high-quality, straight issues are included. The
index is calculated on both a weighted basis and an unweighted basis. Generally,
index samples for each market are restricted to bonds with at least five years'
remaining life.
SALOMON BROTHERS WORLD GOVERNMENT BOND INDEX (US$ TERMS): The WGBI includes the
Government bonds markets of the United States, Japan, Germany, France, the
United Kingdom, Canada, Italy, Australia, Belgium, Denmark, the Netherlands,
Spain, Sweden and Austria. Country eligibility is determined based on market
capitalization and investability criteria. A market's eligible issues must total
at least US$20 billion, Y2.5 trillion and DM30 billion for three consecutive
months for the market to be considered eligible for inclusion. Once a market
satisfies this criteria, it will be added at the end of the following quarter.
Guidelines by which a market may be excluded from the index have also been
established. A market will be excluded if the market capitalization of eligible
issues falls below half of all of the entry levels for six consecutive months.
Once again, the market will be removed at the end of the following quarter. In
addition, market entry barriers are a reason for exclusion despite meeting the
size criteria (for example, if a market discourages foreign investor
participation).
GROSS DOMESTIC PRODUCT: The market value of all final goods and services
produced by labor and property supplied by residents of the United States in a
given period of time, usually one year. Gross Domestic Product comprises (1)
purchases of persons (2) purchases of governments (Federal, State & Local) (3)
gross private domestic investment (includes change in business inventories) and
(4) international trade balance from exports. Nominal GDP is expressed in 1993
dollars. Real GDP is adjusted for inflation and is currently expressed in 1987
dollars.
EXHIBITS INDEX
Exhibit No.
Exhibit 1 Master Trust Agreement incorporated by reference in original Registration Statement
filed November 13, 1995
Exhibit 2 By-Laws incorporated by reference in original Registration Statement filed November
13, 1995
Exhibit 5 Form of Investment Advisory Agreement incorporated by reference in original
Registration Statement filed November 13, 1995
Exhibit 6 Form of Distribution Agreement incorporated by reference in original Registration
Statement filed November 13, 1995
Exhibit 8 Form of Global Custody Agreement incorporated by reference in original Registration
Statement filed November 13, 1995
Exhibit 9 (a) Form of Transfer Agency Agreement incorporated by
reference in original Registration Statement filed
November 13, 1995
9 (b) Form of Portfolio Accounting and Administrative Services Agreement incorporated by
reference in original Registration Statement filed November 13, 1995
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